Governance

Board

Board Structure and System

The Board of Directors is the highest governance body of SKS. The current Board consists of nine directors, including four independent directors and five non-independent directors. All directors are elected through a candidate nomination system, under which shareholders elect directors at the shareholders’ meeting through voting. Unless otherwise stipulated by the Company Act, the Chairman shall be elected by and from among the directors with the approval of more than half of the directors present at a meeting attended by at least two-thirds of all directors. Board members are professionals with extensive industry experience, serving three-year terms and eligible for re-election. Independent directors are elected through the candidate nomination system, with shareholders selecting candidates from the list of independent director nominees at the shareholders’ meeting.

The professional qualifications, shareholding requirements, restrictions on concurrent positions, nomination and election procedures, and other compliance matters for independent directors are governed by the relevant regulations of the securities authorities. Independent directors and non-independent directors are elected concurrently, with the number of seats calculated separately. The Board’s responsibilities include regularly hearing reports from the management team, reviewing the Company’s operational plans, and periodically monitoring the progress of management strategies and financial performance.

In addition, the Company cultivates senior executives for future Board participation by familiarizing them with Board operations and the businesses of various group entities. Through job rotation and experience across corporations in different industries, the Company further strengthens their industry expertise. To enhance Board diversity, and in recognition of the international trend toward greater female Board representation, the Board supports management initiatives to increase the proportion of female senior executives, with the goal of increasing female representation on the Board.