Chapter 1 General Provisions

Article 1 (Purpose)

The regulations are aimed to set the standard of general management on internal information and adequate disclosure about Duksan Techopia Co., Ltd, in order to swiftly and accurately notice ｢Act on Capital Markets and Financial Investment Service Act ｣ (hereinafter refers to “The Act”) and the overall laws, and prevent internal trading of executive members and staff

Article 2 (Definition of Term)

• 1. “Internal Information” in the regulations means the obligation of disclosure stipulated in Part 1 Regulations on Disclosure of KOSDAQ Market (hereinafter refers to ‘Regulations on Disclosure’), and the matter that could influence corporate management, property status, or investors’ judgment on investment.
• 2. ‘Disclosure Administrator’ in the regulation means the person who can carry out the task to report, in capacity of company, according to Article 2-Section 4 of Regulations on Disclosure.
• 3. “Executive Member’ in the regulations means director (including the person applied to each paragraph of Article 401-2 of Commerce Law) and inspector.
• 4. The terms used in the regulations, in addition to regulations in Section 1~ 3 shall be defined, based on the definition stipulated in the relevant laws and regulations.

Article 3 (Coverage)

The details on Disclosure, Internal Trading, and Internal Information Management shall be in compliance with the regulations, except for the details stipulated in the relevant laws and the articles of association.

Chapter 2 Management on Internal Information

Article 4 (Management on Internal Information)

• 1. All executive members and staff shall strictly manage the corporate internal information, and cannot disclose internal information in and outside company, except for the case necessary for affairs.
• 2. Disclosure Administrator shall carry out the tasks in each paragraph, undertaking the general affairs of establishing and operating the internal information management system.

Article 5 (Disclosure Administrator)

• 1. The CEO shall appoint the disclosure administrator and report it to Korea Exchange. The case when changing the disclosure administrator is applied into the same context, also.
• 2. Disclosure Administrator shall carry out the tasks in each paragraph, undertaking the general affairs of establishing and operating the internal information management system.
  • –  Execution of Disclosure
  • –  Checkup and Assessment on the Condition of the Operation of the Internal Information Management System
  • –  Review on Internal Information and Decision on Disclosure
  • –  Measures necessary for the Operation of the Internal Information Management System, for example, such as Training on Executive Members and Staff
  • Supervision and Monitoring on the departments, executive members, and staff in charge of internal information management or disclosure affairs
  • –  In addition, affairs that the CEO considers necessary for the Operation of the Internal Information Management System
• 3. Disclosure Administrator has the authority in each paragraph, in the process of carrying out related work.
  • -  Authority to request for submitting and reading various documents and records related to internal information
  • -  Authority to accept the opinions from the department in charge of audit and inspection affairs, or executive members and staff in charge of the task related to internal information generation
• 4. Disclosure Administrator can have a discussion with the executive members in charge of related work, if necessary, in the process of carrying out the task, and can seek assistance from experts, at the cost of the company.
• 5. Disclosure Administrator shall regularly report the condition of the operation of the internal information management system to the CEO (or the board of directors).

Article 6 (Person in charge of Disclosure)

• 1. The CEO shall appoint the person in charge of Disclosure and report it to Korea Exchange. The case when changing the person in charge of Disclosure is applied into the same context, also.
• 2. The person in charge of Disclosure shall carry out the tasks in each paragraph, under command from the Disclosure Administrator, as to internal information management system.
  • -  Collection and Review on Internal Information, Report about the Disclosure Administrator
  • –  Affairs necessary for the Execution of Disclosure
  • -  Examination on Necessary Items, such as Change of Laws related to Disclosure, for the Internal Information management, and Report about the Disclosure Administrator
  • -  Items that the CEO or Disclosure Administrator consider necessary.

Article 7 (Concentration on Internal Information)

Executive members and head of each department shall provide relevant information to the Disclosure Administrator, at the appropriate time, if applied into any of the following paragraphs

• 1. In case when there happens internal information
• 2. In case when there happens a reason that already noticed internal information must either be cancelled or changed.
• 3. In case when Disclosure Administrator requests

Article 8 (Providing Internal Information Outside Company)

• 1. In case executive members and staff never fail to provide internal information about those who sign an agreement on consulting related to law and business administration, with company counterparts, outside audit, agent, and the company, they shall report it to the Disclosure Administrator.
• 2. For Section 1, the Disclosure Administrator shall take the necessary measures, by signing an agreement on confidentiality about related internal information.

Chapter 3 Disclosure about Internal Information

Article 9 (Types of Disclosure)

The company’s disclosure is classified as follows.

• 1. Report and Disclosure about Major Business Administration, according to Part 1-Chapter 2-Clause 1
• 2. Disclosure on Inquiry, according to Part 1-Chapter 2-Clause 2
• 3. Disclosure on Processing, according to Part 1-Chapter 2-Clause 3
• 4. Autonomous Disclosure, according to Part 1-Chapteer 3 of the Regulations on Disclosure
• 5. Submitting a Securities Report, according to Part 3-Chapter 1 of the Law
• 6. Submitting a business report, according to Article 159 and 165 of the law and Part 1-Chapter 2-Clause 4 of the Regulations on Disclosure
• 7. Submitting a report on major information, according to Article 161 of the law.

Disclosure according to other laws

Article 10 (Execution of Disclosure)

• 1. In case when there happens Disclosure specified in Article 9, the person in charge of Disclosure shall prepare a report, arrange necessary documents, and report it to the Disclosure Administrator.
• 2. Disclosure Administrator shall review whether the details and documents of Section 1 run counter to the relevant law, and report it to the CEO, before disclosing.

Article 11 ( Follow-up Arrangement after Disclosing)

In case when there is either error or omission in disclosed information, Disclosure Administrator and the person in charge of Disclosure shall take the measures to improve it.

Article 12 (Interview from the Press)

• 1. In case when the press requests an interview about the company, it is a principle that the CEO or Disclosure Administrator shall accept it. If necessary, executive members and staff in the relevant department can respond to the interview.
• 2. In case when the company intends to distribute report data to the press, it shall make the agreement on it with Disclosure Administrator. Disclosure Administrator shall report the details on distributionof report data to the CEO, if necessary.
• 3. In case when executive members and staff notice that the press reported wrong facts, they shall report it to Disclosure Administrator.

Article 13 (Follow-up Arrangement after Disclosing)

A company briefing about Company Management, Business Plan, and Prospect shall be held through the agreement with Disclosure Administrator.

Chapter 4 Regulations about Inside Trading

Article 14 (Return of Short-Term Capital Gain)

• 1. According to Article 172-Section 1 and Article 194 of Enforcement Decree of the law, executive members and staff shall purchase specific securities ( hereinafter refers to ‘specific securities’) of Article 172-Section 1, and then sell them within 6 months, or shall return the gain that is procured after purchasing securities (hereinafter refers to ‘Short-Term Capital Gain') to the company.
• 2. In case when the stockholder (including those who own equity securities or depository receipt including shares. Any other items are applied into this article) requests the company a claim for recapture of Short-Term Capital Gain, under Section 1, the company shall take necessary steps within 2 months as of the date of the request.
• 3. In case when Securities & Futures Commission notifies of the occurrence of Short-Term Capital Gain to the company, according to Section 1, Disclosure Administrator shall notice the items in following each paragraph to the Internet Website, without delay.
  • -  Those who must Return Short-Term Capital Gain
  • -  Short-Term Capital Gain Price
  • -  Day of the notice about the fact of the occurrence of Short-Term Capital Gain from Securities & Futures Commission
  • -  Plan to request for returning Short-Term Capital Gain
  • -  It is interpreted that the stockholder can request the company a claim for recapture of Short-Term Capital Gain, and in case when the company does not request it within 2 months as of the date of request, the stockholder can request, in the capacity of the company.
• 4. The term of Disclosure stipulated in Section 3 is two years as of the date of the notice about the occurrence of Short-Term Capital Gain, from Securities & Futures Commission, or the first date of the return of Short-Term Capital Gain.

Article 15 (Notification of the Specific Securities Sale and Purchasing)

According to Article 172-Section 1 and Article 194 of Enforcement Decree of the law, executive members and staff shall notify of specific securities sale and purchasing, and others, to Disclosure Administrator.

Article 16 (Prohibition from Using Non-Disclosed Important Information)

Executive members and staff shall not use non-disclosed important information (including non-disclosed important information from affiliated companies) specified in Article 174-Section 1, for the purpose of selling and purchasing specific securities or any others, and shall not allow others to use it.

Chapter 5 Supplementary Rules

Article 17 (Education)

Disclosure Administrator and the person in charge of Disclosure shall complete education on Disclosure affairs, according to Article 36 and Article 44-Section 5, and Disclosure Administrator shall notice of education contents to executive members and staff.

Article 18 (Amendment and Closure of Regulations)

The amendment and closure of Regulations are decided by the resolution of Board of Directors.

Article 19 (Disclosure of Regulations)

The regulations shall be noticed on the company website. This is applied in the same context when amending regulations, also.

Additional Rules