As the highest decision-making body established under the Board Operating Regulations, POSCO’s Board of Directors holds ultimate responsibility for ESG issues, including the environment, climate change, and safety and health. The Board receives annual reports on ESG performance and future plans and deliberates on key matters.

Under the Board, we operate an ESG Committee chaired by an outside director. Delegated by the Board, the Committee reviews decarbonization policies related to the environment and climate change and pre-reviews major safety and health plans. The Committee’s environmental roles and responsibilities are defined in the Board Operating Regulations, and it is authorized to monitor the implementation of overall ESG-related tasks. The Committee may be convened at any time upon request by its chair or members. The POSCO Board Operating Regulations are available on this website.

As of March 2025, POSCO’s Board of Directors is composed of three inside directors, two outside directors, and one non-executive director. The Board maintains specialized committees, namely the ESG Committee and the Audit Committee, each chaired by an Outside Director. The ESG Committee consists of two outside directors and one inside director and addresses company-wide ESG issues, including ESG strategies, policies, and management systems.

POSCO systematically assesses whether the Board of Directors and the ESG Committee possess the appropriate competencies to effectively oversee ESG-related risks and opportunities. When selecting new director candidates, we apply a Board Skills Matrix (BSM) to comprehensively evaluate expertise across nine areas, including ESG and sustainability competencies. This includes understanding of climate change policy and experience in developing sustainability strategies.

Following appointment, we further strengthen decision-making capabilities through training on key ESG topics such as internal carbon pricing and carbon reduction technologies, as well as through company-wide briefings, steelworks site visits, and explanatory sessions covering major carbon, safety, and environmental strategies and issues.

POSCO oversees its overall ESG management performance through the Board of Directors and the ESG Committee. Each year, the Board reviews key ESG-related plans alongside the status of investments and budgets when it resolves the medium-term management strategy. The ESG Committee also reports annually on ESG performance.

In 2025, the Board approved the 'Mid-term Management Strategy and 2025 Management Plan', reviewing major ESG directions aligned with the plan as well as investment and budget execution. The ESG Committee examined ESG implementation progress based on the 'POSCO ESG Management 2024 Performance and 2025 Plans'. During the year, the Board held 10 meetings, with a 100% attendance rate among outside directors. The ESG Committee and the Audit Committee each held eight meetings.

The Board addresses key ESG matters, including climate-related issues, by approving mid-term strategies and management plans that incorporate major sustainability priorities. The Board adjusts target levels and the scope of application where necessary. Through regular reviews, the ESG Committee monitors performance indicators for each target and tracks progress on key initiatives, thereby overseeing ESG performance and future plans in a comprehensive manner.

Under the Board Operating Regulations, all outside directors are entitled to evaluate the performance of the Board and its committees. Director remuneration is determined within the total compensation limit approved by the General Meeting of Shareholders, in accordance with Article 388 of the Commercial Act and POSCO’s Articles of Incorporation.

The remuneration of the CEO follows the criteria set by the Board. The base salary reflects the position and the role and responsibilities of delegated duties and is paid monthly at one-twelfth of the annual base salary. Performance-based compensation is determined through a combination of quantitative evaluation of annual financial results and qualitative assessment of key management activities, including ESG performance. It is paid in two installments each year, in July and February of the following year.

Director remuneration is approved in accordance with the Board Operating Regulations, and ESG performance is also incorporated as a component of the executive compensation structure.