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Seegene

Governance

Shareholders

Shareholder Rights

We respect the rights of shareholders and do our utmost to protect the basic rights granted to them pursuant to the Commercial Code of Korea and the Articles of Incorporation. Our shareholders are entitled to the following rights in accordance with the Commercial Code of Korea and the Articles of Incorporation:

Our shareholders are entitled to the following rights in accordance with the Commercial Law and the Articles of Incorporation.

Right to Pursue Common InterestsThis refers to the right to engage in, or participate in matters related to, the company’s business operations.
Right to Pursue Individual Profit This refers to the right that shareholders exercise to participate in a company’s profits or other benefits.
Specific ExamplesThe rights to pursue common interests and individual profit are illustrated in detail below. Exercising the right to pursue common interests may require equity ownership above the statutory threshold in accordance with the Commercial Code of Korea and other applicable laws and regulations.
Right to Pursue Common Interests
The right to call a general meeting of shareholders, the right to sue (e.g., for nullity of incorporation), voting rights, the right to seek an injunction against illegal acts committed by directors, the right to bring derivative lawsuits, inspection rights, the right to request the dismissal of directors/auditors, the right to request the inspection of a company’s operations and assets, the right to request the dissolution of the corporation, etc.
Right to Pursue Individual Profit
The right to receive dividends, the right to transfer securities ownership, preemptive rights, the right to residual assets, etc.

Shareholders

We respect the rights of shareholders and do our utmost to protect the basic rights granted to them pursuant to the Commercial Code of Korea and the Articles of Incorporation.

Occupational health and safety goals and performance
CategoryNumber of SharesPercentage of Total
TotalNaN%
All values are annual targets and performance for OHS.

Dividend

Dividend
Total dividend (KRW million)
Type of dividend
(Consolidated) Dividend payout ratio(%)
Cash dividend yield (%)
Dividend per share (KRW)

Status of Shareholder Voting Rights Exercised

∙ Date & Time of Annual General Meeting of Shareholders: March 27, 2026
∙ Total Number of Outstanding Shares with Voting Rights: 46,114,611 shares
∙ Total Number of Voting Shares Present (Attendance Rate): 22,756,717 shares (49.3%)
∙ Attendance Rate Excluding the Largest Shareholder and Related Parties: 17.8%

DateAgendaResolutionVotes For (Shares / %)Votes Against (Shares / %)Votes Abstained (Shares / %)
FY 2025 Annual General Meeting (Mar 27, 2026)1. Approval of the financial statementsApproved
21,143,119 shares
(92.9%)
1,606,444 shares
(7.1%)
6,608 shares
(0.0%)
2. Amendment to the Articles of IncorporationApproved
21,460,083 shares
(94.3%)
1,293,985 shares
(5.7%)
2,103 shares
(0.0%)
3-1. Appointment of the executive director Jung-Yong Kim (new appointment)Approved
21,259,686 shares
(93.4%)
1,496,479 shares
(6.6%)
6 shares
(0.0%)
3-2. Appointment of the non-executive director Kyong-Joon Chun (reappointment)Approved
20,332,545 shares
(89.3%)
2,423,620 shares
(10.7%)
6 shares
(0.0%)
4. Appointment of the Audit Committee member Hyun-Chul Jung (new appointment)Approved
12,703,189 shares
(89.7%)
1,462,451 shares
(10.3%)
5 shares
(0.0%)
5-1. Appointment of the independent director and Audit Committee member Dong-Woo Kang (new appointment)Approved
12,794,381 shares
(90.3%)
1,371,259 shares
(9.7%)
5 shares
(0.0%)
5-2. Appointment of the independent director and Audit Committee member Se-Min Ye (new appointment)Approved
12,794,456 shares
(90.3%)
1,371,184 shares
(9.7%)
5 shares
(0.0%)
6. Approval of the limit of compensation for directorsApproved
9,744,913 shares
(85.7%)
1,629,880 shares
(14.3%)
1,622 shares
(0.0%)
7. Approval of the limit of compensation for auditorsApproved
21,124,936 shares
(92.8%)
1,631,234 shares
(7.2%)
1 shares
(0.0%)
8. Approval of the Treasury Share Holding·Disposal PlanApproved
21,449,373 shares
(94.3%)
1,305,590 shares
(5.7%)
1,208 shares
(0.0%)

Board of Directors

The Board of Directors (BOD) is the highest decision-making body that determines the company’s strategic direction and protects the interests of both the company and its shareholders. We compose and operate the Board by thoroughly considering the professional expertise and competencies of each director, ensuring that the Board can effectively perform its management oversight function and make independent decisions.
Currently, the Board consists of seven (7) directors in total, including three (3) Independent Directors, three (3) Executive Directors, and one (1) Other Non-Executive Director. The standing committees under the Board include the ESG Committee and the Audit Committee. The Board plays a pivotal role in driving sustainable growth, and Seegene is dedicated to continuously strengthening the foundation for sustainability management through transparent governance and sound Board operations.

Composition and BSM (Board Skill Matrix)

As of June 2026

Jong-Yoon ChunDae-Hoon LeeJung-Yong KimKyong-Joon ChunDong-Woo KangHyun-Chul ChungSe-Min Ye
CategoryExecutive DirectorExecutive DirectorExecutive DirectorOther Non-executive DirectorIndependent DirectorIndependent DirectorIndependent Director
GenderMaleMaleMaleMaleMaleMaleMale
RoleCEO, Overall Company Management Chair of the BoardCEO, Head of Diagnostics Business DivisionCFOManagement AdvisorChair of the Audit Committee, Financial ExpertManagement Advisor, Financial ExpertChair of the ESG Committee, Legal Expert
Career
  • CEO, Seegene Inc.
  • Former Professor, Ewha Womans University
  • Former Postdoctoral Fellow at Harvard University and University of California, Berkeley
  • Ph.D. in Life Sciences, Univ. of Tennessee
  • CEO, Seegene Inc.
  • Former EVP of R&D, Seegene Inc.
  • Ph.D. in Life Sciences, Seoul National University
  • CFO, Seegene Inc.
  • Former Head of Financial Management Department, Seegene Inc.
  • BBA in Business Administration, Yeungnam University
  • Other Non-Executive Director, Seegene Inc.
  • Former VP, Samsung Electronics
  • B.S. in Electronic Engineering, Hanyang University
  • Certified Public Accountant (CPA), Daejoo Accounting Corporation
  • Former Partner, EY Han Young Accounting Corporation
  • MBA, Hanyang University
  • Vice President, Hanyang Cyber University
  • Former VP, Hanyang University
  • Ph.D. in Business Administration, McGill University
  • Attorney at Law & Managing Partner, Law Office of Ye Semin
  • Former Chief Prosecutor, Chuncheon District Prosecutors’ Office
  • Master of Laws (LL.M.), Harvard Law School
Term3 Years (March 22, 2024 ~ the date of the 2027 AGM)3 Years (March 22, 2024 ~ the date of the 2027 AGM)3 Years (March 27, 2026 ~ the date of the 2029 AGM)3 Years (March 27, 2026 ~ the date of the 2029 AGM)3 Years (March 27, 2026 ~ the date of the 2029 AGM)3 Years (March 28, 2025 ~ the date of the 2028 AGM)3 Years (March 27, 2026 ~ the date of the 2029 AGM)
Expertise
Leadership---
Business Development and Strategy----
Management / Finance / Accounting-
Legal / Regulatory------
ESG---
Core Industry (Molecular diagnostics)-----
Risk Management-
Board Committees
Audit Committee----
ESG Committee----

Directors and Officers (D&O) Liability Insurance

We maintain Directors and Officers (D&O) Liability Insurance to indemnify the company and the members of the Board of Directors against legal losses, damages, and costs resulting from any claims or lawsuits brought against them for wrongful acts committed in their respective official capacities.

Policy PeriodApr 15, 2024 ~ Apr 15, 2025Apr 15, 2025 ~ Apr 15, 2026Apr 15, 2026 ~ Apr 15, 2027
InsuredSeegene Inc. and its Directors and OfficersSeegene Inc. and its Directors and OfficersSeegene Inc. and its Directors and Officers (Including subsidiaries listed on the policy and their directors and officers)
Insured
  • Management Liability (Covered)
  • Securities Action Liability of the Insured Company (Covered)
  • Extended Reporting Period (Extended Coverage)
  • Newly Acquired or Formed Subsidiaries (Extended Coverage)
  • Management Liability (Covered)
  • Securities Action Liability of the Insured Company (Covered)
  • Extended Reporting Period (Extended Coverage)
  • Newly Acquired or Formed Subsidiaries (Extended Coverage)
  • Management Liability (Covered)
  • Securities Action Liability of the Insured Company (Covered)
  • Extended Reporting Period (Extended Coverage)
  • Newly Acquired or Formed Subsidiaries (Extended Coverage)

Operational Status

Performance of BOD

Meeting No.DateAgendaResolutionExecutive DirectorNon-Executive DirectorIndependent Director

Board Committees

CategoryChairpersonMembers
Audit CommitteeDong-Woo KangSe-Min Ye, Hyun-Chul Chung
ESG CommitteeSe-Min YeDong-Woo Kang, Hyun-Chul Chung

Performance of ESG Committee

Meeting No.DateAgendaResolutionDirectors
Chang-Se LeeHyun-Chul ChungJin-Su ChoiDae-Hoon Lee
1st in 20252025. 05. 28.1. 2024 ESG Performance ResultsReported---N/A
2. 2025 Materiality Assessment ResultsReported---N/A
3. 2025 ESG Improvement TasksApprovedForForForN/A
4. 2025 Climate Scenario Analysis & Disclosure PlanApprovedForForForN/A
2nd in 20252025. 12. 19.1. 2025 ESG Disclosures & External Assessment ResultsReported--N/A-
2. 2025 ESG Improvement Tasks Implementation ResultsReported--N/A-
3. 2026 ESG Strategic Direction & Improvement TasksApprovedForForN/AFor

* By resolution of the Board of Directors on August 6, 2025, Jin-soo Choi(Executive Director) was replaced by Dae-hoon Lee(Executive Director) among the members of the ESG Committee.

Audit Body

Audit Committee: By resolution of the Annual General Meeting of Shareholders on March 27, 2026, we dissolved the existing Full-time Auditor system and newly established and operated an Audit Committee comprised entirely of Outside Directors. Through this initiative, we have successfully established a transparent and independent audit governance framework.

Composition of the Audit Committee

As of June 2026

RoleNameTerm of OfficeCareer
Chair of the Audit Committee (Independent Director)Dong-Woo Kang3 Years (March 27, 2026 ~ the date of the 2029 AGM)
  • Certified Public Accountant (CPA), Daejoo Accounting Corporation
  • Former Partner, EY Han Young Accounting Corporation
  • MBA, Hanyang University
Member of the Audit Committee (Independent Director)Hyun-Chul Chung3 Years (March 28, 2025 ~ the date of the 2028 AGM)
  • Vice President, Hanyang Cyber University
  • Former VP, Hanyang University
  • Ph.D. in Business Administration, McGill University
Member of the Audit Committee (Independent Director)Se-Min Ye3 Years (March 27, 2026 ~ the date of the 2029 AGM)
  • Attorney at Law & Managing Partner, Law Office of Ye Semin
  • Former Chief Prosecutor, Chuncheon District Prosecutors’ Office
  • Master of Laws (LL.M.), Harvard Law School

Status of Audit Committee Operations

As of May 2026

Meeting No.DateAgendaResolutionAuditor
Dong-Woo KangHyun-Chul ChungSe-Min Ye
1st in 20252026. 05. 06.1. Report on Key Matters Regarding the External Auditor's Audit PerformanceReported---
2. Report on the Annual Operation Plan for ICFRReported---
3. Appointment of the Chair of the Audit CommitteeApprovedForForFor
4. Approval of the Performance Evaluation Framework for ICFRApprovedForForFor

Independent Internal Audit Department: To practically maintain the fairness and objectivity of our audits, we operate an independent internal audit department whose autonomy is strictly guaranteed under our internal audit regulations. The Audit Team, serving as this internal audit body, conducts comprehensive operational audits across the entire organization, including routine, periodic, ad-hoc, and special audits.

External Auditor

Fiscal YearCategoryAuditorAudit OpinionReasons for change in opinionSignificant uncertainty related to going concernMatters of emphasisKey Audit Matters