Kumho Petrochemical : Extraordinary General Meeting of Shareholders Reference Material

KUMHO PETROCHMICAL

2021 Extraordinary General Meeting of Shareholders Reference Material

Table of contents

No.	Topic	Page.
	Letter to Shareholders	02
1	Notice of Extraordinary General Meeting of Shareholders	04
2	Agendas	05
3	Corporate Governance	08
4	Financial Highlights	11

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Letter to Shareholders

Dear valued shareholders,

Thank you for your continued investment and trust in Kumho Petrochemical ("the company", "KKPC"). On behalf of our Board of Directors ("the Board"), I would like to invite you to attend our upcoming Extraordinary General Meeting of Shareholders ("EGM") on Tuesday 9:00 AM KST, June 15th, 2021. The EGM will be held at 100, Cheonggyecheon- ro, Jung-gu, Seoul, Republic of Korea.

We are pleased to announce that KKPC has achieved our best quarterly performance in the first quarter since our establishment in 1970, despite the continued uncertainty of COVID-19. In the first quarter, KKPC recorded sales of KRW 1.9 trillion and operating profit of KRW 612.5 billion, an increase of 51.3% and 360% respectively, compared to the same period last year. It is very encouraging that the company has achieved excellent results across all areas such as synthetic rubber(including NB latex), synthetic resin and phenol derivatives.

Ahead of the 44th Annual General Meeting held in March earlier this year, the company announced its mid- to long- term growth strategy and pledged to improve the company's corporate governance. In a short amount of time, we are already seeing improved results from our efforts. On May 4th, the Board discussed its operations and establishment of new committees and committed to maintain and uphold independence as a focus for its new and existing committees. The existing Audit Committee and Independent Director Candidate Recommendation Committee, as well as the newly established Related Party Transaction Committee and Compensation Committee are all composed of solely Independent Directors. The ESG Committee will also consist of a majority of Independent Directors and will be led by an Independent Chair. Material information on the Board, including committee charters and its composition, will be publicly disclosed through the website shortly.

Additionally, the Board have acknowledged shareholder's demands and expectations from the AGM to see improvement in corporate governance and restructuring from the Board of Directors. We have sought to take steps in addressing these expectations, with Group CEO/Chairman Park Chan-koo agreeing that it would be in the best interest of shareholders to appoint new executives to lead the company and more discretion given to non-executive element of the Board. As a result, Mr. Park will be stepping down from his position as both CEO and Director effective from this EGM.

Mr. Park Chan-koo transformed the company that had faced serious difficulties, with a debt ratio of 660% just over 10 years ago, into the company it is today with solid results and a pace for change. The Board believes that his knowledge of industry, unparalleled experience, and insight into the market are still worth utilizing, while setting an exemplary governance structure. After this EGM, the newly formed Board will discuss the future role of Mr. Park in line with shareholders interests and the decision will be notified through future disclosures.

Following the resignation of Mr. Park and Executive Director Shin Woo-sung, the Board would like to appoint two new Executive Directors, Ko Young-hoon and Ko Young-do. Director Ko Young-hoon, the head of Central Research Center, joined Kumho Petrochemical in 1991 and has been working on synthetic rubber research for the past 30 years. Director Ko Young-do has extensive experience in finance, accounting, purchasing, and funding for 30 years since 1990. The two directors, respectively, have considerable experience in research and development and corporate finance. Combined with sales and marketing expert, Mr. Baek Jong-hoon (appointed from the AGM in March), the capabilities of the three Executive Directors will diversify the skillsket of the Board and will bring synergy in leading the company's sustainable development. Information on the Director nominees standing for election can be found in this circular.

The Board hopes the information provided will bring insight and encouragement from all our valued shareholders to understand the Board's decision to make an informed voting decision.

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Your participation at the EGM is very important and whether you choose to attend the meeting or are unable to do so, we highly encourage you to exercise your right to vote.

The Board considers the nominated candidates for consideration and approval by the shareholders at the EGM are in line with the best interest of the Company, our shareholders, and our mid-to-long term growth strategy. Accordingly, the Board unanimously recommends that you vote IN FAVOUR of the proposed resolutions.

The EGM offers a valuable opportunity for you to meet the members of our Board and senior management and learn more about the financial and non-financial performance of the Company. I am also looking forward to updating you on the progress of our continued efforts to improve ESG practices and hearing your questions on the Company' performance and prospects. We value your participation and encourage you to vote. We warmly invite you to attend the EGM and look forward to meeting you. Health and safety of our shareholders remain upmost importance, as we navigate together the future of the Company.

Yours faithfully,

On behalf of the Board

CEO of Kumho Petrochemical Baek Jong-hoon

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1. Notice of Extraordinary General Meeting of Shareholders

Meeting Description

• Date/Time: June 15, 2021 at 09:00 Korea Standard Time
• Place: 4th Floor East Building, Signature Towers, 100, Cheonggyecheon-ro,Jung-gu, Seoul, Korea
• Record Date: May 20, 2021

Agendas to be Voted on

Agenda Item 1: Appointment of two (2) Executive Director

• Agenda Item 1-1: Appointment of Ko Young-Hoon as an Executive Director
• Agenda Item 1-2: Appointment of Ko Young-Do as an Executive Director

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