BUSINESS REPORT

(From January 1, 2021 to December 31, 2021)

THIS IS AN ENGLISH TRANSLATION OF THE BUSINESS REPORT ORIGINALLY PREPARED IN THE KOREAN LANGUAGE (IN SUCH FORM AS REQUIRED BY THE KOREAN FINANCIAL SERVICES COMMISSION). THIS ENGLISH TRANSLATION IS NOT OFFICIAL AND IS PROVIDED FOR INFORMATION PURPOSES ONLY.

UNLESS EXPRESSLY STATED OTHERWISE, ALL INFORMATION CONTAINED HEREIN IS PRESENTED ON BOTH CONSOLIDATED AND NON-CONSOLIDATED BASIS IN ACCORDANCE WITH THE KOREAN-INTERNATIONAL FINANCIAL REPORTING STANDARDS (K-IFRS) WHICH DIFFER IN CERTAIN RESPECTS FROM GENERALLY ACCEPTED ACCOUNTING PRINCIPLES IN CERTAIN OTHER COUNTRIES, INCLUDING THE UNITED STATES. WE HAVE MADE NO ATTEMPT TO IDENTIFY OR QUANTIFY THE IMPACT OF THESE DIFFERENCES.

Table of Contents

BUSINESS REPORT

(From January 1, 2021 to December 31, 2021)

To: Korean Financial Services Commission and Korea Exchange

/s/ Kim, Hag-Dong

Kim, Hag-Dong
Representative Director & Vice Chairman,
POSCO HOLDINGS INC. (Former POSCO)

POSCO Center, 440 Teheran-ro,Gangnam-gu, Seoul, Korea, 06194

Telephone: +82-54-220-0114

/s/ Chung, Kyung-Jin

Chung, Kyung-Jin
Executive Vice President
POSCO HOLDINGS INC. (Former POSCO)

POSCO Center, 440 Teheran-ro,Gangnam-gu, Seoul, Korea, 06194

Telephone: +82-54-220-0114

2

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TABLE OF CONTENTS

I.

Overview

4

II.

Business

10

III.

Financial Statements

33

IV.

Corporate Governance

37

Independent auditors' reports on both Consolidated and Separate financial statements were filed to the SEC respectively on March 16, 2022.

Report for consolidated financial statements :

File/Film Number 001-13368 22743735

Report for separate financial statements :

File/Film Number 001-13368 22743748

As of the date of submission of this business report is after the Vertical Spin-off whereas the report was prepared as of the end of FY 2021

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I. OVERVIEW

1. Scope of Business

A.

POSCO (the "Company" as of December 31, 2021)

The Company's business scope is as follows :

Business

(1)   To manufacture, market, promote, sell and distribute iron, steel and rolled products;

(2)   To engage in harbor loading and unloading, transportation and warehousing businesses;

(3)   To engage in the management of professional athletic organizations;

(4)   To engage in the supply of gas and power generation as well as in the distribution business thereof and in the resources development business;

(5)   To engage in leasing of real estate and distribution businesses;

(6)   To engage in the supply of district heating business;

(7)   To engage in marine transportation, processing and sales of minerals within or outside of Korea;

(8)   To engage in educational service and other services related to business;

(9)   To engage in manufacture, process and sale of non-ferrous metal;

(10)  To engage in technology license sales and engineering business; and

(11)  To engage in all other conducts, activities or businesses which are related, directly or indirectly, to the attainment and continuation of the foregoing purposes

B.

POSCO Enterprise Group

(1)

Name of the Enterprise Group: POSCO (as of December 31, 2021)

(2)

Companies Belonging to the Enterprise Group

POSCO, POSCO CHEMICAL CO., LTD, POSCO INTERNATIONAL Corporation, POSCO COATED & COLOR STEEL Co., Ltd., POSCO ICT, POSCO M-TECH, Busan E&E Co., Ltd., SNNC, eNtoB Corporation, UITrans LRT Co. Ltd., POSCO O&M Co., Ltd., POSCO Humans, POSCO ENGINEERING & CONSTRUCTION., LTD., POSCO Research Institute, POSCO A&C, TANCHEON E&E, Pohang Scrap Recycling Distribution Center Co., Ltd., POSCO NIPPON STEEL RHF JOINT VENTURE CO., Ltd., POSCO-Terminal Co., Ltd., POSCO ENERGY CO., LTD., Gale International Korea, LLC, POSCO Venture Capital Co., Ltd., Pohang Special Welding Co., Ltd., POSCO MITSUBISHI CARBON TECHNOLOGY, Samcheok Blue Power Co.,Ltd. (By change of name from POSPower Co., Ltd), Songdo Posco family Housing, POSCO Group University, POSCO Research & Technology, Songdo Development PMC (Project Management Company) LLC., Korea Fuel-Cell, POSCO SPS, P&O Chemical Co., Ltd., POSCO LITHIUM SOLUTION Co., Ltd, POSCO HY Clean Metal Co., Ltd., NEH Co., Ltd.

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(3)

Related Laws and Regulations

The Korea Fair Trade Commission has designated POSCO as an Enterprise Group subject to the limitations on Cross Shareholding and Debt Guarantee for Affiliates under the Monopoly Regulation and Fair Trade Act (the "MRFTA").

Details

(a)

Prohibition on Cross Shareholdings (Article 9 (1) of the MRFTA)

(b)

Prohibition on Debt Guarantees for Affiliated Corporations (Article 10-2 of the MRFTA)

(c)

Prohibition on Shareholding of Venture Capitals for Subsidiaries (Article 9 (3) of the MRFTA)

(d)

Limitation of Voting Rights of Financial or Insurance Companies (Article 11 of the MRFTA)

(e)

Resolution of the Board of Directors and Publication on Large-Scale Intra-Group Transaction (Article11-2 of the MRFTA)

(f)

Disclosure of Important Facts such as Unlisted Shares (Article 11-3 of the MRFTA)

(g)

Disclosure of a corporate group (Article 11-4 of the MRFTA)

(h)

Report on Status of Shareholding (Article 13 of the MRFTA)

2. Business Organization

A. Highlights of the Company's Business Organization

As of the date of submission of this business report (after the Vertical Spin-off), the name and location of the company is as follow whereas the report was prepared as of the end of FY 2021

(1)

Location of the Headquarters, Steel Works and Offices

Before the Vertical Spin-off

(FY2021)

After the Vertical Spin-off

(From March 2, 2022~)

Name POSCO POSCO Holdings Inc.
Location of the Headquarters 6261 Donghaean-ro (Goedong-dong), Nam-gu,Pohang-si, Gyeongsangbuk -do, Korea POSCO Center, 440 Teheran-ro,Gangnam-gu, Seoul, Korea, 06194
Steel Works and Offices

(a)   Pohang Steel Works: 6262 Donghaean-ro (Dongchon-dong), Nam-gu,Pohang-si,Gyeongsangbuk-do, Korea

(b)   Gwangyang Steel Works: 20-26Pokposarang-gil (Geumho-dong), Gwangyang-si,Jeollanam-do, Korea

(c)   Overseas Offices: In order to support international businesses, the Company operates five overseas offices as follows:

United Arab Emirates(Dubai), Brazil(Rio de Janeiro), Argentina(Jujuy), European Union(Germany), and Australia(Perth).

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(2)

Major Changes in the Board of Directors (as of March 12, 2021)

(a)

Inside Directors

Re-appointment :

Choi, Jeong-Woo (Representative Director & CEO), Kim, Hag-Dong (President), Chon, Jung-Son (Senior Executive Vice President), Jeong, Tak (Senior Executive Vice President)

Newly-appointed :

Chung, Chang-Hwa (Senior Executive Vice President)

(b)

Outside Directors

Newly-appointment : Yoo, Young-Sook, Kwon, Tae-Kyun

(c)

Audit Committee Member

New member : Kim, Sung-Jin (Outside director)

(3)

Changes of the Major Shareholders of POSCO

(a)

Since January 30, 2007, National Pension Service holds the largest number of common shares of POSCO.

(b)

For further reference, please refer to the public disclosures of changes in common shares of the largest shareholder on Financial Supervisory Service website (http://dart.fss.or.kr) with the filing dates given below:

January 30, 2007, July 27, 2007, January 29, 2008, July 25, 2008, January 21, 2009, March 2, 2009, July 22, 2009, October 9, 2009, January 26, 2010, July 20, 2010, January 28, 2011, July 22, 2011, January 31, 2012, August 1, 2012, February 1, 2013, August 1, 2013, January 14, 2014, January 23, 2014, July 29, 2014,January 23, 2015, August 5, 2015, January 6, 2016, January 26, 2016, March 15, 2016, April 12, 2016, July 4, 2016, July 5, 2016, July 21, 2016, October 7, 2016, October 11, 2016, January 10, 2017, April 10, 2017, July 12, 2017, October 13, 2017, January 10, 2018, April 11, 2018, July 9, 2018, October 10, 2018, January 9, 2019, April 9, 2019, July 9, 2019, October 8, 2019, January 8, 2020, February 10, 2020, March 11, 2020, April 7, 2020, May 8, 2020, June 3, 2020, July 7, 2020, August 6, 2020, September 7, 2020, and October 8, 2020, November 4, 2020, December 4, 2020, January 7, 2021, February 4, 2021, March 5, 2021, April 6, 2021, May 6, 2021, June 2, 2021, July 6, 2021, July 28, 2021, August 9, 2021, August 12, 2021, October 8, 2021

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B. POSCO's Merger, Acquisition and Handover of Businesses

(1)

March 2016 : Small scale merger of POSHIMETAL Co., Ltd into POSCO

(2)

May 2016 : Small scale merger of POSCO Green Gas Technology into POSCO

(3)

January 2019 : Small scale merger of POSCO Processing & Service Co., Ltd into POSCO

(4)

September 2019 : Small scale merger of By-Product Hydrogen Generation Business from POSCO ENERGY into POSCO after spin-off

(5)

March 2022 : Completion of Vertical Spin-off

Classification

Company Name

Business Unit

Surviving Company POSCO Holdings Inc. Development of future business portfolios and management of group's businesses
New Company POSCO Production and sale of steel

C. Major Changes in Production Facilities

Refer to the 'II. Business (5. Production and Facilities)'

3. Equity Capital

A. New Issuance of Registered Common Stock

[None]

4. Other Information Regarding Shares

A. Total Number of Shares

(As of December 31, 2021)
Authorized Shares Issued Shares

200,000,000

87,186,835

Currency of the Republic of Korea is Korean Won ("KRW").

Par Value: KRW 5,000 per share

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B. Treasury Stock Holding and Cancellation

(As of December 31, 2021)
Method of Purchase Type

Beginning

Balance

Increased Decreased Cancelled

Ending

Balance

Direct

7,071,194 - - - 7,071,194

Trust Contract

Common Stock 4,100,169 4,879,969 4,490,069 - 4,490,069

Total

11,171,363 4,879,969 4,490,069 - 11,561,263
*

The trust contract to engage in repurchases of treasury stocks was entered on April 10, 2020 and was terminated on April 12, 2021. Further details with regard to the issuance of exchangeable bonds and the decision to dispose treasury stocks are publicized on Financial Supervisory Service and Korea Exchange on August 13, 2021.

**

Aforementioned number of treasury stocks includes 2,980,162 treasury stocks which are subject to the exchange of exchangeable bonds issued by the company on September 1, 2021. The treasury stock subject to this exchange is finalized at the time the exchange right is exercised and is currently deposited with the Korea Securities Depository.

***

The company has disposed of 223,605 treasury stocks to the employee stock ownership association on February 25, 2022.

5. Voting Rights

(As of December 31, 2021)
Classification Number of Common Shares Remarks

(1) Number of Issued Shares

87,186,835 -

(2) Shares without Voting Rights

11,561,263

Treasury stock and

trust holding

(3) Shares with Voting Rights

75,625,572 * -
*

The above "(3) Shares with Voting Rights" is the number of shares based on holding voting rights as of December 31, 2021.

6. Earnings and Dividends

(In millions of KRW)
2021 2020 2019

(Consolidated) Profit*

6,617,239 1,602,148 1,835,087

(Separate) Profit

5,181,227 965,863 1,175,712

Earnings per Share (Consolidated, KRW)

85,377 20,165 22,823

Cash Dividend Paid

1,285,635 620,287 801,156

Pay-out Ratio (Consolidated, %)

19.4 38.7 43.7

Dividend per Share (KRW)

17,000 8,000 10,000

Dividend Yield (%)

6.0 3.0 4.1

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*

(Consolidated) Profit : Profit attributable to owners of the controlling company

**

Earnings per Share is based on consolidated financial statement prepared in K-IFRS

***

The above Cash Dividend Paid, Dividend per Share and the related indexes include the year-end cash dividend, KRW 5,000/share, which will be approved at the 54th Ordinary General Meeting of Shareholders.

7. Stock Prices and Trading Volumes

The stock prices and trading volumes of POSCO for the last 6 months are as follows.

A. The Korean Stock Market

(KRW/share, In thousands of shares)

July

2021

August

2021

September

2021

October

2021

November

2021

December

2021

Common share

Highest Price 367,500 360,000 375,000 328,000 300,500 295,000
Lowest Price 330,000 308,000 330,000 296,000 261,000 274,500
Average Price 346,227 332,048 351,342 315,868 281,795 283,932

Trading volume

Daily highest 838 886 651 791 755 1,158
Daily lowest 198 263 238 244 220 159
Monthly 9,709 9,340 8,096 7,259 8,417 9,557
B. New York Stock Exchange
(USD/ADS*, In thousands of ADS*)

July

2021

August

2021

September

2021

October

2021

November

2021

December

2021

American Depositary Share (ADS)

Highest Price 79.8 77.2 79.2 69.5 63.5 61.8
Lowest Price 71.4 65.7 69.0 63.3 55.2 57.5
Average Price 75.4 71.4 74.3 67.0 59.6 60.0

Trading volume

Daily highest 378.2 372.7 331.4 258.9 791.9 334.0
Daily lowest 85.3 109.2 132.3 78.8 112.8 98.8
Monthly 3,126 4,003 4,028 3,546 5,176 4,080
*

ADS : American Depositary Share representing one-fourth of one share of Common Stock

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II. BUSINESS

1. Overview

A. Classification of Business

We classify our business into four segments:

Steel, Trading, Engineering & Construction, and Others.

B. Summary of Financial Status of Segment

(In millions of KRW)
Segment 2021 2020 2019
Sales Operating
Income (Loss)
Sales Operating
Income (Loss)
Sales Operating
Income (Loss)

Steel

41,093,405 8,123,117 28,892,877 1,372,852 32,078,453 2,786,517

Trading

25,065,608 488,884 19,345,222 394,954 22,157,131 542,724

Engineering & Construction

6,398,366 424,085 6,576,170 385,048 6,944,629 338,865

Others

3,774,966 202,003 2,978,527 250,181 3,186,635 200,749

Total

76,332,345 9,238,089 57,792,796 2,403,035 64,366,848 3,868,855

2. Business Status of Segments

A. Steel

(1) Summary of Business

There are 62 consolidated companies in the steel segment, including 2 domestic companies including POSCO and POSCO C&C, and 60 overseas companies including POSCO (Zhangjiagang) Stainless Co., Ltd. in China and overseas processing centers. POSCO produces steel materials such as hot rolled, cold rolled and stainless steel at Pohang Works and Gwangyang Works. POSCO C&C is a company specializing in manufacturing surface-treated steel products, POSCO (Zhangjiagang) Stainless Co., Ltd., is a stainless steel sheet manufacturer and seller, and there are other overseas processing centers that process and sell steel materials.

The steel industry is a fundamental industry that has taken pivotal roles in the national economic development since the 1970s by supplying basic steel materials to demanding industries such as automobiles, shipbuilding, home appliances, construction, etc. The steel industry is a capital and technology-intensive industry that requires enormous initial investments.

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World crude steel production has increased every year since 2017 due to China's continued implementation of its economic stimulus policy. Though the global crude steel production has decreased in 2020 affected by COVID-19, it has increased by +4.6% year-on-year to 1.951 billion tons in 2021 due to the economic recovery. Korea's crude steel production also increased by +5.2% year-on-year to 71 million tons. Global steel demand declined in the first half of 2020 affected by the spread of COVID-19. However, the steel demand showed a recovery mainly in China from the second half of 2020 as the demand industry recovered. In 2021, there was a difference depending on the pace of recovery by country and industry, but overall demand growth remained solid.

The Korean steel market is tariff-free, and especially within the Northeast Asian region, there is little difference in logistics costs among Korea, China and Japan, so it can be viewed as an open market. All iron ore and coking coal that are the main raw materials for steel manufacturing, are imported. In order to secure stable raw materials sourcing, the company is continuously increasing purchases through raw material development investments by acquiring shares of overseas raw materials companies. Environmental regulations for the steel industry are being strengthened. To protect the environment, POSCO has continuously invested in environmental facilities and has been actively responding to future environmental changes such as low-carbon and green growth by commercializing the world's first eco-friendly steel manufacturing method, FINEX and so on.

In the steel industry, automobiles, shipbuilding, and construction are the main demand industries, and steel products are used as raw materials for these demand industries. In terms of sales, the proportion of domestic sale is 60% of total sales and export sales are around 40%, and by export region, the proportion of China, Southeast Asia, and Japan is high. POSCO maintains order based production and sales system, and to secure stable sales, the proportion of direct sales to customers in domestic sales is maintained at about 60%. Under holding company system, the company will focus on the following management activities: First, POSCO Holdings will strengthen its steel business's future steel competitiveness by creating an eco-friendly steel base. Second, POSCO Holdings will step up its efforts to make secondary battery material business as a global top-tier by supporting its quantitative growth and securing differentiated competitiveness. Third, the company will cultivate its hydrogen business abilities in line with the market growth and expand venture investment in order to discover the group's future growth engines. Fourth, POSCO Holdings will shift the direction of the group businesses such as Energy/Construction/Agri-Bio to promote eco-friendly value and expand growth opportunities.

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(2) Market Share

(Millions of Tons, %)
2021 2020 2019
Category Production Market share Production Market share Production Market share

Crude Steel Production

70.6 100 % 67.1 % 100 % 71.4 % 100%

POSCO

38.3 54.2 % 35.9 % 53.5 % 38.0 % 53.2%

Others

32.3 45.8 % 31.2 % 46.5 % 33.4 % 46.7%

Source: World Steel Association (www.worldsteel.org)

B. Trading

(1) Market Share

(Millions of US Dollars)
Category 2021 2020 Growth Rate

All Trading Companies in Korea

644,438 512,498 25.74%

POSCO International Corp.

8,741 5,341 63.66%

Source: Korea International Trade Association

(2) Summary of Businesses

POSCO International and its consolidated subsidiaries engage in three major businesses: trading, energy and others. In addition, POSCO International maintains a global network of over 80 subsidiaries and branches in major overseas regions. In the case of the trading business, POSCO International has been actively developing and expanding new businesses in fields such as secondary battery material business, agro-commodities and LNG trading based on the know-how accumulated over a long period of time in the traditional trading business and through its vast overseas networks. In the energy business, POSCO International conducts businesses such as natural gas and crude oil development, LNG infrastructure, natural resources and power generation infrastructure.

In addition to trading and energy business, POSCO International is actively exploring new business opportunities by establishing task force teams of four industries(smart farm, eco-friendly materials, green mobility, hydrogen) that have great growth potential. Meanwhile, the company strengths business basis of those new industries and creates synergy effects by supporting marketing of small and medium-sized domestic companies with its abundant trade experiences and broad networks around the world.

C. Engineering & Construction

POSCO E&C engages in mainly 3 businesses: plant, infrastructure and construction industry.

Plant business mainly focused on constructing integrated steel mills but it will be more focusing on electric furnace and investment of hydrogen-based reduction ironmaking process in line with global eco-friendly trend. In infrastructure business, the investment of eco-friendly facilities, expressways and railroads is expected to increase followed by government's green new deal policy and wide-area transportation 2030 policy. In the construction business, based on its know-how in the construction of skyscrapers and commercial complexes, POSCO E&C involves in a new city and private complex development projects.

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D. Others

(1) POSCO ENERGY

POSCO ENERGY started its commercial operation in February, 1972 as the only privately-owned power plant in Korea. Since the early 1990's, POSCO ENERGY continuously remodeled and built additional power plants meeting the increased demand for electricity in Korea. POSCO ENERGY acquired the LNG terminal business from POSCO in 2019, providing an opportunity to expand the LNG value chain. The LNG terminal business operates stable business structure through businesses such as tank rental, small scale LNG business, and ship trial run. POSCO ENERGY plans to secure stable profit base through the expansion of the LNG terminal in the future and grow into a general energy company focused on gas and power.

POSCO Energy has established a new fuel cell business division since 2007 to carry out projects such as manufacturing fuel cell facilities, marketing, long-term O&M services, and operating direct fuel cell power plants. The company has divided this specific sector and established Korea Fuel Cell Co., Ltd in order to strengthen business specialty and improve management efficiency.

(2) POSCO ICT

Based on the competitiveness in ICT, POSCO ICT has expanded Smart Factory and provided IT solutions to POSCO and POSCO subsidiaries. POSCO ICT has expanded Smart Factory based on the world's first continuous process platform "PosFrame" and next-generation production optimization system "MES 3.0". POSCO ICT has been actively applying smart technology for strategic businesses in manufacturing, logistics, trade, and energy sectors, such as building MES at the POSCO CHEMICAL's anode and cathode material factory, spreading the Smart Management of POSCO International, and spreading the Intelligent Power Plant of POSCO Energy in order to promote the digital transformation of POSCO subsidiaries and other businesses.

(3) POSCO CHEMICAL

POSCO CHEMICAL operates mainly 3 businesses: refractory, quicklime & chemical and energy material. In the refractory business, POSCO CHEMICAL produces and maintains refractories. In the quicklime & chemical business, POSCO CHEMICAL produces quicklime and chemical products such as coal tar and light oil. In the energy material business, POSCO CHEMICAL provides cathode and anode materials which are the main components for secondary cells: cathode, anode, electrolyte and separation membrane. Due to environment-friendly policy with less carbon emission worldwide, demands for Energy Storage System and Electric Vehicle are expected to grow continuously.

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The company's cathode material production capacity is expected to increase from 61 thousand tons/year in 2021 to 106 thousand tons/year in 2025. Furthermore, the production capacity of anode materials is expected to increase significantly from 40 thousand tons/year in 2021 to 275 thousand tons/year in 2025.

(4) POSCO M-TECH

POSCO M-TECH is a specialized supplier of steel products packaging and steel supplementary materials such as aluminum deoxidizers. In the case of steel products packaging, POSCO M-TECH continuously develops packaging automated molding machines and applies environment-friendly packaging materials. In addition, aluminum deoxidizers engage in primarily 3 types : Pellet, Mini-Pellet and Ingot. POSCO M-TECH has expanded the sales of aluminum deoxidizers in overseas markets.

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3. Key Products

A. Sales of Key Products (The Year 2021)

(In hundred millions of KRW, %)

Business Area Item Specific Use Total Sales Ratio

Steel

Hot-rolled Product (HR) Steel pipe, Shipbuilding, etc. 125,297 19.7 %
Cold-rolled Product (CR) Automobile , Home appliances, etc. 199,285 31.4 %
Stainless Steel Products Tableware, pipes, etc. 122,434 19.3 %
Others Plates, Wire rods, etc. 188,473 29.6 %
Gross Sum 635,489 100.0 %
Deduction of Internal Trade (224,555 )
Sub Total 410,934

Trading

Steel, Metal 363,486 80.3 %
Chemical, Strategic Item, Energy 40,887 9.0 %
Others 48,531 10.7 %
Gross Sum 452,904 100.0 %
Deduction of Internal Trade (202,248 )
Sub Total 250,656

Engineering &

Construction

Domestic Construction Architecture 35,633 48.1 %
Plant 13,272 17.9 %
Civil Engineering 6,771 9.1 %
Others 1,763 2.4 %
Overseas Construction 8,097 10.9 %
Owned Construction 7,736 10.4 %
Others 853 1.2 %
Gross Sum 74,125 100.0 %
Deduction of Internal Trade (10,141 )
Sub Total 63,984

Others

Electricity Sales, etc. 67,879
Deduction of Internal Trade (30,129 )
Sub Total 37,750

Total Sum

763,323

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B. Price Movement Trends of Key Products

(In thousands of KRW/ Tons, KRW/kWh)
Business Area Products 2021 2020 2019

Steel

Hot-rolled Product (HR) 970 622 695
Cold-rolled Product (CR) 1,035 759 800

Others

Electric Power 98 72 94
Refractory 913 965 1,073
Lime 104 106 111

Trade and Engineering & Construction businesses are not reflected on the table above due to difficulties in measuring the price movement trend.

[Steel]

(1)

Criteria for Calculation

(a)

Subjects for Calculation: Unit sales prices of the standard hot-rolled product and cold-rolled product

(b)

Calculation Method and Unit: The average price of each product based on its total sales including the freight costs during the given period.

(2)

Factors of Price Changes

Since 2016, prices have continued to rise, but after a slight decline in 2019 as the domestic and overseas demand industry worsened, prices fell sharply due to COVID-19 in 2020.

In 2020, sales prices of major products fell year-on-year due to the contraction of the steel demand industry affected by COVID-19. In contrast, rapid recovery of the demand industry and tight steel supply condition influenced by Chinese government's steel production control and export regulation policies pushed the steel products' price up sharply in 2021.

[Others]

(1)

Criteria for Calculation

(a)

Electric Power = Price of electric power / Total amount of power generated

(b)

Refractory and lime: Average sales price including freight cost

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4. Major Raw Materials

A. Current Status of Major Raw Materials

(In hundred millions of KRW)

Business Area Type of Purchase Item Specific Use

Purchase Amount

(Portion, %)

Remarks
Steel Raw Materials

Materials for

Iron-making

Iron Ore for Blast

Furnaces


172,485

(60.9


)

Iron Ore, Coal
Sub-materials

Sub-materials for

Iron-making,

Steelmaking


53,015

(18.7


)

Iron Material,

Alloy Iron,

Non-ferrous Metal,

Limestone, etc.

Stainless Steel Materials

Key Materials for

STS Production


57,610

(20.4


)

Nickel, Ferrochrome, STS Scrap Iron, etc.
Engineering & Construction Raw Materials Ready-mixed Concrete Construction of Structure
1,783

(14.2


)

Steel

Reinforcement

Strengthening Concrete
2,202

(17.5


)

Cable Electricity Transfer
207

(1.6


)

Steel Pile Foundation of Structure
266

(2.1


)

Others Construction of Pipe and Structure etc.
8,131

(64.6


)

Others Raw Materials LNG Material for Power Generation
12,788

(58.8


)

Limestone Production of Lime
934

(4.3


)

Others Engineering business etc.
8,024

(36.9


)

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B. Price Movement Trends of Major Raw Materials

(In thousands of KRW)

Business Area Category 2021 2020 2019

Steel

Iron Ore(per ton) 169 120 102
Coal(per ton) 257 147 207
Scrap Iron(per ton) 563 348 347
Nickel(per ton) 21,130 16,254 16,148
Engineering &
Construction

Ready-mixed Concrete

(per m3)

68 65 63

Steel Pile

(per m)

272 102 136

Steel Reinforcement

(per kg)

1 1 1

Cable

(per m)

1 1 1

Others

LNG

(per ton)

702 484 668

Lime

(per ton)

19 19 20

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[Steel]

Price Movement Trend of Major Raw Materials

(1) Iron Ore

(In US Dollars/ Tons)

'21.4Q '21.3Q '21.2Q '21.1Q '20.4Q '20.3Q '20.2Q '20.1Q '19.4Q '19.3Q '19.2Q '19.1Q

Trend of International Benchmark Price (Free On Board, "FOB")

96 148 188 158 126 110 88 83 80 92 94 77

(2) Coal

(In US Dollars/ Tons)

'21.4Q '21.3Q '21.2Q '21.1Q '20.4Q '20.3Q '20.2Q '20.1Q '19.4Q '19.3Q '19.2Q '19.1Q

Trend of International Benchmark Price (FOB)

369 264 137 127 109 115 118 155 140 161 203 206

(3) Scrap Iron

(In US Dollars/ Tons)

'21.4Q '21.3Q '21.2Q '21.1Q '20.4Q '20.3Q '20.2Q '20.1Q '19.4Q '19.3Q '19.2Q '19.1Q

Trend of Purchase Price (Cost and Freight, "CFR")

527 500 497 443 361 289 254 274 270 290 312 325

(4) Nickel

'21.4Q '21.3Q '21.2Q '21.1Q '20.4Q '20.3Q '20.2Q '20.1Q '19.4Q '19.3Q '19.2Q '19.1Q

Trend of London Metal Exchange ("LME") Cash Price

USD

8.99 /lb

USD

19,821/ton

USD

8.68 /lb

USD

19,125/ton

USD

7.87 /lb

USD

17,359/ton

USD

7.97 /lb

USD

17,570/ton

USD

7.23 /lb

USD

15,930/ton

USD

6.45 /lb

USD

14,210/ton

USD

5.54 /lb

USD

12,215/ton

USD

5.77 /lb

USD

12,723/ton

USD

7.01 /lb

USD

15,450/ton

USD

7.05 /lb

USD

15,540/ton

USD

5.56 /lb

USD

12,258/ton

USD

5.61 /lb

USD

12,369/ton

LME : London Metal Exchange

19

Table of Contents

[Engineering and Construction]

(1) Criteria for Calculation

Products Criteria for Calculation
Ready-mixed Concrete Standard 25-210-15
Steel Pile SPIRAL, 609.6, 9T, STP275, KS F 4602
Steel Reinforcement SD400 D10mm
Cable TFR-3, 0.6/1KV, 2.5SQ, 2C

[Others]

(1)

Criteria for Calculation

LNG: The average price between LNG purchased from Korea Gas Corporation and LNG purchased directly from foreign suppliers

Refractory and lime: Purchase prices including freight costs

20

Table of Contents

5. Production and Facilities

A. Production Capacity

[Steel]

(Thousands of Tons)

Business Area Products 2021 2020 2019

Steel

Crude Steel 45,330 45,330 47,534

[Others]

(Electric Power: MW/year, Lime: Thousands of Tons/year)

Business Area Products 2021 2020 2019

Power Generation

Electric Power Incheon 3,412 3,412 3,412
Gwangyang - - 284
Pohang - - 290

Lime

Lime 2,190 2,196 2,190

B. Production Result and Capacity Utilization Rate

[Steel]

(1) Production

(Thousands of Tons)

Products 2021 2020 2019

Crude Steel

42,964 40,579 42,948

Products

Hot-Rolled Steel 9,243 9,128 8,739
Plate 6,832 7,009 7,191
Wire Rod 2,688 2,666 2,756
Pickled-Oiled Steel 2,880 2,432 2,967
Cold-Rolled Products 7,898 6,795 7,416
Coated Steel 7,446 6,316 6,526
Electrical Steel 1,032 826 819
Stainless Steel 4,099 3,900 3,850
Others 3,106 4,691 5,761
Total 45,224 43,763 46,025

The amount of products is the aggregate amount of POSCO's production and production of POSCO subsidiaries, which may include interested parties' transactions.

21

Table of Contents

(2) Capacity Utilization Rate

(Thousands of Tons, %)

Company Capacity Production Utilization Rate

Crude Steel

Production

POSCO 40,680 38,263 94.1 %
PT.KRAKATAU POSCO 3,000 3,135 104.5 %
POSCO YAMATO VINA STEEL JOINT STOCK COMPANY 550 577 104.9 %
POSCO (Zhangjiagang) Stainless Steel Co., Ltd. 1,100 989 89.9 %
Total 45,330 42,964 94.8 %

POSCO YAMATO VINA STEEL JOINT STOCK COMPANY had production capacity of crude steel 1,100 thousand tons/year: section steel 550 thousand tons/year and reinforcing bar 550 thousand tons/year. However, after the exit of the reinforcing bar business in November 2019, the current crude steel production capacity is 550 thousand tons/year.

Trade and Engineering & Construction businesses are not reflected on the table due to difficulties in measuring capacity, production and utilization rate of such businesses.

[Others]

(1) Production Result

(Gwh, Thousands of Tons)

Business Area Products 2021 2020 2019

Power Generation

Electric Power 13,493 13,998 15,928

Lime

Lime 2,477 2,345 2,542

(2) Capacity Utilization Rate

(Hour, %)

Business Area Products

2021

Capacity

2020

Production

Utilization Rate

Power Generation

Incheon Power Plant 8,760 5,516 63.0 %

(Thousands of Tons, %)

Business Area Products Capacity Production Utilization Rate

Lime

Lime 2,190 2,477 111.7

22

Table of Contents

C. Production Facilities

(1) The current status of production facilities

[Land]

(In millions of KRW)

Business Area Beginning Book
Balance
Increased Decreased Depreciation Ending Book
Balance

Steel

2,013,822 - (169,543 ) - 1,844,279

Trade

50,688 133,032 - - 183,720

Engineering & Construction

25,579 65 - - 25,644

Others

499,998 149,074 - - 649,072

[Buildings]

(In millions of KRW)

Business Area Beginning Book
Balance
Increased Decreased Depreciation Ending Book
Balance

Steel

3,258,592 268,388 (26,297 ) (292,941 ) 3,207,742

Trade

374,644 125,241 (7,724 ) (30,114 ) 462,047

Engineering & Construction

81,702 11,705 - (2,251 ) 91,156

Others

446,462 21,599 - (24,556 ) 443,505

[Structures]

(In millions of KRW)

Business Area Beginning Book
Balance
Increased Decreased Depreciation Ending Book
Balance

Steel

2,433,141 310,184 (26,126 ) (206,931 ) 2,510,268

Trade

2,071 25,025 - (1,783 ) 25,313

Engineering & Construction

4,456 539 (54 ) (427 ) 4,514

Others

585,558 36,375 (1,104 ) (29,129 ) 591,700

[Machinery and Equipments]

(In millions of KRW)

Business Area Beginning Book
Balance
Increased Decreased Depreciation Ending Book
Balance

Steel

14,864,929 2,106,344 (564,358 ) (2,156,684 ) 14,250,231

Trade

266,848 149,068 - (42,562 ) 373,354

Engineering & Construction

5,071 1,706 (36 ) (1,013 ) 5,728

Others

1,720,459 301,210 (70,208 ) (160,618 ) 1,790,843

23

Table of Contents

[Vehicles]

(In millions of KRW)

Business Area Beginning Book
Balance
Increased Decreased Depreciation Ending Book
Balance

Steel

22,881 29,171 (10,682 ) (10,122 ) 31,248

Trade

5,469 4,491 (2,331 ) (1,692 ) 5,937

Engineering & Construction

1,133 1,767 (1,145 ) (364 ) 1,391

Others

7,673 4,239 (1,336 ) (3,122 ) 7,454

[Tools and Fixtures]

(In millions of KRW)

Business Area Beginning Book
Balance
Increased Decreased Depreciation Ending Book
Balance

Steel

54,166 28,434 (19,441 ) (18,203 ) 44,956

Trade

1,363 35,304 (7,106 ) (7,870 ) 21,691

Engineering & Construction

1,027 936 (228 ) (447 ) 1,288

Others

3,745 15,940 (5,412 ) (4,413 ) 9,860

[Equipment]

(In millions of KRW)

Business Area Beginning Book
Balance
Increased Decreased Depreciation Ending Book
Balance

Steel

66,145 92,561 (22,072 ) (28,543 ) 108,091

Trade

25,298 14,618 (7,583 ) (9,917 ) 22,416

Engineering & Construction

3,532 10,006 (8,205 ) (1,626 ) 3,707

Others

32,484 10,814 (3,634 ) (7,716 ) 31,948

[Financial Lease Assets]

(In millions of KRW)

Business Area Beginning Book
Balance
Increased Decreased Depreciation Ending Book
Balance

Steel

490,290 179,727 (16,637 ) (43,716 ) 609,664

Trade

95,191 134,521 (93,075 ) (48,462 ) 88,175

Engineering & Construction

82,876 78,034 (48,889 ) (40,443 ) 71,578

Others

105,343 46,462 (12,107 ) (41,369 ) 98,329

24

Table of Contents

[Biological Assets]

(In millions of KRW)

Business Area Beginning Book
Balance
Increased Decreased Depreciation Ending Book
Balance

Steel

- - - - -

Trade

149,965 42,374 (28,393 ) (9,264 ) 154,682

Engineering & Construction

- - - - -

Others

- - - - -

[Assets under Construction]

(In millions of KRW)

Business Area Beginning Book
Balance
Increased Decreased Depreciation Ending Book
Balance

Steel

1,438,271 2,049,509 (2,211,860 ) (164,906 ) 1,111,014

Trade

58,150 68,397 (64,863 ) (25,650 ) 36,034

Engineering & Construction

2,043 515 (397 ) - 2,161

Others

119,076 711,682 (154,800 ) - 675,958

25

Table of Contents

(2) New Facility Establishment, Purchase, Etc.

(a) Investments under Construction

[Steel]

(In hundred millions of KRW)
Company Date Project Total
Investment

Invested

Amount

Amount
to Be

Invested

POSCO

Expansion/ Establishment October 2008
~ December 2026

P)  Establishment of #6 Coke plant

17,121 7,236 9,885

November 2021

~ December 2025

G)   Increased production capacity of electrical steel for eco-friendly vehicles in Gwangyang

9,088 2 9,086

Maintenance/

Improvement

September 2015
~ October 2028

P)  Improvement of #2 Hot strip mill furnace

11,579 3,259 8,320
August 2020
~ August 2022

G)   2nd renovation of #4 Furnace

3,307 1,586 1,722

POSCO SPS

Expansion/

Establishment

October 2020

~ January 2022

Machinery, etc (HEV) 101 38 63

February 2021

~ January 2022

Cheonan factory 123 102 21

June 2021

~ March 2022

Machinery, etc.(Pohang) 152 3.0 149

PT. KRAKATAU POSCO

Expansion/

Establishment

July 2021
~ August 2022
Establishment of SPM (Skin Pass Mill) 117 32 85

P stands for Pohang Steel Works.

G stands for Gwangyang Steel Works.

Ongoing investments over KRW 10 billion as of December 31, 2020 are listed on the table.

[Others]

(In hundred millions of KRW)
Company Date Project Total
Investment

Invested

Amount

Amount

to Be
Invested

POSCO ICT

Establishment/

Expansion

January 2020

~ December 2021

System improvement, IT facility purchase, etc. 194 14 180

Establishment/

Expansion

January 2020

~ December 2021

Expansion of

SM server

148 67 81

POSCO CHEMICAL

Establishment/

Expansion

July 2020
~ November 2022
The 3rd stage of cathode material factory in Gwangyang 2,895 1,653 1,242

Establishment/

Expansion

November 2020
~ March 2024
The 4th stage of cathode material factory in Gwangyang 2,758 869 1,889

Establishment/

Expansion

December 2021
~ August 2022
The stage of cathode material factory in Pohang 272 240 32

Establishment/

Expansion

November 2019
~ December 2022
The 2nd stage of production line up expansion in #2 anode material factory 1,651 1,225 426

Establishment/

Expansion

February 2020
~ May 2024
Establishment of artificial graphite anode factory 2,177 1,142 1,035

Establishment/

Expansion

November 2019
~ December 2021
Renovation of refractory factory for production increase 499 499 0

Establishment/

Expansion

October 2020
~ November 2022
Facilities rationalization of refractory sintering plant in Pohang 327 21 306

POSCO Energy

Establishment/

Expansion

March 2020
~ December 2021
Expansion of evaporator for Gwangyang LNG Terminal 360 304 56

Establishment/

Expansion

January 2021
~ June 2024
Gwangyang LNG #6 Tank 1,437 341 1,096

POSCO M-TECH

Establishment/

Expansion

November 2021
~ June 2023
Prevent safety risks and increase logistics/manpower management efficiency 113 0 113

Ongoing investments over KRW 10 billion as of December 31, 2020 are listed on the table.

26

Table of Contents

6. Product Sales

[Steel]

(In hundred millions of KRW)
Items 2021 2020 2019

Domestic

Hot-Rolled Products 70,117 39,663 42,605
Cold-Rolled Products 54,864 37,870 39,716
Stainless Steel 35,722 23,746 21,167
Others 94,737 63,111 77,026

Export

Hot-Rolled Products 55,180 37,368 41,064
Cold-Rolled Products 144,421 101,808 125,658
Stainless Steel 86,712 72,140 80,181
Others 93,736 66,877 70,667

Total

Gross Sum 635,489 442,583 498,084
Internal Transaction (224,555 ) (153,654 ) (177,299 )
Total 410,934 288,929 320,785

27

Table of Contents

[Trading]

(In hundred millions of KRW)
Items 2021 2020 2019

Domestic

Merchandise 63,137 33,565 29,315
Product 8,757 2,028 5,120
Others 1,174 240 1,101

Export

Merchandise 137,741 75,922 69,347
Product 1,223 528 205
Others 207 1,191 638

Trades among the 3 countries

240,665 209,446 270,522

Gross Sum

452,904 322,920 376,248

Internal Transaction

(202,248 ) (129,468 ) (154,677 )

Total

250,656 193,452 221,571

[Engineering & Construction]

(In hundred millions of KRW)
Items 2021 2020 2019

Domestic

Building 35,633 42,761 44,681
Plant 13,272 12,887 10,953
Civil Engineering 6,771 6,177 6,098
Others 1,763 - -

Overseas

8,097 7,089 7,190

Own Construction

7,736 4,866 5,712

Other Subsidiary company sales

853 2,320 2,246

Gross Sum

74,125 76,100 76,880

Internal Transaction

(10,141 ) (10,338 ) (7,434 )

Total

63,984 65,762 69,446

28

Table of Contents

[Others]

(In hundred millions of KRW)

Items 2021 2020 2019

Electric Power Sales

37,750 29,785 31,866

7. Derivatives

We use forward exchange contracts to hedge against the exchange rate risk for foreign currency loans. As of December 31, 2021, we assessed the fair value of our currency swap contracts to be USD 0.5 billion(expiring August, 2023), USD 0.5 billion(expiring July, 2024) USD 0.5 billion(expiring November, 2022), USD 0.5 billion(expiring January, 2023), USD 0.44 billion(expiring January, 2025), and EUR 0.5 billion(expiring January, 2024).

The transaction gain of forward exchange contracts is KRW 16,300 million(expiring April, 2021). Also, we recognized KRW 261,963 million of valuation gain on currency swap contracts. The transaction gain of currency swap contracts is KRW 2,910 million.

8. Significant Contracts

Company Contract Date Remarks

POSCO

Small scale merger of POSCO Processing &Service August 2018

1)  Purpose: To increase operational efficiency

2)  Information: POSCO Processing & Service(POSCO P&S) is merged into POSCO

•   The merger ratio is 1 : 0.1456475 (POSCO : POSCO P&S)

•   POSCO will distribute its treasury shares to the shareholders of POSCO P&S, and new shares will not be issued.

3)  Conclusion of a contract: August 23, 2018

4)  Date of merger: January 1, 2019

5)  Registration of merger: February 1, 2019

Small scale merger withBy-product Hydrogen Generation Business after spin-off from POSCO ENERGY April 2019

1)  Purpose: To increase operational efficiency

2)  Information: By-product Hydrogen Generation Business of POSCO ENERGY will be merged into POSCO

•   The merger ratio is 1 : 0.1145836 (POSCO : POSCO ENERGY)

3)  Conclusion of a contract: April 16, 2019

4)  Date of merger: September 1, 2019

5)  Registration of merger: September 9, 2019

LNG Terminal Business Transfer Agreement April 2019

1)  Business transferee: POSCO ENERGY

2)  Conclusion of a contract: April 16, 2019

3)  Date of transfer: September 1, 2019

4)  Transfer amount : KRW 608,019 million

5)  Information: LNG Terminal Business of POSCO in Gwangyang will be transferred to POSCO ENERGY

29

Table of Contents

POSCO

International

Corporation

Investment on the 2nd stage development of

A-1 / A-3 block

in Myanmar gas field

June 2018

1)  Investment amount: KRW 511,709,005,500 (USD 473,235,000)

2)  Development period: August 1, 2017 ~ December 31, 2022

3)  Gas production schedule: By additionally developing Shwe gasfield and newly developing Shwe Phyu gasfield, production will start in 2021 from Shwe and 2022 from Shwe Phyu

4)  Other Information

•   Location: North-west offshore, Myanmar

•   This investment is the 2nd stage of development, which consists of 3 stages in Myanmar gas field development. The purpose of investment is to maintain current gas production level by completing more drilling and adding more production wells to current Shwe platform.

•   In July 2018, facility design and construction began, and production is scheduled to start in 2021 in Shwe and in 2022 in She Phyu. But the development period includes the duration of feasibility test and basic design from August 2017 to May 2018.

•   POSCO International Corporation : 51.0%

•   ONGC VIDESH(Oil and Natural Gas Corporation Videsh Limited) : 17.0%

•   MOGE(Myanmar Oil and Gas Enterprise): 15.0%

•   GAIL (India) Limited : 8.5%

•   KOGAS(Korea Gas Corporation): 8.5%

•   Investment size of USD 473,235 thousand, applying the exchange rate of 1USD=1,081.30 KRW, was disclosed on the date of the BOD resolution (May 31, 2018).

•   Detailed information and future timeline on this resource development investment is subject to change.

   Disclosure date : May 31, 2018 (Decision on natural resources investment)

Small scale merger with Steel segment after spinoff from POSCO Processing &Service November 2016

1)  Purpose: Expanding the company's capabilities in steel trading business and enhancing global competitiveness of the company's steel business

2)  Information: POSCO International merges with the steel segment and others of POSCO P&S at the merger ratio of 1: 0.4387662, after the spin off from POSCO P&S

3)  Conclusion of a contract: November 4, 2016

4)  Date of merger: March 1, 2017

5)  Registration of merger: March 2, 2017

Split-off of Domestic steel processing businesses October 2019

1)  Purpose : To specialize in steel processing business by splitting-off business division

2)  Method : Split-off

3)  Resolution date of Board of Directors : October 25, 2019

4)  Shareholders' meeting for approval : March 30, 2020

5)  Date of Split-off : March 31, 2020

6)  Registration date of Split-off : April 3, 2020

Investment on the 3rd stage development of

A-1 / A-3 block

in Myanmar gas field

June 2020

1)  Investment amount: KRW 365,786,302,000

2)  Development period: September 1, 2019 ~ December 31, 2024

3)  Schedule : Installation Completion of low-pressure gas compression platform and commenced operation in 2024

4)  Other Information

•   Location: North-west offshore, Myanmar

•   This investment is the 3rd stage of development, which consists of 3 stages in Myanmar gas field development. The purpose of investment is to maintain current gas production level stably by installing low-pressure gas compression platform.

•   In the first quarter of 2021, the design and production of the equipment for this work will be started, and it is planned to start operation in 2024. The "(2) Development period" above is the period including the basic design progress period, September 2019 to September 2020.

•   Participation rate of each company in gas production and offshore pipeline transportation business

•   POSCO International Corporation : 51.0%

•   ONGC VIDESH(Oil and Natural Gas Corporation Videsh Limited) : 17.0%

•   MOGE(Myanmar Oil and Gas Enterprise): 15.0%

•   GAIL (India) Limited : 8.5%

•   KOGAS(Korea Gas Corporation): 8.5%

•   Investment size of USD 315,170 thousand, applying the exchange rate of 1USD=1,160.60 KRW, which is the date of the BOD resolution.

•   Detailed information and future timeline on this resource development investment is subject to change.

   POSCO International disclosure date :

September 22, 2020 (Decision on natural resources investment)

Decision to acquire shares of Senex Energy (Australia) December 2021

1)  Purpose : To specialize in steel processing business by splitting-off business division

2)  Method : Cash acquisition

3)  Resolution date of Board of Directors : December 10, 2021

4)  Acquisition amount (Expected) : KRW 371,971,889,470

5)  Number of shares acquired (Expected) : 92,819,070 Shares

6)  Expected date of acquisition : March 31, 2022

7)  equity structure (after acquisition of shares) :

•   POSCO International : 50.1%

•   Hancock Energy (Australia) : 49.9%

30

Table of Contents

POSCO ENGINEERING

&

CONSTRUCTION

Small scale merger with POSCO ENGINEERING CO., LTD. November 2016

1)  Purpose: Production and development of land gas field in eastern Australia

2)  Information: POSCO E&C merges with POSCO Engineering at the merger ratio of 1:0, and POSCO E&C will not be issuing new shares

3)  Conclusion of a contract: November 23, 2016

4)  Date of merger: February 1, 2017

5)  Registration of merger: February 14, 2017

POSCO O&M Small scale merger with Blue O&M and MegaAsset

February

2019

1)  Purpose: Enhancing foundation of growth by improving management efficiency and creating synergies among businesses

2)  Information: POSCO O&M merges with Blue O&M and MegaAsset

3)  Date of merger: February 1, 2019

4)  Registration of merger: February 11, 2019

POSCO ENERGY Contract of Shares Transfer

July

2018

1)  Contract Parties: Nonghyup Bank(The third agent of KIAMCO PowerEnergy Private Special Assets Investment Trust), Doosan Heavy Industries & Construction, POSCO E&C, Industrial Bank of Korea(The first agent of Multi Asset POSPower Samcheok coal-fired private investment trust)

2)  Signed Date: July, August, 2018

3)  Contract Amount : KRW 343,706 million

4)  Information: Contract of shares transfer for disposal of 68.5%(July) and 2.5%(August) POSPower shares

Spin-off
By-product Hydrogen Generation Business for merger into POSCO
April 2019

1)  Contract counterpart: POSCO

2)  Conclusion of a contract: April 16, 2019

3)  Date of merger: September 1, 2019

4)  Merger payment : KRW 1,163,692 million (No issuance of new shares from POSCO)

5)  Information : POSCO merges with Hydrogen Generation Business of POSCO ENERGY at the merger ratio of 1:0.1145836

LNG Terminal Business Transfer Agreement April 2019

1)  Business transferor: POSCO

2)  Conclusion of a contract: April 16, 2019

3)  Date of transfer: September 1, 2019

4)  Transfer amount : KRW 608,019 million

5)  Information: LNG Terminal Business of POSCO in Gwangyang will be transferred to POSCO ENERGY

Merger May 2020

1)  Contract counterpart : PSC Energy Global Co., Ltd.

2)  Signed date : May 26, 2020

3)  Date of merger : August 1, 2020

4)  Merger ratio : 1.0000000 : 0.0000000

5)  Information : POSCO ENERGY merges PSC Energy Global Co., Ltd., a wholly owned subsidiary of POSCO ENERGY

POSCO

YAMATO VINA STEEL JOINT STOCK COMPANY (Former, SS VINA JOINT STOCK COMPANY

Joint stock contract with YAMATO KOGYO CO., LTD. and SIAM YAMATO STEEL CO., LTD. to improve business structure March 2020

1)  Purpose: To improve business structure by collaborating with leading company in section steels

2)  Information: POSCO's 100% share of POSCO SS VINA changes to 51% YAMATO KOGYO CO., LTD. takes 30% of shares and SIAM YAMATO STEEL CO., LTD. takes 19% of shares.

3)  Conclusion of a contract: March 18, 2020

4)  Registration of joint stock company : April 28, 2020

31

Table of Contents

9. Research and Development

A. Research and Development ("R&D") Organization

Business Area Company Organization

Steel

POSCO Steel Production and Technology Strategy Office
Environmental Planning Office
Technical Research Laboratories
Steel Product Research Lab
Process and Engineering Research Lab
Automotive Steel Research Lab
Steel Solution Research Lab
LiB Materials Business Office
POSCO COATED & COLOR STEEL Co,. Ltd. Production & Marketing Strategy Office
POSCO (Zhangjiagang) Stainless Co., Ltd. R&D Center
POSCO MOBILITY SOLUTION STS Business Office R&D Group
Core Business Office Product Process Development Group
Core Business Office Mold Research Group

Engineering &

Construction

POSCO Engineering & Construction,. LTD. R&D Center
POSCO A&C R&D Center

Others

POSCO ENERGY CO., LTD. Energy Business Development Office
POSCO ICT R&D Center
POSCO CHEMICAL R&D Center
Energy Material R&D Center
POSCO M-TECH R&D Center (Pohang)

B. R&D Expenses in 2021 (In millions of KRW)

Category Business Area
Steel Trade Engineering &
Construction
Others Total

Selling and Administrative Cost

84,583 - 3,868 35,174 123,628

Manufacturing Cost

342,209 - 3,042 207 345,457

R&D Cost (Intangible Assets)

(5,503 ) - 1 11,814 6,312

Total*

421,289 - 6,911 47,195 475,397

Government Subsidy

536 - 536

R&D/Sales Ratio (%)**

1.03 % 0.00 % 0.11 % 1.25 % 0.62 %
*

Total is R&D expenditure before deducting government subsidy

**

Total R&D expenses/ current sales volume x 100

32

Table of Contents

III. Financial Statements

1. Consolidated Financial Statements

A. Summary

(In millions of KRW)

Account 2021 2020 2019
As of December 31, 2021 As of December 31, 2020 As of December 31, 2019

[Total current assets]

46,621,631 35,830,815 34,842,374

Cash and cash equivalents

4,775,166 4,754,644 3,514,872

Other receivables, net

2,104,609 1,494,239 1,581,517

Other short-term financial assets

13,447,717 11,709,209 8,996,049

Trade accounts and notes receivable, net

10,061,982 8,120,619 9,078,351

Inventories

15,215,098 9,051,790 10,920,320

Other current assets

1,017,059 700,314 751,265

[Total non-current assets]

44,849,983 43,256,158 44,216,287

Other receivables, net

1,415,143 1,195,962 1,140,878

Other long-term financial assets

2,119,674 1,561,807 1,669,389

Investments in associates and joint ventures

4,514,647 3,876,249 3,927,755

Property, plant and equipment, net

29,596,698 29,400,141 29,925,973

Intangible assets, net

4,166,309 4,449,432 4,908,473

Other non-current assets

3,037,512 2,772,567 2,643,819

Total assets

91,471,614 79,086,973 79,058,661

[Total current liabilities]

21,083,623 16,854,968 16,323,690

[Total non-current liabilities]

15,583,048 14,557,413 14,940,264

Total liabilities

36,666,671 31,412,381 31,263,954

[Equity attributable to owners of the controlling company]

50,427,355 44,331,350 44,471,873

Share capital

482,403 482,403 482,403

Capital surplus

1,387,960 1,310,547 1,376,251

Hybrid bonds

199,384 199,384 199,384

Retained earnings

51,532,888 46,111,457 45,080,118

Other equity attributable to owners of the controlling company

(3,175,280 ) (3,772,441 ) (2,666,283 )

[Non-controlling Interests]

4,377,588 3,343,242 3,322,834

Total equity

54,804,943 47,674,592 47,794,707

33

Table of Contents

From January 1, 2021

to December 31, 2021

From January 1, 2020

to December 31, 2020

From January 1, 2019

to December 31, 2019

Revenue

76,332,345 57,792,796 64,366,848

Operating profit

9,238,089 2,403,035 3,868,855

Profit

7,195,890 1,788,152 1,982,637

[Profit attributable to owners of the controlling company]

6,617,239 1,602,147 1,835,086

[Profit attributable to non-controlling interests]

578,651 186,005 147,551

Total comprehensive Income

8,013,489 1,570,204 2,129,105

[Total comprehensive income attributable to owners of the controlling company]

7,384,572 1,415,132 1,997,731

[Total comprehensive income attributable to non-controlling interests]

628,917 155,072 131,374

Earnings per share(KRW)

87,330 20,165 22,823

Number of Consolidated Companies

170 167 164

B. The Standards Used for Reporting the Financial Statements

The Company prepared its financial statements in accordance with the Korean-International Financial Reporting Standards (the "K-IFRS") and applied it to each Company's final financial statements.

34

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2. Separate Financial Statements

A. Summary

(In millions of KRW)

Account 2021 2020 2019
As of December 31, 2021 As of December 31, 2020 As of December 31, 2019

[Total current assets]

25,918,880 19,579,954 18,216,066

Cash and Cash equivalents

2,042,274 1,822,660 978,139

Trade accounts and notes receivable, net

6,017,508 3,693,535 3,987,041

Other receivables, net

545,341 279,555 321,352

Other short-term financial assets

9,605,522 9,607,632 7,858,979

Inventories

7,623,202 4,093,829 4,988,530

Other current assets

85,033 82,743 82,025

[Total non-current assets]

38,323,879 37,215,015 37,494,700

Other receivables, net

274,253 84,037 56,468

Other long-term financial assets

1,326,565 1,072,817 1,257,896

Investments in Subsidiaries, associates, and joint ventures

16,002,640 14,883,152 15,069,857

Property, plant and equipment, net

19,772,299 20,216,932 20,132,199

Intangible assets, net

551,410 621,926 708,915

Other non-current assets

396,712 336,151 269,365

Total assets

64,242,759 56,794,969 55,710,766

[Total current liabilities]

7,868,269 5,089,111 3,331,446

[Total non-current Liabilities]

7,339,065 6,591,154 6,765,135

Total liabilities

15,207,334 11,680,265 10,096,581

[Share capital]

482,403 482,403 482,403

[Capital surplus]

1,339,289 1,339,289 1,252,220

[Hybrid bonds]

199,384 199,384 199,384

[Retained earnings]

49,734,492 45,781,777 45,372,411

[Other equity]

(2,720,143 ) (2,688,149 ) (1,692,233 )

Total equity

49,035,425 45,114,704 45,614,185

35

Table of Contents
Account 2021 2020 2019

From January 1, 2021

to December 31, 2021

From January 1, 2020

to December 31, 2020

From January 1, 2019

to December 31, 2019

Revenue

39,920,201 26,509,920 30,373,511

Operating profit

6,649,600 1,135,197 2,586,359

Profit

5,181,227 965,863 1,175,712

Earnings per share(KRW)

68,360 12,123 14,592

B. The Standards Used for Reporting the Financial Statements

The company prepared its financial statements in accordance with the Korean - International Financial Reporting Standards (the "K-IFRS").

36

Table of Contents

IV. CORPORATE GOVERNANCE

1. Overview of Corporate Governance

A. Board of Directors ("BoD")

(1) Board of Directors

The Board of Directors consists of five inside directors (Choi, Jeong-Woo, Kim, Hag-Dong, Chon, Jung-Son, Chung, Chang-Hwa and Jeong, Tak) and seven outside directors (Chang, Seung-Wha , Kim, Shin-Bae, Chung, Moon-Ki, Kim, Sung-Jin, Pahk, Heui-Jae Kim, Yoo, Young-Sook, and Kwon, Tae-Kyun).

The Board of Directors manages the following six Special Committees:

(a) ESG Committee

(b) Director Candidate Recommendation Committee

(c) Evaluation and Compensation Committee

(d) Finance Committee

(e) Audit Committee

(f) Executive Management Committee

Composition of the Special Committees under the BoD and their Functions(as of March 10, 2022)

Category Composition Directors Major Functions
ESG Committee

3 Outside Directors,

1 Inside Director

Kim, Shin-Bae

(Chairman)

Chang, Seung-Wha

Yoo, Young-Sook

Kim, Hag-Dong

(1)   Review of low-carbon policies related to environment and climate change

(2)   Preliminary review on safety and health plans

(3)   Preliminary review of the operation of BoD and Special Committees

A. Development of agenda and establishment of operation standards for the BoD and Special Committees

B. Preliminary review of amendment or repeal of the Operational Regulations of the BoD

C. Preliminary review of establishment and operation of Special Committees within the BoD

(4)   Execution monitoring and report publication related to ESG

(5)   Deliberation and resolution on donations exceeding KRW 100 million and KRW 1 billion and less, as well as preliminary review on donations exceeding KRW 1 billion

(6)   Matters related with internal transactions in accordance with the Monopoly Regulation and Fair Trade Act

A. Review of issues and improvement measures in relation to internal transactions

B. Preliminary review of internal transactions (KRW 100 billion or more in transaction amount)

C. Deliberation and resolution on internal transactions (KRW 5 billion or more and less than KRW 100 billion in transaction amount)

(7)   Appointment of fair trade compliance officer

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Table of Contents

Director

Candidate Recommendation Committee

3 Outside Directors

Chung, Moon-Ki

(Chairman)

Kim, Sung-Jin

Kwon, Tae-Kyun

(1)   Qualification assessment of Outside Director candidates and candidate nomination at the general meeting of shareholders

(2)   Pre-screening and qualification assessment of Inside Director candidates

(3)   Preliminary review of appointing the Committees members

(4)   Preliminary review of appointing the Representative Directors among Inside Directors (excluding the CEO)

(5)   Operation of the Outside Director Candidate Recommendation Advisory Group

(6)   Other matters necessary to nominate Outside Director candidates

Evaluation and

Compensation

Committee

4 Outside Directors

Pahk, Heui-Jae

(Chairman)

Chung, Moon-Ki

Kim, Sung-Jin

Yoo, Young-Sook

(1)   Development of management succession and executive development plans

(2)   Establishment and execution of executive evaluation and compensation plans

(3)   Preliminary review on compensation and retirement allowance of Directors

Finance Committee

3 Outside Directors;

1 Inside Director

Kwon, Tae-Kyun

(Chairman)

Kim, Shin-Bae

Chang, Seung-Wha

Chon, Jung-Son

(1)   Establishment of policies for company's internal values and financial soundness

(2)   Preliminary review in case of filing in litigation or arbitration, or responding to reconciliation or mediation in the process of trial or taking any equivalent level of legal actions with the amount of KRW 100 billion or more

(3)   External Investments

A. Preliminary review of new external investments, capital increase and disposal of share in the invested entity executed by a non-steel business division (KRW 100 billion or more. Investment and capital increase include borrowings and liabilities that the company takes)

B. Approval of new external investments, capital increase and disposal of share in the invested entity executed by a non-steel business division (From KRW 10 billion to less than KRW 100 billion. Investment and capital increase includes borrowings and liabilities that the company takes)

(4)   Deliberation and resolution on bond issuance and important borrowings (including refinancing borrowings exceeding KRW 100 billion)

(5)   Preliminary review on bond issuance and important borrowings (new long-term borrowings exceeding KRW 100 billion)

(6)   Deliberation and resolution on offering non-current assets as collateral

(7)   Deliberation and resolution on takeover of debt such as collateral, guarantee, etc. from invested company (excluding the case involving steel investment)

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Table of Contents

Audit Committee

3 Outside Directors

Kim, Sung-Jin

(Chairman)

Chung, Moon-Ki

Pahk, Heui-Jae

(1)   Setting the work scope of the committee

(2)   Matters that the BoD or Representative Directors delegated

(3)   Request for Extraordinary general meeting of shareholders

(4)   Consulting of external experts

(5)   Audit of the legitimacy of management's business execution

(6)   Review soundness and validity of the company's financial activities and the appropriateness of financial reporting

(7)   Review the validity of important accounting standards or changes in accounting estimates

(8)   Evaluation of the operation status of the internal accounting management system

(9)   Evaluation of the internal control system

(10)  Agreement on appointment or dismissal of internal audit department representative

(11)  Contract for appointment, remuneration and non-audit services of independent auditors

(12)  Evaluation of independent auditors' audit activities

(13)  Report internal audit department's annual audit plan and results

(14)  Report on the evaluation results of the company's ethical compliance

(15)  An independent auditor reports on important facts of the company's Directors' misconduct or violation of laws or Articles of Incorporation

(16)  Report that independent auditors violation of the company's accounting standards

(17)  Other matters deemed necessary by each committee member

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Table of Contents

Executive

Management Committee

5 Inside Directors

Choi, Jeong-Woo (Chairman)

Kim, Hag-Dong

Chon, Jung-Son

Kim, Hag-Dong

Chung, Chang-Hwa

Jeong, Tak

1. Business

(1)   Important matters in the corporate employee hierarchy, development of human resources and adjustment

(2)   Important changes in terms of working conditions and welfares

(3)   New establishment plan for chair-professor

(4)   Housing Policy Establishment (Housing fund support standard and plan for housing construction)

(5)   Decision on closure of shareholders' registry

2. Finance

(1)   Preliminary review on in-house investment plan (New establishment or expansion investment of KRW 200 billion or more)

(2)   Approval of in-house investment plan

•   New establishment or expansion investment from KRW 10 billion to less than KRW 200 billion

•   Investment other than new establishment or expansion: KRW 10 billion or more.(In the case of ordinary investment, the investment amount is for KRW 5 billion or more)

(3)   Preliminary review on steel business division: New external investments, capital increase and disposal of shares in the invested entity (From KRW 100 billion or more, Investment and capital increase includes borrowings and liabilities that the company takes)

(4)   Approval on steel business division: New external investment, capital increase, and disposal of shares in the invested entity (From KRW 10 billion to less than KRW 100 billion, investment and capital increase to includes borrowings and liabilities that the company takes)

(5)   Acquisition or disposal of tangible· intangible fixed assets and important investment assets from KRW 10 billion to less than KRW 200 billion

(6)   Approval technology application and technology sales contract over USD 1 million

(7)   Acquisition of debt such as guarantee for invested company's collateral involving steel investments

3.  Other matters that the Chairman deems necessary or are deemed necessary by each committee member

*

In order to strengthen the roles of the Board of Directors regarding ESG related matters, the Special Committees were reorganized including new establishment of the ESG Committee at the General Meeting of Shareholders held on March 12, 2021.

*

In order to strengthen independence of the Director Candidate Recommendation Committee, on August 13, 2021, the Board of Directors amended the Operational Regulation of Board of Directors so that the Director Candidate Recommendation Committee consists of only Outside Directors.

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Table of Contents

(2) List of Outside Directors (As of December 31, 2021)

Name Experience

Relation

with

Majority
Shareholder

Remarks
Chang, Seung-Wha

•   Dean of Seoul National University School of Law (June 2018 ~ Present)

•   Professor of Law, Seoul National University (1995 ~ Present)

•   World Trade Organization(WTO) as the Appellate Body Member (May 2012 ~ September 2016)

•   Member, International Chamber of Commerce(ICC) Court of Arbitration (2000 ~ 2013)

•   LL.M and Doctorate in International Trade Law from Harvard Law School (1994)

None

Chairman of the

Board of Directors

Yoo, Young-Sook

•   Chairperson of the Board(non-permanent), Climate Change Center(January 2020 ~Present)

•   Principal Research Scientist, Korea Institute of Science and Technology(KIST)(March 1994 ~May 2021)

•   Director(non-permanent), Research Institute of Industrial Science & Technology(2014)

•   Co-President, Climate Change Center(2014)

•   Minister, Ministry of Environment(2011~2013)

•   Vice President, KIST(2009)

•   Head of Biological Science Research, KIST(2007)

•   Senior Research Scientist, KIST(1990)

None
Kwon, Tae-Kyun

•   Senior Adviser, Yulchon LLC.(2015~June. 2021)

•   Outside Director, SAMSUNG ELECTRO-MECHANICS CO., LTD.(2014~2020)

•   Outside Director, MIRAE ASSET DAEWOO CO., LTD.(2017~2019)

•   Ambassador, Korea to the United Arab Emirates(2010~2013)

•   Chief Administrator, Public Procurement Service(2009)

•   Head of Trade and Investment Office, Ministry of Knowledge Economy(2008)

•   Deputy Minister for Free Economic Zone Planning, MOFE(2007)

•   Commissioner, Korea Financial Intelligence Unit, MOFE(2006)

•   Economic Councilor, OECD Representative(2001)

•   Finance and Economy Adviser, Office of the President(1996)

•   Country Officer, Asian Development Bank(1992)

None
Kim, Shin-Bae

•   Vice Chairman, SK Group (January 2010 ~ February 2013)

•   President, Korea IoT (Internet of Things) Association (March 2005 ~ March 2012)

•   President and CEO, SK Telecom (March 2004 ~ December 2008)

•   M.B.A., Wharton School, University of Pennsylvania (1985)

None
Chung, Moon-Ki

•   Professor in Accounting, Sungkyunkwan University (2016~Present)

•   Partner and Chief Quality Officer, Samil PwC (1981~2012)

•   Committee Member, Accounting Review Committee of Financial Supervisory Service

•   Ph.D. in Accounting, Sungkyunkwan University

None
Kim, Sung-Jin

•   Adjunct Professor at Department of Economics, Seoul National University (2011 ~ Present)

•   Minister of Maritime Affairs and Fisheries (2006 ~ 2007)

•   Administrator of the Small and Medium Business Administration (2004 ~ 2006)

•   Ph.D. in Economics Kansas State University (1991)

None
Pahk, Heui-Jae

•   Professor in Mechanical & Aerospace Engineering, Seoul National University (March 1993 ~ Present)

•   Chairman of the Board, Korea Youth Foundation (May 2016 ~ Present)

•   Head of R&D Strategic Planning, Ministry of Trade, Industry and Energy (April 2013 ~ April 2016)

•   SNU Precision CEO (February 1998 ~ December 2016)

•   Ph.D in Mechanical Engineering, Seoul National University (1990)

None

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Table of Contents

(3) List of Key Activities of the Board of Directors (January 1, 2021 ~ March 10, 2022)

No. Date Agenda Approval

2021-1

January 20, 2021

1. Approval of participation in POSCO CHEMICAL's capital increase with consideration

All 1 Case Approved

2021-2

January 28, 2021

•   Deliberation Agenda

1.  Approval of the 53rd financial statements and schedule for the general meeting of shareholders

•   Report Agenda

1.  Business performance of the fiscal year of 2020

2.  Report on internal control over financial reporting

3.  Assessment on the effectiveness of internal control over financial reporting

All 1 Case Approved

2021-3

February 18, 2021

1.  Plans to strengthen roles of the Board of Directors in relation to ESG

2.  Recommendation of Inside Directors candidates (other than the candidate for the Representative Director & CEO)

3.  Agendas for the 53rd general meeting of shareholders

Correction Approval Approved

Approved

2021-4

March 12, 2021

1.  Appointment of the Chairman of the BoD

2.  Appointment of the Representative Director CEO

3.  Appointment of Representative Directors and Inside Directors

4.  Appointment of Special Committees members

All 4 Cases Approved

2021-5

April 9, 2021

1.  Investment on commercial plant for hard rock lithium

All 1 Case Approved

2021-6

May 14, 2021

•   Deliberation Agenda

1.  Resolution on the dividend for the 1st quarter of 2021

2.  POSCO health and safety plan for 2021

3.  Joint Venture company establishment with HBIS Group Co., Ltd.

4.  Equity investment in an Australian nickel production company

5.  Transaction Plans with affiliates for the fiscal year of 2021

•   Report Agenda

1.  Business performance of the 1st quarter of 2021

2.  Status of global steel growth strategy implementation

3.  The performance and assessment of Board of Directors for 2020

All 5 Case Approved

2021-7

August 13, 2021

•   Deliberation Agenda

1.  Resolution on the dividend for the 2nd quarter of 2021

2.  Financing plan of 2021

3.  Financial contribution to the joint labor welfare fund with partner companies

4.  Amendment of the Operational Regulation of Board of Directors

•   Report Agenda

1.  Implementation status of the BoD resolved agendas

2.  Business performance of the 2nd quarter of 2021

3.  Group research center establishment plan

All 4 Cases Approved

2021-8

November 15, 2021

•   Deliberation Agenda

1.  Resolution on the dividend for the 3rd quarter of 2021

2.  Increase production capacity of eco-friendly electrical steel of Gwangyang Steel Works

3.  Contributed acceptance of sculpture in Pohang Hwanho park

•   Report Agenda

1.  Business performance of the 3rd quarter of 2021

All 3 Cases Approved

42

Table of Contents

2021-9

December 10, 2021

•   Deliberation Agenda

1.  Approval of the vertical spin-off plan, convocation of an extraordinary general meeting of shareholders, and setting a reference date

2.  Mid-term business strategy and business plan for 2022

3.  POSCO Argentina's capital increase and payment guarantee

4.  Year-end donation for the underprivileged

5.  Improvement of executive compensation system and performance evaluation

•   Report Agenda

1.  Implementation status of the BoD resolved agendas for the fiscal year of 2021

2.  Review of the compliance system observance

3.  Safety and Health activities for 2021 and future plans

All 5 Case

Approved

2022-1

January 4, 2022

1.  Amendment of articles of incorporation of new steel subsidiary related to vertical spin-off

All 1 Case

Approved

2022-2

January 28, 2022

•   Deliberation Agenda

1.  Approval of the 54th financial statements and schedule for the general meeting of shareholders

2.  Disposal of treasury stocks in accordance with employee stock ownership program implementation

•   Report Agenda

1.  Business performance of the fiscal year of 2021

2.  Report on internal control over financial reporting

3.  Assessment on the effectiveness of internal control over financial reporting

All 2 Cases

Approved

2022-3

February 17, 2022

•   Deliberation Agenda

1.  Recommendation of Inside Directors candidates and Non-Standing Director candidate

2.  Agendas for the 54th general meeting of shareholders

•   Report Agenda

1.  Amendment of the Operational Regulation of Board of Directors in accordance with conversion to a holding company

All 2 Cases

Approved

2022-4

March 2, 2022

1.  Approval of public notice replacing general shareholder's meeting to report the completion of Spin-off and inaugural general meeting

2.  Approval of registration of relocation of Headquarters

All 2 Cases

Approved

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Major Activities of Outside Directors on the Board of Directors (January 1, 2021 ~ March 10, 2022)

No. Date

Participation of the Outside Directors

(the Number of total Outside Directors)

Remarks

2021-1

January 20, 2021 7 (7) -

2021-2

January 28, 2021 7 (7) -

2021-3

February 18, 2021 7 (7) -

2021-4

March 12, 2021 7 (7) -

2021-5

April 9, 2021 7 (7) -

2021-6

May 14, 2021 7 (7) -

2021-7

August 13, 2021 7(7) -

2021-8

November 15, 2021 7(7) -

2021-9

December 10, 2021 7(7) -

2022-1

January 4, 2022 7(7) -

2022-2

January 28, 2022 7(7) -

2022-3

February 17, 2022 7(7) -

2022-4

March 2, 2022 7(7) -
(4)

Special Committees under the BoD and Their Activities (From January 1, 2021 to March 10, 2022)

Major Activities of Director Candidate Recommendation and Management Committee (January 1, 2021~March 10, 2022)

Date Agenda Approval
January 28, 2021

•   Deliberation Agenda

1.  Qualification review and recommendation of the Outside Directors candidates

Approved
February 18, 2021

•   Deliberation Agenda

1.  Recommendation of the Outside Directors candidates

•   Preliminary Review

1.  Qualification review of the Inside Directors candidates

2.  Plans to strengthen roles of the Board of Directors in relation to ESG matters

Approved

-

-

44

Table of Contents

Major Activities of Finance and Related Party Transaction Committee (January 1, 2021~March 10, 2022)

Date Agenda Approval
January 28, 2021

•   Deliberation Agenda

1.  Contribution to the Labor Welfare Fund

Approved

Major Activities of Evaluation and Compensation Committee (January 1, 2021~March 10, 2022)

Date Agenda Approval

January 27, 2021

•   Deliberation Agenda

1.  Evaluation of the business performance for the fiscal year of 2020

-

Approved

Major Activities of Evaluation and Compensation Committee (March 12, 2021~March 10, 2022)

Date Agenda Approval

November 4, 2021

•   Preliminary Review

1.  Improvement of executive compensation system and company performance evaluation

-

December 10, 2021

•   Preliminary Review

1.  Improvement of executive compensation system and performance evaluation

-

January 27, 2022

•   Deliberation Agenda

1.  Evaluation of the business performance for the fiscal year of 2021

Approved

Major Activities of Director Candidate Recommendation Committee (March 12, 2021~March 10, 2022)

Date Agenda Approval

August 13, 2021

•   Report Agenda

1.  Review on Outside Director candidate pool

-

December 10, 2021

•   Deliberation Agenda

1.  Operation of the Outside Director Candidate Recommendation Advisory Panel

•   Report Agenda

1.  Review on Outside Director candidate pool

Approved

-

January 28, 2022

•   Deliberation Agenda

1.  Qualification review and recommendation of the Outside Directors candidates

Approved

February 17, 2022

•   Deliberation Agenda

1.  Recommendation of the Outside Directors candidates

•   Preliminary Review

1.  Qualification review of the Inside Directors candidates and Non-Standing Director candidate

Approved

-

Major Activities of ESG Committee (March 12, 2021~March 10, 2022)

45

Table of Contents
Date Agenda Approval

April 22, 2021

•   Deliberation Agenda

1.  Plan for publishing Corporate Citizenship Report 2020

•   Report Agenda

1.  2050 Carbon Neutral Declaration and Implementation Status

Approved

-

May 13, 2021

•   Preliminary Review

1.  POSCO health and safety plan for 2021

-

August 13, 2021

•   Preliminary Review

1.  Amendment of the Operational Regulation of Board of Directors

2.  Financial contribution to the joint labor welfare fund with partner companies

•   Deliberation Agenda

1.  Venture fund investment for new growth businesses

2.  The 2nd investment in POSCO-HY Clean Metal

•   Report Agenda

1.  Fair Trade Voluntary Compliance Program Operation Status in 2021

-

-

Approved

Approved

-

November 4, 2021

•   Preliminary Review

1.  Contributed acceptance of sculpture in Pohang Hwanho park

•   Deliberation Agenda

1.  Investment in kind on Dongho-an site for 2nd LNG terminal
(Internal Transaction)

2.  Lease contract for lime calcination plant(Internal Transaction)

-

Approved

Approved

December 9, 2021

•   Preliminary Review

1.  Year-end donation for the underprivileged

•   Deliberation Agenda

1.  Acquisition of POSCO Terminal shares(Internal Transaction)

2.  POSCO brand license contract with POSCO E&C(Internal Transaction)

3.  Donation of traffic control cameras outside Pohang Steel works gate

-

Approved

Approved

Approved

January 28, 2022

•   Deliberation Agenda

1.  Contribution to the Labor Welfare Fund(Internal Transaction)

2.  Financial contribution to the joint labor welfare fund with partner companies (Internal Transaction)

-

Approved

Approved

Major Activities of Finance Committee (March 12, 2021~March 10, 2022)

Date Agenda Approval

April 9, 2021

•   Preliminary Review

1.  Investment on commercial plant for hard rock lithium

-

May 14, 2021

•   Preliminary Review

1.  Equity investment in an Australian nickel production company

-

August 11, 2021

•   Deliberation Agenda

1.  Venture fund investment for new growth businesses

2.  Payment Guarantee Plan for PT. Krakatau POSCO

•   Preliminary Review

1.  Financing plan of 2021

Approved

Approved

-

October 8, 2021

•   Deliberation Agenda

1.  Payment Guarantee Plan for developing Hardey mining area of API

Approved

November 4, 2021

•   Deliberation Agenda

1.  Investment in kind on Dongho-an site for 2nd LNG terminal

Approved

December 9, 2021

•   Preliminary Review

1.  POSCO Argentina's capital increase and payment guarantee

•   Deliberation Agenda

1.  Establishment of a joint venture for solid electrolyte business

2.  Short-term borrowing limits set in 2022

3.  Payment guarantee plan of POSCO Asia

4.  Acquisition of POSCO Terminal shares

-

Approved

Approved

Approved

Approved

February 17, 2022

•   Deliberation Agenda

1.  Equity investment in an all-solid-state battery manufacturing company

Approved

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Major Activities of Executive Management Committee (January 1, 2021 ~ March 10, 2021)

Date Agenda Approval

March 23, 2021

•   Deliberation Agenda

1.  Exhaust gas purification facility replacement at Gwangyang #1 sintering factory

2.  EIC facility replacement at Gwangyang #2-4 casting machine

3.  Reclamation work for Gwangyang facility expansion site

4.  Carbon credit trading plan

All 4 Cases Approved

April 20, 2021

•   Preliminary Review

1.  Joint Venture company establishment with HBIS Group Co., Ltd.

•   Deliberation Agenda

1.  Pohang education center dormitory construction

2.  Gwangyang education center construction

3.  Construction of Park1538 Gwangyang PR Hall

-

Approved

Approved

Approved

May 25, 2021

•   Deliberation Agenda

1.  Improvement of facilities in Gwangyang #2 power plant

Approved

June 15, 2021

•   Deliberation Agenda

1.  Establishment of refrigeration facilities in Pohang #2 Chemical conversion factory to increase desulfurization capacity

Approved

July 20, 2021

•   Deliberation Agenda

1.  Investment in high-purity nickel refining business for batteries

2.  Replacement of air blowing facilities in Gwangyang #3, #4 and #5 blast furnace

All 2 Cases Approved

August 24, 2021

•   Deliberation Agenda

1.  Improvement of #2 Hot strip mill furnace of Pohang Steel Works

2.  Automization of #2 Hot strip mill HPL of Gwangyang Steel Works

3.  Carbon credit trading plan

All 3 Cases Approved

September 28, 2021

•   Deliberation Agenda

1.  Improvement of Electrical substation of Gwangyang

2.  Trial run of INNOVILT(Steel product for construction) used housing project

3.  Establishment of oxygen and nitrogen tank

Approved

Approved

Correction Approval

October 19, 2021

•   Preliminary Review

1.  Increase production capacity of eco-friendly electrical steel of Gwangyang Steel Works

•   Deliberation Agenda

1.  Increase abililty of dust collection machine of 3,4 Sintering factory of Pohang

2.  Establishment of Smart integrated logistics system

-

Approved

Approved

November 16, 2021

•   Deliberation Agenda

1.  Establishment of a new facility management system

Approved

December 14, 2021

•   Deliberation Agenda

1.  Improvement of Pohang #3 KR slag cooling-field environment

Approved

B. Audit Committee

(1) Composition of the Audit Committee

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Table of Contents
Name Qualifications Remarks

Kim, Sung-Jin

Chung, Moon-Ki

Pahk, Heui-Jae

Satisfies the requirements stipulated in the Korean Commercial Act Chairman

-

-

(2) Major Activities of the Audit Committee (January 1, 2021 ~ September 30, 2020)

Session Date Agenda Approval
1 January 27

•   Deliberation Agenda

1.  Consent to appoint the head of the internal audit department

2.  Assessment of internal control over financial reporting in 2020

3.  Approval of audit and non-audit services for POSCO and subsidiaries

•   Report Agenda

All 3 Cases Approved

1.  Report of operation of internal control over financial reporting in 2020

-

2.  Report on approval of POSCO E&C's audit service contract

-

3.  The result of internal audit for the fiscal year of 2020 and audit plans for the fiscal year of 2021

-

4.  Audit Committee activities in 2020

-

5.  The assessment on the executives' and employees' conformity to the code of ethics for the fiscal year of 2020

-
2 February 17

•   Deliberation Agenda

1.  Internal audit result for the 53rd term

•   Report Agenda

1.  External audit result for the 53rd term

Approved

-

3 February 18

•   Deliberation Agenda

1.  Review of agenda for general meeting of shareholders

Approved

At the 53rd General Meeting of Shareholders held on March 12, 2021, due to Bahk, Byong-Won's expiration of term in the Audit Committee, a new Audit Committee member, Kim, Sung-Jin was elected.

Session Date Agenda Approval
4 March 12

•   Deliberation Agenda

1.  Appointment of the chairman of the audit committee

Approved

5 April 23

•   Report Agenda

1.  POSCO E&C and POSCO ICT deficit projects status and management plans

-

2.  Operation plan for Internal Accounting Management Policy in 2021

-

3.  Results of internal audit on the consolidated financial statements for the 1st quarter of 2021

-

4.  Review of the impact of amendments to the U.S. listed company regulations on independence of external auditors

-

5.  The results of the 20-F audit for 2020 and the results of external reviews on the consolidated financial statements for the 1st quarter of 2021

-

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Table of Contents
Session Date Agenda Approval
6 August 12

•   Deliberation Agenda

1.  Approval on audit contract for POSCO Lithium Solution and POSCO-HY Clean Metal

•   Report Agenda

Approved

1.  Approval report for PT.KP audit service contract change

-

2.  Approval report for POSCO non-audit service contract

-

3.  Results of internal audit on the consolidated financial statements for the 2nd quarter of 2021

-

4.  Results of external review of the consolidated financial statements for the 2nd quarter of 2021

-

5.  External Auditor Audit Activity Evaluation Results for the year 2020

-

6.  Internal audit performance in the 1st half of 2021 and plans for the 2nd half of 2021

-
7 October 8

•   Report Agenda

1.  Audit trends and issues including PCAOB Supervising case

-

8 November 11

•   Deliberation Agenda

1.  Approval of POSCO non-audit service contract

2.  Approval of POSCO audit service contract

3.  Results of interal audit on the consolidated financial statements for the 3rd quarter of 2021

4.  Internal audit performance of 2021 and plans for 2022

•   Report Agenda

All 4 Cases Approved

1.  Result of external review of the consolidated financial statement for the 3rd quarter of 2021

-

2.  Result of inspection for core business checklist of overseas corporation

-

Changes after December 31, 2021 (January 1, 2022 ~ March 10, 2022)

Session Date Agenda Approval
1 January 27

•   Deliberation Agenda

1.  Assessment of internal control over financial reporting in 2021

2.  Review of the agendas for the extraordinary General Meeting of Shareholders

3.  Approval of audit and non-audit services for POSCO and subsidiaries

4.  Audit Committee activities in 2021

5.  The assessment on the executives' and employees' conformity to the code of ethics for the fiscal year of 2021

•   Report Agenda

All 5 Cases Approved

1.  Report of operation of internal control over financial reporting in 2021

-
2 February 16

•   Deliberation Agenda

1.  Internal audit result for the year 2021

•   Report Agenda

1.  External audit result for the year 2021

Approved

-

3 February 17

•   Deliberation Agenda

1.  Review of the agendas for the Ordinary General Meeting of Shareholders

Approved

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C. Voting Rights of Shareholders

(1)

The Cumulative Voting System: The cumulative voting system was introduced at the 36th general meeting of shareholders on March 12, 2004.

(2)

Voting by Mail: The voting-by-mail system was introduced at the 36th general meeting of shareholders on March 12, 2004.

(3)

The Electronic Voting System: The electronic voting system was determined at the Board of Directors meeting on February 20, 2019.

D. Compensation of Directors and Officers

(1) The Salary of Directors and Audit Committee Members

(In millions KRW)

Category No. of people Total payment

Average payment

(Per person)

Ceiling amount approved at
the general meeting of
shareholders
Remarks

Inside Director

5 6,247 1,122 10,000 -

Outside Director (Excluding Audit Committee Members)

4 360 81 -

Members of the Audit Committee

3 259 86 -

No. of people : The number of Directors and the Audit Committee members who are in office as of December 31, 2021.

Total payment : The total amount of remuneration paid to all Directors, including the Audit Committee members, who served from January 1 to December 31, 2021.

Average payment per person is calculated based on the paid amount to the current Directors and Audit Committee members as of December 31, 2021.

50

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POSCO Holdings Inc. published this content on 29 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 March 2022 10:48:09 UTC.