kakaogames

Preface

Kakao Games Corp. (hereinafter referred to as the "Company") bases this Code of Ethics (hereinafter referred to as this “Code”) in making decisions on ethics-related matters. The Company is committed to ensuring that any and all actions the Company takes, its internal relationships, and its relationships with outside parties shall be based on strict integrity. While the standards in this Code are primarily based on applicable laws and regulations, in some cases they go beyond legal obligations. In this regard, this Code sets out principles to which we must adhere in order to avoid situations that may violate or appear to be in conflict with the values the Company is pursuing. The standards in this Code may be further explained or enforced in guidelines or other manuals, etc., as may be amended, and guidelines or manuals may be established in relation to specific business areas of the Company. This Code may be obtained from the HR Group and the Company’s website.

Chapter 1 General Provisions

Article 1. [Purpose]

This Code aims to set proper decision-making and ethical judgment standards to all executives and employees of the Company (hereinafter collectively referred to as the “Employees”).

Article 2. [Scope]

This Code applies to the Company (including domestic or overseas investment companies that the Company has management rights) and the Employees; and, our business partners are encouraged to understand and uphold this Code.

Article 3. [Definition]

The following terms used in this Code are defined as follows.

1. 1. Social norms
   This refers to norms socially acceptable by most people with sound common sense and that do not interfere with the fair process of work.
2. 2. Stakeholders
   This refers to all parties who have an interest in the Company such as competitors, customers and suppliers, shareholders, and the Employees. In a broader sense, consumers, the local community, media, and civic groups are also included.
3. 3. Tangible and intangible assets
   They includes the Company's funds in any form, as well as machinery, supplies, tools, inventory, computer systems and equipment, computer software, computer data, vehicles, records or reports, confidential information, intellectual property rights or other sensitive information or materials, telephone calls, vocal recordings or communication using mail or e-mail.
4. 4. Business Partner (hereinafter referred to as "BP")
   BP collectively refers to as a company or organization and any individual member belonging thereto which has or wishes to enter into a business relationship with the Company. They are regarded as BP even if they are personally related to the Company (friends, relatives, etc.).
5. 5. Public Officials, etc.
   This refers to public officials or persons engaging in public affairs defined in the 「Improper Solicitation and Graft Act」, and persons who are prohibited from soliciting and accepting money, goods, etc. defined in the same Act.

Chapter 2 Attitudes of the Employees

Article 4 [Sincere Duty Performance]

The Employees must clearly recognize their authority and responsibilities, and perform their duties faithfully based on the principle of honesty and trust. In particular, the Employees must not engage in any activities unrelated to the Company's business during working hours.

Article 5 [Holding Multiple Positions]

1. 1. The Employees and board members of the Company must not work for other competitors, customers, distributors or suppliers or receive remuneration for a service from any of them, without the Company’s approval.
2. 2. When the Employees wish to work for a government agency or serve on the board of directors of other company, they must obtain approval from the board of directors of the Company. In particular, members of the board of directors of the Company must first obtain approval from the board of directors in accordance with the legal provisions when performing any of the following.
   1. ① Work as a director or employee of other companies in the same field of business as the Company
   2. ② Conclude a transaction in the Company's business area on the individual director's own account/name or on the account/name of a third party
   3. ③ Enter into a transaction with the Company on the individual director's own account/name or on the account/name of a third party
3. 3. Even when approval by the board of directors is obtained pursuant to Paragraph 2, the Employees and members of the board of directors must take ‘appropriate measures’ to clarify the concerned actions by the Employees are related to the Company's business or not.
4. 4. The Company may conduct an audit for the 'appropriate measures' mentioned in Paragraph 3, if necessary, and request rectification of inappropriate matters.

Article 6 [Maintaining Dignity]

The Employees must recognize that their words and actions are directly related to the Company's trust and reputation, and they must strive to fulfill their responsibilities and duties as members of society. The Employees must especially respect their peers and prevent unpleasant workplace mishaps such as sexual harassment or bullying, and they must ensure that they do not engage in any action that betrays trust with customers, distributors or suppliers, the local community or the country at large.

Article 7 [Protection of The Company Assets and Information]

1. 1. The Employees must properly allocate and use the Company's tangible and intangible assets, and in particular, must comply with the following terms.
   1. ① The Employees must protect the Company's assets from loss, damage, misuse, theft or destruction caused by neglect.
   2. ② The Employees must protect the Company's assets and facilitate its effective use.
   3. ③ The Company assets must be used for business purposes only. The use of the Company assets or services other than for the purpose of the Company's interests requires management approval.
2. 2. The Company and the Employees must accurately and fairly reflect the transactions and disposal of the Company assets in the books and records in a reasonable and detailed manner in accordance with applicable laws. In particular, the following requirements must be strictly observed.
   1. ① False and misleading entries are strictly prohibited, and the Company does not tolerate non-disclosed debts or assets for any purpose.
   2. ② Payment must be made only for the purpose recorded in the supporting documentation.
   3. ③ The Employees are required to implement and observe management and accounting controls to ensure the accuracy and fairness of financial statements and other reports.
3. 3. The Employees must cooperate fully with the Company's internal and external auditors.
4. 4. The Employees must protect and manage the Company's information and trade secrets and comply with the Company's security standards. This obligation remains in effect even after retirement from the Company, and in particular, the following acts are strictly prohibited.
   1. ① (Unauthorized access to user information) An act of accessing user information without authorization
   2. ② (Leakage to the outside) The act of disseminating internal information of the Company to the outside. Internal information about the Company includes the Company announcements, the Employee threads, and other similar materials.
      • · Leakage to media organizations
      • · The act of leaking to widely used external channels such as SNS
      • · Leakage to acquaintances such as family, friends, and even ex-colleagues
   3. ③ (Internal leakage) The act of leaking the Company's internal security information acquired for the Employees’ duties to an unauthorized personnel within the Company.
   4. ④ (Insider information trading) An act of trading the Company securities using insider information

Article 8 [Creating a Sound Corporate Culture]

The Employees must not engage in any behavior that hinders the formation of a healthy relationship in the Company, such as sexual harassment or forcing an act that places any personal burden on colleagues (junior, senior) as well as with the Company's BP, and must also create a sound organizational atmosphere by recognizing them as mutual partners and treating them with respect. In addition, in particular, in order to create a sound corporate culture, the following acts are strictly prohibited.

1. 1. Assault (including threatening behavior)
2. 2. Verbal abuse
3. 3. Sexual harassment
4. 4. Discrimination
5. 5. Concealment

Article 9 [Fair Duty Performance]

The Employees must strictly separate public and private affairs and perform their duty in a fair and transparent manner.

Article 10 [Conflict of Interest]

1. 1. The Employees must not engage in any conflicting behaviors or create a conflict of interest in relation to the Company's legitimate business endeavors.
2. 2. When it is believed that the Employees may exert a work influence on the stakeholders, or that the stakeholders may influence the Employee's judgment or behavior in performing the work, it is necessary to prevent conflicts of interest by not engaging in the following acts.
   1. ① The act of the Employees doing business with the Company, BP, or competitors directly or through a third party to satisfy personal interests
   2. ② An act in which the Employees enter into a relationship with BP for lending money, joint investment, loan guarantee, real estate or personal estate lease in order to satisfy personal interests, either directly or through a third party.
   3. ③ The act of receiving compensation from BP directly or through a third party in order to satisfy personal interests.
   4. ④ The act of holding BP's stocks or bonds, etc., either directly or through a third party by the Employees to satisfy their personal interests (except when approved by the Company)
3. 3. Any of the following actions that unfairly seek profits either directly or through a third party by using information acquired by the Employees through the normal process of performing work is prohibited.
   1. ① The act of purchasing property or securities that the Company intends to purchase or lease directly or through a third party to satisfy personal interests
   2. ② The act of receiving an employment guarantee or job recommendation from BP for oneself or a third party at the opportunity of providing personal advice using the Company information
4. 4. The Employees must report to the Company if their family or relatives conduct or plans to conduct business with the Company or BP as a conflict of interests may arises.
5. 5. The Employees must not use the Company’s information acquired in the course of carrying out the Employees’ duties to pursue personal interests or use them for a third party, and they must give priority to the interests of the Company in case of conflict between the Company and the personal interests.

Article 11 [Gift and Entertainment]

1. 1. The Employees and their families shall not accept any money, gifts, or entertainment from other parties, including stakeholders, in connection with the performance of their duties, and must take measures as follows and report to the Company if they inevitably receive money, gifts, or entertainment.
   1. ① Inform the giver of the Company's policies on [Gifts and Entertainment].
   2. ② If it is possible to return it, it must be returned immediately, and if it is impossible or difficult to return, contact the Company and follow the instructions.
2. 2. In the following cases, payments and entertainment are permitted as exceptions. However, the amount or value must be within a range that can be tolerated according to social norms, and if it is difficult to judge, then the Employees must seek advice from the Company.
   1. ① Promotional and event souvenirs
   2. ② Congratulations and condolences money
   3. ③ Simple food and drink
3. 3. The Employees must not provide any money, gifts, or entertainment to stakeholders or other parties. In particular, as per the 「Improper Solicitation and Graft Act」, illegal solicitations, money and gifts, entertainment, and convenience must not be provided to Public Officials.
4. 4. The Employees must not ask stakeholders for any gift, congratulations or condolences money, other rewards or preferential business treatment for the benefit of their family or friends.
5. 5. If the Employees receive a conference fee for attending a conference hosted by the government or a governmental agency on behalf of the Company, the Employees must report the conference fee to the Company.
6. 6. In principle, the Employees must report to the head of the department in advance if they contact with BP, etc., related to work outside of normal business hours,.
7. 7. The Employees must not illegally offer bribes, kickbacks or incentives regardless of form or what such may be called.

Article 12 [Compliance with the Code of Ethics]

1. 1. The Company is responsible for actively supporting and managing its the Employees to ensure that they properly understand and comply with this Code.
2. 2. The Employees are obliged to comply with this Code and make pledges; and, if any questions arise regarding interpretation and application, they should consult with the HR Group and receive advice.
3. 3. The Employees must immediately report to the Company if they become aware of a violation of this Code.
4. 4. The Employees are required to write a pledge annually to practice ethical business conducts and must subsequently comply with said pledge.
5. 5. If the Employees violate this Code, then the Company will take measures based on the Company regulations.

Chapter 3 Responsibilities to Customers

Article 13 [Customer-Oriented Business]

1. 1. During the process of product development, the Company induces pre-screening procedures to improve product and service integrity to ensure customer satisfaction.
2. 2. The Company makes every effort to accurately comprehend the customer's requirements, actively accepts customers' legitimate requests and reasonable suggestions, and keeps promises with customers in any case.
3. 3. The Company provides timely and accurate information so that customers may choose products and services reasonably.
4. 4. The Company does not provide false information or manipulate information, and it does not provide any benefits or compensation that violates laws and regulations or its policies.

Article 14 [Customer Information Protection]

1. 1. The Company complies with applicable laws and regulation related to customer information protection, continuously inspects and improves business processes for customer information protection, and, if necessary, may operate by introducing a pre-impact assessment system for customer information during the product development stage.
2. 2. The Company does its best to protect customer information by operating optimal security systems, employing professional customer information managers, and taking other appropriate measures.
3. 3. The Company does not use customer information for any purpose other than the purpose for which it was provided, and it does not provide said information to a third party unless the consent of the customer is granted or it is permitted by law.

Article 15 [Enhancing Customer Value]

In providing products and services to customers, the Company does its best to enhance customer value by maintaining the quality level that customers expect and creating a safe and beneficial use environment.

Chapter 4 Responsibilities to Members

Article 16 [Humanistic Management]

1. 1. The Company provides a work environment that is free of discrimination based on race, ethnicity, gender, creed, religion, age, disability or sexual orientation.
2. 2. The Company respects the personalities of the Employees and treats them fairly and reasonably according to their capabilities and performance.
3. 3. The Company supports the Employees’ pursuits to achieve their goals, in ways such as providing optimal work environment configurations.
4. 4. The Company supports the Employees' self-development activities and actively provides learning opportunities necessary for their job performance.

Article 17 [Safety and Happiness of the Employees]

1. 1. The Company complies with pertinent international standards, relevant laws, and internal regulations, such as improving its policies and conducting relevant trainings for the safety and health of the Employees.
2. 2. The Company does its best to ensure that the Employees can pursue happiness together with colleagues through mutual trust and pride, a challenge-seeking spirit and creativity.

Chapter 5 Responsibilities to Shareholders

Article 18 [Enhancement of Corporate Value]

The Company maximizes its corporate value through transparent and efficient management and ceaseless innovation and shares its achievements with shareholders.

Article 19 [Protection of Shareholder Rights and Interests]

1. 1. The Company practices transparent management centered on the board of directors and respects the legitimate requests and suggestions of its shareholders.
2. 2. The Company prepares publicly available data such as financial statements in accordance with all laws and accounting standards and makes appropriate, accurate, complete, and timely disclosures in accordance with relevant laws and regulations.

Chapter 6 Relationship with Business Partner

Article 20 [Co-prosperity Management]

1. 1. The Company applies fair and reasonable standards to select a BP suitable for the business purpose and evaluates its implementation process and quality based on the same criteria and communicates it to the BP in an appropriate way.
2. 2. The Company does not engage in unfair acts using its superior position, and it pursues mutual benefit and growth.
3. 3. The Company recognizes BP as a strategic partner pursuing the common value of customer happiness on the basis of mutual trust.

Article 21 [Protection of BP Information]

1. 1. The Company must protect BP's information and trade secrets and does not use it for any purpose other than the purpose provided, except when BP consents it or is permitted by law.
2. 2. The Company does not illegally or unfairly acquire or utilize information or trade secrets of BP or other companies.

Chapter 7 Responsibilities to Society

Article 22 [Compliance with Laws, Rules and Regulations]

The Company's policy is to maintain its standing as a good corporate citizen, and the Employees must comply with the following laws, rules, and regulations. If a violation is suspected or committed, it must be notified to the Company immediately.

1. ① The laws and regulations of the countries in which the Company operates
2. ② Terms and conditions of business contracts such as intellectual property-related licenses, confidentiality agreements, and leases
3. ③ Other customs and standards that are accepted as ethical in the community in which the Company operates

Article 23 [Restrictions on Competition]

1. 1. The Company complies with the restrictions on competition laws in the countries in which the Company operates.
2. 2. The Company and the Employees must not engage in any collusion, including signing a contract that unreasonably restricts competition.
3. 3. The Employees shall not discuss sensitive information pertaining to competition, such as pricing, contract terms, and other confidential information with competitors, and must handle information about competitors carefully, and provide information only to the Employees who legally need to know such information and only under appropriate circumstances.
4. 4. The Company does not employ illegal or immoral methods to collect information from competitors such as theft, transaction of exclusive information, transaction of confidential information, including inducement of former or current the Employees of competitors to disclose confidential information by false statements or any other means.

Article 24 [Promoting Sound Culture]

1. 1. The Company makes the everyday life of the masses more enjoyable and contributes to the well-being of humankind through the infinite possibilities and values of games.
2. 2. The Company makes efforts to form and promote a healthy culture of the local community when conducting business, such as considering whether or not the services provided in the business area are social or culturally harmful.

Article 25 [Respect for Human Dignity]

1. 1. The Company does not discriminate against Stakeholders, including customers and the Employees, on the basis of race, religion, gender, disability, etc. in the countries in which the Company operates.
2. 2. The Company protects basic human rights such as protection of minors and customer privacy in business areas.

Article 26 [Environmentally Friendly Management]

The Company complies with international standards and related laws and internal regulations related to environmental protection and practices environmentally friendly management.

Article 27 [Social Contribution Activities]

As a corporate citizen of the countries in which the Company operates, the Company actively participates in social service activities such as volunteer work and disaster relief.

Article 28 [Maintaining Political Neutrality]

1. 1. The Company respects the individual's right to vote and to express political opinion, but it does not recognize any personal political activities that use the Company's funds, manpower, and facilities for political purposes.
2. 2. Any political donations made by the Employees on behalf of the Company without the Company approval, or any support for political organizations or political parties · advocacy or slander is prohibited.
3. 3. The Company avoids inappropriate transactions related to the government and complies with the relevant laws and regulations of each country.

Article 29 [Sharing Corporate Values]

1. 1. Regardless of any purpose or form, the Company does not do anything that undermines the neutrality of social values, such as supporting, advocating, or slandering an organization with a specific social orientation.
2. 2. The Employees must maintain neutrality in performing assigned duties without biases toward any and all types of interest groups, social issues, ideologies and refrain from the use of any and all types of expressions belittling a character or causing conflicts for the reasons of nationality, gender identity, ethnicity, religious belief, region of origin, et cetera.
3. 3. The Employees must compensate the Company for damage caused by the act of damaging the neutrality of social values in the preceding paragraph.

Chapter 8 Ethics Counseling and Reporting and Protection of Informants

Article 30 [Ethics Counseling and Reporting and Protection of Informants]

1. 1. The Company establishes and operates a “hotline” for ethics counseling.
   Hotline: hotline.games@kakaocorp.com
2. 2. The Company conducts regular audits to confirm compliance with this Code and takes the following measures when necessary for consultation and reporting.
   1. ① Depending on the consultation or reported case, it is delegated to the relevant department or handled through consultation with the Company (HR Group).
   2. ② If it is determined that the consulted/reported matter requires a disciplinary review, a review may be proposed.
3. 3. The Company will take the following measures when there is a BP-related consultation or report.
   1. ① Upon receipt of a report, the claim is investigated whether true or not.
   2. ② In consideration of the severity of the matter and the degree of the violation, the Company may decide on favorable arrangements for the BP and related parties when a promise to prevent recurrence is received.
   3. ③ Despite the provisions of the previous subparagraph, the Company may take necessary measures such as imposing restriction on transactions with the relevant BP, termination of contract, and other similar measures in consideration of the severity of the matter and the degree of impact on society and the Company.
4. 4. The Company does its best to protect informant and encourage reporting and counseling.
   1. ① The Company does its best to safeguard the identity of the informant and contents of the issue being reported and makes every effort to protect the informant against any disadvantages or retaliations.
   2. ② Informant may notify the Company and request identity protection when they determine that their identity has been exposed; and, in this case, the Company may take necessary measures such as making personnel transfer and providing legal support through consultation with the head of the HR Group.
   3. ③ The Employees must not inquire about the identity of the informant or take any actions which may expose the informant or engage in any retaliatory activities against the informant, and disciplinary deliberation may be carried out against anyone even simply attempting such an act.
   4. ④ If the informant was a participant in the issue being reported, but declares such fact, the Company may take it into account when deciding upon disciplinary actions.
   5. ⑤ Informants who contributed to the Company's interests may be rewarded.

Addendum

Article 1 [Enforcement Date]

This Code is effective from December 1, 2020.