The company filed its amended 2025 Corporate Governance Report, reporting compliance with 9 of 15 (60%) core governance indicators. Notable improvements include appointing an independent director (Park Ki-sun) as Board Chair in April 2026 and adopting cumulative voting at the 26th AGM. The 8-member board is 62.5% independent (5 outside directors) and operates six committees, with all but one committee member being outside directors. Consolidated 2025 results showed revenue of KRW 2,154.9bn (up from KRW 1,907.5bn) but a widened net loss of KRW 534.7bn amid ongoing weakness in the cathode materials business. Key gaps remain in CEO succession planning, 4-week AGM notice, and independent internal audit department.
Full Translation
Amended Disclosure — Corporate Governance Report
[000001] Corporate Governance Report Filing
[000002] I. Company Overview
1. Company Name: L&F Co., Ltd.
2. Disclosure Period and Report Reference Date:
- Period start: 2025-01-01
- Period end: 2025-12-31
- Report reference date: 2026-06-01
2-1. Current / Prior / Prior-Prior Fiscal Year Periods:
- Current: 2025-01-01 to 2025-12-31
- Prior: 2024-01-01 to 2024-12-31
- Prior-Prior: 2023-01-01 to 2023-12-31
3. Persons in Charge of Preparing the Corporate Governance Report:
- Disclosure Officer: Yu Seung-heon, President, CFO, 053-592-7300, sy.yu@landf.co.kr
- Working-level Staff: Ahn So-hyung, Manager, IR Center, 053-592-7300, ash0622@landf.co.kr
4. Table 1-0-0: Company Overview
- Largest shareholder: Saronics Co., Ltd.
- Largest shareholder ownership: 22.34%
- Minority shareholder ownership: 69.88%
- Industry: Non-financial
- Main products: Cathode active materials, etc.
- Subject to Fair Trade Act business group: No
- Subject to Public Institutions Operation Act: No
Summary Financials (KRW million):
- Consolidated Revenue — Current: 2,154,939 / Prior: 1,907,479 / Prior-Prior: 4,644,090
- Consolidated Operating Profit — Current: -156,850 / Prior: -558,685 / Prior-Prior: -222,297
- Consolidated Net Income — Current: -534,701 / Prior: -380,729 / Prior-Prior: -194,922
- Consolidated Total Assets — Current: 3,134,104 / Prior: 2,799,832 / Prior-Prior: 3,351,445
- Separate Total Assets — Current: 3,080,312 / Prior: 2,737,567 / Prior-Prior: 3,301,288
[000003] Compliance with Core Governance Indicators — Compliance Rate: 60%
5. Compliance Status of Core Governance Indicators (Current / Prior period / Notes):
- AGM convocation notice 4 weeks prior: X / X
- Electronic voting implemented: O / O
- AGM held outside concentrated dates: X / O
- Predictability of cash dividend provided: O / O
- Notify shareholders of dividend policy and plan at least annually: X / X
- CEO succession policy established and operated: X / X
- Risk management / internal control policy established and operated: O / O
- Independent director serves as Board Chair: O / X — In April 2026, outside director Park Ki-sun was appointed as Board Chair.
- Cumulative voting system adopted: O / X — Articles of incorporation amendment approved at the 26th AGM.
- Policy to prevent appointment of executives responsible for corporate value damage or shareholder rights violations: O / O
- Board members are not of a single gender: O / O
- Independent internal audit department / support organization established: X / X
- Internal audit body includes accounting or finance expert: O / O
- Internal audit body meets external auditors at least quarterly without management present: X / X
- Procedures ensuring internal audit body's access to key management information: O / O
[000004] II. Corporate Governance Status
[100000] 1. General Corporate Governance Policies
A. Overall description of the company's corporate governance policy direction and key considerations:
The company has adopted as its management philosophy 'A Trusted and Honest Company, A Top-Technology and Creative Company, A Rewarding and Happy Company,' and aims to become a global top-tier company in the secondary battery materials business. We strive to enhance corporate value through the promotion of shareholder value and the protection of shareholder rights.
The company recognizes that establishing a transparent governance structure is essential to achieve our goals and sustainable growth on the basis of mutual trust with stakeholders. Accordingly, from 2023 we laid the foundation for full-fledged 'board-centered management' and 'establishment of an ESG management system.'
As of the report submission date, the company's board consists of 8 members (5 outside directors, approximately 62.5%), and operates 6 committees under the board (Audit Committee, Outside Director Candidate Recommendation Committee, Internal Transactions Committee, ESG Committee, HR & Compensation Committee, and Risk Management Committee). With the exception of one member each on the Outside Director Candidate Recommendation Committee and the HR & Compensation Committee, all committee members are outside directors, faithfully fulfilling their role of proposing opinions and providing oversight independently from management. The board and all committees have their composition, roles, and resolution matters defined in operating regulations, and committees exercise decision-making authority delegated by the board accordingly.
The company ensures that outside director candidates with no disqualifications under the Commercial Act and equipped with professional knowledge and diverse experience are duly recommended through the Outside Director Candidate Recommendation Committee, and also strives to maintain gender diversity among outside directors. Accordingly, in September 2023, a female outside director recommended through this committee was appointed at the October extraordinary general meeting of shareholders.
In 2024, the company enacted a Corporate Governance Charter, publicly declaring its commitment to protect the rights of shareholders and stakeholders based on a transparent governance structure. For sustainable growth, major management-related decisions will be made through sufficient discussion at the board and committees. To this end, the company will continue to appoint outside directors whose competence and qualifications in various fields such as safety, environment, and finance have been verified, through the recommendation procedures of the Outside Director Candidate Recommendation Committee, and will appropriately balance gender composition at the time of appointment to maintain diversity among board members.
[Translation truncated]
Mar 6, 2026
₩118,600
₩106,800
-9.95%
Dec 29, 2025
₩105,600
₩100,300
-5.02%
Jul 25, 2025
₩65,500
₩66,600
+1.68%
Jun 27, 2025
₩49,500
₩53,400
+7.88%
May 30, 2025
₩57,200
₩49,900
-12.76%
Past performance does not guarantee future results. Small sample sizes may not be representative. For informational purposes only.