scm logo

Dear Shareholders,

Due to the death of the late CEO Sun-Uk Song, many shareholders gave a lot of opinions on how to stabilize the governance,

and I would like to convey the position of SCM Lifescience, Inc. in the following three matters.

1. New CEO appointment criteria and schedule

SCM Lifescience Inc.'s Board of Directors and executives set the criteria for the appointment of the CEO as follows.

▶ Securing high expertise in clinical practice and a wide network

▶ Rich management experience in research and clinical organization

▶ High level of understanding of SCM Lifescience, Inc.

The background for selection of the CEO appointment criteria is as follows.

SCM Lifescience, Inc. has already experienced the advantages and disadvantages and know-how that come from the management of the R&D professional founder and the BD management specialist.

In recent years, a headquarters-centered management system has been established, and it is a time when management expertise is needed to systematically and integrally incorporate organizational capabilities into the organization of research and manufacturing, and clinical.

In addition, from 2021, SCM Life Sciences Co., Ltd. has started to release clinical data results for its clinical pipeline and is about to enter phase 3 clinical trials,

so it is an important time to secure strategic expertise in clinical trials.

Above all, there was a major event of CEO change and CEO death within a year.

We are making great efforts to select a CEO who can understand the hearts of the members who have overcome this well, develop the core competencies of SCM Life,

and lead the founder's founding philosophy well.

We plan to hold an extraordinary general meeting of shareholders and the board of directors for the appointment of the CEO soon.

2. Stance of the largest shareholder in the company

 The stance of the largest shareholder, Kee-Ryoung Song, on the company is clear as follows.

▶ SCM Lifescience, Inc. was established with the meaning of "cure rare and incurable diseases" while maintaining the original functions of the human body created by God, the philosophy of my husband(Founder and CEO Sun-Uk Song).

▶ I also have no intention of selling my shares so that the founder's dream and vision of 'God's enterprise' can be realized.

▶ The distinction between ownership and management is clear.

▶ As the Other Independent Director, I will represent the interests of shareholders and faithfully fulfill the duty of audit to the management.

▶ If there is an issue with the management's delegated work, we will use the relevant expert to review it in consultation with the auditor.

▶ There is no strategic intervention by the company on the inheritance tax of the largest shareholder.

▶ The inheritance process will be carried out individually with the help of relevant experts.

▶ As the largest shareholder, we will provide maximum support so that the cell therapy product being developed by SCM Lifescience, Inc. can become a company that gives new hope to patients with incurable diseases.

3. High professionalism and active monitoring of the audit and board of directors

In 2021, the audit and board of directors of SCM Lifescience, Inc. faithfully performed the duties of an outside director and an active audit duty to stabilize management rights following the change of the CEO and the death of the CEO.

In addition, the company's strategic support activities were strengthened by appointing an outside director with high clinical practice expertise.

▶ Reinforcement of internal affairs monitoring functions of auditors and outside directors by establishing the Compliance Management Office (reported 4 times in 2021)

▶ Working with a group of financial and legal experts to monitor on-premises business

▶ Prevention of activities for pursuing personal interests of the CEO  

▶ Establishment of strategy to advance into global clinical pipeline by appointing outside directors with global clinical network and expertise

Dear Shareholders,

SCM Lifescience, Inc.'s executives and employees, auditors, board of directors,

and the largest shareholder will strive to protect the rights and interests of shareholders by realizing a clear separation of ownership and management,

and to establish and continuously maintain the DNA of ethical management.