CONTENTS

01 PARTNER FOR NEW POSSIBILITIES TODAY’S RAPIDLY-CHANGING TELECOM INDUSTRY 14 FINANCIAL HIGHLIGHTS 16 LETTER TO SHAREHOLDERS LANDSCAPE PRESENTS NEW THREATS AND OPPORTUNITIES. 20 BOARD OF DIRECTORS 22 CORPORATE GOVERNANCE AT SK TELECOM, WE SEE THOSE THREATS AS BIG

24 MATERIALITY ANALYSIS 2011 REPORT ANNUAL NEW POSSIBILITIES FOR PARTNER 26 2011 AT A GLANCE OPPORTUNITIES. BUILDING ON THE THREE AXES OF OUR BUSINESS OVERVIEW

30 MARKETING TELECOM NETWORKS, SK PLANET PLATFORMS, AND SK TELECOM 32 NETWORKS 34 B2B SK HYNIX HARDWARE, WE ARE NOW LAYING A DYNAMIC 36 SK PLANET 38 SK HYNIX 40 SK BROADBAND / SK TELINK NEW FOUNDATION FOR GROWTH AS WE PREPARE FOR OUR

SUSTAINABILITY MANAGEMENT NEXT LEAP FORWARD. 44 SUSTAINABILITY MANAGEMENT 46 CUSTOMER RELATIONSHIP MANAGEMENT 48 WIN-WIN PARTNERSHIPS OUR NEW VISION—PARTNER FOR NEW POSSIBILITIES—IS 50 ETHICS MANAGEMENT 52 ENVIRONMENTAL PRESERVATION ABOUT CREATING A BRIGHTER, MORE PROMISING FUTURE BY 54 COMMUNITY INVOLVEMENT MAKING THE DREAMS OF EVERYDAY LIFE A REALITY. FINANCIAL REVIEW 58 MD&A 67 FINANCIAL STATEMENTS AND OUR INNOVATION AND TRANSFORMATION HAVE ONLY

74 CORPORATE MILESTONES JUST BEGUN. 78 GLOBAL NETWORK 79 INVESTOR INFORMATION PLATFORMS

PARTNER WE ARE BUILDING GLOBAL PLATFORMS THAT OFFER A DIVERSE RANGE OF COMPELLING SERVICES TO TENS OF MILLIONS OF USERS AROUND THE WORLD THROUGH SK PLANET.

03 FOR NEW POSSIBILITIES FOR PARTNER

WE ARE EXPANDING CONNECTIONS BETWEEN CONSUMERS, BUSINESSES, AND DEVICES TO DRIVE THE INNOVATIONS THAT WILL TRANSFORM EVERY ASPECT OF LIFE.

02 NEW

NETWORKS ANNUAL REPORT 2011 REPORT ANNUAL NEW POSSIBILITIES FOR PARTNER POSSIBILITIES SK HYNIX WILL BE A NEW CHANNEL HARDWARE FOR GROWTH THAT WILL ACCELERATE OUR EMERGENCE AS A GLOBAL SK TELECOM ICT PLAYER. PLATFORMS

PARTNER WE ARE BUILDING GLOBAL PLATFORMS THAT OFFER A DIVERSE RANGE OF COMPELLING SERVICES TO TENS OF MILLIONS OF USERS AROUND THE WORLD THROUGH SK PLANET.

03 FOR NEW POSSIBILITIES FOR PARTNER

WE ARE EXPANDING CONNECTIONS CONNECTIONS EXPANDING ARE WE BETWEEN CONSUMERS, BUSINESSES, BUSINESSES, CONSUMERS, BETWEEN AND DEVICES TO DRIVE THE INNOVATIONS INNOVATIONS THE DRIVE TO DEVICES AND THAT WILL TRANSFORM EVERY ASPECT ASPECT EVERY TRANSFORM WILL THAT OF LIFE. OF

02 NEW

NETWORKS ANNUAL REPORT 2011 REPORT ANNUAL NEW POSSIBILITIES FOR PARTNER POSSIBILITIES SK HYNIX WILL BE A NEW CHANNEL HARDWARE FOR GROWTH THAT WILL ACCELERATE OUR EMERGENCE AS A GLOBAL SK TELECOM ICT PLAYER. PLATFORMS

PARTNER PLATFORMS GLOBAL BUILDING ARE WE THAT OFFER A DIVERSE RANGE OF OF RANGE DIVERSE A OFFER THAT COMPELLING SERVICES TO TENS OF OF TENS TO SERVICES COMPELLING MILLIONS OF USERS AROUND THE THE AROUND USERS OF MILLIONS WORLD THROUGH SK PLANET. SK THROUGH WORLD

03 FOR NEW POSSIBILITIES FOR PARTNER

WE ARE EXPANDING CONNECTIONS CONNECTIONS EXPANDING ARE WE BETWEEN CONSUMERS, BUSINESSES, BUSINESSES, CONSUMERS, BETWEEN AND DEVICES TO DRIVE THE INNOVATIONS INNOVATIONS THE DRIVE TO DEVICES AND THAT WILL TRANSFORM EVERY ASPECT ASPECT EVERY TRANSFORM WILL THAT OF LIFE. OF

02 NEW

NETWORKS ANNUAL REPORT 2011 REPORT ANNUAL NEW POSSIBILITIES FOR PARTNER POSSIBILITIES SK HYNIX WILL BE A NEW CHANNEL HARDWARE FOR GROWTH THAT WILL ACCELERATE OUR EMERGENCE AS A GLOBAL SK TELECOM ICT PLAYER. PLATFORMS

PARTNER PLATFORMS GLOBAL BUILDING ARE WE THAT OFFER A DIVERSE RANGE OF OF RANGE DIVERSE A OFFER THAT COMPELLING SERVICES TO TENS OF OF TENS TO SERVICES COMPELLING MILLIONS OF USERS AROUND THE THE AROUND USERS OF MILLIONS WORLD THROUGH SK PLANET. SK THROUGH WORLD

03 FOR NEW POSSIBILITIES FOR PARTNER

WE ARE EXPANDING CONNECTIONS CONNECTIONS EXPANDING ARE WE BETWEEN CONSUMERS, BUSINESSES, BUSINESSES, CONSUMERS, BETWEEN AND DEVICES TO DRIVE THE INNOVATIONS INNOVATIONS THE DRIVE TO DEVICES AND THAT WILL TRANSFORM EVERY ASPECT ASPECT EVERY TRANSFORM WILL THAT OF LIFE. OF

02 NEW

NETWORKS ANNUAL REPORT 2011 REPORT ANNUAL NEW POSSIBILITIES FOR PARTNER POSSIBILITIES CHANNEL NEW A BE WILL HYNIX SK HARDWARE FOR GROWTH THAT WILL ACCELERATE ACCELERATE WILL THAT GROWTH FOR OUR EMERGENCE AS A GLOBAL GLOBAL A AS EMERGENCE OUR SK TELECOM ICT PLAYER. ICT AT SK TELECOM, WEE HAHAVE TAKEN THE CHALLENGING ROADR TO MAKE TOMORROW’S DREAMS A REALITY. WE HAVE HA FIRMLY MAINTAINED OURUR MARKET LEADERSHIP ALONG THE WAY IN THE RAPIDLY-CHANGINGLY-CH ICT LANDSCAPE.PE. TODAY, WE ARE RISING TO THE CHALLENGE TO MAKE HISTORYTORY ONCE AGAIN IN 20200 WITHW A CLEAR VISION. BUILDING ON OUR STRONG CORE BUSINESSSS INFINFRASTRUCTURE ANAND TALENTED PEOPLE, THE ULTIMATE GOAL OF VISION 2020 IS TO CREATEEATE A MORE SATISFYINGSF AND PROSPEROUS LIFE FOR OUR CUSTOMERS. BY BRINGING CONTINUOUSINUOU INNOVATIONVAT TO EVERYDAY LIFE AND ELIMINATING BARRIERS BETWEEN INDUSTRIES, WE WWILL CRCREATE NEW VALUE AS AN ICT LEADER AND A FUTURE FULL OF NEW POSSIBILITIES.S. DELIVERVEERE

05 TOMORROWMO RO NEW POSSIBILITIES FOR PARTNER 04

SK TELECOM GROUP SHAREHOLDER VALUE TARGETSRGET ANNUAL REPORT 2011 REPORT ANNUAL SK TELECOM

2011 2015 2020

KRW 100 tn KRW 50 tn

KRW 26.2 tn AT SK TELECOM, OUR STRONGNG ANAANDN GROWING ICT BUSINESS PORTFOLIO SPANS THE FIELDS OF NETWORKS, PLATFORMS,MS, ANDA HARDWARE.H OUR FIXED AND WIRELESS NETWORKS ARE EXPANDING CONNECTIONSNS AMONGAM CONSUMERS,CON BUSINESSES, AND DEVICES OF ALL KINDS. GOING FORWARD, WE WILL BBE A "MOTHERSHIP"ER FOR ICT CONVERGENCE, R&BD, AND SYNERGY WITHIN OUR PORTFOLIO.LIO. SSK PLANET PLATFORMSTF WILL ATTRACT TENS OF MILLIONS OF USERS AROUND THE WORLD.LD. SSK HYNIX WILL BE A GLGLOBALLY COMPETITIVE MAKER OF MEMORY AND MOBILE DEVICE CHIPSETS.CHIP EACH OF THESE BUSINESSESB IS A WORLD-CLASS PLAYER IN ITS OWN RIGHT. TOGETHER,OGET WE BELIEVE THEY ANDND FUTURE NEW BUSINESSES WILL CREATE SYNERGY THATHAT WILLW GROW OUR COMBINED SHAREHOLDERRE VALUE FROM KRW 26.2 TRILLION IN 2011 TOO KRW 100 TRILLION IN 2020. STRENGTHENST T

07 PORTFOLIOP IO NEW POSSIBILITIES FOR PARTNER 06

2020 BUSINESS PORTFOLIO

SERVICE PLATFORMS HARDWARE ANNUAL REPORT 2011 REPORT ANNUAL

SK PLANET SK HYNIX TELCO SK TELECOM

B2B SOLUTIONS

FIXED M2M NETWORKS

NETWORKS

SMART NETWORK DEVICES R&D

PERSONAL R&BD MARKETING

ICT CONVER- GENCE

NEW POSSIBILITIES AT SK TELECOM, WE AREA NOW ACTIVELY TRANSFORMINGNG OUR EXISTING TELECOM BUSINESS AS WE SHARPENRPE OUR CORE TELECOM CAPABILITIESLIT AND LEAD THE INDUSTRY INTO A FUTURE WHERE THTHERE ARE NO LIMITS. THIS TRTRANSFORMATION WILL ENABLE US TO DELIVER UNIQUE PRODUCTSPR BUILT WITH SUPERIORUP CONNECTIONS THROUGH SUCCESSFUL MARKETING, NETNETWORK, AND SOLUTIONON POSITIONING. IN MARKETING, WE WILL BE AN ICT INNOVATOR, DEVELOPINGEVE PRODUCTSTS THAT SATISFY CUSTOMER NEEDS. IN NETWORKS, WE WILL BE AN INTELLIGENTLLI POWERHOUSE,RH CREATING UNIQUE CONNECTIONS THAT ENHANCE OPENNESS AND EFFICIENCY.FFI ANAND IN SOLUTIONS, WE WILL BE A PARTNER FOR GROWTH, DELIVERING AND MANAGINGANA G TOTAL SOLUTIONS THAT FULLY ADDRESS ENTERPRISE CUSTOMER NEEDS. MAXIMIZEMIZM

09 CONNECTIVITYNN CT NEW POSSIBILITIES FOR PARTNER 08

TRANSFORMATION-DRIVEN TELECOM GROWTH ANNUAL REPORT 2011 REPORT ANNUAL SK TELECOM

PAST TOMORROW

MARKETING VOICE SERVICES ICT INNOVATOR

NETWORKS COMMODITY CONNECTIONS INTELLIGENT POWERHOUSE

SOLUTIONS CORPORATE SALES PARTNER FOR GROWTH AT SK TELECOM, WE CONTINUE TO SECURE NEW GROWTH ENGINES AS WE STEADILY EXPAND OUR CURRENT BUSINESS PORTFOLIO AND MOVE INTO ENTIRELY NEW FIELDS. ICT CONVERGENCE WILL ENABLE US TO CREATE PRODUCTS AND SERVICES THAT DELIVER NENEW VALUE BY BRINGING CONNECTIVITY TO MORE INDUSTRIES. TECHNOLOGY-DRIVENN GROGROWTH WILL ENABLE US TO CREATE INNOVATIVE NEW BUSINESSES AS WE CONDUCTCT WORLD-CLASSRLD R&BD IN DIVERSE TECHNICAL FIELDS. PORTFOLIO SYNERGY WILL ENABLEABL US TOO LLEAD THE ICT INDUSTRY IN CREATING INNOVATIVE VALUE AS WE BRING TOGETHERET NETWORKS,ORK SERVICES, AND HARDWARE. NEW MARKET ENTRY WILL ENABLEE US TO OVERCOMEME BUSINESS AND GEOGRAPHIC BARRIERS TO CREATE NEW ICT BUSINESSESSI THAT OPEN THETH DOOR TO NEW OPPORTUNITIES IN MARKETS AROUND THE GLOBE.OB EXPANDXP

11 OPPORTUNITIESPO N NEW POSSIBILITIES FOR PARTNER 10

SOCIAL & INDUSTRIALNDU RIA GROWTH ANNUAL REPORT 2011 REPORT ANNUAL SK TELECOM NEW ECO- SYSTEMS

SK TELECOM

OPEN COLLABORATIVE WIN-WIN

SK PLANET

PLAN

K HYN SK HYNIX AT SK TELECOM, WE RECOGNIZE THAT OUR CORPORATE CULTURE AND PEOPLE MUSTT ALSO UNDERGO A TRANSFORMATION TO ACHIEVE OUR VISION 2020 GOALS. BUILDING ON THE PRINCIPLES OF THE SK MANAGEMENT SYSTEM AND OUR OWN VALUES OF SPEED,PE ACTION, AND TEAMWORK, WE ARE NOW FOCUSING ON CUSTOMERS, INVESTING IN PEOPLE,EO AND INSTITUTIONALIZING INNOVATION. OUR FOCUS ON CUSTOMERS AND THE PRINCIPLESIN TO ENSURE THIS VALUE WILL ALWAYS BE OUR TOP PRIORITY. OUR INVESTMENTSTM IN PPEOPLE WILL ELEVATE THE SKILLS AND CAPABILITIES OF EACH EMPLOYEE.EE AND OUR INSINSTITUTIONALIZED INNOVATION WILL INSTILL A BASIC ATTITUDE THAT CCONTINUALLY STRIVESTRIV TO MAKE THINGS BETTER. DRIVEDR

13 INNOVATIONN IO NEW POSSIBILITIES FOR PARTNER 12

PEOPLE & CULTURE INNOVATION ANNUAL REPORT 2011 REPORT ANNUAL SK TELECOM

CULTURE & SYSTEM INNOVATION

FOCUS INVEST INSTITU- ON IN TIONALIZE CUSTOMERS EMPLOYEES INNOVATION

SKMS ACTUALIZATION FINANCIAL HIGHLIGHTS

2011 FINANCIAL HIGHLIGHTS 2011 SK TELECOM SHAREHOLDERS

In billions of KRW 2010 2011 Operating Results Other Domestic Revenue 15,599.2 15,988.3 Shareholders 15 EBITDA (1) 4,464.8 4,518.0 20.4% Net income 1,766.8 1,582.1 Balance Sheets Foreign Shareholders Total assets 23,132.4 24,366.0 40.3% Cash & marketable securities 1,627.1 2,725.2 Treasury Shares

14 Total liabilities 10,724.4 11,633.3 13.7% Interest-bearing debt 5,805.0 5,796.0 Shareholders’ equity 12,408.0 12,732.7

Financial Ratios AL SK Holdings H ldi EBITDA margin 28.6% 28.3% 25.2% 2011 REPORT ANNUAL NEW POSSIBILITIES FOR PARTNER Net income margin 11.3% 9.9% Debt-to-equity ratio (2) 46.8% 45.5% SK TELECOM

(1) EBITDA = Operating income + Depreciation + R&D related depreciation within R&D expense (2) Debt-to-equity ratio = Interest-bearing debt / Shareholders’ equity Employees 0.4% LETTER TO SHAREHOLDERS

The year 2011 was a particularly meaningful year as we proactively adapted to the changes in our industry unleashed by the full-scale arrival of the “smart age”, generating visible results as we laid the groundwork for new growth.

17 We faced tough competition with explosive growth NEW POSSIBILITIES FOR PARTNER in smartphone subscribers and an expanding mobile data market during the year. We responded 16 by emerging as Korea’s No. 1 fixed-mobile operator AL and secured leadership in the LTE maketmaket, further SungSung Min Ha 2011 REPORT UAL ANN PresidentPresident & CEO 2011 REPORT ANNUAL strengthening our position as the leader in SK Telecom K TELECOM the Korean telecom industry. We also laid the SK TELECOM S groundwork for our next leap forward in growth with the launch of SK Planet and acquisition of SK Hynix. Internally, our leaders and employees came together to put in place the larger framework for a strong corporate culture underpinned by the values of speed, action, and teamwork. LETTER TO SHAREHOLDERS

The above efforts enabled us to secure Anticipating the changing landscape that lies before us, we put in place a foundation for long-term growth in 2011 that will enhance corporate value in the coming years. In 2012, 26.6 million subscribers in 2011—including we aim to tap new growth opportunities in the mobile communications business. Toward this end, we will continue to strategically lead the LTE market, reinforce our position as over 11 million smartphone subscribers— the leader in the emerging broadband wireless data market, and innovate with business as we delivered a solid performance with nearly models based on connectivity technology with a focus on specialized solutions for healthcare, education, and other industries. KRW 16.0 trillion in revenue, KRW 2.1 trillion in Close collaboration with our affiliates will also be a top priority. We aim to make SK Planet— operating income, and KRW 1.6 trillion in net a new spin-off that assumed the operations of our platform business as of October

19 income on a consolidated basis. Given the 2011—a truly global platform player that delivers a new level of value, expanding its NEW POSSIBILITIES FOR PARTNER customer base into global markets and upgrading its core service portfolio. Our acquisition dramatic changes in the business environment of SK Hynix completed in February 2012 lays the long-term groundwork for our expansion into the broader information and communications technology (ICT) industry. We are and intense competition, these results are confident that the normalization of operations at SK Hynix and synergies between our two 18 indeed remarkable. companies will enhance our corporate value going forward.

In March 20122012, we marked our 28th anniversary by unveiling a new growth direction with AL

our new “Partner for New Possibilities” corporate vision. In the years ahead, we aspire to 2011 REPORT ANNUAL be a company that continually generates new value by fostering synergy between each sphere of our strong portfolio spanning telecommunications and the broader ICT industry. SK TELECOM We invite you to join us as we become a company that is even more trusted and respected by our customers and communities as a partner that is always there to help people and businesses open up a better world of new possibilities.

Sung Min Ha President & CEO SK Telecom ¤ BtqqdmsOnrhshnm BOARD OF DIRECTORS ¤ NsgdqOqhmbho`kChqdbsnqrgho&Onrhshnm ¤ AtrhmdrrDwodqhdmbd

01. 02. 05. 06. 21 NEW POSSIBILITIES FOR PARTNER 20

03. 04. 07. 08. AL ANNUAL REPORT 2011 REPORT ANNUAL

01. Hyun Chin Lim 02. Sung Min Ha 05. Jay Young Chung 06. Dal Sup Shim ¤ Bg`hql`mnesgdAn`qc,RJSdkdbnl ¤ Oqdrhcdms&BDN,RJSdkdbnl ¤ Gnmnq`qxOqnedrrnq,Rtmfjxtmjv`mTmhudqrhsx ¤ RdmhnqUhrhshmfQdrd`qbgEdkknv,HmrshstsdenqFkna`kDbnmnlhbr SK TELECOM ¤ Oqnedrrnq,BnkkdfdneRnbh`kRbhdmbdr,RdntkM`shnm`kTmhudqrhsx ¤ Oqdrhcdms,LnahkdMdsvnqjNodq`snqAtrhmdrr,RJSdkdbnl ¤ Bn-Oqdrhcdms,G`mrtmM`shnm`kRsq`sdfxEnqtl ¤ @tchsnq,Jnqd`SdbgmnknfxHmudrsldmsBnqo. ¤ Oqdrhcdms,Jnqd`m@rrnbh`shnmneOnkhshb`kRnbhnknfx ¤ BEN,Gd`cneBnqonq`sdBdmsdq,RJSdkdbnl ¤ Oqnedrrnq,Fq`ct`sdRbgnnkneAtrhmdrr@clhmhrsq`shnm, ¤ @tchsnq,Jnqd`BqdchsFt`q`msddEtmc ¤ Chqdbsnq,@rh`Bdmsdq,RdntkM`shnm`kTmhudqrhsx ¤ BEN,Gd`cneL`m`fdldmsRtoonqshmfChuhrhnm,RJSdkdbnl Sungkyunkwan University ¤ BntmrdknqenqEhm`mbd&Dbnmnlx,Jnqd`mDla`rrxhmTmhsdcRs`sdr ¤ @citmbsOqnedrrnq,@rh`mO`bhehbRstchdrHmrshstsd,CtjdTmhudqrhsx ¤ BEN,Gd`cneRsq`sdfhbOk`mmhmfNeehbd,RJSdkdbnl ¤ Bg`hql`m,SgdJnqd`m-I`o`mdrdDbnmnlhbr& ¤ ChqdbsnqFdmdq`kenqBtrsnlr&S`qhee@ee`hqr, ¤ Qdoqdrdms`shud,Jnqd`m@rrnbh`shnmneMFNRstchdr Management Association Ministry of Finance & Economy ¤ Oqdrhcdms,Jnqd`mRnbhnknfhb`k@rrnbh`shnm ¤ Bg`hql`m,@rh`-O`bhehbDbnmnlhbr@rrnbh`shnm ¤ @tchsNeehbdq,Jnqd`BtrsnlrRdquhbd ¤ @citmbsOqnedrrnq,Bdmsq`kNeehbh`krSq`hmhmfHmrshstsd ¤ Bg`hql`m,SgdJnqd`m@rrnbh`shnmneSq`cd`mcHmctrsqxRstchdr ¤ UhbdOqdrhcdms,Rtmfjxtmjv`mTmhudqrhsx

03. Young Tae Kim 04. Jae Ho Cho 07. 08. ¤ Oqdrhcdms&BDN,RJGnkchmfr ¤ OqnedrrnqneEhm`mbd,BnkkdfdneAtrhmdrr@clhmhrsq`shnm, Rak Yong Uhm Dong Seob Jee ¤ DwdbtshudUhbdOqdrhcdms,Gd`cneBnqonq`sdBtkstqdChuhrhnm& National University ¤ UhrhshmfOqnedrrnq,Bgtmf-@mfTmhudqrhsx ¤ DwdbtshudUhbdOqdrhcdms,Bnqo.Rsq`sdfx&Ok`mmhmfNeehbd, Head of SK Academy, SK Holdings ¤ Bg`hq,Rta-bnllhssddenqB`ohs`kL`qjdsCdudknoldms, ¤ HmcdodmcdmsMnm-DwdbtshudChqdbsnq,SnmfX`mfKhedHmrtq`mbd SK Telecom ¤ DwdbtshudUhbdOqdrhcdms,Gd`cneTkr`mBnlokdw,RJDmdqfx Financial Services Commission ¤ @cuhrnqxL`m`fdldmsOqnedrrnq,Jnqd`A`mjhmfHmrshstsd ¤ DwdbtshudUhbdOqdrhcdms,AtrhmdrrRtoonqsSd`l,RJGnkchmfr ¤ RdmhnqUhbdOqdrhcdms,SnoSd`lBnnqchm`snq,RJDmdqfx ¤ Chqdbsnq,JxtmfGddEntmc`shnm ¤ UhrhshmfOqnedrrnq,Fq`ct`sdRbgnnkneOtakhb@clhmhrsq`shnm, ¤ DwdbtshudUhbdOqdrhcdms,HODAtrhmdrrChuhrhnm,RJSdkdbnl ¤ RdmhnqUhbdOqdrhcdms,Gd`cneOtakhbQdk`shnmr`mc ¤ CdotsxChqdbsnq,RMTHmrshstsdneQdrd`qbghmEhm`mbd`mc Seoul National University ¤ DwdbtshudUhbdOqdrhcdms, Corporate Culture Division, SK Corp. Economics ¤ Mnm-Rs`mchmfChqdbsnq,JNSQ@ Mobile Network Operations Planning Office, SK Telecom ¤ UhrhshmfOqnedrrnq,Fq`ct`sdRbgnnkneDbnmnlhbr, ¤ Oqdrhcdms,Jnqd`CdudknoldmsA`mj ¤ RdmhnqUhbdOqdrhcdms,L`qjdshmfRsq`sdfxNeehbd,RJSdkdbnl University of Tokyo ¤ UhbdLhmhrsdq,LhmhrsqxneEhm`mbd`mcDbnmnlx ¤ L`m`fhmfChqdbsnq,RdntkM`shnm`kTmhudqrhsxEntmc`shnm ¤ Bnllhrrhnmdq,Jnqd`BtrsnlrRdquhbd ¤ @rrhrs`msOqnedrrnqneEhm`mbd,A`qtbgBnkkdfd, The City University of New York CORPORATE GOVERNANCE At SK Telecom, we have enthusiastically established a global standard of corporate governance, operating within a structure whose focal point is the Board of Directors. This enhances the transparent and sound management practices that maximize our shareholder and overall corporate value.

The Board of Directors plays a pivotal role in corporate governance. As of March 2012, the Board has eight directors, five of whom are independent and from outside the company. The Board operates five committees, including the Audit Committee, the Independent Director Recommendation Committee, the Capex Review Committee, the Compensation Committee, and the Corporate Citizenship Committee.

23 In 2011, these committees met 22 times to discuss major corporate agendas. NEW POSSIBILITIES FOR PARTNER The Board has eight directors, five of whom are independent and from outside the company. In terms of independence, our Board has a 63% ratio of independent Board members evaluate overall management activities and provide strategic guidance for directors, far above the average of comparable companies in Korea. future business development. To enhance a transparent and efficient decision-making system, We believe our efforts to increase transparency in management will enhance 22 we have established five committees within the Board—the Audit Committee, the Independent Director Recommendation Committee, the Capex Review Committee, the Compensation Committee the objectivity and expertise of the Board, resulting in further improvements and the Corporatepp Citizenship Committee. in corporatepg governance. AL ANNUAL REPORT 2011 REPORT ANNUAL The Korea Corporate Governance Service (KCGS), a non-profit organization

established under the joint sponsorship of and four other SK TELECOM

AUDIT COMMITTEE COMPENSATION COMMITTEE prominent securities-related organizations, has recognized us for excellence This committee is responsible for appointing independent This committee oversees the overall compensation plan for top- auditors, defining the scope of their services, and evaluating the level executives and directors. It is responsible for reviewing both in corporate governance for six consecutive years. The KCGS also gave us independent auditors’ reports. It also supports management in the criteria and levels of their compensation packages. the top “A+” rating on its 2011 ESG (Environmental, Social, and Governance) maximizing corporate value through checks and balances. CORPORATE CITIZENSHIP COMMITTEE Evaluation of the 668 domestic listed companies. The comprehensive INDEPENDENT DIRECTOR RECOMMENDATION COMMITTEE This committee supports the Company’s various corporate social This committee is mandated to provide a list of candidates for responsibility (CSR) activities, including social welfare activities, corporate governance evaluation criteria used by KCGS rates companies independent directors for consideration by the Board. It also ethics management, win-win partnerships with business partners, helps to promote fairness and transparency in the nomination of and environment-friendly management. It also helps to improve based on shareholder-oriented management, board of directors, fair the candidates. corporate capabilities for sustainable management. disclosure, audit committee, and allocation of profits. The KCGS continues CAPEX REVIEW COMMITTEE to recognize our efforts to enhance corporate governance, such as the This committee is responsible for reviewing the capital expenditure budget and any major revisions. It is also required strengthening of the board’s role in management, increasing transparency to periodically examine and monitor the execution of capex decisions that have already been made. in accounting and credibility in financial information, and introduction of an audit process to monitor insider trading. MATERIALITY ANALYSIS CUSTOMER RELATIONSHIP MANAGEMENT ETHICS MANAGEMENT Protect customer privacy Strengthen board independence and professionalism ¤ Strengthen corporate-wide customer privacy system ¤ Strengthen the capabilities of the Corporate Citizenship ¤ Implement multi-layer security system and educate employees Committee and connection between sustainable management ¤ Build system to deal with data breaches activities and business strategy Improve call quality through the development and Expand ethics management scope to subsidiaries implementation of new technologies and business partners ¤ Maintain network quality and expand nationwide LTE network ¤ Educate and inform with ethics pledge, reporting system, ¤ Expand network coverage case studies, and other channels Offer a variety of rate plans to meet customer needs ¤ Strengthen risk management at subsidiaries ¤ Introduce customized rate plans Strengthen individual ethics ¤ Implement rate plans for the socially disadvantaged ¤ Make annual pledge to uphold code of ethics ¤ Enhance whistleblower protections and encourage reporting

AT SK TELECOM, WE HAVE CONDUCTED A MATERIALITY ANALYSIS WIN-WIN PARTNERSHIPS ENVIRONMENTAL PRESERVATION EVERY YEAR SINCE PUBLISHING OUR FIRST SUSTAINABILITY REPORT Support ICT industry eco-system growth ¤ Operate T Academy, a mobile developer training center Respond to climate change by reducing IN 2006. THROUGH THIS ANALYSIS, WE AIM TO FULFILL OUR CORPORATE ¤ Implement a support program to commercialize ideas from greenhouse gas emissions business partners, individuals, and developers ¤ Implement integrated lighting control and high-efficiency RESPONSIBILITY TO OUR CUSTOMERS AND COMMUNITIES AS WELL Our Mobile Device Test Center is helping improve the technical heating and cooling systems

25 competitiveness of our business partners and reduce ¤ Expand greenhouse gas management scope NEW POSSIBILITIES FOR PARTNER AS BECOME A PARTNER FOR SUSTAINABLE GROWTH AND A COMPANY development costs, providing free workspace and equipment In 2011, we developed and implemented an intelligent energy to 13,644 developers to date. management system that embraces intelligent smart grid THAT IS INTEGRAL AND INDISPENSIBLE TO SOCIETY. Build and expand a culture of support for partner companies technology at our headquarters, cutting power consumption ¤ Expand programs that support shared growth by 24%. In 2012, we plan to implement the system at our major ¤ Expand the scope of collaboration business locations as well as marketing it globally to help reduce

24 energy consumption as well as add another value-added product Our Business Partner Satisfaction Index rose 0.16 points in 2011, to our portfolio. confirming that our initiatives for shared growth are delivering results. Expand R&D investment to reduce society's carbon footprint ¤ Define and research the ICT service sector Secure diversity by expanding hiring of the socially MATERIALITY ANALYSIS PROCESS ¤ Calculate and pursue standardized greenhouse gas reduction

disadvantaged 2011 REPORT ANNUAL targets using ICT We conduct indirect and direct surveys of our internal and external stakeholders to help ¤ Implement hiring preference program for the disabled Foster and strengthen an eco-friendly culture us understand their concerns and priorities. The results of these surveys are then used to and talent from outside the Seoul region ¤ Upgrade benefit program for female employees ¤ Expand a paperless office culture determine the overall impact our operations have on those concerns and identify our core ¤ Operate T Eco Phone, a smartphone recycling program SK TELECOM Foster open communication by building a flat issues. We have also established key performance indicators with initiatives related to each organizational culture ¤ Operate a flat hierarchy where all non-executive employees core area of our sustainable management strategy as we strive to systematically achieve COMMUNITY INVOLVEMENT have the title of "manager" and channels for participation them to manage potential risk and generate greater financial returns. Utilize smart office technology to enhance free communication ¤ Create jobs for the disadvantaged and help them and mobility become self-supporting ¤ Establish and operate the "Happy ICT Foundation", a social enterprise 2011 MAIN ISSUES Eliminate the ICT gap for the disadvantaged CUSTOMER RELATIONSHIP MANAGEMENT ETHICS MANAGEMENT ¤ Improve communication between generations through Strictly protect customer privacy Establish a sound, transparent governance structure ICT-enabled education Deliver the highest voice quality Internalize ethics management ¤ Operate programs to eliminate the ICT gap intensified by Provide affordable rate plans mainstream smartphone adoption ENVIRONMENTAL PRESERVATION Develop and expand a national disaster response platform WIN-WIN PARTNERSHIPS Pursue green growth through green ICT ¤ Provide a social safety net using our ICT infrastructure Build a culture of shared growth with business partners Promote a culture of sharing Respect employee rights and achieve work-life balance COMMUNITY INVOLVEMENT ¤ Launch and operate "GiveU", a mobile donation program Improve social value through ICT ¤ Operate a social network donation campaign 2011 AT A GLANCE

JANUARYJANUARY SSmartphonemartphone subscribers sursurpasspass 5 milliomillionn JULYJULY AUGUSTAUGUST OCTOBER NOVEMBERNOVEMBER WWee became Korea’s first mobile operatoroperator to surpasssurpass Next-generationNext-generation smartsmartphonephone era dawns tthehe 5-million smartphonesmartphone subscriber milestone less 4G LTE commercial service launchedlaunched Cloud-basedCloud-based mobile office solution for CELS educational platformplatform debuts overseasoverseas SK Hynix eequityquity acquisitionacquisition contract sisignedgned We launched the world’s first dual-core smartsmartphonephone tthanhan a year after we offered the first smartphone on We launched our next-generation LTE network TabletTablet PCs debuts We continued to exexpandpand our relationshirelationshipp with We signed an agreement to purchase a 21.05% as we announced pplanslans to offer over 30 smartsmartphonephone oourur network in May 2010. Our unlimited data plans, capable of deliveringdelivering brobroadbandadband mobile data service We announced a new cloud-based smart office Telkom—Indonesia’s largestlargest fixed-mobile operator—operator— equity stake in SK Hynix ((formerlyformerly HynixHynix),), and tablet PC models in 2011 with a lineulineupp of both ccomprehensiveomprehensive Android phone lineup, and flourishing withwith downlink/udownlink/uplinkplink speedsspeeds of upup to 75 MbMbpsps and solution that exexpandspands susupportpport from smartsmartphonesphones withwith the signing of a contract to operate a Connected a major global maker of semiconductor memory. top- and low-end models from each maker to give aapppp eco-system have all been instrumental in this 37.5 Mbps, respectively, approximately 5 times and to tablet PCs, enabling improved document viewing English Learning Services ((CELS)CELS) solution. CELS This acquisition will diversify our portfolio and foster usersusers greater choice. We also announced plans to rapid growth. 7 times faster than our existing WCDMA ((HSUPA)HSUPA) supportsupport and a number of otherother services that will allows subscribers to access content through the convergence and innovation, enabling a wide range continue to differentiate our service offerings by network and nearly double the speed of WiMAX. Our helphelp companies take the next step toward a truly Internet or a smart device app. It also supports 1:1 of convergence business opportunities over the long rolling out our 4G LTE network as well as support LTE network is cloud-based, enabling us to flexibly paperlesspaperless office. conversation lessons via phone. Telkom plans to term. We also believebelieve that SK Hynix’s global business for advanced services such as multi-screen video AAPRILPRIL handle wireless data demand by region and time initially roll out the service in the five major cities of expertise and operations in over 15 countries will be steamingsteaming anandd near ffieldield communcommunications.ications. of day.day. It iiss aalsolso ththee worworld’sld’s ffirstirst ttoo aadoptdopt CCoMPoMP “Imagine”“Imagine” reretailtail cchainhain ddebutsebuts I`j`qs`,AI`j`qs`, Anfnq,Cdonnfnq, Cdonj,j,S`mfdq`mf,`mcAdj`rhadenqdS`mfdq`mf, `mc Adj`rh adenqd of greagreatt vavaluelue as we puspushh forwarforwardd wwithith a bbroadroad range IndustryIndustry’s’s first 4G LTE network test bebeginsgins (coordinated(coordinated multi-pointmulti-point)) techntechnologyology to prevent data We launched a new retail stostorere concept that goes expanding nationwide in 20122012.. of fixed-mobile Internet-based platform businesses WWee became Korea’s first mobile operator to receive speed slowdowns in cell-edge areasareas.. beyondbeyond smartphones to offer the latest and greatest at home and abroad in the years ahead and redefine HoppinHoppin multi-screen video service launched aapprovalpproval and begin testing a 4G LTE test bed digitaldigital products and servicservices.es. Unlike existing stores Connected Heath venture with SNUH launched ourselves as a global ICT leaderleader.. We launched this cloud-based multi-screen video ooperatingperating in the 800 MHz spectrum on April 16. Key Letter of intent to acacquirequire Hynix submitted that focus on mobile phones, Imagine stores allowallow We signed an agreement with Seoul National service that allows users to enjoy the same movies, aareasreas of testing included wireless signal processing, We submitted a letter of intent to acquire an equity customerscustomers to experience a wide range of digital UUniversityniversity Hospital to establish a joint venture known 3G WCDMA network uupgradepgrade comcompletedpleted dramas,dramas, news, anandd ootherther vvideoideo concontenttent on ththeireir ddataata transmissiontransmission speedd,, hand-offhand-off to/fromto/from our stakestake iinn ggloballobal semiconductorsemiconductor memory mamakerker HHynixynix productsproducts suchsuch as tablettablet PCs,PCs, notebooknotebook computers,computers, as ConnectedConnected HHealthealth ttoo taketake thethe leadlead inin devedevellopingoping WeWe compcompletedleted a mamajorjor ththree-monthree-month upgraupgradede of our rl`qsognmdr,Orl`qsognmdr, OBBr,s`akdr, s`akdssOBr,`mcSUOBr, `mc SUrr.G. Gnoonoohmhm 3G WCDMA network,network, andand networknetwork optimizationoptimization iinn snsgdbnlo`mxÔrbqdchsnqrsn sgd bnlo`mxÔr bqdchsnqrnmItkx7.Bnlhmf`s`nm Itkx 7. Bnlhmf `s ` SUr,`mcchfhs`kb`ldq`r`rvdkk`rrl`qskd`qmhmfSUr, `mc chfhs`k b`ldq`r `r vdkk `r rl`qs kd`qmhmf connecconnectedted hhealthcarealthcaree technologtechnologiieses ththatat will imprimproveove 3G networknetwork ttoo WW-SCAN-SCAN techntechnoologylogy ttoo ddramaticallyramatically lletsets users seamseamlesslylessly move from ddeviceevice ttoo ddevice,evice, `c`cu`mbdnentqbnlldqbh`ku`mbd ne ntq bnlldqbh`krdquhbdk`tmbghmItkx.rdquhbd k`tmbg hm Itkx. timetime of acceleratingaccelerating convergence iinn ththee ICT iindustry,ndustry, andand smartsmart healthhealth services.services. IInn aadditionddition ttoo ititss ononlineline ththee efficiencyefficiency andand qualityquality of care toto deliverdeliver greatergreater upgraupgradede performance, ddoublingoubling speedspeed anandd ttriplingripling auautomaticallytomatically concontinuingtinuing playbackplayback of ththeireir concontenttent thisthis acquisitionacquisition iiss partpart of our businessbusiness diversificationdiversification andand offlineoffline stores,stores, IImaginemagine offers a varvarietyiety of ppatientatient sasatisfaction.tisfaction. HHealthealth CConnectonnect wwillill focus on nenetworktwork capaccapacity.ity. ByBy year-end,year-end, we willwill completecomplete an

27 from whereverwherever theythey llefteft off on ththee prevpreviousious ddevice.evice. IndustryIndustry’s’s first 4G LTE demonstration held strategystrategy ddesignedesigned ttoo ttrransformansform our mobilemobile uniqueunique customercustomer care proprogramsgrams sucsuchh as ““smartsmart lilifefe ththreeree mamajorjor areas, iincludingncluding ththee ddevelopevelopmenmentt of a expansexpansionion of our data-onlydata-only frequency allocationallocation NEW POSSIBILITIES FOR PARTNER WWee hheldeld a specialspecial memediadia eveneventt ttoo pupublicallyblically telecommunicationstelecommunications porportfoliotfolio anandd llayay ththee founfoundationdation consultants”consultants” ttoo hhelpelp cuscustomerstomers mamakeke ththee rrightight high- seself-healthlf-health manamanagementgement serviicece model,model, thethe exportexport ttoo iincreasencrease nenetworktwork capaccapacityity anandd aadddd new bbasease ddemonstrateemonstrate 4G LTE networknetwork servserviceice for ththee ffirstirst titimeme for futurefuture growthgrowth andand greatergreater glglobalobal bbusinessusiness techtech cchoiceshoices anandd a specspecialial memmembershipbership programprogram ttoo “digit“digitalal hospital”hospital” solutionssolutions toto overseas marmarkets,kets, anandd sstationstations ttoo enenhancehance nenetworktwork performance, ensurensuringing FEBRUARY iinn Korea.Korea. InIn additionaddition toto speedspeed comparisonscomparisons bbetweenetween opportunities.opportunities. keepkeep themthem satisfiedsatisfied llongong afterafter ththee purchase.purchase. ththee establishmentestablishment of an integratedintegrated R&D systemsystem wwithith fasfaster,ter, more rereliableliable servserviceice ttoo our 3G susubscribersbscribers 3G WCDMA andand 4G LTE,LTE, we alsoalso showcasedshowcased 3D vvideoideo SNUH. iinn majormajor metropolitanmetropolitan regionsregions nationwide,nationwide, iincludingncluding MobileMobile WWorldorld CCongressongress 2011 exexhibitorhibitor ststreaming,reaming, highhigh-definition-definition vvideoideo ddownloadsownloads anandd T SmartSmart LLearningearning plplatformatform llaunchedaunched BBusan,usan, DDaegu,aegu, DDaejeon,aejeon, anandd GGwangju.wangju. WeWe were KKorea’sorea’s onlyonly telecomtelecom operatoroperator ttoo hhaveave ststreaming,reaming, anandd highhigh-definition-definition vvideoideo cacallslls bbetweenetween WeWe offofficiallyicially launchedlaunched thithiss tablet-basedtablet-based smarsmartt SEPTEMBER FirstFirst ppostpaidostpaid vovoiceice MVNO servserviceice ddebutsebuts a majormajor boothbooth presence atat ththee world’sworld’s largestlargest telecomtelecom a stationarystationary hhandsetandset anandd one iinn a movmovinging vevehicle.hicle. educationeducation plplatformatform iinn ppartnershipartnership wwithith 12 of WeWe announceannouncedd ththee llaunchaunch of serviceservice bbyy our ffirstirst 26 showshow iinn BBarcelona,arcelona, SSpain.pain. IInn kkeepingeeping wwithith ththee sshowhow Korea’sKorea’s best-knownbest-known educationaleducational comcompaniespanies anandd T StoreStore secondsecond anniversaryanniversary marmarkedked onrso`hcLUMNo`qsmdq,Jnqd`B`akdSdkdbnlčJBSĎ.onrso`hc LUMN o`qsmdq, Jnqd` B`akd Sdkdbnl čJBSĎ. DECEMBER themetheme of “Leading“Leading thethe Transformation”,Transformation”, we showcasedshowcased organizations,organizations, iincludingncluding ChChungdahmungdahm Learning,Learning, WeWe marmarkedked ththee seconsecondd annanniversaryiversary of ththee llaunchaunch SghrLUMNk`tmbgenkknvrntqehqrsc`s`LUMNrdquhbdSghr LUMN k`tmbg enkknvr ntq ehqrs c`s` LUMN rdquhbd our commcommitmentitment ttoo bbeingeing a ppioneioneerer inin thethe smartsmart ageage MAY thethe KoreaKorea FederationFederation of TTeachers’eachers’ AAssociations,ssociations, ofof our T StoreStore aapppp marmarketplaceketplace wwithith 99.2.2 mmillionillion hmL`qbg`mcntqehqrsoqdo`hm L`qbg `mc ntq ehqrs oqdo`hchcunhbunhbdLUMNrdquhbdd LUMN rdquhbd Industry’sIndustry’s first LTE tablet PC debuts wwithith cutting-edgecutting-edge techntechnoologieslogies anandd servicesservices sucsuchh as DigitalDigital DDaesung,aesung, YYeaRimDang,eaRimDang, DDaekyo,aekyo, NeungyuleNeungyule customers,customers, KRW 57 billibillionon iinn sasales,les, anandd over 320 hmItkx,bnlokdshmfntqhmhsh`kqnkkntsne`kksgqddl`inqhm Itkx, bnlokdshmf ntq hmhsh`k qnkknts ne `kk sgqdd l`inq WeWe llaunchedaunched KKorea’sorea’s ffirstirst LTE ttabletablet PCPC,, ththee SSamsungamsung

3D MagicMagic BBookook augmentedaugmented rearealitylity ttextbooks,extbooks, momobilebile T StStoreore aapppp sstorestores fforor ChiChinana anandd JJapanapan announceannouncedd Dctb`shnm,Uhr`mf,Bgtmi`dDctb`shnm,ShldrBnqd,Dctb`shnm, Uhr`mf, Bgtmi`d Dctb`shnm, Shldr Bnqd, millionmillion downloadsdownloads toto date.date. IInn ititss seconsecondd year aalone,lone, LUMNrdquhbdb`sdfnqhdr.LUMN rdquhbd b`sdfnqhdr.SgdLUMNrdquhbdk`tmbgSgd LUMN rdquhbd k`tmbg GalaxyGalaxy TabTab 8.98.9 LTE,LTE, makingmaking us thethe industry’sindustry’s ffirstirst AL hhmudghbkdčLHUĎsdkm udghbkd čLHUĎ sdkdl`dl`shbrrnktshnmshbr rnktshnmrr,`mcsgd, `mc sgdGnoohmGnoohm WWee announceannouncedd ththee upcomupcominging openopeninging of our CompassCompass MMedia,edia, anandd SMESMEnglish.nglish. T StoreStore memmembershipbership increasedincreased arounaroundd 33.5.5 titimes,mes, with KCT was partiparticucularlylarly meaningfulmeaningful because,because, ununlikelike operatoroperator ttoo offer a fufullll lilineupneup of LTE ddevices.evices. ThThee ANNUAL REPORT 2011 REPORT ANNUAL mumulti-screenlti-screen videovideo servservice.ice. WWee aalsolso showcasedshowcased our T StoreStore app sstoretore as a sshop-in-shophop-in-shop servserviceice on ChiChinana TheThe productproduct of a two-yeartwo-year proprojectject inin collaborationcollaboration appapp offerofferingsings grew aaboutbout 33.4.4 titimes,mes, anandd downloadsdownloads btqqdmsLUMNrdquhbdrvgdqdsgdLUMNnodq`snqbtqqdms LUMN rdquhbdr vgdqd sgd LUMN nodq`snq TabTab 8.98.9 hashas an 8.9-inch8.9-inch screen thatthat appeaappealsls ttoo smart cloud-based 4G LTELTE netwonetworkrk techntechnologyology and MMobile’sobile’s Mobile Market appapp marketplace.marketplace. With the withwith Chungdahm Learning to improve productivity in soared over 9 times. The key reasons behind this relies heavily on the mobile operator for equipment commuters because it provides a large screen for solutionssolutions.. aadditionddition of China Mobile—the world’s largest mobile the field of education, T Smart Learning is expected dramaticdramatic growth are that T Store makes it easy and services, KCT will independently operate its core enjoying content on-the-go in a more portable form opoperatorerator with over 600 million subscribers—our appapp to create a new win-winwin-win educatioeducationalnal ecosystem that for developpersers to create and add their apapppss while network infrastructurinfrastructure,e, including its own business factor than 10-inch modelsmodels..

Q store launches smart shshoppingopping era ddistributionistribution partnerships in the Greater China region enables industry leaders to share their know-howknow-how pprovidingroviding consumers with a simple and safe way to support system, home location register, intelligent SK TELECOM We openedopened our first Q store, a new retail pplatformlatform now include Lenovo and Tencent in China and East and helhelpp develodevelopp small and medium-size privateprivate ppurchaseurchase quality apps and content.content. network, and USIM card management system. We that integrates online, mobile, and offline commerce. PPowerower in Taiwan. We also announced pplanslans for a educational organizations. The tablet-based platform planplan to comcompleteplete the imimplementationplementation of a number 4G LTE subscribers surpass 500,000500,000 Featuring over 200 products hand-picked by 11 RRdosdladqk`tmbgneIRsnqd,`knb`khydcudqrhnmneSdosdladq k`tmbg ne I Rsnqd, ` knb`khydc udqrhnm ne S provides each student with an individually optimized Industry’sIndustry’s first 4G LTE smartsmartphonephone service debutdebutss portability system by ApAprilril 2012, a developdevelopmentment that We became the first Korean operatoroperator to surpasssurpass the Street merchandisers ranging from luxury fashion RRsnqdenqsgdI`o`mdrdl`qjds.snqd enq sgd I`o`mdrd l`qjds. learning experience, supportssupports interactive learning We kick off Korea’s first commercial LTE smartsmartphonephone is expected to give a significant boost to Korea’s 500,000 subscriber mark on December 13, roughly accessories and cosmetics to electronicselectronics,, Q store through mentors and peers anytime, anywhere via service with the Samsung Galaxy S2 LTE phone m`rbdmsm`rbdmsLUMNl`qjds.LUMN l`qjds. five months after launching our 4G LTE network. To allows customers to browse pproducts,roducts, scan the NFC our mobile network, provides core learning features, andand a new lineuplineup of LTE rate pplans.lans. LTE devices put the speed of this remarkable growth in context, it tag or QR code with their smartphone to access JJUNEUNE and ensures an effective learning environment with deliverdeliver high-quality, full-motion video calls like those took our 3G WCDMA service 14 months to reach the productproduct information, and make purchasespurchases at online constant motivation to helhelpp students learn at their cdohbsdchmsgdlnuhdrnqnmSU`rvdkk`r`bbdrrsncdohbsdc hm sgd lnuhdr nq nm SU `r vdkk `r `bbdrr sn same milestone. prices for home delivery.delivery. First voice MVNO service debutdebutss own pace.pace. high-definitionhigh-definition video content and mobile multi-player VVdrhfmdc`vgd rhfmdc ` vgnkdr`kdnkdr`kdunhbddLUMNbnmsq`bsvhsgLUMN bnmsq`bs vhsg games.games. EEyesvisionyesvision to provide the network for the company’s T Ad mobile ad pplatformlatform debuts MARCHMARCH DDxdrLUMNrdquhbd.Dxdruhrhnmbtqqdmskxneedqrxdr LUMN rdquhbd. Dxdruhrhnm btqqdmskx needqr We launched our T Ad mobile advertising platform, NewNew pplatformlatform comcompanypany named SK PlanePlanett ffourour low-cost prepaidprepaid plans for voice and videvideoo call setting our sights on becoming Korea’s leader in We announced the selection of “SK Planet” as First data MVNO service debuts sservice.ervice. mobile advertising. T Ad integrates our existing mobile the name for the newly spun-off company to be We began providing mobile data services to Korea ad platforms including T Store, text messaging, launchedlaunched on October 1 to ooperateperate our pplatformlatform Information & Communications ((KICC),KICC), our first mobile T Map,Map, and membershipmembership services to enable business.business. The name evokes the feeling of a vast, uhqst`kmdsvnqjnodq`snqčLUMNĎo`qsmdq.Jnqd`Ôruhqst`k mdsvnqj nodq`snq čLUMNĎ o`qsmdq. Jnqd`Ôr businesses to deliver targeted messages to uncharted world overflowing with new possibilities as No. 1 financial value-added network pprovider,rovider, KICC prospective customers through in-app ads. Key wwellell as a platform for a mutually beneficial ecosystem now provides credit card processing services via our selling points to advertisers include access to ccommittedommitted to building new personal, business, mdsvnqjtmcdq`vgnkdr`kdc`s`LUMN`fqddldms.mdsvnqj tmcdq ` vgnkdr`kd c`s` LUMN `fqddldms. Korea’s largest app marketplace, a growing marketing aandnd social relationshirelationships.ps. The name also embodies ThisThis saves KICC customers upup to 80% on service database with over 7 millmillionion smartphonesmartphone subscribers, oourur enterprisingenterprising philosophy, which is committed to chargescharges over a traditional phone connection, and an experiencedexperienced operatoroperator with over a decade of transformintransformingg a space for ideas into a world where reducingreducing the cost of credit card transactions for WAP-based mobile marketingmarketing know-how.know-how. the limitless potentialpotential of the pplatformlatform business is smaller business and the self-employed. rrealized.ealized. WITH CUTTING-EDGE 4G LTE NETWORK TECHNOLOGY AND OQDLHTL-PT@KHSXRDQUHBDR,HMMNU@SHUDA1ARNKTSHNMR, GROWING GLOBAL PLATFORMS, AN EXPANDING HARDWARE BUSINESS, AND CLOSE COLLABORATION WITH OUR RTARHCH@QHDR,VD@QDSQ@MRENQLHMFNTQRDKUDRHMSN A PARTNER FOR NEW POSSIBILITIES IN THE GLOBAL ICT INDUSTRY. 29 NEW POSSIBILITIES FOR PARTNER

28 Business

Overview 2011 REPORT ANNUAL SK TELECOM WE REINFORCED OUR NETWORK OPERATOR BUSINESS IN PREPARATION MARKETING FOR THE NEXT WAVE OF “SMART” DEVICES IN 2011 BY PREPARING FOR OUR TRANSFORMATION INTO A MOBILE DATA NETWORK OPERATOR AND SECURING LEADERSHIP IN THE ROLLOUT OF 4G LTE SERVICE. IN JULY 2011, WE LAUNCHED KOREA’S FIRST COMMERCIAL LTE SERVICE, FOLLOWING UP WITH THE FIRST LTE SMARTPHONES AND RATE PLANS IN SEPTEMBER AS WE MAINTAINED OUR POSITION AS THE INDUSTRY LEADER IN BOTH 3G AND 4G LTE SERVICE. SI 31 NEW POSSIBILITIES FOR PARTNER 30 ANNUAL REPORT 2011 REPORT ANNUAL

We finished 2011 with 26.6 million subscribers, representing LEADING DELIVERING A SUPERIOR Serving an industry so closely connected with people’s lives, SK TELECOM a 50.6% share of the Korean market. Our consolidated K-IFRS THE SMARTPHONE MARKET LTE EXPERIENCE our goal is to bring new experiences to life with LTE. We are revenue of KRW 16.0 trillion represents a 2.5% increase over now shifting from the simple network coverage differentiation We closed 2011 with a total of 11.26 million smartphone Bringing together some of the industry’s most advanced 2010, powered by 3G smartphone and 4G LTE subscriber strategy used during the initial LTE rollout to a unique subscribers, comfortably exceeding our target of 10 million. network technologies, our PETA solution is enabling us to gains. This growth and our continued commitment to customer strategy that focuses on customer convenience. Some We continued to lead the transition to the smartphone era technically differentiate ourselves from the competition and satisfaction helped us top the National Customer Satisfaction examples of this include mobile education, free video calls through our early adoption of unlimited 3G data plans and deliver premium-quality LTE services to our customers. Backed Index (NCSI) and Korean Customer Satisfaction Index (KCSI) between family members, and special multimedia packages. other customer-friendly rate plans as well as our launch of by nearly three decades of network operations expertise We will also build an open and innovative LTE ecosystem for a remarkable 14th consecutive year in 2011. 32 smartphones ranging from low- and mid-priced 3G models and technology, we are building a network that is superior based on broad-based alliances with the ICT and other to premium 4G LTE models. in efficiency to our peers. We are also using the customer industries to create a triple “win” for us, our customers, PIONEERING THE LTE MARKET insights and service know-how we have accumulated over and our partners. By delivering unique services ahead of In the three-month period between the launch of our first TRANSFORMING the years to deliver a unique family of LTE services under the the competition, we intend to deliver more rewarding and LTE smartphones at the end of September 2011 and the THE SHOPPING EXPERIENCE ÑKhuhmfU`ktdHmmnu`shnmÒlnssnsncqhudlhfq`shnmsnntqmdv satisfying mobile lifestyles to our customers as we lead the end of the year, we signed up over 650,000 LTE subscribers, network. We initiated a makeover of our distribution channel with our adoption of LTE in Korea. `mtladqsg`srtqo`rrdcėlhkkhnm`ssgddmcneI`mt`qx new "Imagine" store chain to create environments where 2012. At 2011 year-end, we had a superior handset lineup customers can experience products as we transitioned from with a total of ten LTE devices, including seven smartphone phone-centric merchandising to a multi-device lineup with models. Leveraging the industry’s most advanced 4G LTE smartphones, tablet PCs, and other devices. network technology, we are clearly leading the Korean market with premium-quality services such as multimedia with video quality that is clearly superior to 3G. WE CONTINUE TO INCREASE THE GAP BETWEEN US AND OUR NETWORKS COMPETITORS, EXTENDING OUR REPUTATION AS AN UNRIVALED PREMIUM NETWORK OPERATOR TO THE LTE MARKETPLACE BASED ON THE ADVANCED TECHNICAL AND NETWORK OPERATIONS CAPABILITIES WE HAVE ACCUMULATED AND HONED OVER THE YEARS. AS WE BUILD OUT OUR 4G LTE NATIONWIDE NETWORK AND LEVERAGE OUR PETA SOLUTION TO DIFFERENTIATE OUR TECHNOLOGY AND DELIVER PREMIUM LTE SERVICES, WE WILL FURTHER STRENGTHEN OUR POSITION AS KOREA’S NO. 1 FIXED- MOBILE OPERATOR. SI 33 NEW POSSIBILITIES FOR PARTNER 32 ANNUAL REPORT 2011 REPORT ANNUAL

INNOVATING EXPANDING LTE COVERAGE LEADING IN One of our key technical developments is the global industry’s SK TELECOM TO DELIVER PREMIUM LTE SERVICES AND QUALITY OF SERVICE LTE NETWORK EVOLUTION first heterogeneous wireless network integration solution that allows 3G-Wi-Fi and LTE-Wi-Fi networks to be combined NmItkxė,10ėė,vdqnkkdcntsJnqd`Ôrehqrsbnlldqbh`kKSD @rneI`mt`qxė,10ė1,ntqKSDmdsvnqjbnudq`fdhmbktcdc We are now developing the core technologies that will make to deliver theoretical maximum data speeds of up to 60 Mbps service in the Seoul metro area. We built this new network a total of 28 cities across Korea, including all six major us Korea’s LTE network innovation leader. In addition to our and 100 Mbps, respectively. As the owner of the world’s most utilizing our new PETA solution—our world-class network metro areas and 13 urban areas with the heaviest wireless current 800 MHz band service, we plan to use the 1.8 GHz advanced WCDMA network, we are now committed to repeating operations technology—to ensure solid call quality and data usage. During the first half of 2012, we aim to achieve frequency spectrum we acquired in 2011 to offer multi- history with our LTE network, leveraging our PETA technology technical differentiation. An acronym for “Premium quality, nationwide service to make coverage-based comparisons a carrier LTE service. We are also preparing to develop carrier to drive our never-ending mission to deliver the world’s best Excellent speed, Total stability, and Advanced technology”, mute point. We believe that in-building and subway quality aggregation and other key technologies for the evolution to LTE service to our customers. PETA maximizes network performance and efficiency to of service will be an important point of differentiation going LTE-Advanced. ensure reliable broadband data services. PETA uses our forward. Advanced-SCAN technology to improve quality of service in cell-edge areas. It also uses cutting-edge multiple antenna technology in subway stations and underground areas to double LTE speeds. WE ARE SEIZING THE INITIATIVE IN THE B2B MARKET IN TODAY’S INTENSELY B2B COMPETITIVE FIXED-MOBILE CONVERGENCE MARKETPLACE. IN 2011, WE TEAMED UP WITH SK BROADBAND AND SK TELINK TO FIRMLY ESTABLISH OURSELVES IN THE B2B MARKETPLACE, GENERATING COMBINED B2B REVENUE OF OVER KRW 2 TRILLION. FOCUSING ON TAILORED SOLUTIONS FOR A GROWING RANGE OF INDUSTRIES SUCH AS SMART WORK, HEALTHCARE, EDUCATION, AND FINANCE, THESE B2B SOLUTIONS BUILT ON OUR CUTTING-EDGE ICT AND NETWORK CAPABILITIES ARE BEING ADOPTED BY LARGE ENTERPRISES AND SMALL AND MEDIUM BUSINESSES ALIKE AS WE CONTINUE TO LEAD KOREA’S B2B MARKETPLACE WITH INNOVATIVE SOLUTIONS THAT MAKE BUSINESSES MORE PRODUCTIVE. SI 35 NEW POSSIBILITIES FOR PARTNER 34 ANNUAL REPORT 2011 REPORT ANNUAL

DELIVERING QUALITY GROWTH PARTNERING FOR EXCELLENCE IMPROVING ENTERPRISE PRODUCTIVITY the core capabilities of SNUH’s leadership in medical care with SK TELECOM our leadership in ICT solutions. Health Connect will focus on In 2011, we solidified our B2B market leadership by focusing In the education field, we launched our T Smart Learning Our B2B business is developing and delivering tailored three major areas, including the development of a self-health on attracting major customers in each of our target industries. education platform with industry leader Chungdahm Learning solutions for each industry based on business size and management service model, the export of “digital hospital” From a quantitative standpoint, we steadily grew our hmItkx10ėė,dwo`mchmfsg`sok`senqlnudqrd`rsnHmcnmdrh` processes to help corporate customers improve productivity. solutions to overseas markets, and the establishment of an customer base with a net increase of 24% to half a million and other markets. For the large enterprise market, we are focusing on up-selling integrated R&D system with SNUH. lines. Qualitatively, we saw a higher growth rate in high-ARPU customers to specialized solutions customized for their needs smartphone subscribers. In the healthcare field, we continued to lay the foundation as we continue to maintain our leadership in the mobile office for growth as we delivered tangible results, such as setting market by steadily expanding our range of supported devices. MAKING PRODUCTIVITY EXPANDING SOLUTIONS FOR BUSINESS up a new business headquarters and forming a joint venture For the small and medium business market, we are targeting A GLOBAL BUSINESS In the solutions field, we continued to expand our mobile called Health Connect with Seoul National University Hospital universities, hospitals, churches, and other organizations with Our IPE business is now advancing into the global office solutions into new industries. We also launched a (SNUH). specialized solutions to expand our customer base. marketplace by adapting business models that have been number of new solutions, including cloud-based T Bizpoint, prototyped in Korea for overseas markets as well as adapting T Cloud Biz, and a country-of-origin management system. In the finance field, we formed an alliance with Korea COLLABORATING TO DELIVER successful business models from overseas for the Korean Dwbg`mfdA`mjhmItmd10ėėsncdudkno`mdvbnmbdoshm BETTER HEALTHCARE market. We are now expanding our IPE business model branch banking that we are now readying for commercial We are now opening a new era in personal healthcare sgqntfgo`qsmdqrghorhmHmcnmdrh``mcI`o`m,vhsgok`mrsn launch services spanning prevention, diagnosis, treatment, and dwo`mcsnBghm`,S`hv`m,L`k`xrh`,Uhdsm`l,Stqjdx,`mcnsgdq management through our Health Connect joint venture with markets on the drawing board. SNUH. The Health Connect name reflects the convergence of SUBSIDIARIES AT SK TELECOM, COLLABORATION AND SYNERGY WITH OUR SUBSIDIARIES ARE PLAYING A KEY ROLE IN OUR EMERGENCE AS A GLOBAL ICT LEADER. IN OCTOBER 2011, WE LAUNCHED SK PLANET TO ACCELERATE OUR SK planet ADVANCE INTO THE PLATFORM BUSINESS UNDER OUR "GLOBAL PLATFORM INNOVATOR" VISION. EQUIPPED WITH A CORE PORTFOLIO OF QUALITY SERVICES, SK PLANET AIMS TO EXPAND ITS SUBSCRIBER BASE GLOBALLY, GENERATING NEW VALUE AS IT EMERGES AS A GLOBAL PLATFORM PLAYER IN ITS OWN RIGHT. SI 37 NEW POSSIBILITIES FOR PARTNER 36 ANNUAL REPORT 2011 REPORT ANNUAL

GROWING DELIVERING INNOVATING DRIVING INNOVATION SK TELECOM THROUGH INDEPENDENCE STRONG MARKETPLACE RESULTS FOR LONG-TERM VALUE IN MOBILE LIFESTYLES We officially spun off our platform business as SK Planet on SK Planet's 11 Street online marketplace generated its first SK Planet is aiming beyond the scope of SK Telecom’s SK Planet will also be developing unique services for the October 1, 2011 to enable it to pursue a higher level of growth operating profit to date in 2011 as it captured the No. 2 existing MNO business to develop more innovative services LTE network environment and delivering them to SK Telecom. in the platform business. The company is now in the process market share overall and No. 1 in the mobile segment. The and secure global competitiveness. With “human”, “unique”, This will further enhance customer value and strengthen SK of establishing its own culture and management system as it T Store application store closed the year with 11.5 million and “global” as its core values, the company aspires to be Telecom’s position as Korea’s No. 1 MNO. By setting its sights strives to create a thriving ecosystem through open platforms. customers in Korea as it went global, establishing a presence a global platform innovator with the goal of achieving an on transforming itself into a company built on innovative I`o`m,S`hv`m,`mcBghm`.SgdSL`ordquhbd`krnbnmshmtdc enterprise value of KRW 5 trillion over the long-term. technology, the company will cultivate its core technologies to to grow, surpassing 10 million subscribers. The company secure a solid foundation and outstanding talent to become launched Hoppin, a multi-screen video service, and T Ad, THINKING BEYOND BORDERS Korea’s workplace of choice for software developers. a personalized mobile ad platform. T Ad aims to be a major SK Planet will upgrade the competitiveness of 11 Street, player in Korea’s growing mobile ad marketplace with in-app T Store, and other existing distribution platforms as it ads that run on smartphones and tablet PCs. prepares to take these e-commerce and marketplace businesses global. It will lead innovation with its and NateOn platforms as it pursues new opportunities in the social networking field. It will continue to develop T Map, T Store, and other globally-competitive platforms to generate greater value for SK Telecom customers and grow its customer base. It will also upgrade the competitiveness of its online shopping and Hoppin multi-screen video service as it continues to identify emerging business opportunities. SUBSIDIARIES AT SK TELECOM, OUR ACQUISITION OF A STAKE IN KOREAN CHIPMAKER SK HYNIX (formerly Hynix) IN FEBRUARY 2012 LAYS THE LONG-TERM GROUNDWORK FOR THE BROADENING OF OUR ICT CAPABILITIES AS WELL AS GREATER SK HYNIX SK hynix COMPETITIVENESS AS THAT COMPANY NORMALIZES OPERATIONS AND BEGINS TO GENERATE SYNERGIES. THE ADDITION OF SEMICONDUCTORS TO OUR EXISTING MNO AND PLATFORM BUSINESSES CREATES A NEW CHANNEL FOR GROWTH THAT WILL ACCELERATE OUR EMERGENCE AS A GLOBAL ICT PLAYER. WE BELIEVE THIS ACQUISITION GIVES US A NEW GROWTH ENGINE IN THE FAST-CHANGING ICT INDUSTRY THAT WILL OPEN THE DOOR TO A WIDER RANGE OF BUSINESS OPPORTUNITIES AROUND THE GLOBE, FURTHER ENHANCING CORPORATE VALUE. SI 39 NEW POSSIBILITIES FOR PARTNER 38 ANNUAL REPORT 2011 REPORT ANNUAL

ACQUIRING INVESTING IN GROWTH MANAGING FOR SK TELECOM A WORLD-CLASS GROWTH ENGINE Our successful corporate merger experience with Shinsegi OPPORTUNITIES AND VALUE Bringing together the ICT insights of both companies, this Telecom and Hanaro Telecom will help us successfully We are now working with SK Hynix to normalize management acquisition is expected to generate a variety of synergies integrate SK Hynix into our family. Approximately two-thirds as quickly as possible, lending our strengths to put the through organic collaboration, merging our extensive of our equity investment will be used to improve SK Hynix’s company on a solid, long-term management footing that accumulated capabilities in the telecommunications and financial structure and competitiveness across the board. will enable it to make a new leap forward with greater semiconductor industries. We officially launched our SK Hynix We believe that SK Hynix’s overall cash-generation ability competitiveness. To this end, we have set up a department `bpthrhshnmahcvhsgsgdrtalhrrhnmne`kdssdqnehmsdmsnmItkx and the cash infusion from the newly issued shares will meet in charge of developing opportunities in the semiconductor 8, 2011. We participated in the final bidding on November 10, the company's capex requirements going forward. field as we work on a joint strategy that will drive growth and were selected as the preferred bidder on November 11, and generate greater synergies that will increase the value of signed the share purchase agreement on November 14. On both companies. February 14, 2012, we paid KRW 3.37 trillion for 146.1 million shares, giving us a 21.05% equity stake in the company. 40 41 broadband services basedon Free" plan, which offers various combinations of free phone and discounts for SKTelecom wireless subscribers such asthe“Family ÑARdsÒed`stqhmfHmsdqmds,UnHO,`mcHOSUrdquhbdr,`mce`lhkx packages. Theseinclude the affordable “Smart” broadband plan, the has won over consumers with a variety of competitively priced to give customers greater choice andconvenience. Thecompany other networktechn SK Broadband provides broadband Int BUNDLING SUPERIOR VALUE the second year inarow. category on Korea’s National Customer Satisfaction Index (NCSI)for `adssdqbtrsnldqdwodqhdmb channels andimproving theperformance of ankrsdqdchsrbnlodshshu foundation for continued growth intheB2Bmarket. Thecompany growth inexcess of 20%asitexpanded itsinfrastructure tolaythe For thesecond straightyear, SKBroadband generated subscriber WITH SATISFACTION BOLSTERING COMPETITIVENESS KbodadSKtelink SK broadband IN 2011, JUST FOUR YEARS AFTER BECOMING A MEMBEROFTHESKGROUP. THE CUSTOMER ENABLEDTHECOMPANY TO RECORDITS FIRST NETPROFIT QUALITATIVELY GROW ITS SUBSCRIBER BASE. AN INCREASEDFOCUS ON FIXED-MOBILE SERVICES THAT CONTINUETO QUANTITATIVELY AND SK BROADBAND COLLABORATES WITH SKTELECOMTO DELIVERBUNDLED SUBSIDIARIES ologies at dmdrrhmsgdHOSUatrhmdrraxrdbtqhmf d,d`qmhmfsgdsnoq`mjhmfhmsgdHO thenumberof family members with avarietyofspee ernet service viafiberoptic and set-top boxes toprovide ds andpricepoints atmckd SU jdx top fixed-mobile operator. mobile marketplace, strengthening SKTelecom’s position asKorea’s Broadband willprogressively respond toconvergence inthefixed- solidly intotheblack in2011willcontinue aswell.Going forward, SK Efforts toboostcostefficiencies thatmoved thecompany’s netprofit the fundamentalsandvalue of itsfixed network business. continue toupgrade itssales andnetwork infrastructure toboost revenue baseinthefixed line This willallow thecompany to market asterrestrial broadcasting co bnlodshshudmdrr`rvdkk`rank lnldmstl.HmsgdHOSUatrhmdrr,sgdbnlo`mxhrvnqjhmfnmoqnct to compete innewmarket segmentsandmaintaingrowth In theB2Bmarket, SKBroadband PROFITING FROM B2B AND IPTV GROWTH broadcasting comes toanendattheof 2012. ESPN, MBSSports+, andotherpopular c growth in2012withanexpanded `ssgddmcne10ėė,sgdbnlo`mxÔr mobile subscriptions added totheplan. With over 980,000subscribers rsdqhmfhsronrhshnmhmsgdo`xS marketplace. Thecompany willalso spur growth thatwillexpand its channellineupthatincludes SBS is nowsharpeningitscapabilities ÑASUÒHOSUrdquhbdhronhrdc mpletes thetransition todigital. hannels asanalog terrestrial U enq bs VALUE-ADDED TELEPHONY. DIALING SERVICE, VOIP TELEPHONY, CORPORATE TELEPHONY, AND LOCAL COMMUNICATIONS SERVICES THAT INCLUDE INTERNATIONAL DIRECT SK TELINKIS A TRUSTED PROVIDER OFCONSUMER AND BUSINESS agencies, andbusinessesof allsizes since2001. UnHObnlltmhb`shnmrrdqu straight years since2006.Thecompan on theNational Customer Satisfaction Index (NCSI)survey for six service market, withitshi SK Telink isaleading player inKorea’s international direct dialing INTERNATIONAL VOICE CALLQUALITY LEADING IN gh-quality 00700service rankingNo. 1 hbdrsnl`inqehm`mbh`khmrshstshnmr,o y hasalsodelivered tailored takhb to customersando and enternewbusinessesdeliver strategy, levera SK Telink isnowpushingaheadwith MORE THAN JUST TALK DELIVERING in services andgrowth. ging itsconverg ther stakeh olders ence businessplatform toidentify a businesstransformation alike through steadyadvances greater value andsatisfaction

SK TELECOM ANNUAL REPORT 2011 PARTNER FOR NEW POSSIBILITIESSI 42 43 Management Sustainability BRIGHTER PLACE FOR ALL. HMUNKUDLDMS,VD@QDL@JHMFSGDVNQKC@ADSSDQ, DMUHQNMLDMS@KOQDRDQU@SHNM,@MCBNLLTMHSX PARTNER COLLABORATION, ETHICSMANAGEMENT, RSQHUHMFENQDWBDKKDMBDHMBTRSNLDQQDK@SHNMRGHOR, RTRS@HM@AHKHSXHMDUDQX@RODBSNENTQNODQ@SHNMR.AX ADMIRATION OFOURSTAKEHOLDERS AS WE PRACTICE OUR HIGHEST AMBITION ISTO EARNTHETRUST AND

SK TELECOM ANNUAL REPORT 2011 PARTNER FOR NEW POSSIBILITIES Building on Engaging a solid foundation with stakeholders Launched in 1979, our management system—the SK Our stakeholder communications are based on a management SHAPED BY SHAREHOLDER EXPECTATIONS OF OUR Management System (SKMS)—is the foundation of our system that is dedicated to improving value for all our corporate culture that has become the decision-making stakeholders. In SKMS, stakeholders are clearly defined as ROLE IN THE COMMUNITY AS KOREA’S LEADING standard for both business activities and everyday work customers, employees, shareholders, government, business responsibilities. Based on fundamental SKMS principles, our partners, and the general public. objective is to make meaningful engagement with each major SDKDBNLRDQUHBDOQNUHCDQ,NTQRTRS@HM@AHKHSX stakeholder group—customers, employees, shareholders, and This framework guides us as we regularly engage with each communities—through dedicated channels the foundation of stakeholder group to determine in advance their expectations MANAGEMENT STRATEGY IS DESIGNED TO MINIMIZE all our corporate activities. and needs. It also involves conducting customer, employee, and business partner satisfaction surveys, enabling us to QHRJDWONRTQDSNL@INQHRRTDR,DMG@MBD formulate and execute appropriate response strategies that Pursuing sustainability benefit of both the company and stakeholders. BNLODSHSHUDMDRR@BQNRRSGDAN@QC,@MCGDKO with responsibility Our pursuit of sustainable management is about our Earning IDENTIFY NEW BUSINESS OPPORTUNITIES. THIS IS balanced, long-term commitment to creating happiness for our 45 stakeholders by enabling positive change in society through global recognition NEW POSSIBILITIES FOR PARTNER information and communications technology (ICT). To achieve NtqhmbktrhnmnmsgdCnvInmdrRtrs`hm`ahkhsxHmcdwdr ENABLING US TO EARN THE TRUST OF STAKEHOLDERS these objectives, our corporate social responsibility initiatives čCIRHĎhmRdosdladq10ėėenqsgdentqsgrsq`hfgsxd`q focus on five major areas: customer relationship management, `mcsgdrdbnmc`ssgdsnonesgdCIRHfkna`klnahkd AND TAKE THE LEAD IN BUSINESS OPPORTUNITIES win-win partnerships, ethics management, environmental telecommunications sector in 2011 is raising our profile in preservation, and community involvement. global markets. We have also been recognized for excellence in sustainable management at home, earning a top rating “A+” 44 QDK@SDCSNDMUHQNMLDMS@K@MCRNBH@KHRRTDR rating from the Korea Corporate Governance Service (KCGS) Leading on the 2011 ESG (Environmental, Social, and Governance) @RVDO@UDSGDV@XENQRTRS@HM@AKDFQNVSG@MC from the top Evaluation as well as topping Korea’s top three customer satisfaction surveys—NCSI, KS-SQI, and KCSI—for between Backed by unanimous board approval, we became a signatory CDUDKNOLDMS.HMSGDHMSDQDRSNESQ@MRO@QDMBX, 12 to 14 consecutive years.

of the UN Global Compact (UNGC) in May 2007, signaling 2011 REPORT ANNUAL to stakeholders our seriousness about sustainability by We are also active on the global stage as Korea’s CSR WE PUBLISH A SUSTAINABILITY REPORT EACH MAY committing ourselves to upholding the UNGC’s ten principles champion. SK Corporation Chairman Chey Tae-won—the in the areas of labor, human rights, the environment, and anti- first executive from a Korean company to be appointed as corruption. Our board established the Corporate Citizenship SK TELECOM SG@SBNUDQRNTQ@BSHUHSHDR@MC@BGHDUDLDMSR. a member of the UN Global Compact Board—attended the Committee in 2008, followed by a working-level consultative TMFkna`kBnlo`bsKd`cdqrRtllhshmItmd10ė0.Knnjhmf group in 2009, taking the lead in putting sustainability into the future, we are confident that our sound business SGDQDONQSHRUDQHEHDCAX@MHMCDODMCDMS management into practice company-wide. The committee is practices will continue to enhance our ability to respond to one of five operated by the board and is composed of the rapidly changing business environment as well as our ORGANIZATION TO ENHANCE THE ACCURACY AND three outside directors and one non-director executive officer. reputation as a global ICT leader. The committee meets quarterly to review the company’s CREDIBILITY OF OUR REPORTING. direction and progress in the area of sustainability management as well as the state of communications between internal and external stakeholders, playing a consultative role in determining the tasks for each CSR area. In 2011, the committee met a total of four times to review the current state of progress in each area and set mid- and long-term goals as we continued to strengthen our commitment to sustainability. Differentiating Protecting the customer experience customer privacy With the Korean mobile telecommunications market now at the Recent advances in information and communications WE ARE CONSTANTLY WORKING saturation point and technologically mature with smartphones technology have increased the risk of customer information and LTE service readily available, delivering a compelling and misuse, abuse, and breaches. Under the guidance of our unique customer experience is becoming even more essential chief privacy officer, we have put in place numerous TO BRING MORE SATISFACTION TO to continued growth. Toward this end, we now have a wide safeguards to protect customer privacy. We have instituted range of initiatives underway aimed at providing greater value strict handling procedures for the customer information to our customers in today’s “smart” environment. collection process backed by regular oversight and OUR CUSTOMERS WITH SUPERIOR inspections. We have adopted an authentication system for Focused on eliminating poor customer experiences and internal customer data requests to actively prevent human DWODQHDMBDR@MCOQHU@BX maximizing good ones, our customer experience management or physical information breaches. We also use preventive (CEM) system is tasked with implementing improvements risk management strategies such as crisis response training in even minor areas that might inconvenience customers to simulations to ensure we are able to quickly and effectively PROTECTION. deliver a unique customer experience. In 2011, these efforts deal with incidents to minimize damage. helped us once again top the National Customer Satisfaction Index (NCSI) for a remarkable 14th straight year. We believe As Korea’s first mobile operator to win certification of our that CEM is the key to overcoming stagnation and generating customer privacy management system from the Korea 47 NEW POSSIBILITIES FOR PARTNER new growth in today’s competitive telecom industry. Communications Commission, we continue to minimize collection of customer data for our online services and distribution channel as we continue to put in place measures Making communications that will fundamentally resolve customer privacy issues. more affordable HmItmd10ėė,vdk`tmbgdcsgdJnqd`mhmctrsqxÔrehqrs

46 Building the infrastructure unlimited data roaming plan as part of an expanded product khmdtoed`stqhmfqn`lhmf.HmItkx,vdk`tmbgdcsgdhmctrsqxÔr for satisfaction ehqrsoqdo`hcunhbdLUMNrdquhbdsnfhudbtrsnldqrvhsg We have achieved dramatic improvements in service quality basic communication needs even more affordable options. In since we transferred our outsourced customer service August, we launched the industry’s first customized rate and base station maintenance and service operations plan as part of our commitment to offering more affordable snhmcdodmcdmsrtarhch`qhdrhmItkx10ė0.Vhsg`tmhptd 2011 REPORT ANNUAL rate plans. Starting in September, we lowered the monthly customer service infrastructure that includes incident-based fee and included 50 free SMS messages a month on all agent assignment, a call-back system, a video-enabled call plans. In October, we initiated a policy to exempt men center, SNS-based customer service, a customer service group SK TELECOM doing their compulsory military service from paying service dedicated to smartphones, and a service-by-appointment suspension fees. system, we continue to build a modern customer service system that delivers total satisfaction. In 2011, we expanded In addition to the innovations mentioned above, we continue our customer touchpoints to further enhance the customer to offer seven complementary value-added text and voice service experience with the addition of an ICT support center filtering and blocking services to prevent spam and voice hmItkx`mcsgdk`tmbgne`m`fdmssdkdbnlltshmfoqnfq`l phishing and dramatically reduce the most common sources in October. of customer complaints. We also practice customer-oriented product life-cycle management from concept to retirement to ensure the highest possible level of customer satisfaction. All products or services must satisfy a number of customer- oriented guidelines before launch, including mandatory approval screening by professional in-house reviewers to ensure the best possible customer experience. Focusing on Raising the bar for shared growth responsibility As convergence and globalization have gained momentum, Upholding high CSR standards across the value chain is VD@QDVNQJHMFDUDQBKNRDQ it has become increasingly difficult for companies to survive an important mission as we strive to improve our own CSR on their own. The tumultuous economic situation has also performance. We offer our partners a number of online increased calls from society for big companies to partner with education programs covering sexual harassment prevention WITH OUR BUSINESS PARTNERS AS small and medium-size firms. In 2003, we set up a dedicated and ethics management to help raise awareness of human department to better meet the needs of our partners. In rights, labor standards, and corruption issues. We evaluate 2008, the SK Group announced its commitment to win-win partners by our high internal CSR standards covering the VDRSQHUDSNBQD@SDNODM, partnerships and fair trading practices. The group also became environment, labor practices, and human rights. Based on the the first in Korea to establish a group-wide consultative results of a CSR performance survey of all business partners BNKK@ANQ@SHUDQDK@SHNMRGHOR. decision-making committee known as the SK Win-Win Committee conducted in late 2009, we continue to progressively expand to facilitate and strengthen this initiative. In May 2011, we our support programs to help our partners raise their CSR reaffirmed our commitment by signing an agreement to promote performance across the board. shared growth and fair trading with 360 partner companies. Today, our culture of partnership continues to improve the competitiveness of our business partners as we ceaselessly Fostering work to make the open, collaborative relationships we share

49 open collaboration NEW POSSIBILITIES FOR PARTNER even stronger. We are embracing the Web 2.0 values of openness, collaboration, and sharing to create more win-win business Enhancing partner opportunities for all. We have solicited ideas via our partner support site since 2008 to stay in tune with what our partners competitiveness are thinking, drawing an average of over 300 ideas each year. We support a variety of programs that help our business We are also providing overseas public relations and marketing 48 partners sharpen their competitiveness, including online and support for business partners with world-class technology to offline training, financial assistance, and business productivity. help them get a foothold in global markets. Starting in 2011, we expanded the programs mentioned above HmItkx10ėė,vdsnnjrsdorsndmrtqdsgdgd`ksgxcdudknoldms to include our tier-2 partners. We also offer our tier-1 partners of the Korean telecom market in the 4G LTE age by signing a number of incentives to actively support tier-2 partners, an agreement with major and mid-size telecom equipment including bonus points and a purchase discount program to manufacturers that ensures makers of all sizes share in the 2011 REPORT ANNUAL foster a culture of shared growth across our value chain. growth opportunities.

Since 2005, we have provided a variety of training programs to SK TELECOM help partner employees develop their capabilities. We operate Strengthening winning an online training website for our business partners, allowing partnerships any partner employee to take advantage of the available We are working hard to create win-win partnerships built on training courses. Through 2011, more than 20,000 people had fair and transparent business relationships. Since 2007, our taken at least one of the over 100 courses available covering Business Partner Satisfaction Index survey has helped us business basics, ICT, language study, self-development, and track partner satisfaction and progressively identify and other areas. remedy areas of weakness. In addition to fully complying with Korea Fair Trade Commission guidelines, we continue to We also operate a number of state-of-the-art facilities to manage and improve our partner support infrastructure by support developers. Our T Academy developer training center expanding channels of communication and upgrading our provides access to the latest, most-advanced technologies Open2U partner relationship management system as we build at no additional charge, serving over 6,100 mobile developers strong relationships of trust with each partner. since it opened in 2010. We also relocated and expanded our Mobile Device Test Center in 2010, increasing the capacity In 2011, we launched several initiatives to improve the welfare of this no-cost test-bed and technical support facility to of retail store employees and challenge them to excel. In April, accommodate up to 200200,000 000 partner employees annually. annually A we introduced a groundbreaking new program that offers total of 14,000 developers have taken advantage of this facility employees benefits similar to what headquarters staff receive. to develop new products and services through 2011. Then in October, we established the T Master program, which puts employees with outstanding sales performance in charge of an SK Telecom-operated store for three years. Managing Educating with integrity for integrity The most fundamental role and responsibility businesses Ongoing education plays a key role in our ethics WE ARE BUILDING THE FOUNDATION have to society is the ethical pursuit of profitability that management system. We offer online and offline education leads to sustainable growth and development. Since programs for our employees and business partners. Since establishing a comprehensive organizational framework the completion of ethics education for our entire workforce FOR TRUST AND SUSTAINABLE for ethics management in 2004 and joining the UN Global in 2007, we have shifted our focus to the organizational Compact in 2007, we have steadily and systematically unit level to tackle the unique issues each unit faces and fostered a culture of integrity that measures up to global foster ethical excellence. We are now operating education GROWTH BY PRACTICING standards. Over the past few years, we have continued to programs tailored specifically for executives, incoming team strengthen monitoring of ethical issues, raise our standards leaders, group leaders, and new hires, that have served 4,652 MANAGEMENT WITH INTEGRITY. of conduct, and improve guidance. In 2009, we launched employees to date. In 2011, we began evaluating and giving a position-based ethics education program as we stepped feedback on ethical performance to each unit, empowering up our workplace-centric focus on prevention. In 2011, them to define their ethical issues and critically evaluate we began expanding the control self-assessment system performance to raise the level of internal discipline as we to individual organizational units as part of our efforts to aim to take our commitment to integrity to the next level. cultivate ethical responsibility in each and every unit. 51 NEW POSSIBILITIES FOR PARTNER Practicing excellence Enhancing in ethics ethical oversight Since adopting our code of ethics based on the SK Our internal control system fully complies with the US Management System (SKMS) in 2002, we have implemented Sarbanes-Oxley Act. In addition to providing ethics a code of conduct and decision-making guidelines to help counseling to employees, we operate a direct reporting 50 our employees avoid unethical behavior. All employees begin system via our corporate website that forwards all reports of each year by pledging to follow the SK code of ethics. We unfair trade or solicitation directly to the Ethics Counseling strive to instill a firm commitment to ethical excellence at Center as well as the Audit Committee head for review. We all levels of management through education and dialogue have also adopted systematic online and offline monitoring as well as consistently communicating the importance of to prevent ethical issues from arising. In September 2011, hmsdfqhsxsn`kkdloknxddrsgqntfgntqhm-gntrdSUbg`mmdk, we officially launched a program to protect and reward both 2011 REPORT ANNUAL webzines, and other mediums. We also provide practical, internal and partner whistleblowers, putting in place the concrete guidelines for handling various ethical issues foundation for a self-policing system that will elevate ethical through question-and-answer format publications. excellence as it spreads to our affiliates and partners. SK TELECOM In late 2011, we launched a nationwide study on how ICT- Growing with green based solutions can reduce greenhouse gas emissions technology with the aim of using our T Map, e-health, and e-learning solutions to reduce our own carbon footprint as well Information and communications companies and the ICT as society’s. We also plan to step up our eco-focused infrastructure they operate have an increasingly important WE ARE THINKING GREEN community service activities to give our people more role to play in the greening of individuals, cities, and opportunities to volunteer and help make their communities industries. At SK Telecom, our comprehensive strategy for cleaner and greener. SNCDKHUDQRTRS@HM@AKDU@KTD green growth encompasses the greening of our operations, supply chain, and consumer lifestyles as well as the development of new businesses with the potential to Delivering greener TO OUR LOCAL COMMUNITIES. spur the greening of all industries. Under the guidance of the Green ICT Committee established in 2009, we have customer service strengthened environmental management across our In recent years, we have found numerous ways to deliver organization, progressively refining our corporate-wide better customer service with fewer resources such as strategy. We have also set up and completed third-party paperless billing, remote device diagnostics, and online verification of the Korea telecom industry’s first greenhouse customer care. In 2011, we continued to cut our energy gas inventory system over the past two years. This system consumption by deploying more energy efficient repeaters. will enable us to significantly improve our ability to manage We also expanded our service coverage by installing eco- our carbon footprint going forward as well as progressively friendly solar- and wind-powered repeaters at 28 rural 53 NEW POSSIBILITIES FOR PARTNER pursue new business opportunities in the renewable locations across Korea. energy sector. Making Increasing everyday life greener green awareness In 2011, we launched the T Eco Phone service to buy and 52 Since 2010, our online introductory course on environmental sell used smartphones to help consumers save money while management has continued to increase employee reducing waste. Efforts like this as well as our ongoing awareness and adoption of eco-friendly practices in their research on electromagnetic radiation to ensure consumer daily jobs. We have augmented this course with internal and safety and other environmental initiatives are why our external training programs aimed at cultivating experts in environmental performance continues to earn us high environmental management. ratings from respected sustainability performance rankings 2011 REPORT ANNUAL rtbg`rsgdCnvInmdrRtrs`hm`ahkhsxHmcdw,B`qanm On a more practical level, we continue to progressively Disclosure Project, and KCGS ESG (Environmental, Social, adopt and expand systems that will enable us to conserve and Governance) Evaluation. SK TELECOM resources and energy as we work to make green thinking a part of daily life. In 2011, we continued to expand our ongoing “Eco Office” campaign, installing smart lighting systems at a number of company buildings to reduce power consumption. We also continued to reduce the use of single- use disposable products, install water-saving equipment, expand the use of water-based natural cooling systems, virtualize servers and upgrade to high-efficiency cooling equipment at our data centers, and install LED lighting in operational facilities. Transforming communities Breaking down barriers for the better to communication Mobile services are one of the most important communications Our employee and student volunteers provide training in mobile WE ARE USING MOBILE TECHNOLOGY channels of modern life. As Korea’s leading mobile operator, phone use to create a society where there are no barriers to we are using our ICT capabilities and technology to transform communication between generations and classes. Our Sunny our communities for the better by providing a variety of public collegiate volunteer corps has partnered with the Korea TO MAKE THE WORLD A BETTER, services and creating jobs for the disadvantaged through social Association of Senior Welfare Centers since 2007 to provide one- enterprises. Through these and many other ways, we are helping on-one training to help seniors learn how to use the text and solve social programs and generate new value as we lay the multimedia messaging features of their mobile phones as part of BRIGHTER PLACE FOR ALL. foundation for sustainable growth as a global ICT leader. Today, the Happy Mobile World program. Over the past five years, the we are ceaselessly working at home and abroad to improve program has helped more than 7,000 seniors bridge the mobile communications between classes and generations as well as generational divide and communicate more frequently with their empower the disadvantaged to live and support themselves with children and grandchildren. dignity. Since 2008, we have worked with Korea’s Ministry of Unification to train North Korean defectors how to avoid phone service sign- Sharing and serving up scams, excessive international call fees, and identity theft as well as proper phone etiquette and usage. In 2011, a group

55 with technology NEW POSSIBILITIES FOR PARTNER of 15 employee volunteers conducted a total of 15 classes for HmItkx10ėė,vddrs`akhrgdcsgdG`ooxHBSEntmc`shnm,`rnbh`k approximately 1,000 new citizens at Hanawon, the government- enterprise dedicated to social change through ICT innovation. run resettlement center for defectors. Happy ICT focuses on the development of IT-based public services and programs that enhance the competitiveness of other social Since 1999, we have co-hosted the Disabled Youth IT Challenge enterprises. Through these operations, the foundation created with the Korea Society for Rehabilitation of Persons with approximately 30 IT specialist jobs as of 2011 year-end, a number 54 Disabilities to foster IT skills and expand social participation it plans to grow to 40 by the end of 2012 as it hires at least 30% opportunities to youngsters with disabilities. In 2011, a total of of its staff from disadvantaged backgrounds. 154 finalists out of a nationwide pool of some 840 middle and high school students who participated in preliminary rounds in 14 cities As the Korean telecom leader, we made a pledge to improve across Korea competed at the 13th annual event. consumer welfare in April 2009. Our first project in this area was to develop specialized handsets with enhanced text-to- 2011 REPORT ANNUAL speech (TTS) features for the visually impaired, resulting in the Sharing happiness chrsqhatshnmne4,000g`mcrdsrhmItkx10ė0.Ntqrdbnmcoqnidbs was a partnership with the Korea Blind Union to develop a first-of- around the globe SK TELECOM its-kind smartphone app that helps close the digital divide for the We are working hard to fulfill our corporate social responsibilities visually impaired by providing access to a growing library of audio by actively participating in efforts to resolve local social issues content, including books, daily newspapers, monthly magazines, hmok`bdrkhjdBghm``mcUhdsm`l.Hmk`sdRdosdladq1008,vd and welfare and rehabilitation news. Launched in September 2011, partnered with the Communist Youth League of China’s China the “Library that Reads Happiness” app features a touch interface Guanghua Foundation to launch the SK Sunny collegiate designed to address the unique needs of the visually impaired for volunteer corps to help Chinese youths foster a healthier future maximum convenience and ease-of-use. In connection with this, through volunteer service and cultural exchange. Modeled after we launched a volunteer-run recording project in April 2011 to our Sunny collegiate volunteer corps in Korea, SK Sunny China expand the content available to app users. had a membership of over 750 students in 2011 selected from 15 universities in Beijing, Shanghai, and Sichuan province. In 2011, We are also using our ICT infrastructure to do a world of good. We "Hi Teacher" volunteers tutored over 3,000 students in subjects support a number of social safety net services that help locate like English, IT, music, art, and physical education at number missing persons, solicit emergency blood donations, and provide of primary schools in low-income areas of Beijing and Sichuan, 24-hour text-counseling for troubled teens. We are also taking the including three SK Happy School primary schools in Sichuan. lead in promoting a culture of giving and volunteer service through our GiveU mobile donation program and T Together volunteer Vdg`ud`krnaddmudqx`bshudhmUhdsm`lnudqsgdxd`qr.NtqVd g`ud `krn addm udqx `bshud hm Uhdsm`l nudq sgd xd`qr Ntq portal. In November 2010, we launched a GiveU smartphone app, signature community involvement program—free corrective making it even easier for subscribers to donate cash or loyalty surgeries of congenital facial deformities—has helped put smiles program points to worthy causes. a`bjnmsgde`bdrne`sns`kne1,804Uhdsm`ldrdbghkcqdmnudqsgd past 15 years since 1996. 56 57 Review Financial NTQRG@QDGNKCDQU@KTDAX1010. NEXT PHASEOFGROWTH AS WE AIM TO NEARLY QUADRUPLE NODQ@SHNMR,VDADKHDUDSG@SSGDRS@FDHRRDSENQSGD SPURRING SYNERGY AND GROWTH IN ALL AREAS OFOUR HMQDUDMTD@MCHMBNLD.VHSGSQ@MRENQL@SHNMMNV WE CONTINUEDTO GENERATE INCREMENTAL GROWTH WE HAD ANOTHER SOLID YEAR FINANCIALLY IN2011 AS

SK TELECOM ANNUAL REPORT 2011 PARTNER FOR NEW POSSIBILITIES 58 59 our current expectations, assumptions, This MD&Asection contains “forward-looking statements”, asdefined consolidated subsidiaries. uncertainties, andthatalthoughwe are subject tovarious risksanduncertainties. We caution you tha otherwise requires, itsconsol Standards asadopted by Korea (K-IFRS). All references to“we”,“us” or “our” shallmeanSKTelecom Co., Ltd. and,unless the circumstances. conclude 20-F andotherfilings withtheU.S. Securities andExchange Commis could beincorrect. Risksanduncertainties a any of thoseassumptions could prove statements. We do notundertake torelease theresults of an specified, andare basedon ouraudited consolidated financial with ouraudited consolidated financialstatementsincluded in We solidified ourleadership position inthewireless busines Wireless andFixed-line Businesses Hynix) for KRW3.37trillion inFebruary 2012. In 2011,theKorean telecommunication industryexperienced continued rtarbqhadqrneLUMNrĎv`r`ooqnwhl`sdkx40.5%`rneCdbdladq2ė further solidification of ourmarket leadership. Ourshare of theKorean wireless market basedon thenumberof subscribers (i lhkkhnmčhmbktchmfrtarbqhadqrnelnahkduhqst`kmdsvnqjnodq`s on longtermevolution online sh open marketplac leadership inthesmartphone area while furtherenhancingourcompetitiveness infixed-line andplatform businessessuch asTs 2011 ishighlightedby maintainingourleadership position inthe 1. 2011OVERVIEW condition for thefiscalyear ended December31,2011,compared This Management’s Discussion & Analysis (MD&A)isprovided toenable re MANAGEMENT’S DISCUSSION & ANALYSIS the groundwork for global businessopportunities. We alsodive reinforced ourbusiness-to-businessservic business by sharingourteleco Our key platform businesses, including TStore, 11Street andTMap, allshowedstrong growth in2011. We plan togrow ourpla 2011. In addition,westrengthened ourco 2011. device line-up. OurIPEbusinessincluding ourmobile office servic established ourleadership among smartphone andtablet users by pr our platform businessdivision toberecognized for itstr In order toprovide more innovative Platform Businesses China canbea good example of growing opportunities globally. As partof ourgrowth identify andfoster newplatform businessestocreate newgrowth enginesfor SKTelecom inthefuture. various combinations. We andSKBroadband willcontinue todo rdquhbdr`mcoqnctbsr,rtbg`ratmckdcrdquhbdrbnlahmhmflnahk snfqnvok`senqlatrhmdrrdrf opping that wewillnecessarily e for mobile mall thatlinkswired andwireless strategy, wehave selectively soughtattractive opp (LTE) techn applications, in idated subsidiaries. References to“SKTelecom” shallmeanSKTelecom Co., Ltd., butshallnoti kna mmunication infrastr `kkxax achieve services thatgobeyond the ology were operation w believe to beinaccurate,and,asaresult, theforward-l estimates andprojections aboutourcompany andourindustry. Theforward-looking statem cdudkno any plansando es, including theIndustryProductivity Enhancement(IPE) business, andcontinued to our efforts tocreate newgrowth enginesfo thattheassumptionsonwhi ssociated withourbusinessare more fully launched andthenumberofsmartpho hmfmdvatrhmdrr ith SKBroadband tomaximize customerco shopping servic ucture withother ue value, wespunoff ourplatform business including TStore and11 bjectives orprojected financialresults referred toinanyofthefor s in2011. At theendof 2011,wereached asubscribernumberof rsified ourbusinessportfolio by takinga21.05%stake inSKHy y revisions of theseforward-l this annualreport. All amountsare inKorean Won (KRW) unless statements prepared inacco ourbesttoenhancesynergy andgrowth momentum for bothsides. traditional MNObusiness, andtoenhanc dognmd,ehwdc-khmdognmd,aqn`ca`mcHmsdqmds,UnHO`mcHOSUrd to thepreceding year. ThisMD&Asection should beread inconj nqr lncdkr.Sgddwo`mrhnmnentqSrsnqd`ookhb`shnml`qjdssnI` es utilizingourwireless infrastructure, hasalsogrown sig es), toSKPlanetourwholly-owne ,10ėė,tmbg`mfdceqnlCdbdladq2ė,10ė0. wireless businessby strengthening oursubscriberbaseandou čLUMNrĎsg`skd`rdntq t reliance on anyforward-looking statementinvolves risksan service providers and oviding reliable andfast LTE service andsecuringacompetit sion. Inlightof theseandotheruncertainties, you should in theU.S Securities Exchange Act of 1934,thatare based ortunities abroad. We are actively seekingvarious op strong growth inwireless Internetservices asservices ba ch ourforward-loo aders toassessourresults of operations andfinancial ne andtabletdevic r us. Leve ooking statementsbasedon thoseassumpti described inourlatestannualreport ooking statementstoreflect future rdance withInternational FinancialR nvenience andbenefits king statementsare basedare reasonab applicat mdsvnqjrĎ,vghbgvd raging ourtechn d subsidiaryes ion developer e shareh e usersincreased rapidly. older valueby e ological lea s. We willcont tablished in by develop adkhdud ward-looking nix (formerly nificantly in duhcdmbd dership, we portunities Street (an nclude its otherwise events or ncluding quhbdrhm o`m`mc eporting on Form Form on ing new October tore, an unction context nabling inue to tform build

ents 26.6 ons sed not ive We We on le, d r r Our consolidated netincome decreased 10.5%toKR trillion in2010andouroperating margin decreased 1.4%p to13.3%in2011andEBITDA margin decreased 0.3%p to28.3%in2011. the increase inourrevenue in2011,ourconsolidated operating inco to increases incostof goods sold anddepreciation andamorti Our consolidated operating expenses in2011increased by 4.1%to growth inournewbusinesses, such as Our consolidated revenue grew by 2.5%toKRW15.99trill (4) (3) (2) (1) Selected FinancialInformation (Consolidated basis) consolidated financialstatementsincluded inthisannualreport. The following selected consolidated financialinformation has PS&Marketing. line telephone services offered by SKBroadband various pl In addition, wederive revenue from businessesoperated our network by theircustomers andsubscribers. ¤Unhbdrdquhbdeddr,bnmrhr ¤Rhfm-toeddr,vghbg`qdhmhsh`krtarbqhoshnmeddrenqntqln   We earnrevenues principally from ourmobile 2. EXECUTIVE SUMMARY license fee) +Bonds payable &long-term borrowings We alsoderive revenue from interconnection fees paid tous EBITDA Revenue Income Statements Shareh Interest-bearing financialdebt Total liabilities Cash&marketable securities Total assets Balance Sheets Net income Operating income Debt-to-equity ratio Net income margin Operating margin EBITDA margin Financial Ratios Debt-to-equity ratio=Interes Interest-bearing financialdebt =Short-term borrow Cash &marketable securities =Cash&cashequivalent EBITDA =Operatingincome +Depreciation +R&D olders’ e (1) consisting of usage charges for wireless dataservices service. ut 24801,3. 2.6% 12,732.7 12,408.0 quity (4) t-bearing financialdebt/Shar (2) (3) shmfnelnmsgkxeddr,b`kkbg`qfdr the 11Street onlinesh related depreciation withintheR&Dexpense ings +Current portion of long-term debt (excluding current portion of long- service sales consisting of thefollowing: + marketable securities +short-term financialinstruments eholders W 1.58trillion in2011from KRW1.77trillion in2010. ’ equity ion in2011 from KRW15.60trillion in2010,primarily asaresult of s by ourconsolidated subsidiaries atform businessesconducted by SKPlanetandhandsetsales made by by otherfixed-line andwireless telecommunications providers for u been derived from, andshould beread inconjunction with,theau opping and short message service (SMS),which isalsoknownas“phone mail” zation expenses. As thegrowth ahkdrdquhbdr: ,`mcu`ktd-`ccdc`mcnsgdqrdquhbd me decreased by 6.8%toKRW2.13trillion in2011from KRW KRW13.86trillion from KRW13.31trillion in2010,due primar nblin fKWInbillions of KRW In billions of KRW mall, aswellanincrease inhandsetsalesby PS&Marketi 55921,8. 2.5% 15,988.3 15,599.2 07441,3. 8.5% 5.3% 11,633.3 24,366.0 10,724.4 23,132.4 ,0. ,9. -0.2% 67.5% -10.5% -6.8% 5,796.0 1.2% 2,725.2 1,582.1 2,131.5 5,805.0 4,518.0 1,627.1 1,766.8 2,285.9 4,464.8 68 55 -1.3%p 45.5% 46.8% 13 .%-1.4%p -1.4%p -0.3%p 9.9% 13.3% 28.3% 11.3% 14.7% 28.6% 0021 Change 2011 2010 , including broadband Internetandfixe of ouroperating expenses outpace term debt related topaymentof frequency eddr,`mcc`s`rdquhbdeddr trong se of dited 2.29 ng. , ily d- d

SK TELECOM ANNUAL REPORT 2011 PARTNER FOR NEW POSSIBILITIES 60 61 23,000 24,000 25,000 26,000 27,000 Subscribers &Market Share MVNO subscribers) was 50.6%asof December31,2011,unchanged from December31,2010. MVNOs thatlease SKTelecom’s networks). SKTelecom’s Korean wireless market share basedon thenumberof subscribers (includi new subscribers throughout theyear, andended theyear 2011w telecommunications service penetration rateof 105.5%. Despite The totalnumberof wireless subscribers inKorea was appr Subscribers &Market Share 2011 2010 Consolidated OperatingRevenue (inbillions of KRW) an increase inhandsetsales by PS&Marketing. 2010. Thisincrease wasattributa Our consolidated revenue in2011amountedtoKRW15.99trillion, 3. REVENUE Our consolidated totalassetsincreased 5.3%toKRW24.37trill of frequency lic from KRW10.72trillion asof December31,2010,due primarily to entity of handsetinstallmentreceivables. Consolidated total of newfrequency licenses, primarily resulting from ourincreased investment inwireless networks andanincrease inintangible assetsreflecting ouracqu December 31,2010,due to, among others, anincrease incashand consolidated debt-to-equity ratio improved to45.5%from 46.8%. as of December31,2011from KRW12.41trillion asof December31, 4001,0 50016,000 15,000 14,500 14,000 25,989 50.6% Q2 Q4Q 3Q 2Q 1Q enses inthe800MHzand1.8GHzranges2011.Total shar 26,269 50.8% partially offset by adecrease inaccountsrece ble tostrong grow 26,421 50.7% 15,599.2 26,553 50.6% th inournewbusinesses, suchas 15,500 15,988.3 liabilities increased 8.5%toKRW11.63trillion asof December 47.0 49.0 51.0 the saturatedwireless market inKorea, SKTelecom continued to oximately 52.5million asof December31,2011withawireless ion asof December31,2011compared toKRW23.13trillion asof ith approximately 26.6million subscribers (including subscribers an increase of KRW389.1billion, or 2.5%, from KRW15.60tril an increase inlong-term payables asaresult of ouracquisit marketable securities, anincrease inproperty andequipment 2010, due primarily toanincrease inretained earnings. Our ivable resulting from thechangingof thepurchasing eholders’ e the 11Street online quity increased 2.6%toKRW12.73trilli Operating Revenue Market Share (%) Subscribers (inthousands) shopp ing mall,aswe 31, 2011 lion in isition add ll as ion ion of of ng on on

33,000 36,000 39,000 42,000 45,000 Total ARPU &MOU decrease wasduetodecr SK Telecom’s average revenue peruser(ARPU) permonth decreased by 3.1%toKRW40,374in2011from KRW41,674in2010.This ARPU andMOU The averag increases inaverage monthly ARPU from data line telephone service, (iii)revenue from corporate dataservic The consolidated revenue of SKBroadband consists of (i)rev Subsidiaries increase inthenumberof users whohave multiple wireless devices, aswellanincrease intheuseof free text messagingse billion in2010,primarily due toanincrease insales of smartphones. PS&Marketing’s revenue, which ismostlyderived from sales of hands of subscribers. telephone subscribers, withamarket share inKorea of subsidiaries increased 8.2%toKRW2.31trillion in2011from KR of December 31, 2011,SKBroadband hadapproximately of December 31, 4.2 million corporate dataservices, aswellslight 00Oeal1 Q3Q 2Q 1Q 2010 Overall e monthlyMOUdecreased 3.0%to193 41,674 199 40,393 eases in 191 *

ARPU includes SKTelecom (non-consolidated) andSKPlanet average mo 40,738 197 increases inrevenues from broadband Int service andnewbusines nthly ARPU from nthly ARPU 40,626 minutes in2011from 199minutesin2010,which 190 23.5% and13.3%(14.6%ifincluding VoIP), respectively, basedon thenu voice servic es and(iv)otherrevenues. Therevenue of SKBroadband andit 39,889 W 2.14trillion in2010,primarily due toanincrease inrevenu 4Q 192 enue from broadband Internetserv

* broadband Internetaccesssu ets, increased 46.1%toKRW1.08trillion in2011from KRW7 s andotherrevenue. e, interconne 2011 Overall 40,374 193 ernet service andfixed-line * ction 150 175 200 fees andsign-upfees, partiallyoffs bscribers and4.2million fixed-li webelieve ice, (ii)revenue from fixed- MOU (outgoing) (mins.) Total ARPU (inKRW) telephone servi wascausedby an rvices. ce. As e from et by mber 38.3 ne s

SK TELECOM ANNUAL REPORT 2011 PARTNER FOR NEW POSSIBILITIES 62 63 2010. 2010. With aneffective taxrateof 27.4%, ourconsolidated netinc On aconsolidated basis, werecorded netotherincome of KRW 2011 from KRW4.46trillion in2010. sold, an8.1%increase indepreciation andamortization expenses revenue. Theincrease inourconsolidated operating expenses was attributable, among others, toa49.7%increase incostof go operating margin decreased to13.3%in2011from 14.7%in2010,asour Our consolidated operating income decreased 6.8%toKRW2.13 (4) (2) (1) Income Statements(Consolidated) 4. PROFITABILITY eeu 5592100.0 85.3 15,599.2 13,313.3 Operating expenses Revenue (3) Ohr ,9. .%12257.7% 2.3% 6.0% 1,232.5 374.3 959.3 8.9% 7.9% 14.7 3.0% 2.2% 4.1% 1,390.8 2,285.9 1,264.1 474.0 338.4 640.9 8.4% 2.8% 1,316.3 437.8 Operating income Others Cost of goods sold Advertising Rent Leasedlineandfrequency license fees Network Depreciation andamortization interconnection Commissions paid Labor cost Fnnile pne 4. .%3382.2% 0.5% 2.8% 0.2% 343.8 86.3 442.3 39.1 2.8% 3.1% 0.3% 0.3% 441.6 477.2 14.9 45.2 41.8 2,318.1 Income from continuing operations before income taxes Losseson equity-methodinvestments Gainson equity-methodinvestments Financial expenses Financial income Net other income noetxs54535 9. 3.7% 599.1 0.0% 11.3 3.5% (1.7) 1,766.8 544.5 0.0% (6.7) Net income Income (loss) from discontinued operations Income taxes EBITDA EBITDA =Operatingincome +Depreciation +R&D Excludes R&Drelated depreciation Includes marketing commissions andothercommissions Labor cost=Salaries +Provisions for severance benefits (4) (1) (2) (3) related depreciation withintheR&Dexpense nblin fKWInbillions of KRW In billions of KRW 51.3 billion in2011compared tonetotherincome of KRW32.2bill trillion in2011from KRW2.29trillion in2010andourconsolidat ,6. 28.6 4,464.8 ,5. 38 ,3. 14.6% 35.3% 7.3% 2,331.3 5,646.4 1,173.2 13.8% 35.9% 6.8% 2,155.8 5,598.0 1,067.8 ome was KRW1.58trillion in2011,compared toKRW1.77tri . Ourconsolidated EBITDA increased 1.2%toKRW 4.52trillion 6. .%4172.5% 401.7 2.4% 367.3 2202 130.3% 51.3 0.2% 32.2 00%o eeu 01%of Revenue 2011 %of Revenue 2010 operating expenses grew ataratehigherthanthatof ou % % % % % % 5983100.0 15,988.3 386886.7 13,856.8 ,1. 28.3 4,518.0 ,3. 13.3 2,131.5 ,8. 13.7 2,182.9 ,8. 9.9 1,582.1 llion in ion in in ion ods % % % % % % ed in r 2011 2010 Operating Expenses(inbillions of KRW) for newsubscribers, decreased in2011due primarily toadecrease monthly commissions andretention commissions. Theinitialco receivables. Such increase was partiallyoffset by aslightdecrease inourmarketing commissions, which include initialcommi was primarily due toanincrease incommissions paid in 0.9% increase from theprevious year. Thisincrease incommissions paid, which include marketing commissions andothercommiss On aconsolidated basis, commissions paid accountedfor 35.3% the fullyear 2011of newsubsidiaries established inthesecond in wireless networks andacquired additional frequency licens increased handsetsales by PS&Marketing, (ii)anincrease indepreciation andamortization expenses asweincreased ourinvestm in 2010.Theincrease inconsolidated operating expenses was primarily due to(i)anincrease incostof goods sold resulting Our consolidated operating expenses for 2011amountedtoKR Operating Expenses purchases of handsetsincreased in2011due subscribers. Monthly commissions thatwepaytoourauthorized attributable primarily toareduction intaxexemptions for capital expenditures in2011. Our consolidated provision for income taxincreased 10.0%to Income Tax due toanincrease inmediaadvertisements. licenses. Ourconsolidated advertising costsincreased 10.6%to primarily tothegrowth of ourleased linebusiness, theexpansion fee rates. Leasedlineandfrequency license fees increased in 2010.Thisdecrease was primarily attributable toadecrease inSMSusage by oursubscribers anddecrease ininterconnectio Our consolidated interconnection expens maintenance. which include handsetsubsidies for ourexisting subscribers tax ratealsoincreased 3.9%p to27.4%in2011from 23.5% in2010. for thefullyear 2011of consolidated labor costincreased 9.9%toKRW1.17trillion in2011from KRW1.07trillion in2010,due primarily tothereflec from KRW640.9billion in2010,primarily due toanincrease inhandsetsales by PS&Marketing, ourconsolidated subsidiary. Ou our acquisition of additional frequency lic to KRW2.33trillion in2011from KRW2.16 Our consolidateddepreciat changes handsets. who received handsetsubsidies, which more thanoffset adecr which agree tooffer benefitstooursubscribers, increased in2011,due primarily toanincrease inthenumberof existing sub ,0 ,0 14,000 7,000 3,500 0 labor costsof newsubsidiaries ion andamortization ,9. 2,155.8 5,598.0 5,646.4 es amountedtoKRW1.26trillion in2011,representing a4.0%decrease from KRW1.32tri enses. Ourconsolidated costof goods sold increased 49.7%toKRW959.3billion in trillion in2010,due principally toanincrease inourinvestment inwireless netwo to, among others, anincrease inoursubscriberbase.Theretention commissions pa excluding research 2,331.3 connection withthechangingof 1,316.3 1,264.1 established inthesecond halfof 2010for customer service andnetwo es and(iii)anincrease inlabor costwhich reflected thelabor c KRW 599.1billion in2011from KRW544.5billion in2010.Oureff 8.3%toKRW474.0billion in2011from KRW437.8billion in2010, and expenses relating toourallianc mmissions paid, which include ease intheamountof handsetsubsidy paid toeachsubscriberwho W 13.86trillion, representing a4.1%increase from KRW13.31trilli of ourtotalrevenue atKRW5.65trillion in2011,which represen 1,067.8 half of 2010for customer s KRW374.3billion in2011from KRW338.4billion in2010 prima 1,173.2 dealers for acertainperiod of of ourdatacapacityandacquisition of additional frequ and deve insubsidy paid persubscriber, aswelladecrease innew The increase inincome taxexpense andeffective taxratea 640.9 10,500 959.3 lopment related depreciat 2,534.5 2,482.5 thepurchasing entityof handsetintall ervice andnetwork maintenance. handsetsubsidies andotherincent time afternewsubscriptions or e arrangements withbusinesses ion e Others Cost of GoodsSold Labor Cost Network Interconnection Depreciation and Amortization Commissions Paid xpenses increased 8.1% scribers rks and osts for ssions, ssions, ective ted a 2011 ency ment new ions, ions, due from ives llion llion tion tion ent rily on on id, rk re re n r

SK TELECOM ANNUAL REPORT 2011 PARTNER FOR NEW POSSIBILITIES 64 65 0 2,000 4,000 6,000 8,000 Current Assets (inbillions of KRW) consisting of long-term investment securities 31, 2010,primarily due toouracquisition of frequency licens consolidated intangible assetsincreased 58.9%toKRW3.0trill 31, 2011,from KRW8.15trillion asof December31,2010,primarily due trillion asof December 31,2010.Ourconsolidated property an On aconsolidated basis, wehadnon-current assetsof KRW Non-Current Assets of thepurchasing entityof handsetinstallmentreceivables. other) amountedtoKRW2.73trillion, a39.0%decrease from the purchasing entityof handsetinstallmentreceivables. As of Dec 67.5% toKRW2.73trillion asof December31,2011,from KRW as of December31,2010.Ourconsolidated cashandmark On aconsolidated basis, wehadcurrent assetsof KRW6.12t Current Assets 5. FINANCIALSTRUCTURE in Posco. acquisit 2.93 trillion asof December31,2011from KRW2.89trillion Other Current Assets Inventories Short-Term Loans Accounts Receivable (trade andother) Cash &Marketable Securities ion ofshares of 1,627.1 4,481.2 2010 301.5 94.9 149.2 KBFinancialGroup andSKIndustrial 2,732.0 2,725.2 2011 340.3 100.4 219.6 , investments inassociatesandlo KRW 4.48trillion asof December31,2010,due primarily tothecha as of December31,2010.Thisincrease was mainlyattributable to 18.25 trillion asof December31,2011,a10.7%increase from KRW16. etable securities (including short-term financialinstruments)increase es inthe800MHzand1.8GHzranges in2011.Ourinvestment ass rillion asof December31,2011,an8.1%decrease from KRW6.65tri Develop 1.63 trillion asof December31,2010,primarily due tothechangi ion asof December31,2011,from KRW1.88trillion asof Decemb d equipment increased 10.8%toKRW9.03trillion asof December ember 31,2011,ourconsolidated accountsreceivable (trade 0 5,000 10,000 15,000 20,000 Non-Current Assets (inbillions of KRW) ment, partiallyoffsetby to anincrease inourinvestment inwireless networks. Other Non-Current Assets Investment Assets Intangible Assets Property &Equipment 8,153.4 1,885.0 2,885.4 3,554.6 ng-term financialinstruments, increased 1.6%to 002011 2010 9,031.0 2,995.8 2,930.2 3,291.6 the lossonvalua tion of ourinv estment nging ng of KRW and Our our llion llion ets, 48 er d On aconsolidatedbasis, ourtotalshar Shareh of December31,2011from KRW5,805.0billion asof December31,2010. KRW 2.14trillion in2010. Such increase was primarily attributable On aconsolidated basis, wespentapproximately KRW 6. CAPITAL EXPENDITURE -3,000 0 3,000 6,000 9,000 12,000 Shareh 2011 2010 Interest-Bearing Debt(inbillions of KRW) Our consolidated totalinterest-be 54.8 billion asof December31,2010asaresult of ouracquisition as of December31,2010,due mainlytoanincrease inlong-term paya On aconsolidated basis, wehadKRW11.63trillion of to Interest-Bearing Debt earnings toKRW11.64trillion asof December31, increase of 2.6%from KRW12.41trillion asof December31,2010.Thisincrease was attributable primarily toanincrease inr speeds, improve ourCDMAnetwork qualityandbuild ournewLTE network. related investment in2011was usedtoexpand andupgrade our Retained Earnings olders' E olders’ ,0 ,0 6,000 3,000 1,500 0 523.7 0. ,4. 3,229.0 1,542.4 700.7 10,721.2 Equity quity (inbillionsofKRW) 44.6 ,8. 3,658.5 1,386.8 Share Capital aring debt, which does notinclude frequency li 2010 eholders’ e -79.0 2011 from KRW10.72trillion asof December31,2010, quity asofDecember31,2011amountedtoKRW12.73trillion,representing an 2.96 trillion for capital expenditures in2011,representing a38.2% increa 643.1 tal liabilities asof December31,2011,an8.5%increase from KRW10.7 Share Premium of frequency licenses inthe800MHzand1.8GHzranges in WCDMA network toprocess incre toanincrease inournetwork-related investment. Ournet bles toKRW847.5billion asof December31,2011from KRW 4,500 Our debt-to-equity ratio decreased to45.5%from 46.8%. 11,642.5 cense fees, decreased 0.2%toKRW5,796.0bill Reserves 323.9 236.0 44.6 asing datatransmission atfaster 2011 -285.3 Long-Term Borrowings Corporate Bonds Current Portion of Long-Term Debt Short-Term Borrowings 260.1 2 trillion etained se from ion as as ion 2011. work-

SK TELECOM ANNUAL REPORT 2011 PARTNER FOR NEW POSSIBILITIES 66 67 Financial Statements (Continued) DECEMBER 31,2011,2010 AND JANUARY 1,2010 CONSOLIDATED STATEMENTS OFFINANCIALPOSITION eerdicm a ses 866 0,6 2758196,442 91,424 82,490 227,578 490,084 15,751,883 105,915 211,669 4,655 95,565 18,248,557 106,860 567,762 16,478,397 203,382 245,218 16,894,756 84,323 28,646 5,393 411,509 2,585,933 250,333 314,658 6,584 233,997 7,795,423 1,195,170 232,975 81,109 2,995,803 449,906 527,106 271,086 9,030,998 1,384,605 1,884,956 1,327,531 7,628 2,004,218 761,735 197,307 8,153,413 1,204,692 1,537,945 63,902 117 212,742 189,547 8,027,678 549,913 TOTAL 5,280,518 ASSETS 1,680,582 74,029 102,028 Total 219,590 6,565 6,117,479 2,443,978 Non-Current Assets Other Deferred income taxassets 6,653,992 149,223 119,422 118,200 Long-term derivative assets 81,855 6,441,968 119,317 Guarantee Long-term prepaid 182,091 expenses 845,545 65,391 deposits Long-term accountsreceivable -other 94,829 Long-term loans, net 172,225 979,564 Intangible assets Goodwill 400,531 Investment Property andequipment, net 567,152 property Investments inassociates Long-term investment securities 376,722 Long-term financialinstruments 471,970 NON-CURRENT ASSETS Total Current Advanced paymentsandother Assets Inventories, net Derivative assets Prepaid Accountsreceivable -other, net expenses Short-term loans, net Accountsreceivable -trade, net Short-term investment securities Short-term financialinstruments Cashandcashequivalents CURRENT ASSETS ASSETS \ 23,336,724 \ January 1, 905,561 ,3,3 ,3,4 ,4,3 1,510,516 1,736,733 1,736,6491,749,933 ,2,7 ,3,4 9886784,494 1,573,733 908,836 2,421,874 2,531,847 1,832,967 1,949,3971,823,170 3903,6 31819,965 43,900 37,16823,128 86,689 75,941 94,924 100,429 2010 4,3 127,784 -148,038 - \ December 31, 23,132,389 \ 659,405 2010 \ December 31, \ 43606$21,032,401 24,366,036 ,5,9 $1,424,941 1,650,794 Korean won / Inmillions 2011 Translation intoU.S. dollars December 31, / Inthousands 2011 DECEMBER 31,2011,2010 AND JANUARY 1,2010 CONSOLIDATED STATEMENTS OFFINANCIALPOSITION(CONTINUED) oa qiy1,4,4 1,0,9 27279 10,990,686 12,732,709 (246,307) 924,323 12,407,999 10,049,655 11,848,045 (285,347) 1,070,828 11,642,525 (78,953) - 1,078,008 10,041,715 10,721,249 4,281,171 1,151,755 167,876 9,563,940 11,633,327 66,435 74,183 4,959,737 122,884 10,724,390 - 11,488,679 4,522,220 76,966 85,941 183,144 142,361 731,546 6,105,901 2,787,233 112,227 14,761 212,172 76,098 67,870 TOTAL 847,496 LIABILITIES AND EQUITY 121,097 3,229,009 279,544 Total 241,892 34,495 5,760,544 75,172 Equity 54,783 53,659 102,612 323,852 3,658,546 Non-controlling interests Reserves 6,673,590 274,876 Retained 235,968 170,953 4,453,300 earnings 118,876 Share 6,202,170 premium Share 844,640 4,009 capital EQUITY 1,435,340 121,864 251,006 5,382,778 4,645 Total Liabilities 1,662,841 290,791 Total Non-Current Liabilities 168,659 96,364 1,301,577 15,393 Long-term advanced receipts andother 311,365 1,601,231 195,391 1,507,877 Long-term Long-term derivative liabilities 36,318 341,538 provisions 1,262,383 Retirement benefitobligation Financelease liabilities 1,434,329 195,777 Long-term unearnedrevenue Long-term payables -other 1,307,236 164,314 Long-term Bonds payable, net borrowings NON-CURRENT LIABILITIES Total Current Liabilities Advanced receipts andother Current portion of long-term debt, net Provisions Derivative liabilities Unearned Income taxpayable revenue Accrued expenses Withholdings Accountspayable -other Accountspayable -trade Short-term borrowings CURRENT LIABILITIES LIABILITIES AND STOCKHOLDERS' EQUITY \ 23,336,724 \ January 1, 554,469 1,3 4,5 6,6 224,483 919,835 643,056260,064 516,382 652,889657,198 567,284 428,882 395,503 259,871293,725 253,539 419,816 677,480744,673 642,791 288,455 408,261496,860 44,639 38,532 77,709 60,07541,940 36,202 2010 \ December 31, 23,132,389 \ 523,710 2010 \ December 31, 2,6,3 $21,032,401 24,366,036 \ 0,1 $604,845 700,713 Korean won / Inmillions 2011 Translation intoU.S. dollars December 31, / Inthousands 2011

SK TELECOM ANNUAL REPORT 2011 PARTNER FOR NEW POSSIBILITIES 68 69 YEARS ENDEDDECEMBER31,2011 AND 2010 CONSOLIDATED STATEMENTS OFINCOME Revenue OPERATING REVENUE ercainadaotzto 21585231282,012,316 2,331,268 2,155,815 Other Cost of goods sold Rent Advertising Leased line Network Depreciation andamortization interconnection Commissions paid Labor cost OPERATING EXPENSES Sub-total Other NOE(OS RMDSOTNE PRTO 676 162 (1,461) 1,367,083 517,128 (74,476) 33,777 (1,692) 1,583,765 599,093 (86,280) 39,131 (6,726) 1,773,561 1,884,211 544,530 (45,242) 41,828 2,182,858 2,318,091 NET INCOME INCOME (LOSS) FROM DISCONTINUEDOPERATION INCOME FROM CONTINUINGOPERATION INCOME TAX FOR CONTINUINGOPERATION INCOME FROM CONTINUINGOPERATION BEFORE INCOMETAX Equity inlosses of affiliates Equity inearnings of affiliates Financial costs Financial income OPERATING INCOME Sub-total DILUTED NETINCOMEPERSHARE(InKorean won andU.S. dollars) (InKorean won andU.S. dollars) DILUTED NETINCOME PERSHAREFROM CONTINUINGOPERATION NET INCOMEPERSHARE(InKorean won andU.S. dollars) (InKorean won andU.S. dollars) NET INCOMEPERSHAREFROM CONTINUING OPERATION Non-Controlling interests Controlling interests ATTRIBUTABLE TO \ \ \ \ \ 15,518,637 1,766,835 1,766,835 \ \ 333211,5,2 11,961,000 13,856,820 13,313,251 13,800,844 15,988,278 15,599,162 25,598 25,653 ,8,1 ,3,5 1,839,844 2,131,458 2,285,911 ,9,7 ,3,7 1,063,857 1,232,479 1,091,160 4,873,930 1,390,774 1,012,729 1,264,109 5,646,448 1,173,247 1,316,296 5,598,044 1,067,820 ,4,1 ,1,8 1,392,222 1,612,889 1,841,613 4163 3376 (296,742) (343,776) (441,623) 24,942 24,995 7,7)(086 (26,600) (30,816) (74,778) 7,1 4,2 381,808 442,325 828,033 346,747 477,217 323,063 409,165 959,276 401,706 374,269 474,018 640,933 367,292 338,447 437,830 0554,2 42,925 49,729 80,525 00 012011 2011 2010 (except for pershare data) \ \ \ \ \ \ \ 59859$13,757,919 15,938,549 15203$1,365,622 1,582,073 15203$1,365,622 1,582,073 2,2 $19.18 $19.20 22,223 22,238 $19.72 $19.74 22,848 22,864 Korean won / Inmillions (except for pershare data) Translation intoU.S. dollars / Inthousands YEARS ENDEDDECEMBER31,2011 AND 2010 CONSOLIDATED STATEMENTS OFCOMPREHENSIVEINCOME NET INCOME cura an lse)o eieetbnftolgtos 447 2,7)(21,817) (25,275) (374,230) (4,497) (433,546) TOTAL COMPREHENSIVEINCOME (204,325) Sub-total Actuarialgains(losses) on retirement benefitobligations Foreign-based operations' translation adjustment Gain(loss) on valuation of derivatives Share inothercomprehensive inco Unrealized losses on valuation of available-for-sale financialassets OTHER COMPREHENSIVEINCOME Non-controlling interests Controlling interests TOTAL COMPREHENSIVEINCOME ATTRIBUTABLE TO me of investments inassociates \ \ \ 1,479,551 1,479,551 1,766,835 ,6,7 ,0,7 1,041,500 1,206,577 1,560,572 2724 3105 (337,578) (391,085) (287,284) 7,1)2,3 25,236 29,236 (76,613) 8,2)(559 (13,456) (15,589) (81,021) 149 06335,109 40,673 (1,459) 30 213 (1,876) (2,173) (390) 00 012011 2011 2010 (except for pershare data) \ \ \ 15203$1,365,622 1,582,073 11098$1,028,044 1,190,988 11098$1,028,044 1,190,988 Korean won / Inmillions (except for pershare data) Translation intoU.S. dollars / Inthousands

SK TELECOM ANNUAL REPORT 2011 PARTNER FOR NEW POSSIBILITIES 70 71 YEARS ENDEDDECEMBER31,2011 AND 2010 CONSOLIDATED STATEMENTS OFCHANGESINSTOCKHOLDERS' EQUITY aac,Dcme 1 01Balance, December 31,2011 - - (208,012) Changes - (208,012) (208,012) Treasury - in 4,598 - 4,598 - - stock subsidiaries 10,635 (670,519) 1,612,889 - - Net Cash (2,226) 15,233 - 1,612,889 (668,293) 1,582,073 (668,293) income dividends (30,816) aac,Jnay1 01Balance, January 1,2011 Balance, December 31,2010 - - - (210,356) - (210,356) Changes (210,356) 7,275 Treasury - - (29,198) (36,473) in - - stock (36,473) - 1,841,613 - - Net Cash subsidiaries (680,043) - 1,841,613 (680,043) 1,766,835 (680,043) income dividends (74,778) aac,Jnay1 00Balance, January 1,2010 (In millions of Korean won) Effect of change in Total comprehensive noet xr t 290 290 - (2,980) - income (2,980) - (2,980) - - tax 1,589,569 income 1,206,577 1,190,988 rate (382,992) (15,589) (loss) Total comprehensive income (loss) - - - 1,837,352 income 1,560,573 1,479,551 (276,779) (81,022) (loss) noe-----(330 3292 4632 15,227 (406,312) (391,085) - - (382,992) (23,320) income Other comprehensive noe-----(,6)(7,7)(8,4)(,4)(287,284) (6,244) (281,040) - - (276,779) (4,261) income Other comprehensive \ \ \ \ Common 44,639 44,639 44,639 44,639 stock \ \ \ \ 2,915,887 ( 2,915,887 ( 2,915,887 ( 2,915,887 ( surplus Paid-in \ \ \ \ ,1,5)( 2,410,451) ,0,3)( 2,202,439) ,0,3)( 2,202,439) ,9,8)( 1,992,083) Treasury Share premium stock of treasury \ \ \ \ disposal Loss on 885 ( 18,855) 585 ( 15,875) 585 ( 15,875) 585 ( 15,875) tc Other stock \ \ \ \ 771,928) 776,526) 776,526) 4,5)740,053) \ \ \ \ 11,642,525 10,721,249 10,721,249 9,563,940 Retained annsReserves earnings \ \ \ \ 260,064 643,056 643,056 919,835 \ \ \ \ 11,661,881 11,329,991 11,329,991 10,696,290 Controlling Interests \ \ \ \ controlling 1,078,008 1,078,008 1,151,755 1,070,828 interests Non- \ \ \ \ 12,407,999 12,407,999 11,848,045 12,732,709 holders' Stock- equity Total

YEARS ENDEDDECEMBER31,2011 AND 2010 CONSOLIDATED STATEMENTS OFCHANGESINSTOCKHOLDERS' EQUITY aac,Jnay1 01$852 25690 $,0,1)(1,0)(6026 92443 $555,076 $9,254,423 ($670,286) ($13,703) ($1,901,112) $2,516,950 $38,532 Balance, January 1,2011 (578,782) (In thousandsof U.S. dollars) - Cash (1,921) - (576,861) (576,861) dividends aac,Dcme 1 01$38,532 Balance, December 31,2011 Changes - in 3,969 - 3,969 - - 9,179 subsidiaries 1,392,222 - 13,148 Net 1,392,222 1,365,622 income (26,600) Tesr tc - 1953 - - 1953 (179,553) - (179,553) - - - - (179,553) - - Treasury stock Total comprehensive Effect of change in income (loss) noetxrt - (,7)- - 252 (2,572) - (2,572) - - - (2,572) - - - income taxrate noe-----(019 3053 3072 13,144 (350,722) (337,578) - - (330,593) (20,129) income Other comprehensive Common stock - 1,372,093 1,041,500 1,028,044 (330,593) (13,456) 25690(20065 $625 $6,1)$10,049,655$224,483 ($666,317) $10,066,363 $924,323 ($16,275) $10,990,686 $2,516,950 ($2,080,665) surplus Paid-in Treasury Share premium stock of treasury disposal Loss on tc Other stock Retained annsReserves earnings $9,779,880 Controlling Interests controlling $930,521 interests Non- $10,710,401 holders' Stock- equity Total

SK TELECOM ANNUAL REPORT 2011 PARTNER FOR NEW POSSIBILITIES 72 73 (Continued) YEARS ENDEDDECEMBER31,2011 AND 2010 CONSOLIDATED STATEMENTS OFCASHFLOWS Net Cashgenerated from operating activities income CASH FLOWS FROM OPERATING ACTIVITIES ahotlw rmaqiiin2,1 25371,241 11,960 2,651 3,459 82,533 514,856 74,480 13,856 207,143 3,071 ( 4,007 26,814 596,461 86,285 2,555,508 36,549 6,488 201,285 239,975 10,778 128,032 35,260 279,021 2,960,556 233,189 1,991 736,105 7,516 57,209 355,853 323,246 - 2,142,309 29,196 221,308 3,558 55 412,256 66,277 NetCashUsedinInvesting Activities 150,447 3,309 - 33,824 5,508 Sub-total 4 Cashoutflows from acquisition 4,122 88,682 Cashoutflows from transaction of derivatives 42,736 Increase inothernon-current assets 167,942 30,382 Increase inlong-term loans 3,833 17,823 Acquisition of intangible assets 6,381 2,381 Acquisition of goodwill 1,255 5 Acquisition of investment property 194,561 221,550 35,197 Acquisition of property andequipment Acquisition of 107,898 associates 6,826 Acquisition of long-term investment securities 58,873 Increase inlong-term financialinstruments 216,857 256,666 Increase inshort-term loans 5,443,587 3 94,254 Increase inshort-term financialinstruments, net 125,000 Cashoutflows for investing activities: 630,030 6,306,395 168,260 Sub-total Cashinflows from acquisition Cashinflows from transaction of derivatives 4,343,405 Decrease inothernon-current assets 2,784,361 Collection of long-term loans Proceeds from disposalof intangible assets Proceeds from disposalof property andequipment Proceeds from disposalof associates 3,225,682 Proceeds from sales of long-term investment securities 1,881,936 Decrease inlong-term financialinstruments Collection of short-term loans Decrease inshort-term investment securities, net 3,089,520 2,180,223 Cashinflows from investing activities CASH FLOWS FROM INVESTING ACTIVITIES NetCashProvided by Operating Activities 277,352 Income taxpaid Interest paid Dividends received Interest received Sub-total Changes inassetsandliabilities related tooperating activities Adjustments for income andexpenses \ \ ,3,3)( 2,339,032) 1,766,835 ,7,3 ,6,2 4,285,651 4,964,927 3,578,330 626,556 725,866 1,239,298 6,031,919 6,987,978 5,133,707 6646 5127 (493,066) (260,364) (571,217) (301,632) (666,436) (364,704) 0,4 5,4 135,300 156,745 208,444 2343,2 29,798 34,521 32,394 00 012011 2011 2010 ,7 1,706 1,976 - \ \ ,3,6)($3,659,095) 4,239,061) ,8,7 $1,365,622 1,582,073 Korean won / Inmillions Translation intoU.S. / Inthousands dollars translation of Korean won amountsinto YEARS ENDEDDECEMBER31,2011 AND 2010 CONSOLIDATED STATEMENTS OFCASHFLOWS representations thattheKorean won amountscould beconv Reserve Bankof New York on thelastbusinessdayof theperiod rate of Note: Theaccompanying financialstatementsare statedinKorean QIANSHL NFRINCREC 447 ,7 2,909 3,370 (931,649) 569,189 179,553 (4,407) 22,256 852,843 - 726,940 (1,079,315) 659,405 442,276 208,012 25,783 988,019 (2,246,122) 842,160 905,561 512,377 193,855 252,259 - - (241,749) 605,140 974,996 79,730 200,000 4,980 224,581 CASH AND CASHEQUIVALENTS AT ENDOFTHEPERIOD EQUIVAENTS HELDINFOREIGN CURRENCY 30,910 EFFECTS OFEXCHANGE RATE 1,129,533 CHANGESONCASH AND CASH 92,367 739,334 5,769 CASH AND CASHEQUIVALENTS AT BEGINNING OFTHEPERIOD NET INCREASE(DECREASE) INCASH AND CASHEQUIVALENTS 149,308 NetCashUsedinFinancing Activities 108,044 6,452 Sub-total Cashoutflows from transaction of derivatives Acquisition of treasury stock Payment of dividends Repayment of long-term borrowings Repayment of bonds payable Repayment of current portion of long-term debt Repayment of short-term borrowings Cashoutflows for financingactivities: Sub-total Increase inequityof consolidated subsidiaries Proceeds from long-term borrowings Issuance of bonds payable Proceeds from short-term borrowings Cashinflows from financingactivities: CASH FLOWS FROM FINANCING ACTIVITIES: \ 1,130.60 toUS$1.00,theNoon BuyingRate intheCityof New York for U.S. dollar amountsisincluded solely for theconvenience of readers of financialstate erted intoU.S. dollars atthator anyotherrate. ended December31,2010.Such translations intoU.S. dollars sh won, thecurrency of thecountry cable transfers inKorean won ascertified for customs pu \ ,0,2 ,8,0 2,141,741 2,481,206 2,509,926 659,405 \ 8,8 6,9 576,861 668,293 1,210,092 682,283 1,401,891 263,804 in which theCompany isincor - 00 012011 2011 2010 \ \ ,5,9 $1,424,941 1,650,794 Korean won / Inmillions 1422$150,386 174,222 ments andhasbeenmade atthe porated andoperates. The ould notbeconstrued as rposes by theFederal Translation intoU.S. / Inthousands dollars

SK TELECOM ANNUAL REPORT 2011 PARTNER FOR NEW POSSIBILITIES CORPORATE MILESTONES

Mar. 1984 Established as Korea Mobile Jun. 1998 Subsidiary SK Telink launched Jun. 2001 Signed USD 1 million CDMA Mar. 2003 Signed contract with China Jun. 2004 Launched automatic roaming Dec. 2005 Received presidential citation Telecommunications Services 00700 international call services. consulting agreement with China Unicom to establish a joint service in Israel. in recognition of win-win Co., Ltd. Dec. 1998 Subsidiary SK Teletech launched Unicom covering network design, venture in China. Jul. 2004 Launched integrated wired and partnerships with small, medium, its SKY handsets. optimization, and other areas of Apr. 2003 Publicly demonstrated commercial wireless Cyworld portal. and large enterprises. Apr. 1988 Designated as a public CDMA technology. Wireless Internet Platform for Jul. 2004 Exceeded USD 10 million in telecommunications service Mar. 1999 Ranked No. 1 on National Interoperability (WIPI) service. export sales for ColorRing cellular Apr. 2006 Signed "U-Campus" agreement operator. Customer Satisfaction Index in Jun. 2001 Established USD 10 million May 2003 Merged with SK IMT. ringback tone solution. with Ewha Womans University. mobile communications service joint venture fund with Hewlett- May 2003 Launched CDMA automatic Aug. 2004 Exported wireless Internet May 2006 Launched Helio, a national MVNO Oct. 1989 Listed on Korea Stock Exchange category. Packard. roaming service in Thailand and platforms to Kazakhstan. joint venture with Earthlink in following a KRW 6.4 billion initial Jul. 1999 Launched TTL, a cellular service Aug. 2001 Completed development of Saipan. Sep. 2004 Announced strategic partnership the U.S. public offering. targeting the youth market. world’s first CDMA2000 1x video Jun. 2003 Implemented Rainbow customer with Kookmin Bank to provide May 2006 Introduced "3G+" service brand Oct. 1999 Surpassed 10 million cellular telephony service. care program for cellular M-Bank service. for the world’s first commercial Apr. 1992 Surpassed 1 million paging subscribers. Sep. 2001 Launched Moneta, a smartcard- subscribers. Oct. 2004 Formed Ubinet consortium for HSDPA service and handset. service subscribers. based mobile payment service in Jul. 2003 Launched commercial CDMA BcN pilot project. Mar. 2000 Formed strategic alliances affiliation with 5 major domestic cellular service in Vietnam. Oct. 2004 Surpassed 100,000 S-Fone Jun. 2006 Purchased USD 1 billion of China Jun. 1994 SK Group became majority with small and medium-sized credit card firms and Jul. 2003 Received the corporate service subscribers in Vietnam. Unicom convertible bonds. shareholder. telecommunications carriers SK Corporation. governance award from the Korea Nov. 2004 Launched MelOn, a wired and Jun. 2006 Launched WiBro access in to co-develop core IMT-2000 Oct. 2001 Launched , a wired and Corporate Governance Service. wireless integrated music portal selected areas of Seoul.

75 Jan. 1995 Surpassed 1 million cellular technology. wireless integrated portal service. Jul. 2003 Purchased 2.48 million Posco service. Jul. 2006 Launched "T", a master mobile NEW POSSIBILITIES FOR PARTNER phone and 4 million paging Mar. 2000 Completed development of world’s shares held by SK Corporation. Nov. 2004 Launched cellular ringback tone telecommunications brand. service subscribers. first IMT-2000 core components. Jan. 2002 Merger with Shinsegi Telecom Aug. 2003 Surpassed 1 million subscribers service business in the U.S. Jul. 2006 Stopped providing adult Feb. 1995 Unveiled "MOVE 21", a vision for Mar. 2000 Ranked No. 1 on National approved by Ministry of for June service on CDMA 2000 content on services as part of the 21st century. Customer Satisfaction Index in the Information and Communications. 1x EV-DO network. Jan. 2005 Established Korea’s first continuing efforts to fulfill ethical mobile communications service Jan. 2002 Acquired CDMA cellular business Aug. 2003 Launched Moneta online continuous audit system. responsibilities.

74 Jan. 1996 Launched world's first commercial category for third consecutive license to operate in Cambodia. payment service. Jan. 2005 Acquired WiBro service license Aug. 2006 Signed MOU with China’s National CDMA cellular phone service. year. Jan. 2002 Launched world’s first commercial Sep. 2003 Completed testing of wireless from Korea's Ministry of Development and Reform Jun. 1996 Became first non-government Apr. 2000 Acquisition of Shinsegi Telecom CDMA2000 1x EV-DO service. data roaming service between Information and Communication. Commission (NDRC) on developing Korean enterprise to list ADRs on approved by Korea Fair Trade Mar. 2002 Pioneered CDMA-GSM Korea and China. Mar. 2005 Ranked No. 1 on National 3G telecommunications. New York Stock Exchange. Commission. interstandard international Sep. 2003 Signed MOU with TeliaSonera to Customer Satisfaction Index in the Sep. 2006 Launched T Login broadband

Jun. 1996 Received A+ credit rating from May 2000 Established joint venture with roaming service. jointly develop and commercialize mobile communications service wireless services, enabling 2011 REPORT ANNUAL Standard & Poor's. GameKing, China’s biggest video Apr. 2002 Launched Korea-Japan CDMA new businesses. category for eighth consecutive access to the HSDPA network for Jul. 1996 Received A1 credit rating from game software development automatic roaming service. Oct. 2003 Established Capex Review and year. digital devices such as laptops. Moody's. company. Apr. 2002 Exported Nate platform to Compensation Review Committees. Apr. 2005 Launched automatic roaming Oct. 2006 Formed strategic partnership with Aug. 2000 Spun off Netsgo multimedia Pelephone, an advanced Israeli Nov. 2003 Formed consortium to develop service in Indonesia. Google covering next-generation SK TELECOM Mar. 1997 Changed name to SK Telecom Co., online service. mobile communications operator. satellite DMB business. May 2005 Exported "i-Kids" GPS-based mobile browsing. Ltd. and unveiled a new corporate Oct. 2000 Launched world’s first commercial May 2002 Developed H.26L next-generation Dec. 2003 Launched WCDMA commercial safety service for children to Dec. 2006 Established a strategic alliance identity program at the 13th CDMA2000 1x service. streaming video compression service. Europe. with Samsung Electronics for annual shareholders' meeting. Oct. 2000 Signed cellular service technology. Dec. 2003 Launched CDMA automatic Jun. 2005 Received "A" (stable) credit rating domestic and overseas market Sep. 1997 Completed development of IMT- contract with DCN, a mobile May 2002 Launched automatic roaming roaming service in Taiwan, Mexico, from Fitch. cooperation. 2000 test-bed system. communications operator in the service in the U.S. and Peru. Jun. 2005 Won corporate governance Oct. 1997 Launched Netsgo, a multimedia Republic of Daghestan. Jul. 2002 Signed MOU with China Unicom to award from the Korea Corporate Feb. 2007 Joined Bridge Alliance, Asia- online service. Dec. 2000 Obtained asynchronous IMT- establish a joint venture in China. Mar. 2004 Celebrated 20th anniversary. Governance Service. Pacific's largest and leading Dec. 1997 Surpassed 3 million CDMA 2000 (WCDMA) service license. Sep. 2002 Received credit rating upgrade Mar. 2004 Launched satellite for world’s first Jun. 2005 Initiated video telephony service mobile alliance group. subscribers. from Baa2 to Baa1 from Moody’s. digital multimedia broadcasting between Korea and Japan. Mar. 2007 Launched nationwide HSDPA Mar. 2001 Sold radio paging business to Nov. 2002 Expanded automatic roaming (S-DMB) service. Aug. 2005 Selected as telematics service service with a network covering Jan. 1998 Won ISO 9002 certification for Intec Telecom. service in China and the U.S. Mar. 2004 Received credit rating upgrade to provider for Jeju Island pilot 99% of the population. customer service and after-sales Mar. 2001 Established SK IMT Co., Ltd. Nov. 2002 Launched June, a mobile A3 by Moody’s. project. Apr. 2007 Introduced dual-mode device that service, a Korean cellular industry Apr. 2001 Launched wireless Internet multimedia service. Apr. 2004 Launched Unisk, a joint venture Oct. 2005 Renamed SK-Earthlink joint simultaneously supports HSDPA first. services in Mongolia. Nov. 2002 Launched Moneta, a mobile with China Unicom in China. venture U.S. national MVNO and WiBro. Jun. 1998 Ranked No. 1 on National May 2001 Introduced world’s first commercial payment service. Apr. 2004 Started Digital Home pilot service. "Helio". Apr. 2007 Debuted TD-SCDMA test-bed in Customer Satisfaction Index in wireless streaming video service. May 2004 Issued USD 329 million in Nov. 2005 Launched WCDMA automatic Korea following establishment mobile communications service convertible notes on London roaming service covering France of an TD-SCDMA Service category. Stock Exchange. and Italy. Development Center in China in February 2007. CORPORATE MILESTONES

Apr. 2007 Selected as one of the “Best Mar. 2008 Signed investment agreement Jan. 2009 Launched T Cash, a USIM- Jan. 2010 Unveiled master plan to spur Sep. 2010 Marked the first anniversary Aug. 2011 Opened "Imagine", a retail store Employers in Asia” by the Wall with Taihe & Rye Music (TR based prepaid card service that demand for mobile Internet of T Store, Korea’s top mobile chain that offers a full range of Street Journal Asia and Hewitt Music), China’s largest record supports automatic recharging services by making it as easy as content delivery platform and the the latest and greatest digital Associates. company, to become an equal when linked to a credit card. possible for any Internet-enabled nexus of a thriving mobile app products and services. majority shareholder and enter Feb. 2009 Launched iTopping 2.0, a new and mobile device to access mobile ecosystem. Sep. 2011 Launched Korea's first commercial May 2007 Joined UN Global Compact, one of the world’s largest music improved version of our online content. Oct. 2010 Announced intention to become 4G LTE smartphone service with an initiative that encourages markets. widget maker and organizer Feb. 2010 Selected by Korean steelmaker a global platform player with the Samsung Galaxy S2 LTE businesses worldwide to Mar. 2008 Launched Mobile Money Ventures originally launched back in Posco to handle the fixed-mobile an emphasis on openness and phone. adopt sustainable and socially in partnership with Citi to develop August 2008. integration for a “work innovation” partnerships. Oct. 2011 Launched SK Planet, a spin-off responsible policies. mobile financial services and Apr. 2009 Signed intelligent urbanization initiative to reduce logistics, Nov. 2010 Surpassed 3 million smartphone company dedicated to operating May 2007 Launched world’s first USIM- technologies. MOU with Cisco as part of a facility, and energy costs as well subscriber target for 2010 and growing the platform based credit card service in May 2008 Advanced into the Chinese online shared vision to help China’s as improve safety. ahead of schedule thanks business. affiliation with LG Card. game market by acquiring a 30% Sichuan region rebuild from the Mar. 2010 Reopened T.um ICT experience to a thriving app ecosystem, Oct. 2011 Signed an agreement to establish Jun. 2007 Signed MOU with Freemove, stake in Magic Tech Network, the devastating earthquake of May center, Korea’s first smartphone- extensive smartphone lineup, and Connected Health, a joint venture an alliance of leading telecom Hong Kong-based subsidiary of 2008. enabled ICT showcase groundbreaking unlimited data with Seoul National University operators in Europe, to expand Magicgrids Network. Apr. 2009 Launched PS&Marketing, a highlighting the present and plans. Hospital that will take the lead in the WCDMA global roaming Jun. 2008 Won award of excellence in subsidiary that will strengthen future of mobile technology. Dec. 2010 Announced open API strategy, developing connected healthcare system. corporate governance from the and complement existing sales Mar. 2010 Opened T Academy, a specialized becoming the world’s first mobile technologies that will improve

77 Jun. 2007 Signed MOU with the National Korea Corporate Governance channels. developer training center operator to open up service APIs the efficiency and quality of NEW POSSIBILITIES FOR PARTNER Urban and Rural Research Service (CGS) for second May 2009 Signed a consulting agreement dedicated to upgrading the to third-party developers. care to deliver greater patient Center of Vietnam's Ministry of consecutive year. and letter of intent to invest with competitiveness of Korea’s mobile Dec. 2010 Launched MelOn Indonesia, a satisfaction. Construction to establish a joint Jun. 2008 Telematics API for Java ME is UAE-based Kulacom Broadband app industry. joint-venture music download and Nov. 2011 Signed contract to purchase a working group and cooperate on adopted by Java Community Investment Company to jointly Apr. 2010 Signed MOU with Korea streaming service in partnership 21.05% equity stake in SK Hynix a u-City project. Process as a global standard for pursue WiMAX projects in the Exchange Bank to strategically with Indonesia’s largest fixed- (formerly Hynix), a major global

76 Aug. 2007 Converted USD 1 billion in China remote vehicle control via mobile Middle East and Eastern Europe. collaborate to improve business mobile operator Telkom. maker of semiconductor memory. Unicom convertible bonds to phone. May 2009 Acquired leased line business of productivity through financial and Dec. 2011 Surpassed 650,000 4G LTE become the second-largest Jun. 2008 Became second-largest SK Networks, raising self-owned communications convergence. Jan. 2011 Launched Hoppin multi-screen service subscriber milestone on shareholder with 6.6% of shares. shareholder of Virgin Mobile USA backhaul capacity ratio from 51% Jun. 2010 Received the “Most Innovative video service that allows user to December 31, just five months Nov. 2007 Awarded “Grand Prize in Business with a 17% stake and two seats to over 90%. Application of the Year” award for enjoy video on their smartphones, after service launch.

Ethics” by the Korean Academy on the Board. Jun. 2009 Received Global Telecoms the T Cash pre-paid card service PCs, tablet PCs and TVs. 2011 REPORT ANNUAL of Business Ethics (KABE) for Sep. 2008 Ranked No. 1 on Korea Customer Business Innovation Award for at the 2010 Frost & Sullivan Asia Apr. 2011 Launched testing of Korea's first transparent governance, strong Satisfaction Index (KCSI) in the successful roll-out of the Pacific ICT Awards. 4G LTE network test bed. relationships with business wireless telecommunications industry’s first video call center. Jun. 2010 Signed agreement to purchase a Jul. 2011 Launched commercial 4G LTE partners, and socially responsible category for eleventh consecutive Jun. 2009 Relaunched Nate.com wired- USD 100 million equity stake in service with downlink and uplink SK TELECOM contributions. year. wireless Internet portal with a Malaysia’s No. 1 WiMAX operator speeds approximately 5 times and Dec. 2007 Signed agreement to acquire Sep. 2008 Ranked No. 1 on Korean Standard new visual identity and direction Packet One. 7 times faster than the existing Hanaro Telecom, the nation’s Service Quality Index (KS- in its 10th anniversary year. Jul. 2010 Transferring outsourced 3G WCDMA (HSUPA) network. second largest broadband service SQI) by the Korean Standards Sep. 2009 Launched T Store, Korea’s first customer service and base Jul. 2011 Launched T Smart Learning, a provider. Association in the wireless online marketplace where anyone station maintenance and repair tablet-based smart education Dec. 2007 Established world’s first telecommunications category for can buy or sell mobile apps and operations to independent platform in partnership with 12 of commercial HSUPA network with ninth consecutive year. content. subsidiaries to improve service Korea's best-known educational speeds of up to 5.76 Mbps. Sep. 2008 Named component of the Dow Oct. 2009 Signed fixed-mobile convergence quality. companies and organizations. Jones Sustainability Indexes (FMC)-based mobile office deal Jul. 2010 Announced fixed-mobile service Jul. 2011 Launched T Ad Mobile advertising Feb. 2008 Entered China’s telematics market (DJSI), a first among Korean with the Korea Meteorological “big bang” strategy with unlimited platform, setting our sights on by acquiring a 65.53% controlling telecommunications companies. Administration. mobile data plans backed by becoming Korea's leader in mobile stake in Shenzhen E-eye High Oct. 2008 Opened T.um exhibition center Oct. 2009 Launched Korea’s first cell- investment in 3G, Wi-Fi, and LTE advertising. Tech, a Chinese GPS company. at corporate headquarters in network-based fixed-mobile networks. Feb. 2008 Launched 11 Street, a new- Seoul, the world’s first mobile substitution (FMS) service. Sep. 2010 Launched TB Family Free concept online marketplace that communications showcase. Dec. 2009 Approved acquisition of a 49% bundles featuring free fixed-line lets users shop and share tips Dec. 2008 Won KRW 300 billion contract stake in Hana Card for KRW 400 services based on the number of via the wired or the wireless from Korea's Ministry of National billion, opening the way for new wireless subscribers in a family. Internet. Defense to lead a consortium products and synergies in the to upgrade the armed forces’ mobile payment space. communications network. GLOBAL NETWORK INVESTOR INFORMATION

SEOUL HO CHI MINH JAKARTA CORPORATE HEADQUARTERS TRANSFER AGENT AND REGISTRAR ANNUAL GENERAL ES SK Telecom Co., Ltd. SKT Vietnam Pte., Ltd. SK Telecom Co., Ltd. Jakarta Office SK Telecom Co., Ltd. Common Stock SHAREHOLDERS’ MEETING 11, Euljiro 2-ga, Jung-gu, 9th Floor, Unit 902, Beautiful Saigon UOB Plaza 38th Floor, 11, Euljiro 2-ga, Jung-gu, Kookmin Bank Friday, March 23, 2012, at 10 AM Seoul 100-999, Korea 1 Building, No.2 Nguyen Khac Vien Street, Jl. MH Thamrin Kav. 52-53, Seoul 100-999, Korea Securities Agency Business Department SK Telecom Boramae Building, Tan Phu Ward, District 7, Ho Chi Minh City, Jakarta 10230 Indonesia Tel: 82-2-6100-2114 36-3, Yeoido-dong, Yeongdeungpo-gu, 58, Boramae-gil, Gwanak-gu, Tel: 82-2-6100-2114 Vietnam Seoul, Korea Seoul, Korea Tel: 62-21-5140-2571 Tel: 82-2-2073-8110 Tel: 84-8-5413-6350 DATE OF ESTABLISHMENT Fax: 82-2-2073-8111

79 BEIJING March 29, 1984 COMPANY WEBSITE NEW POSSIBILITIES FOR PARTNER SK Telecom China Holding Co., Ltd. LONDON www.sktelecom.com/eng/ 25th Floor, SK Tower, Representative Office of SK Telecom Co., Ltd, SK Telecom Co., London Office AMERICAN DEPOSITARY SHARES No. 6 Jia, Jian Guo Men Wai Avenue, in Ho Chi Minh City 33 St. James's Square, PAID IN CAPITAL Citibank, N.A. Chao Yang District, Beijing 100022, China Unit 1212A, 12th Floor, London, SW1Y 4JS, UK KRW 44,639 million 388 Greenwich St., 14th Floor, INVESTOR RELATIONS Diamond Plaza, 34 Le Duan Street, As of December 31, 2011 New York, NY 10013, USA For investor inquiries, Tel: 86-10-5920-7777 Ben Nghe Ward, District 1, Ho Chi Ming City Tel: 44-207-661-9654 Tel: 1-212-816-6855 Email: [email protected] 78 Vietnam Fax: 1-212-816-6865 11, Euljiro 2-ga, Jung-gu, NUMBER OF COMMON SHARES Seoul 100-999, Korea SUNNYVALE Tel: 84-8-3822-9146 ABU DHABI 80,745,711 Shares SK Telecom Americas, Inc. SK Telecom Co., Abu Dhabi Office As of December 31, 2011 AVAILABLE FILINGS 100 Mathilda Place, Suite 230, P.O Box 135092 Form 20-F Sunnyvale, CA 94086, USA TOKYO Masdar City- Injazat Building, Form 6-K: Quarterly Reports, 2011 REPORT ANNUAL SK Telecom Co., Ltd. Tokyo Office Mohamed Bin Zayed City, SECURITIES LISTINGS Proxy Statements, and other material Tel: 1-408-328-2900 NBF Hubuya Bldg. 8F, 1-1-7 Uchisaiwai-Cho, Abu Dhabi. U.A.E. Korea Stock Exchange: 017670.KS announcements Chiyoda-ku, Tokyo 100-0011, Japan (Common Stock) SK TELECOM Tel: 971-2-698-5252 New York Stock Exchange: SKM (ADS) Tel: 81-3-3591-3800

SINGAPORE SK Telecom Co., Singapore Office 4 Shenton Way, #03-02/04 SGX Centre Two, Singapore 068807

Tel:65-6232-9338 DISCLAIMER All SK Telecom products and services mentioned The information in this annual report does not constitute an offer to sell or the solicitation of an offer to buy any securities and should not be relied in this publication are the property of SK Telecom. upon in connection with any investment decision. With the exception of historical information, the matters discussed in the materials and documents of this annual report contain assumptions and forward-looking statements regarding the future prospects of SK Telecom, involving growth initiatives, Published by SK Telecom profit figures, strategies and objectives. The risks and uncertainties inherent in all statements regarding the future can lead to actual profits and Coordinated by Un Jong Lee, Hyun Young Jung development deviating substantially from what has been expressed or implied. For a more detailed description of these risks, uncertainties and other Paper: The SK Telecom 2011 Annual Report is printed on Eco-plus, which is ECF (element Created by S/O Project: www.soproject.com factors, see SK Telecom’s filings with the U.S. Securities and Exchange Commission (and in particular its most recent annual report on Form 20-F). chlorine free) paper. All paper used in this document is acid-free and FSC™-certified. Planned by INCA Communications SK Telecom disclaims any intention or obligation to update or revise any forward-looking statements. Moreover, SK Telecom in no way guarantees that The FSC™ logo identifies products that contain wood from well-managed forests and Written by Kevin Newhart other controlled sources certified in accordance with the rules of the Forest Stewardship the information made available here is complete, accurate or up-to-date in all cases. Photography by Studio IL Council™. Printer holds FSC™ Chain of Custody [Trademark License Code : C005302].