SAMSUNG ELECTRONICS Co., Ltd. 2014 Business Report For the year ended December 31, 2014 Note about forward-looking statements Certain statements in the document, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements.” Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. A detailed discussion of risks and uncertainties that could cause actual results and events to differ materially from such forward-looking statements is included in our financial reports available on our website. See, also, 『1. Note on Forward-Looking Statements』 in 『V. Management Discussion and Analysis』. Samsung Electronics 2014 Business Report 1 / 170 Table of Contents Certification ................................................................................................................................................................................ 3 I. Corporate Overview ............................................................................................................................................................... 4 II. Businesses Overview ......................................................................................................................................................... 20 III. Financial Affairs .................................................................................................................................................................. 57 IV. Auditor’s Report ................................................................................................................................................................. 96 V. Management Discussion and Analysis ............................................................................................................................. 99 VI. Corporate Governance .................................................................................................................................................... 107 VII. Information on Shareholders ......................................................................................................................................... 118 VIII. Executives and Employees ........................................................................................................................................... 124 IX. Affiliates and Subsidiaries .............................................................................................................................................. 132 X. Related Party Transactions .............................................................................................................................................. 161 XI. Other Information Related to Investor Protection ........................................................................................................ 165 Samsung Electronics 2014 Business Report 2 / 170 Certification Letter of Certification We, Oh-Hyun Kwon and Sang-Hoon Lee, respectively, as CEO and director of the company in charge of reporting, certify that we have reviewed the annual business report of Samsung Electronics Co., Ltd. for the year ended December 31, 2014. To our knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary that would be misleading with respect to the period covered by this report. To our knowledge, the financial statements, and other financial information included in the report, fairly present in all materials respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report. We confirm that Samsung Electronics operates an Internal Accounting Management System, responsible for establishing and maintaining disclosure controls and procedures and internal controls over financial reporting, as defined in Article 2.2 and 2.3 of the External Audit Act. We have disclosed our most recent evaluation of internal controls over financial reporting to the Company’s auditors and to the audit committee of the Company’s board of directors. Date: 2015. 4. 29 Samsung Electronics 2014 Business Report 3 / 170 I. Corporate Overview 1. Overview A. Legal, Commercial Name: - Samsung Electronics Co., Ltd. B. Date of Establishment: - Samsung Electronics (“SEC” or `“The Company”) was established as Samsung Electronics Industry Co., Ltd. on January 13, 1969, and held an initial public offering on June 11, 1975. - The Company changed its name from Samsung Electronics Industry Co., Ltd. to Samsung Electronics Co., Ltd. in accordance with the resolution of the Annual General Meeting of Shareholders on February 28, 1984. C. Address, Phone Number, and English Language Website of the Corporate Headquarter - Address: 129, Samsung-ro, Yeongtong-gu, Suwon, Gyeonggi-do, Korea - Phone Number: 82-31-200-1114 - Website: http:// www.samsung.com/us D. The Company is not subject to Article 2 of the Framework Act on Small and Medium Enterprises. E. Core Businesses - The Company independently manages three independent divisions (each a “Division”), CE (Consumer Electronics), IM (Information Technology & Mobile Communications), and DS (Device Solutions). Products in each Division are presented below: Division Products CE TV, Monitor, Printer, Air Conditioner, Refrigerator, Washing Machine, Medical Devices, etc. IM HHP, Network System, Computer, Digital Camera, etc. DS DRAM, NAND Flash, Mobile AP, LCD panel, OLED panel, LED, etc. The Company is a global electronics company comprised of the headquarters in Korea and 158 subsidiaries across the world including nine (9) regional headquarters for the CE and IM Divisions and five (5) regional headquarters for the DS Division. [CE Division] The CE Division is leading the global digital era by continuously offering new products with innovative technology, unique design, and value. TV is the core product of CE. The Company has maintained its market leadership position for the past nine (9) consecutive years through competitive advantage in hardware products such as LCD and LED TV as well as software driven product features within our Smart TV product portfolio. Samsung Electronics 2014 Business Report 4 / 170 [IM Division] The IM Division is leading mobile lifestyle innovation with consumer-friendly products such as the premium ‘GALAXY’ branded series of smartphones and tablets, while driving the paradigm shift in the market beyond mobile convergence to focus on software. The IM Division is focused on meeting market demands by enhancing mobile product differentiation through integration of key features from various product categories. In addition to handheld phone (“HHP”) products including smartphones, the IM Division is also leading technological development and standardization in the global networks system market including Long Term Evolution (“LTE”). [DS Division] The DS Division is comprised of the semiconductor sub-division and the display panel business. The semiconductor sub-division (“Semiconductor Sub-Division”) is further divided into the memory business and system LSI business. The Company’s memory business unit (“Memory” or “Memory Business Unit”) manufactures and sells DRAM and NAND products. The Company’s system LSI business unit (“System LSI”) manufactures mobile application processors (“Mobile APs” or “APs”) and various sensors including CMOS imaging sensors (“CIS”). The display business (“DP Business Unit”) manufactures and sells display panels (“DP”), including TFT-LCD and OLED. The Memory Business Unit produces differentiated products and has maintained the number one position in the global memory market by applying advanced process technology. System LSI is leading the industry shift from PCs to mobile. The Company’s DP Business Unit is leading the market with technological development and investment resulting in superior quality and cost competitiveness in TFT-LCDs and increasing applications of OLED panels in various IT products. ☞ See 『II. Businesses Overview』, for more details about each Division. Samsung Electronics 2014 Business Report 5 / 170 F. Affiliates The Company is an affiliate of the Samsung group as defined under Korea’s Monopoly Regulation and Fair Trade Act (“Samsung Group”). As at December 31, 2014, Samsung Group had a total of sixty-nine (69) domestic affiliates, where five (5) new affiliates (Samsung Welstory, Seoul Lakeside CC, Samsung Card Customer Service, Shilla Stay, and Samoo Architects & Engineers) were included and eleven (11) affiliates (Samsung Corning Precision Materials, Samsung SNS, Global Tech, 365Homecare, Samsung Petrochemical, Cheil Industries, World Cyber Games, SMP, SKKU dormitory, Care Camp, Gacchinet) were excluded. Among the Samsung Group’s sixty nine (69) domestic affiliates, eighteen (18) affiliates including Samsung Electronics are listed, and fifty-one (51) affiliates are unlisted. [As of December 31, 2014] No. of Name of affiliates affiliates Samsung C&T, Samsung Electronics, Samsung SDI, Samsung Techwin, SEMCO, Samsung Heavy Industries, Samsung Card, Samsung Life Insurance, Hotel Shilla, Samsung Fire & Marine Insurance, Samsung Listed 18 Securities, Samsung Fine Chemicals, Samsung Engineering, S1, Cheil Worldwide, Cheil Industries, Samsung SDS, CREDU Samsung