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KT&G

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Our company organizes and operates a board of directors with a number of non-executive directors so that the board can effectively perform its management supervision functions and make independent decisions.

The board of directors is composed of eight directors, two executive directors, and six non-executive directors, and there are four standing committees within the board, including the Governance Committee, Evaluation Committee, Management Committee, and Audit Committee. Also, there are two non-standing committees, including the Non-executive Director Candidate Recommendation Committee and President Candidate Recommendation Committee.

The board of directors is structured to utilize the expertise of each director and to facilitate more effective and deliberate discussion and decision making through the organization of the roles of committees within the board.

Board of Directors

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Current status of composition of the Board of Directors
Categories Names Appointed date Terms of office Whether subscribed
to liability insurance
Comments
Executive Directors BAEK BOK IN ’21.03.19 ‘21.03.20 ~
‘24. General shareholders' meeting
Joined CEO, Chairman of
Management Committee
BANG KYUNG MAN ’21.03.19 ‘21.03.20 ~
‘24. General shareholders' meeting
Vice President
Non-executive Directors YOUN HAI SU '19.03.29 '19.03.30 ~
'22. General shareholders' meeting
Chairman of the Board
LEE EUN KYUNG ’19.03.29 ’19.03.30 ~
'22. General shareholders' meeting
-
BAEK JONG SOO ’21.03.19 ‘21.03.20 ~
‘24. General shareholders' meeting
Chairman of Governance Committee
KIM MYUNG CHUL ’20.03.31 ’20.04.01 ~
'23. General shareholders' meeting
Chairman of Evaluation Committee
KOH YUN SUNG ’20.03.31 ’20.04.01 ~
'23. General shareholders' meeting
Chairman of Audit Committee
LIM MIN KYU ’21.03.19 ‘21.03.20 ~
‘24. General shareholders' meeting
-

Governance Committee

  • Purpose of establishment
    Decision making on overall issues of governance
  • Authority
    • - Operational standard for Board of Directors and Committees, and issues related to the improvements thereof
    • - Issues related to succession of the President (establishment and operation of cultivation programs, composition of the presidential candidate group, recommendation of the subjects of evaluation, proposal for the evaluation standards, etc.)
    • - Propose evaluation standards for non-executive director candidates
    • - Decide evaluation standards for and evaluation of the qualifications of executive director candidates
  • Committee Members
    BAEK JONG SOO(Chair),YOUN HAI SU, LEE EUN KYUNG, LIM MIN KYU, BANG KYUNG MAN

Evaluation Committee

  • Purpose of establishment
    Staff and executive management evaluation / decision making related to remunerations
  • Authority
    • - Management contract with presidential candidates (setting of management goals, etc.)
    • - Monitoring of quantified/non-quantified performances of CEO
    • - Modification of the evaluation indices/weighed values for management contract
    • - Decide CEO management evaluation / remuneration
    • - Deliberate remuneration / retirement allowances for executive directors including CEO
    • - Deliberation on the remuneration / retirement allowances for management executives
    • - Deliberation on the remuneration / retirement allowances for staffs accompanied by increase in budget
  • Committee Members
    KIM MYUNG CHUL(Chair), YOUN HAI SU, KOH YUN SUNG, LIM MIN KYU

Management Committee

  • Purpose of establishment
    Decision making on daily management activities and investment under the prescribed amount
  • Authority
    • - Deliberations on the issues related to daily management activities
    • - Decision making on investment under the prescribed among deliberated by the Board of Directors
  • Committee Members
    BAEK BOK IN(Chair), BANG KYUNG MAN

Audit Committee

  • Purpose of establishment
    Auditing the accounting and work performed by the company
  • Authority
    • - Settlement review
    • - Deliberate quarterly / annual settlement of accounts
    • - Review soundness / validity of corporate finance
    • - Review the validity of modification of key accounting processing standards / accounting presumptions
    • - Evaluate internal control system
    • - Request calling of the extraordinary meeting of stockholders and board of directors
    • - Appointment / dismissal of external auditor
    • - Evaluate audit by external auditor
    • - Consent for appointment and dismissal of personnel responsible for internal audit department
    • - Amendment to the regulations on the operation of Audit Committee
  • Committee Members
    KOH YUN SUNG(Chair), LEE EUN KYUNG, BAEK JONG SOO, KIM MYUNG CHUL

Non-executive Director Candidate Recommendation Committee

  • Purpose of establishment
    Install to recommend candidates for non-executive directors
  • Authority
    • - Evaluation of qualification and recommendation of candidates for non-executive directors
    • - Other issues delegated by the Board of Directors
  • Committee Members
    Composed with more than 3 directors (with non-executive directors account for the majority of committee members)

President Candidate Recommendation Committee

  • Purpose of establishment
    Organized to recommend candidates for company president
  • Authority
    • - Searching, screening, and recommending candidates for company president
    • - Other matters necessary for searching, screening, and recommending candidates for company president
  • Committee Members
    Not more than seven directors
    (Six non-executive directors and incumbent president, but in case the latter's wish to be recommended as a candidate for president or in case of an accident, one non-executive director is appointed)
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