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Management Informaion
As a ‘Righteous company,’ KT&G

To effectively perform its management supervisory function and make independent decisions, the Board of Directors is composed primarily of independent directors.

Currently, the Board of Directors is comprised of seven directors: one executive director and six independent directors. Within the Board there are five standing committees: the Governance, Evaluation and compensation, Management, Sustainability, and Audit Committees, as well as non-standing committees such as the Independent Directors Nomination Committee and the CEO Nomination Committee.

The Board capitalizes on each director's expertise and is structured in such a way that it facilitates more effective and thoughtful discussion and decision-making by establishing committee roles within the Board.

Board of Directors

Shon, Kwan-soo (Chairman of the Board)

Director Since: 2022 | Independent Director

Senior Executive Leadership Manufacturing/Supply chain Risk Management Global Business Consumer Industries

Career Highlights

  • · Former Permanent Advisor at CJ Logistics
  • · Former Co-CEO of CJ Logistics
  • · Former Head of CJ Human Resources

Affiliated Committees

  • · Governance Committee
  • · Management Committee
  • · Audit Committee

Kim, Myung-chul

Director Since: 2020 | Independent Director

Senior Executive Leadership Finance/Accounting Risk Management Global Business

Career Highlights

  • · Current Advisor at SEE (Space Entertainment Enterprise)
  • · Former CFO and Vice President of U-Life Solutions
  • · Former President of Shinhan Bank America
  • · Former CFO and Executive Managing Director at Shinhan Financial Group

Affiliated Committees

  • · Evaluation and Compensation Committee
  • · Audit Committee

Koh, Yun-sung

Director Since: 2020 | Independent Director

Finance/Accounting Legal/Regulatory

Career Highlights

  • · Current Professor at the College of Business, Hankuk University of Foreign Studies
  • · Former Director of the Korean Accounting Association
  • · Former Director of the Korean Tax Association

Affiliated Committees

  • · Evaluation and Compensation Committee
  • · Audit Committee

Lee, Jee-hee

Director Since: 2022 | Independent Director

Senior Executive Leadership Global Business Sustainability Consumer Industries

Career Highlights

  • · Current CEO of W Camp
  • · Former CEO of W Works
  • · Adjunct Professor, Department of Advertising, Chung-Ang University
  • · Former Co-CEO of PostVisual

Affiliated Committees

  • · Governance Committee
  • · Sustainability Committee

Kwak, Sang-wook

Director Since: 2024 | Independent Director

Senior Executive Leadership Legal/Regulatory

Career Highlights

  • · Current Consulting Attorney at Hwahyeon Law Firm
  • · Chairman of the Audit Committee at Korea University
  • · Former Auditor at the Board of Audit and Inspection
  • · Former Chief Prosecutor of the Busan District Prosecutors' Office

Affiliated Committees

  • · Governance Committee
  • · Audit Committee

Shon, Dong-hwan

Director Since: 2024 | Independent Director

Senior Executive Leadership Legal/Regulatory

Career Highlights

  • · Current Professor at the School of Law, Sungkyunkwan University
  • · Former Presiding Judge at Seoul Central District Court
  • · Former Presiding Judge at Goyang branch of Uijeongbu District Court
  • · Former Presiding Judge at Busan District Court

Affiliated Committees

  • · Evaluation and Compensation Committee
  • · Sustainability Committee

Bang, Kyung-man

Director Since: 2024 | CEO

Senior Executive Leadership Finance/Accounting Risk Management Global Business Sustainability Consumer Industries

Career Highlights

  • · Current President and CEO of KT&G
  • · Former General Manager at KT&G
  • · Former Division Manager and Head of Strategic Planning at KT&G
  • · Former Head of Strategic Planning and Global Operations at KT&G

Affiliated Committees

  • · Management Committee
  • · Sustainability Committee

KT&G Board Skills Matrix

KT&G Board Skills Matrix
Experience and expertise Shon, Kwan-soo Kim, Myung-chul Koh, Yun-sung Lee, Jee-hee Kwak, Sang-wook Shon, Dong-hwan Bang, Kyung-man(CEO)
Senior Executive Leadership
(6/7)
Manufacturing/Supply chain
(1/7)
Finance/Accounting
(3/7)
해당됨
Risk Management
(3/7)
Global Business
(4/7)
Sustainability
(2/7)
Consumer Industries
(3/7)
Legal/Regulatory
(3/7)
Term '22.3.30 ~'25. AGM '23.3.29 ~'26. AGM '23.3.29 ~'26. AGM '22.3.30 ~'25. AGM '24.3.29 ~'27. AGM '24.3.29 ~'27. AGM '24.3.29 ~'27. AGM
Independence
(86%)
Committee(s) Governance,
Management,
Audit
Evaluation and Compensation,
Audit
Evaluation and Compensation,
Audit
Governance,
Sustainability
Governance,
Audit
Evaluation and Compensation,
Sustainability
Management,
Sustainability
Gender Diversity
(Female ratio 14%)
Male Male Male Female Male Male Male
KT&G 이사회 역량지표

Senior Executive Leadership

Adequate understanding of global corporations' strategic direction, productivity, human resources management and compensation, risk management, and drivers of growth.
86%

Manufacturing
/Supply chain

Experience and understanding related to optimizing and streamlining operations at all stages of the product manufacturing and distribution supply chain.
14%

Finance
/Accounting

Expertise in financial/accounting reporting processes and capital allocation.
43%

Risk
Management

Experience and understanding in the operation of risk pre-assessment and management processes.
43%

Global Business

Experience in driving global business success based on an understanding of various countries' economies, cultures, and regulations, and a broad view of markets.
57%

Sustainability

Experience and expertise in sustainable management.
29%

Consumer
Industries

Experience and expertise in increasing market share, expanding brand recognition, managing corporate image, and consumer response tasks.
43%

Legal
/Regulatory

Expertise in industry-related laws/regulations.
43%

KT&G Board Committees

Governance Committee

  • Purpose
    Decision-making on the overall corporate governance structure
  • Authority
    • - Board and Committee Operating Standards and matters related to their improvement
    • - Matters related to the succession of the President (establishment and operation of the training program, composition candidates for the presidency, recommendation of candidates for examination, proposal of examination criteria, etc.)
    • - Suggestion of criteria for screening independent director candidates
    • - Determination of screening criteria and qualification screening for executive director candidates
  • Members
    Kwan-soo Shon(Chair), Jee-hee Lee, Sang-wook Kwak

Evaluation and Compensation Committee

  • Purpose
    Decision-making regarding employee management evaluation and compensation Authority
  • Authority
    • - CEO candidate management contracts (management goal setting, etc.)
    • - CEO metric/non-metric performance monitoring
    • - Change of evaluation index/weight of management contracts
    • - Decision-making on CEO management evaluation/compensation
    • - Deliberation of remuneration/severance pay for executive directors such as the CEO
    • - Decision-making on remuneration/severance pay for management executives
    • - Decision-making on employee remuneration/severance pay in conjunction with budget increase
  • Members
    Myung-chul Kim(Chair), Yun-sung Koh, Dong-hwan Shon

Management Committee

  • Purpose
    Decision-making on business activities and investment below the reference amount of Board resolutions.
  • Authority
    • - Decision-making on matters related to daily business activities
    • - Decision-making on investment below the reference amount determined by the Board of Directors
  • Members
    Kyung-man Bang(Chair), Kwan-soo Shon

Sustainability Committee

  • Purpose
    Establishment of basic ESG policy and strategies, mid- to long-term goal setting
  • Authority
    • - Establishment of basic ESG policy and strategies
    • - ESG mid- to long-term goal setting
    • - Publication of KT&G reports
    • - Matters related to ESG management implementation
    • - Matters related to the occurrence and response to significant risks related to ESG
  • Members
    Jee-hee Lee(Chair), Dong-hwan Shon, Kyung-man Bang

Audit Committee

  • Purpose
    Having the oversight responsibility over risks associated with the company’s auditing of accounting and finance.
  • Authority
    • - Settlement review
    • - Corporate financial soundness/feasibility review
    • - Review the feasibility of changing important accounting standards/accounting estimates
    • - Evaluation of internal control system
    • - Request to convene extraordinary general meetings of shareholders and extraordinary meetings of the Board
    • - Appointment/dismissal of external auditors
    • - Evaluation of audits by external auditors
    • - Consent to appointment and dismissal of the head of the Internal Audit Dept.
    • - Revision of audit committee operation regulations
  • Members
    Yun-sung Koh(Chair), Myung-chul Kim, Kwan-soo Shon, Sang-wook Kwak

Independent Director Nomination Committee

  • Purpose
    Established for the recommendation of independent director candidates
  • Authority
    • - Qualification screening and recommendation of independent director candidates
    • - Other matters delegated by the Board

CEO Nomination Committee

  • Purpose
    Established for the purpose of nominating candidates of CEO (President).
  • Authority
    • - Search, screening, and recommendation of candidates for presidency
    • - Other matters necessary for the search, examination, and recommendation of candidates for presidency
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