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 eight directors: two executive directors and six independent directors. Within the Board, there are six standing committees: the Governance, Evaluation and compensation, Management, Sustainability, Audit, and Independent Director Nomination Committees. as well as a non-standing committee, 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
Koh, Yun-sung (Chairman of the Board)
Director Since: 2020 | Independent Director
Career Highlights
- · Current Professor at the College of Business, Hankuk University of Foreign Studies
- · Current Director of the Korean Accounting Association
- · Current Director of the Korean Tax Association
Affiliated Committees
- · Governance Committee
- · Audit Committee
- · Independent Director Nomination Committee
Kim, Myung-chul
Director Since: 2020 | Independent Director
Career Highlights
- · Former 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
- · Governance Committee
- · Audit Committee
- · Independent Director Nomination Committee
Shon, Kwan-soo
Director Since: 2022 | Independent Director
Career Highlights
- · Former Permanent Advisor at CJ Logistics
- · Former Co-CEO of CJ Logistics
- · Former Head of CJ Human Resources
Affiliated Committees
- · Evaluation and Compensation Committee
- · Audit Committee
- · Independent Director Domination Committee
Lee, Jee-hee
Director Since: 2022 | Independent Director
Career Highlights
- · Current CEO of W Works
- · Former CEO of W Camp
- · Adjunct Professor, Department of Advertising, Chung-Ang University
- · Former Co-CEO of PostVisual
Affiliated Committees
- · Evaluation and Compensation Committee
- · Sustainability Committee
- · Independent Director omination Committee
Kwak, Sang-wook
Director Since: 2024 | Independent Director
Career Highlights
- · Current Consulting Attorney at Hwahyeon Law Firm
- · Former 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
- · Independent Director Nomination Committee
Shon, Dong-hwan
Director Since: 2024 | Independent Director
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
- · Independent Director Nomination Committee
Bang, Kyung-man
Director Since: 2024 | CEO
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
Lee, Sang-hak
Director Since: 2025 | Independent Director
Career Highlights
- · Current Chief Operating Officer of KT&G
- · Former Chief Strategy Officer at KT&G
- · Former Chief Strategy Officer & Chief of Strategy and Planning HQ at KT&G
- · Former Chief of Sustainability Management HQ at KT&G
Affiliated Committees
- · Management Committee
- · Sustainability Committee
KT&G Board Skills Matrix
| Experience and expertise | Koh, Yun-sung | Kim, Myung-chul | Shon, Kwan-soo | Lee, Jee-hee | Kwak, Sang-wook | Shon, Dong-hwan | Bang, Kyung-man(CEO) | Lee, Sang-hak |
|---|---|---|---|---|---|---|---|---|
| Senior Executive Leadership (7/8) |
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| Manufacturing/Supply chain (1/8) |
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| Finance/Accounting (4/8) |
해당됨 |
해당됨 |
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| Risk Management (4/8) |
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| Global Business (4/8) |
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| Sustainability (3/8) |
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| Consumer Industries (4/8) |
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| Legal/Regulatory (4/8) |
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| Term | '23.3.29 ~'26. AGM | '23.3.29 ~'26. AGM | '25.3.27 ~'28. AGM | '25.3.27 ~'28. AGM | '24.3.29 ~'27. AGM | '24.3.29 ~'27. AGM | '24.3.29 ~'27. AGM | '25.3.27 ~'27. AGM |
| Independence (75%) |
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| Committee(s) | Governance, Audit, Independent Director Nomination | Governance, Audit, Independent Director Nomination | Evaluation and Compensation, Audit, Independent Director Domination | Evaluation and Compensation, Sustainability, Independent Director Nomination | Governance, Audit, Independent Director Nomination | Evaluation and Compensation, Sustainability, Independent Director Nomination | Management | Management, Sustainability |
| Gender Diversity (Female ratio 13%) |
Male | Male | Male | Female | Male | Male | Male | Male |
|
Senior Executive Leadership |
Adequate understanding of global corporations' strategic direction, productivity, human resources management and compensation, risk management, and drivers of growth.
88%
|
|---|---|
|
Manufacturing |
Experience and understanding related to optimizing and streamlining operations at all stages of the product manufacturing and distribution supply chain.
13%
|
|
Finance |
Expertise in financial/accounting reporting processes and capital allocation.
50%
|
|
Risk |
Experience and understanding in the operation of risk pre-assessment and management processes.
50%
|
|
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.
50%
|
|
Sustainability |
Experience and expertise in sustainable management.
38%
|
|
Consumer |
Experience and expertise in increasing market share, expanding brand recognition, managing corporate image, and consumer response tasks.
50%
|
|
Legal |
Expertise in industry-related laws/regulations.
50%
|
KT&G Board Committees
Governance Committee
-
PurposeDecision-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
-
MembersSang-wook Kwak(Chair), Myung-chul Kim, Yun-sung Koh
Evaluation and Compensation Committee
-
PurposeDecision-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
-
MembersKwan-soo Shon(Chair), Jee-hee Lee, Dong-hwan Shon
Management Committee
-
PurposeDecision-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
-
MembersKyung-man Bang(Chair), Sang-hak Lee
Sustainability Committee
-
PurposeEstablishment 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
-
MembersDong-hwan Shon(Chair), Jee-hee Lee, Sang-hak Lee
Audit Committee
-
PurposeHaving 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
-
MembersMyung-chul Kim(Chair), Yun-sung Koh, Kwan-soo Shon, Sang-wook Kwak
Independent Director Nomination Committee
-
PurposeEstablished for the recommendation of independent director candidates
-
Authority
- - Qualification screening and recommendation of independent director candidates
- - Other matters delegated by the Board
-
MembersMyung-chul Kim, Yun-sung Koh, Kwan-soo Shon, Jee-hee Lee, Sang-wook Kwak, Dong-hwan Shon
CEO Nomination Committee
-
PurposeEstablished 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
-
MembersMyung-chul Kim(Chair), Yun-sung Koh, Kwan-soo Shon, Jee-hee Lee, Jong-soo Baek, Min-kyu Lim
*Based on the committee members constituted for the 37th regular general shareholders' meeting ('24.3.28)
