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Governance Structure

KT seeks to improve corporate governance and management transparency with ethical management

Governance Structure

  • 01 Independent board of directors
    Independence in composition and operation of the board of directors
    80% of the board members consist of outside directors; CEO separated from the board chair. All members of the Corporate Governance · Audit · Evaluation and Compensation · Related-Party Transactions · Director Candidates Recommendation Committees composed of outside directors.
    Transparency in election committee.
    Director Candidates Recommendation committee operated (every outside director), an external agency is utilized to investigate candidates for post outside director.
    Special authority given to the outside directors.
    Evaluation of CEO management contract and recommendation of dismissal, remunerations for CEO or inside directors, and determining payment methods.
  • 02 Enhancement of shareholder value
    Shareholder Return
    Retirement of shares / Dividend.
    Shareholder’s Rights
    Introduce cumulative voting and letter voting.
    Provide timely business information.
    Shareholder Protection
    Control internal transactions and self-dealings.
  • 03 Responsible management by
    professional managers
    Appointment and Management contract
    CEO candidates are recommended through the Director Candidates Recommendation Committee and the Board, elected during the general shareholders meeting. The Board and new CEO signs a management contract, allowing the board of directors to assess CEO’s management performance every year.
    Remuneration and dismissal
    CEO remuneration is determined based on management performance.
    The board of directors may plead for CEO dismissal to the general shareholders assembly, in the cases where CEO’s performance rate in management contract terms fails to reach a satisfactory level.

External Assessment of Governance Structure

  • Domestic
    2024.11
    A+ in corporate governance sector and overall grade of ESG evaluation｜ Korea Institute of Corporate Governance and Sustainability (KCGS)
    2023.11
    A in corporate governance sector and overall grade of ESG evaluation｜ Korea Institute of Corporate Governance and Sustainability (KCGS)
    2022.11
    A in corporate governance sector and overall grade of ESG evaluation｜Korea Corporate Governance Service
    2021.10
    A+ in corporate governance sector and overall grade of ESG evaluation｜Korea Corporate Governance Service
    2020.10
    A+ in corporate governance sector and overall grade of ESG evaluation｜Korea Corporate Governance Service
    2018. 11
    A in corporate governance sector and overall grade of ESG evaluation | Korea Corporate Governance Service
    2017. 09
    A in corporate governance sector and overall grade of ESG evaluation | Korea Corporate Governance Service
    2015. 09
    A+ in corporate governance sector | Korea Corporate Governance Service
    2010. 09
    Winner of grand prize in audit of the year in corporate sector | Korea Listed Companies Association- Leading advancement of audit tasks by composing the audit committee for each area of expertise, performing independent audit activities, and maximizing efficiency in internal control
    2010. 06
    Grand prize in corporate governance structure | Korea Corporate Governance Service- Highly evaluated for independent and professional board, active board management, shareholder rights protection, transparent disclosure system and strict audit-organization management.
    2008. 06
    The first winner of “Honorary Corporation" award for 2 consecutive years in Korea | Korea Corporate Governance Service
  • Overseas
    2016
    This year’s enterprise with the most committed corporate governance in South Korea ┃Finance Asia - KT Selected as the Best Corporate Governance Company in South Korea
    2004
    Winner corporation of the best transparency | S&P - Highest-ranking Korean corporation among the Asia-Pacific 100 corporations.
    2003. 09
    Superior governance structure business in emerging markets | Economy, - High score obtained in such aspects as ownership structure, financial transparency, board of directors operation, shareholder relations, and management interests.
    2003. 04
    1st grade governance structure | CLSAI - “kt, with the best corporate governance structure, is one of the best in Asia”
    2002. 09
    The best governance structure cases in Asia | Goldman Sachs - “kt's governance structure is one the best in Asia”
    2002. 06
    Winner corporation of the best transparency | S&P - Highest-ranking Korean corporation among the Asia-Pacific 100 corporations.

Difference From Best Criterion

Recommended Exemplary Standards Adopted by kt Remarks
Introduction of the Corporate Governance Charter Adopted
The cumulative voting system Adopted
Seperation of Board Chair from CEO Adopted Board Chair appointed among outside directors by the BOD resolution
Outside directors composition requirement (majority of seats) Adopted 80% of the board members
Independence of outside directors
(from the corporate, executive management, and controlling shareholders)		 Adopted  
Directors’ liability insurance Adopted  
Outside director recommendation committee composition requirement
(majority of outside directors)		 Adopted All Outside Directors
Remuneration committee composition requirement (full outside directors) Adopted More than Three Outside Directors
Audit committee composition requirement (full outside directors) Adopted More than Three Outside Directors
including one financial expert
Interlinking stock option with business management Adopted Granted stock quantity linked to business performance
Precise certificate on financial reports Adopted Submitted after certified by NYSE
Enactment and disclosure of corporate ethics Adopted  
Explanation of differences from standard criteria Adopted Posted on the webpage
Assessment by board of directors Adopted Enforced