KT has begun discussions on restructuring its board of outside directors ahead of next month's shareholder meeting to approve incoming CEO Park Yun-young. The outcome is expected to signal the telecom giant's direction on corporate governance, particularly regarding CEO authority and board oversight.
According to industry sources on January 9, KT's board held a preliminary briefing session to discuss the appointment of new outside directors. Both inside and outside directors reportedly attended the meeting.
KT currently has seven outside directors. Three of them—Choi Yang-hee, president of Hallym University; Yoon Jong-soo, former vice minister of environment; and Ahn Young-kyun, board member of the International Federation of Accountants (IFAC)—will see their terms expire in March. Including the vacancy left by former director Cho Seung-ah, who resigned due to a conflict of interest from her concurrent position as an outside director at Hyundai Steel, a total of four seats must be filled.
In accordance with its articles of incorporation and the Commercial Act, KT plans to hold its annual general meeting by the end of March to obtain shareholder approval for Park's appointment as CEO and the election of board members. Since notice of the shareholder meeting must be issued two weeks prior to the meeting date, the final slate of director candidates must be determined by then. Accordingly, the KT board plans to reconvene as early as January 10 to finalize its outside director nominations.
The biggest variable in this board restructuring is the position of the National Pension Service, a major shareholder. The NPS recently changed its stake classification in KT from "simple investment" to "general investment," signaling more active exercise of shareholder rights. The NPS reportedly determined that regulatory amendments passed by KT's board in November—requiring board approval for CEO decisions on organizational restructuring and executive appointments—could constitute interference with management rights, and expressed opposition. In response, KT's board is reportedly reviewing a proposal to scale back the approval requirement to a "consultation" level.
Amid growing controversy over KT's governance structure, pressure for resignations is also intensifying. On January 5, KT's labor union issued a statement demanding "a complete overhaul of how the board operates" and calling for "all current board members to resign." The union also demanded greater transparency in board operations and procedures, as well as the introduction of a board evaluation system. KT's second union also released a statement the same day, declaring that "full responsibility for the current management vacuum and legal risks lies with the board" and urging the board to "abandon self-reappointment."