Board of Directors
Composition of the Board of Directors
| Category | Name | Specialty | Major Career | Term |
|---|---|---|---|---|
| Inside Directors | Si-woo Lee | Overall Management (Technology, Production) | Current) CEO and President of POSCO Former) Head of Steel Production & Technology Division, MBA from POSTECH | Mar 2022 - Mar 2025 (Reappointed Mar 2024) |
| Baek-hee Lee | Safety, Environment | Current) Head of HSE Division (Vice President) Former) Head of Pohang Steelworks (Vice President), Master’s in Steel from POSTECH | Mar 2024 - Mar 2025 | |
| Young-jung Kim | Marketing, Trade |
Current) Head of Marketing Division (Vice President)
Former) Head of Steel Team at POSCO Holdings (Managing Director)
Bachelor’s in Metallurgical Engineering from Pusan National University |
Mar 2023 - Mar 2025 (Reappointed Mar 2024) |
|
| Hyung-soo Lee | Finance, Strategy |
Current) Head of Corporate Planning Division (Managing Director) Former) Head of Corporate Planning Office at POSCO Future M (Managing Director) MBA from POSTECH |
Apr 2024 - Mar 2025 | |
| Outside Directors | Jae-hwan Park | Finance, Accounting |
Current) Professor at Chung-Ang University School of Business Administration Current) Vice President of the Korean Accounting Association PhD in Business Administration from Korea University |
Mar 2022 - Mar 2025 |
| Min-ho Lee | Environment | Current) Head of ESG Research Center at Yulchon LLC, PhD in Civil and Environmental Engineering from the University of Delaware, USA | Mar 2022 - Mar 2025 | |
| Non-executive Directors | Sung-lae Chun | Steel Strategy, Carbon Neutrality |
Current) Head of Carbon Neutrality Team(Senior Executive Vice President), POSCO HOLDINGS Former) Representative President of POSCO-Maharashtra(Senior Executive Vice President) Bachelor's in Trade from Kyungpook National University |
Sep 2024 - Mar 2025 |
Operation of the Board of Directors
Independence and Expertise of the Board of Directors
Although POSCO is an unlisted company, it has appointed non-executive directors to ensure a transparent and advanced governance structure. The non-executive directors are chosen from a broad range of sectors, including industry, finance, academia, law, and the public sector. They are selected based on their extensive experience and expertise, contributing to balanced and rational decision-making by the management, without bias towards any specific field.
To enhance the expertise in decision-making, POSCO has conducted comprehensive briefings for the appointed non-executive directors. These briefings cover an overall company overview, steelworks inspections, and important strategies and issues related to carbon, safety, and the environment.
Furthermore, POSCO operates the ESG Committee and the Audit Committee under the Board of Directors, each chaired by a non-executive director. These specialized committees enable the Board to independently review and make decisions on critical company matters. The ESG Committee includes an environmental expert, while the Audit Committee features experts proficient in the industrial and financial sectors, thereby enhancing their expertise. In 2023, the ESG Committee convened five times, and the Audit Committee convened seven times.
| Category | ESG Committee | Audit Committee |
|---|---|---|
| Composition |
Chair: Min-ho Lee Non-executive Director: Jae-hwan Park Executive Director: Baek-hee Lee Executive Director: Hyung-soo Lee |
Chair: Jae-hwan Park Non-executive Director: Min-ho Lee Executive Director: Young-jung Kim |
| Main Roles |
• Reviewing environmental and low carbon policies • Preliminary review of safety and health plans • Monitoring ESG-related implementation |
• Auditing directors’ execution of duties • Appointing external auditors • Checking internal accounting |
Board Compensation Policy
In line with the Board’s operating regulations, all non-executive directors are authorized to evaluate the activities of the Board and its specialized committees. Compensation for the Board is determined within the limits approved by the General Meeting of Shareholders, in accordance with Article 388 of the Commercial Act and the company’s Articles of Incorporation.
The CEO of POSCO’s compensation is determined based on the criteria established by the Board of Directors. The base salary is disbursed monthly, calculated as one-twelfth of the annual total base amount, taking into account the position, delegated duties, and role responsibilities. The performance bonus is paid in two installments annually (in July and February of the following year) and is derived from a comprehensive evaluation. This evaluation includes a quantitative assessment of financial performance for the fiscal year and a qualitative assessment of key management activities, such as ESG performance.