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KT CORP Annual Report 2013

Dec 31, 2013

30640_10-k_2013-12-31_c02f09da-6089-4ae9-9a84-acd6f41f276f.pdf

Annual Report

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ANNUAL FINANCIAL REPORT OF

KT CORPORATION

(From January 1, 2013 to December 31, 2013)

(Translation of the Annual Report filed in Korean with the Financial Supervisory Service of Korea)

Table of Contents

I. Corporate General ........................................................................................ 3 1. Corporate Purpose of KT Corporation .......................................................... 3 2. History ............................................................................................... 4 3. Total Number of Shares and Related Matters ................................................ 4 4. Voting Rights ....................................................................................... 6 5. Dividends and Related Matters .................................................................. 7 II. Business Details........................................................................................... 8 1. Overview ............................................................................................ 8 2. Main Products and Services ..................................................................... 29 3. Matters Related to Revenue .................................................................... 42 4. Research and Development Activities ........................................................ 59 5. Other Matters Necessary for Making Investment Decisions................................ 59 III. Financial Information ................................................................................. 60 1. Summary of Financial Statements (Consolidated) .......................................... 60 2. Summary of Financial Statements (Separate) ............................................... 61 IV. Auditors’ Opinion ..................................................................................... 62 1. Auditor’s Opinion on the Consolidated Financial Statements ............................ 62 2. Compensation to External Auditors for the Last Three Fiscal Years..................... 62 V. Management and Affiliated Companies ........................................................... 63 1. Overview of the Board of Directors and Committees ...................................... 63 2. Audit Committee ................................................................................. 70 3. Matters on Shareholder’s exercise of Voting Rights ........................................ 72 4. Equity Investments ............................................................................... 73 VI. Directors, Senior Management and Employees ................................................. 75 1. Directors ........................................................................................... 75 2. Senior Management .............................................................................. 75 3. Current Status of Employees ................................................................... 77 4. Remunerations fo Executive Officers ......................................................... 77

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I. Corporate Generals

1. Corporate Purpose of KT Corporation

Business Objectives

  1. Information and communications business;

  2. New media business; 3. Development and sale of software and contents; 4. Sale and distribution of information communication equipment;

  3. Testing and inspection of information communication equipment, devices and facilities; 6. Advertisement business;

  4. Telecommunications retail business;

  5. Development of information and technology, and electrical infrastructure;

  6. Real estate and housing business; 10. Electronic banking and finance business; 11. Education and learning services business; 12. Security services business (including machinery system surveillance services and facilities security services);

  7. Research and technical development, education, training and promotion, overseas businesses, export and import trade, manufacturing and distribution related to the activities mentioned in items 1 through 12;

  8. Telecommunications services business, including frequency-based telecommunications business; 15. Value-added telecommunications business;

  9. Production, supply (screening) and distribution of music albums, music videos, movies, videos and games;

  10. Electronic finance and electronic payment gateway services, including issuance and management of pre-paid electronic payment methods;

  11. Sales and leasing of equipment and facilities related to the activities mentioned in items 14 through 17;

  12. Overseas and export and import trade related to activities mentioned in items 14 through 18;

  13. Travel agency business;

  14. (RESERVED) 22. Alternative energy generation business; 23. Health Bioinformatics business; 24. Military telecommunication equipment manufacturing business; 25. Energy inspection, energy conservation, and other energy use rationalization business; and 26. Any and all other activities or businesses incidental to or necessary for the attainment of the foregoing.

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2. History

A. Changes since Incorporation

(1) Date of Incorporation: December 10, 1981

(2) Location of Headquarters:

90 Bulljeong-ro Bundang-gu, Seongnam-city Gyeonggi-do 463-711 Korea

(3) Major Changes in KT Corporation

  • On March 27, 2009, KT Corporation (“KT”) signed a merger agreement with its mobile subsidiary KTF, in which KT held a 54.25% interest, and on June 1, 2009, the merger was completed.

  • At the annual shareholders’ meeting held on March 11, 2011, KT’s shareholders approved the addition of the health bioinformatics business to KT’s business objectives, which is a new emerging industry that integrates IT with genetic data information sequencing, computation, accumulation, and application. The shareholders also approved the addition of military communication equipment, devices and facility manufacturing to its business objectives.

  • Mr. Suk Chae Lee was reelected as the Chief Executive Officer (“CEO”) and President of KT at the annual shareholders’ meeting held on March 16, 2012.

  • At the annual shareholders’ meeting held on March 15, 2013, KT’s shareholders approved the addition of energy inspection, energy conservation, and the energy use rationalization business to KT’s business objectives.

  • Mr. Chang-Gyu Hwang was elected as the CEO and President of KT at the extraordinary general shareholders’ meeting held on January 27, 2014.

3. Total Number of Shares and Related Matters

A. Total Number of Shares

A. Total Number of Shares A. Total Number of Shares
(As of December 31, 2013) (Unit: Shares)
C Type of Shares
ategory Common Shares Total
I. Total Number of Authorized Shares 1,000,000,000 1,000,000,000
II. Total Number of Issued Shares 312,899,767 312,899,767
III. Total Number of Shares Reduced 51,787,959 51,787,959
1. Reduction of Capital - -
2. Share Retirement 51,787,959 51,787,959
3. Redemption of Redeemable Shares - -
4. Other - -
IV. Current Number of Issued Shares (II – III) 261,111,808 261,111,808
V. Number of Treasury Shares 17,221,575 17,221,575
VI. Current Number of Issued and Outstanding Shares 243,890,233 243,890,233

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B. Status of Capital Increase/Decrease

(As of December 31, 2013)

(Unit: Won, Shares)

Details of Issued (Retired) Shares Details of Issued (Retired) Shares Details of Issued (Retired) Shares
Date of Shares
Issued
(Retired)
Type of
Shares Issued
(Retired)
Number of Issued
(Retired) Shares
Par Value
per Share
Par Value of
Issued per
Share
Type Note
June 2, 2009 - Common Shares 700,108 5,000 5,000 Issuance of new
shares for merger
  • For the merger with KTF, KT issued 700,108 new shares. As a result, the capital amount increased by Won 3.5 billion as follows.

follows.
(Unit: Won)
Category Before Merger Amount of Change After Merger
Capital Amount 1,560,998,295,000 3,500,540,000 1,564,498,835,000

C. Acquisition and Disposal of Treasury Shares

(As of December 31, 2013) (As of December 31, 2013) (Unit: Shares) (Unit: Shares)
Beginning of
Term
Acquisition
(+)
Disposition
(-)
Retirement
(-)
Method of Acquisition Type End of Term
Direct
Acquisition
Pursuant to
Article 165-2 of
Securities and
Exchange Act
Common
Shares
17,389,417 - 167,842 - 17,221,575
Preferred
Shares
- - - - -
Reasons other
than Article 165-2
of Securities and
Exchange Act
Common
Shares
- - - - -
Preferred
Shares
- - - - -
Subtotal Common
Shares
- - - - -
Preferred
Shares
- - - - -
Indirect Acquisition
(e.g. Trust Contract)
Common
Shares
- - - - -
Preferred
Shares
- - - - -
Total Common
Shares
17,389,417 - 167,842 - 17,221,575
Preferred
Share
- - - - -
  • The above “Beginning of Term” means as of January 1, 2013 and “End of Term” means as of December 31, 2013.

  • Details of share buyback and retirement of treasury shares from January 1, 2013 to December 31, 2013 are as follows.

(1) Acquisition of Treasury Shares

  • Not Applicable.

(2) Disposition of Treasury Shares (167,842 shares)

  • May 24, 2013: Disposition of treasury shares to distribute long-term performance based bonus payments to company executives.

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D. Share Ownership Status of the Employee Stock Ownership Association

(1) Transactions with the Employee Stock Ownership Association

  • Not Applicable.

(2) Guidelines for Exercising the Voting Rights of the Employee Stock Ownership Association

  • Association Account : The Employee Stock Ownership Association exercises its voting rights in a manner that is in proportion to the number of association members who wish to exercise their voting rights.

  • Association Member Account : Employee Stock Ownership Association may exercise its voting rights only if (i) the association receives a request by an association member to exercise his voting rights with a minimum notice period of seven days or (ii) the association member chooses to delegate his voting rights to the association.

(3) Shares Held by the Employee Stock Ownership Association

(As of December 31, 2013) (As of December 31, 2013) (Unit: Shares)
Type of Account Type of Shares Balance at Beginning of Term Term-End Balance
Association Account Common Shares 33,940 33,940
Association Member Account Common Shares 2,767,725 2,714,419
Total 2,801,665 2,748,359

4. Voting Rights

4. Voting Rights
(As of December 31, 2013) (Unit: Shares)
Category Number of Shares Note
Total Issued Shares (A) Common Shares 261,111,808 -
Preferred Shares -
Shares without Voting Rights (B) Common Shares 17,308,160 Including Treasury Shares
&BC Card stake
Preferred Shares -
Shares with Restricted Voting Rights under the Stock
Exchange Act and Other Laws (C)
- - -
Shares with Reestablished Voting Rights (D) - - -
Shares with Exercisable Voting Rights
(E = A – B – C + D)
Common Shares 243,803,648 -
Preferred Shares -
  • Shares without voting rights under the Commercial Code of Korea: 17,221,575 treasury shares held through treasury stock funds and 86,585 shares owned by BC Card.

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5. Dividends and Related Matters

A. Dividends

KT determines its shareholder return policy by considering business performance and cash flow after completing its investment for long-term growth opportunities and retaining internal cash requirements. KT’s shareholder return policy is subject to change depending on its operating status and business environment.

B. Dividends Paid during the Past Three Fiscal Years

Category Category FY2013 FY2012 FY2011
Par Valueper Share(Won) 5,000 5,000 5,000
Net Profit of the Current Term(in Millions of Won) -392,311 708,819 1,289,055
Net Profitper Share(Won) -1,609 2,953 5,299
Year-end Cash Dividend(in Millions of Won) 195,112 487,445 486,602
Year-end Share Dividend(in Millions of Won) - - -
Cash Dividend Propensity (%) - 67.8 37.7
Rate of Return on Cash Dividend (%) Common Shares 2.5 5.2 5.3
Preferred Shares - - -
Cash Dividend per Share (Won) Common Shares 800 2,000 2,000
Preferred Shares - - -
  • The dividend-related information is based on KT’s stand-alone result.

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II. Business Details

1. Overview

A. Present Conditions of the Industry

(1) Characteristics of the Industry

■ Telecommunication (KT, KT Sat, KT Powertel, KT ENS)

The telecommunication business usually involves businesses such as mobile communications, fixed-line telephony, line lease businesses and Internet Protocol Television (“IPTV”). The value chain in the telecommunication business begins from contents, platform, network and terminal. The convergence of fixed-line, wireless, and broadcasting telecommunications has increased and expanded to adjacent sectors. The traditional telecommunications business is increasingly evolving into services such as IPTV and advanced wideband LTE (“LTE-A”). However, competition in the Korean telecommunications industry is intense and each of the service areas (wireless, fixed telephony and high-speed internet) are experiencing stagnant growth.

Licenses are required within the satellite business in order to use orbital space and spectrum from the government and provide services to clients. KT currently owns three satellites. Globally, KT’s satellite channel broadcasting business comprises approximately 80% of its satellite business. Due to increased demands for high-definition (“HD”) channels, satellite broadcasting has increased in popularity over the past few years.

The Trunked Radio System (“TRS”) service, operated by KT Powertel, allows users to utilize limited spectrums for radio communication services. Approximately 360,000 subscribers are using iDEN services. The TRS service is expected to sustain its growth in the foreseeable future, mainly focusing on specific markets such as logistics and industrial sites.

Network Integration / System Integration (“NI / SI”) are expanding its business boundaries as we move into the convergence era of information and communication technology (“ICT”)-based smart society such as green information technology (“IT”), cloud computing, BcN, and etc.

■ Credit Cards Business (BC Card)

In 1982, five domestic banks (Chohung, Commercial, First Korea, Hanil, Seoul Trusts) established the Banks’ Credit Card Association (the predecessor of BC Card) and launched their card operations. Today’s credit card business structure was formed when the Credit Card Industry Act was enacted in 1987. In 2009, the government expanded possible credit card payment accounts that were limited to commercial bank’s accounts into financial investment company cash management accounts (“CMA”), which were allowed to issue CMA-based credit cards. The credit card industry has expanded the scope of its business as a result of the government’s credit card proliferation policy, which was designed to help the government correctly charge taxable income. Recently, the industry is reinforcing its risk management in order to enhance profitability.

■ Satellite Broadcasting Service (KT Skylife)

Since broadcasting services have become increasingly integrated into the telecommunication business, its value in the media industry has been re-prioritized. New broadcasting technologies such as digital conversion and broadband broadcasting have developed due to the convergence of broadcasting and telecommunication and are available to satisfy customer needs.

■ Car Rental Business (KT Rental)

Due to Korea’s per capita income increase, continuous economic growth, and the convenience of the car rental system, consumer interest in the rental car business, including interest within the government and corporate sectors, has demonstrated steady growth.

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■ Media Contents (KT Media Hub)

The recent development of smart devices for media contents consumption allows users to enjoy contents seamlessly with the device of preference. KT Media Hub is focusing not only on the development of new media contents but also to optimize contents for mobile IPTV. KT Media Hub is also focusing to create a stronger synergy among KT’s media related subsidiaries and affiliates, such as KT Skylife, KTH, KT Music, USTREAM, Enswers, Sidus FnH, and etc.

■ Auto Lease and Installment Financing (KT Auto Lease)

KT Auto lease offers its customers leased automobiles by charging certain rates for usage fees and interests. Financing allows users to pay for their automobiles on an installment basis.

■ Real estate development, rental and management (KT Estate)

Real estate development usually requires large scale capital investments and takes long period of time for profits to be realized. Although real estate development returns are usually high, it is also affected by many risks. Efficient management of real estate assets is also an important business portfolio for KT Estate.

■ Financing business (Smartro)

The VAN business involves linking credit card companies’ financing networks with large vendors and POS for credit card transactions. Although there are no regulatory barriers for financing the VAN business, certain network operation know-how is required.

■ Public Telephone Operation and Management (KT Linkus)

Public telephone services offer the same service to anyone, anywhere, at any time, using a nation-wide infrastructure. Moreover “public telephone” is defined as a universal service by the government in accordance with Telecommunication Business Act.

■ Equipment and Related Product Wholesale (KTM&S)

Previously, telecommunication equipment distributions were agency oriented. However, recent telecommunication equipment distributions are moving toward direct channels and on-line channels as smartphones and emerging devices are becoming increasingly popular. As distribution practices are being more focused on direct channels, we are planning to improve differentiation through CRM and service quality enhancement.

■ Contents Distribution (KT Hitel)

The contents distribution business is growing due to increased demands for various N-Screen contents. Video contents are especially suitable for one-source-multi-use due to its ability of being recreated with more value added products. KT Hitel has the greatest number of rights for movie contents for the IP platform. KT Hitel also launched the T-Commerce business, which offers interactive shopping contents for TV viewers. We expect great growth potential from T-Commerce.

■ E-commerce (KT Commerce)

Companies are increasingly preferring e-commerce business to business (“B2B”) provided that it allows for more efficient sales and purchasing procedures. A broker-managed e-commerce system commences once an order from the e- catalogue is placed and is followed by certain logistical procedures. B2B e-commerce offers purchasing companies greater efficiency, optimized processes and an integrated database system, while at the same time, offering selling companies with greater access to distributors of stable credit ratings.

■ Music contents (KT Music)

The music industry refers to the overall cycle of value creation for music contents, starting with composition, performance, publishing, copyrights, management, record labels, and public relations activities. With the rapid expansion of smartphones, since late 2009, there has been an increasing number of subscribers consuming music contents via their smartphone devices.

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■ Submarine Cable Construction (KT Submarine)

KT Submarine provides cable construction and management services for telecommunication carriers. In addition to submarine cables for telecommunication carriers, KT Submarine also provides submarine construction for electricity providers. With increasing demands for electricity from China and Southeast Asian countries, the submarine power system is considered to be an ideal source of power to meet such demands.

■ Security and Guards (KT Telecop)

The security service business has been growing due to reasons such as an increase in gross domestic product (“GDP”), women’s social advancement, and the aging population. The security business has a high entry barrier and is not very susceptible to the economic cycle. Security services are provided for individual clients as well as corporate and governmental organizations for the security of personnel, equipment or other assets.

■ Lease and Corporate Loan (KT Capital)

Installment financing refers to lending capital to individual customers who purchase goods that are costly, such as automobiles, machinery or real estate, and charging monthly installments which includes principal and interest. Lease services refers to an agreement between two parties whereby one party allows the other to use his/her property for a certain period of time in exchange for a periodic fee. Most financing companies offer both installment financing and lease services.

■ Advertising (Nasmedia)

There are two main types of agencies for small-to medium sized advertising agencies, which are media representatives and agencies focused on creative directing. The online advertising market is growing most rapidly in the advertising market and has the most access to opportunities.

■ Software development and distribution (KT DS)

Korea’s IT servicing business has reached its peak. While new trends such as cloud services, big data, and open sources are receiving more attention from the market, the growth potential for these new services seems to be limited, as most of Korea’s corporations are trying to limit their budget for IT investments. As such, KT DS is looking to advance into the global market while tapping into IT-based convergence services.

(2) Growth of the Industry

  • Telecommunication (KT, KT Powertel)
■ Telecommunication (KT, KT Powertel)
(Unit:thousand persons)
Category 2013 2012 2011
Broadband internet Subscribers 18,738 18,253 17,860
Local Telephone Subscribers 17,620 18,261 18,862
Mobile Phone Subscribers 54,681 53,624 52,507
TRS Subscribers 368 384 382

■ Satellite Leasing Service (KT Sat)

The market size of the global satellite leasing industry is Won 18 trillion, and has grown at a rate of 7.8% per year for the past three years. Companies such as Intelsat, SES, Eutelsat, and Telesat are the incumbent dominant players in the market and competition among these companies remains intense. The market for the global satellite leasing industry will expand into South East Asia, Middle Asia, Africa, and Latin America.

■ SI/NI Service (KT ENS)

The needs for SI/NI services are increasing as the various networks and platforms for mobile, clouding IT, and media are being integrated into one convergent platform. According to Korea IDC, Social Network services, Big data, and Cloud 2.0 will boost further growth within SI/NI services.

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■ Credit card business (BC Card)

Until 2010, the credit card business grew explosively with the supportive policy of the Korean government. However, as overall levels of credit card users began to saturate and the decline of average credit card payments have escalated, the card business market is facing difficulties in securing sustainable growth.

■ Satellite Broadcasting Service (KT Skylife)

In the future, broadcasting and telecommunication operators will provide not only voice data and data with IPTV and voiceover-internet-protocol (“VoIP”), but will also offer interactive satellite and mobile services that integrate wireless and wireline characteristics.

【 Paid-TV subscriber trend 】

(Unit: person)

Subscribers(No. of Lines)
Pid TV Mk
a aret 2013 2012 2011
Subscribers 27,640,859 25,269,752 23,114,017

Source: Paid-TV Providers

■ Online contents (KT Hitel)

The mobile internet market is growing rapidly with the proliferation of smartphones compared to the stagnant growth in the wired internet industry. The IPTV platform, another emerging screen, is growing with a subscriber base of 8.5 million as of the end of 2013 and is expected to increase to a subscriber base of 10 million by 2014. The robust growth of the IPTV platform will generate an explosive demand for contents such as movies, dramas, and animation. Meanwhile, T-commerce was launched as a new shopping platform. The Korea Communications Commission expects the T-Commerce market to grow to Won 7.8 trillion by 2015.

■ Security and Guards (KT Telecop)

The domestic security industry is affected by developments in electronics, computers, the internet, and the telecommunications and film industries and more value-added products are being introduced into the market. With an expectation that disposable income will continue to grow, the relevant security industry should continue to yield stable growth in the coming years.

■ Car Rental Business (KT Rental)

The domestic car rental market has shown stable growth along with an increase in car sales. The percentage of rental cars compared to registered vehicles has been maintained above 2%. Considering the past growth trend and expected increase in per capita income, the portion of rental cars to registered vehicles will increase steadily.

【 Numbers of registered vehicles and rental cars in Korea 】

(Units: 1,000, %) (Units: 1,000, %)
2013 2012 2011 2010 2009
Number of registered vehicles 18,870 18,870 18,437 17,941 17,325
Number of registered cars 14,577 14,577 14,198 13,632 13,024
Number of registered rental cars 325 325 289 258 216
Growth rate of registered rental
cars
12.5% 12.46% 11.98% 19.44% 8.00%
Rental cars to registered cars ratio 2.2% 2.23% 2.03% 1.89% 1.66%

Source: Ministry of Land, Transport and Maritime Affairs / Korea Rent-A-Car Association

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■ Media Contents Business (KT Media Hub)

The IPTV service has become the main media services platform in Korea and continues to expand in its presence.

(a)IPTVSubscriber
(unit : Thousand) 2013 2012 2011
# of users 8,613 6,310 4,919
  • Lease and Corporate Loan (KT Capital)

  • (a) Lease Items

(a) Lease Items
(Unit: Wonbillion)
Items 2013.3Q 2012 2011
Industrial machinery 16,486 21,199 2.294.5
Transportation equipment 50,351 62,886 6,524.7
Medical devices 7,395 9,225 890.3
Pollutionprevention equipment 36 0 1.1
Equipment for Science and Technology 1,896 5,402 525.3
Telecommunication Equipment 757 1,276 122.1
Industrial equipment for distribution 279 206 36.8
Other 1,808 2,433 207.0
Total 78,972 102,627 10,601.8

Source: Credit Finance Association (2012 data unpublished)

(b) Installment Finance

(Units: Won billion, thousand items)

2013.3Q 2012 2001
Durables 70,579 91,692 93,916
Housing 1,856 4,196 9,176
Machinery 3,947 6,295 6,190
Others 816 1,325 896
Sum 77,198 103,508 110,178

Source: Credit Finance Association (2012 data unpublished)

■ Real estate development, rental and management (KT Estate)

As Korea’s birth rate continues to decline, less of the population will prefer to own properties. We expect to see an increase in demand for housing rental over purchasing small-sized households.

(3) Characteristics of Market Fluctuations and Seasonality

■ Telecommunication (KT, KT Sat, KT Powertel)

The demand for communications services does not fluctuate widely with economic conditions due to the fact that such services are regarded as a necessity in modern life. However, if the Korean economy slows and per capita income declines, it could have an adverse impact on KT’s business activities.

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(A) KT Powertel

  • KT Powertel is not affected directly by seasonality and fluctuations.

(B) KT Sat

  • Transponder leasing - one of KT Sat’s major services – typically has a five-year (or longer) contract with its clients. As a result, KT Sat is not susceptible to seasonality and market fluctuations. Transmissions of video contents for government and data transmission are not affected by market fluctuations or seasonality. However, B2B services and mobile satellite service are sensitive to market conditions.

(C) KT ENS

  • KT ENS could be affected by macroeconomic factors such as Europe’s fiscal crisis and changes in the global economic environment despite the activation of Green IT and expansion of Smart IT.

■ Credit Cards Business (BC card)

The credit card industry is a typical domestic business which is highly affected by the private consumption trend and overall economic conditions.

■ Satellite Broadcasting Service (KT Skylife)

The paid-TV market is perceived to be a necessity. Unless there is a severe economic downturn, the customer churn rate will be relatively stable. Moreover, the revenue from paid-TV services is based on monthly subscription fees, which are not impacted by seasonality.

■ Car Rental Business (KT Rental)

Korea’s domestic auto rental market is focused largely on long term rentals for corporate clients. The short-term rental market has also shown growth potential as there is an increased interest in leisure activities. The short-term rental market (less than one-year rental) generates more than 6% of its revenue in the summer due to a huge demand for vacation related purposes.

■ Media Contents (KT Media Hub)

The media market has less correlation with seasonality than other businesses.

■ Auto Lease and Installment Payment Financing (KT Auto Lease)

Although lease financing is not typically impacted by seasonality, KT Auto Lease is partly affected by market conditions as some of its clients are corporate in nature and are susceptible to budgets and economic cycles.

■ Real estate development, rental and management (KT Estate)

The real estate market is heavily dependent upon cyclical movements of the economy.

■ Human Resource Management (HNC network)

After the economic crisis of 1997, many of our human labor services have been outsourced and has expanded to other labor centric operations such as call centers, hotel room cleaning services, and hospital cooking services.

■ Network Securities (Initech Corp)

The information security market is affected by market conditions. For example, the economic downturn causes companies to cut down their budget for IT services and such services are less prioritized than other IT systems. However, as recent information leakage incidents are reported from across various industries (finance institutions, government organizations, and corporations) awareness as to the importance of information security has greatly increased.

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■ Finance Services (Smartro)

The VAN industry is directly correlated to the amount of credit card usage, and is therefore sensitive to consumption levels and market trends, and other factors related to consumption such as weather conditions, days in a month and types of affiliates (gas station, convenient store, or restaurants).

■ Public Telephone Operation and Management (KT Linkus)

Public telephone businesses are declining due to less usage. The public telephone business is also affected by seasonality.

■ Equipment and Related Product Wholesale (KTM&S)

Communications services are regarded as necessities, and are relatively less sensitive to market fluctuations and seasonality than other industries. However, distribution channels tend to react negatively to the introduction of new handsets, new technology, and trend changes.

■ Contents Distribution (KT Hitel)

The contents market is less sensitive to seasonal factors than other businesses, with the dissemination of a variety of platforms and N-screen services. Typically the first and third quarters of a year are more profitable as a result of school breaks. However, after considering recent trends, the market appears to be more affected by content line-ups rather than factors related to seasonality. The T-commerce market is less sensitive to market trends and seasonality than other shopping methods due to the fact that the service is not limited to time, space, and payment methods.

■ E-commerce (KT commerce)

E-commerce is less sensitive to seasonality than normal commerce transactions as demand for E-commerce increases due to efficient purchases.

■ Music contents (KT Music)

The music contents business has grown with the expansion of smartphones and is not influenced heavily by seasonality.

■ Submarine Cable Construction (KT submarine)

The submarine cable construction business is influenced by the investment strategy between KT and the foreign communication infrastructure operators. KT Submarine’s business is linked with the infrastructure investment environment in China and other countries in the region.

■ Security and Guards (KT Telecop)

The security business is less sensitive to economic fluctuations due to the conservative nature of the security business. However, domestic economic slowdowns and price competition may adversely affect the growth outlook.

■ Lease and Corporate Loan (KT Capital)

Seasonality in the credit financing industry is not clearly evident, however, lease and installment payment markets are affected by the macro economy. The new financing market is not impacted by seasonality.

■ Advertising Business (Nasmedia)

The advertising market is often viewed as the barometer of economic cycles and is highly affected by economic conditions. Revenue derived from advertising tends to show an N-pattern every year. Corporations usually reduce monthly advertisements from January to February and from July to August and increase spending for advertising from April to May and from September to year-end.

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■ Software development and distribution (KT DS)

The public IT sector is more heavily influenced by government policy than the market environment. The private IT sector is affected by the amount in investments it receives.

(4) Competition

■ Telecommunication (KT)

(a) Competing Companies

  • Local calls: SK Broadband, LG U+, etc.

  • Long distance calls: SK Broadband, SK Telink, LG U+, Onse Telecom, etc.

  • International calls: SK Broadband, SK Telink, LG U+, Onse Telecom, etc.

  • Broadband internet: SK Broadband, LG U+, Service Operators (cable television & relay wired broadcasting operators)

  • Mobile telecommunications: SK Telecom, LG U+, etc.

  • Internet telephones (VoIP): SK Broadband, SK Networks, SK Telink, Samsung Networks, LG U+, etc.

  • IPTV: SK Broadband, LG U+

  • Mobile internet (WiBro): SK Telecom

(b) Market Entry Requirements

  • Communication service providers: business operations must be approved by the Korea Communications Commission.

  • Specific telecommunications service providers: registration is required.

  • Value-added telecommunications service providers: reporting is required.

(c) Factors of Competition

  • Service fees, product quality, marketing power, brand value and competitiveness of the distribution channel, etc.

■ KT Sat

KT Sat is the only satellite operator in South Korea and competes with other global satellite operators for the satellite transponder leasing business. As for the domestic internet and broadcasting business, KT Sat competes with other fixedline service providers in Korea.

■ KT Powertel

KT Powertel aims to expand its market share by taking advantage of the TRS’ uniqueness as an alternative for mobile services.

■ KT ENS

SK Broadband and LG U+ are KT ENS’s industry competitors while Samsung S&S, SK E&C, and GS Neoteck are competitors of the Information Communications business.

■ Credit Cards Business (BC Card)

(a) Competing Companies

  • Samsung Card, Hyundai Card, Lotte Card, Shinhan Card, Kookmin Card, Woori Card, KB Card and Hana-SK Card.

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(b) Market Entry Requirements

  • Not applicable.

(c) Factors of Competition

  • The number of member card issuers, the number of card transactions, member stores, and the number of issued cards.

■ Satellite Broadcasting Service (KT Skylife)

(a) Competing Companies

  • The terrestrial broadcasting service includes radio, television and terrestrial DMB. As of the end of 2013, there are 32 broadcasters in Korea. The paid-TV market is segmented by operators such as cable operators, satellite broadcasters and IPTV providers. Cable operators are again divided into cable TV operators and relay wired broadcasting operators. In 2012, the number of cable TV operators decreased from 94 to 92. The number of relay wired broadcasting operators also decreased from 97 to 78, declining from 638 relay wired broadcasting operators in 2001 due to M&A or liquidation of business.

  • KT Skylife is currently our satellite service provider and launched its service in March 2002. TU Media launched its service in May 2005, merged with SK Telink in November 2010 and terminated its service on August 31, 2012.

  • The IPTV service was first commercialized in January 2009 after receiving a license in September 2008. Currently, there are three IPTV service providers – KT (olleh TV), SK Broadband (B TV) and LGU+ (LG U+ TV). The IPTV service is regulated by different regulations from those of the cable TV business and the satellite broadcasting business.

(b) Market Entry Requirements

  • Regulation is one of the main entrance barriers in the paid-TV market. Paid-TV regulations mainly refer to the ownership, contents and technologies.

(c) Factors of Competition

  • Some major competing factors are channel availability, advertising and program production. Securing a meaningful market share is also crucial for IPTV providers to be successful. Additionally, market share, vertical integration and the regulatory environment are other important aspects in a competitive environment.

■ Car Rental Business (KT Rental)

Currently, the car rental market players are divided into two groups; 1) nationwide mid-to-large-sized enterprises supported by large companies; or 2) companies which are consolidated through M&A. The second group of companies are usually small companies operating on a local base only. The first group’s market share has been on a rising trend and the top 5 companies are expected to further expand their market shares. Since the merger with Kumho Rent-a-Car, KT Rental holds the biggest market share.

Rental of measurement equipment has been another main business portfolio. The Korean rental market is considered to be an oligopoly with KT Rental, Korean Rental and Aju Rental representing 88% of the market share. Currently, the demand for rental cars is increasing as 4G LTE repeater production and demand for smartphones are increasing.

■ Media Contents (KT Media Hub)

Media Hub is competing with other IPTV service operators (SK Broadband, LG U+), as well as CATV service providers (CJ HelloVision, T-Broad) and etc. KT Media Hub possesses its competitiveness in video on demand (“VOD”) services, duplex services, Smart TV and N-screen services.

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■ Auto Lease and Installment Financing (KT Auto Lease)

In order to enter the leasing and financing business, capital amount, credit level, liquidity, and risk management ability must meet the standards set by the Korean Finance Supervisory Services. However, the leasing business has a low entry barrier compared to other financing sectors.

■ Real estate development, rental and management (KT Estate)

Real estate development and the rental and management business are sensitive to real estate market conditions.

■ Human Resource Management (HNC network)

Currently, many firms prefer to outsource certain operations to agencies specializing in human resources. However, many companies have standards when selecting human resources agencies such as customer scale, experience, and reputation and these internal standards often create entrance barriers for new human resources agencies.

■ Network Securities (Initech Corp)

There are 166 listed members of the Korea Information Security Industry Association as of the end of 2013. Although the information security business is highly segmented, the market is considered to be quite competitive. Initech’s main business - Public Key Infrastructure – currently operates 17 companies in the market, however, only three or four companies are directly competing with each other.

■ Financial Services (Smartro)

For the VAN industry, competitiveness is based on the availability of stable IT support, provision of solutions, and service infra that could connect diverse franchise networks.

■ Public Telephone Operation and Management (KT Linkus)

(a) Competing Competitors

  • Public phone booth business: KT Linkus is the only service provider in Korea.

  • Coffee Distribution business: Nespresso, Tassimo, Cafissimo.

  • Logistics Business: CJ Korea Express, Hanjin, Hyundai Logistics.

(b) Market Entry Requirement

  • Public payphone booth business: business operations must be approved by the Korea Communications Commission.

  • Commodity Distribution Business: reporting is required.

  • Motor Truck Businesss: registration is required.

(c) Factors of Competition

  • Service fee, quality, marketing capacity, brand value, and distribution channel competitiveness.

■ Equipment and Related Product Wholesale (KTM&S)

(a) Competing Competitors

  • External competitors: PS&M, SK Networks, APR (Apple Premier Reseller), Pantech Lots, Samsung mobiles, etc.

    • Internal competitors: KTCS, KTIS, etc.

(b) Factors of Competition

  • Acceleration of LTE competition, pressure to reduce monthly telecommunications fees, entrance of distribution companies into MVNO market, etc.

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■ Contents Distribution (KT Hitel)

There is no available data to gauge the level of competition in the contents market. As for T-Commerce, there are four competing operators, excluding home shopping. It is possible that more operators will participate in the market and the increase in competitors is a sign of market expansion.

■ E-commerce (KT Commerce)

(a) High barriers to entry

  • Generally the B2C e-commerce market does not have high entry barriers because entry costs are comparatively low, as there are no huge investments for machinery or equipment. On-line shopping malls usually require just a few million Korean won to start a business. However, B2B e-commerce requires entrants to have specialized knowledge of website development, industry, and transactions. Furthermore, B2B e-commerce should have an ERP system or infrastructure in advance to start. Compared to B2C, B2B e-commerce has higher barriers to entry with respect to technology and marketing.

■ Music contents (KT Music)

Our service area is divided into the music service business and the contents investment and distribution business.

(a) Music services

  • KT Music operates OllehMusic (www.ollehmusic.com) and also operates Genie (www.genie.co.kr) on behalf of KT. KT Music consistently upgrades OllehMusic and Genie Smart applications in order to enhance customer satisfaction and convenience.

(b) Music contents investment and distribution

  • KT Music acquired KMP Holdings, which was previously owned by Korea’s major recording agencies such as SM entertainment, YG entertainment, and JYP. KT Music completed a merger with KMP holdings on June 24, 2013, after resolution by the Board of Directors in April 2013. KT Music expects to strengthen its capacity through KMP’s music contents and distributions channels.

■ Submarine Cable Construction (KT Submarine)

The submarine cable construction market has no competitors domestically. In South Korea, KT Submarine is only one provider with vessel maintenance and related service facilities. For the overseas projects, Nexans, Presmian, ABB, JPS, and VISCAS are the major players.

■ Security and Guards (KT Telecop)

The Korean security market is currently dominated by three companies: KT Telecop, S1 and ADT Caps. The entrance barriers in the security industry are government regulations, brand power, security network infrastructure and nationwide mobilization capacity.

■ Lease and Corporate Loan (KT Capital)

According to the Credit Finance Act (Article 5-1), credit financing companies are required to meet certain mandated criteria such as a minimum capital amount (Won 20 billion for up to two credit financing companies and Won 40 billion for three and more), capital adequacy, prudent credit limit, liquidity and risk management. Nevertheless, entry barriers into the credit financing industry are fairly low compared to other financial industries such as banking, insurance and credit card markets. However, except for auto loans, the current domestic credit loan market is not sizable enough and many small players are competing for market share, resulting severe competitions.

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■ Advertising Business (Nasmedia)

  • (a) Competing Competitors

  • Online Advertisement: Mezzomedia, DMC Media

  • Digital Media Advertisement (IPTV): Incross, Dartmedia

  • Digital Interior Advertisement (SMRT): Jeonhong, Yujinmetro

(b) Market Entry Requirement

  • IPTV Advertisement Provider: business operations must be approved by the Korea Communications Commission

    • Digital Interior Ads: business operations must be approved by district borough office

(c) Factors of Competition

  • Media planning capacity, negotiation skills, advertisement effect measurement and analysis systems, quality of proposals, and etc.

(5) Relevant Laws and Government Regulations

(a) Relevant Laws

  • Telecommunications policy-related laws: Telecommunications Basic Act, Telecommunications Business Act (total 7)

  • Radio and broadcasting policy-related laws: Radio Regulation Law

  • Information related laws: Promotion of Information and Communication Basic Act (total 9)

  • Broadcast related laws: Broadcasting Law, internet Multimedia Broadcasting Business Law (IPTV related), etc.

(b) Government Regulations

  • The Korea Communications Commission is responsible for managing the convergence between broadcasting and communications, as well as assuring their independence and role of providing public services. The commission is also responsible for issuing relevant licenses, permits, approvals, policy enactments and other matters relating to the promotion of broadcasting and communications and the enhancement of their global competitiveness.

The statements included in the above sections are based on KT’s forecasts and are offered for the sole purpose of providing a better understanding of the company’s current state. Consequently, investors must not rely solely on KT’s forecasts when making their investment decisions.

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B. Current Status of the Company

(1) Market Characteristics and Classification of Businesses

(a) Market Characteristics

■ Telecommunication (KT, KT SAT, KT Powertel, KT ENS)

The Korean telecommunications market is currently experiencing stagnant growth as major services, including fixed-line telephony, broadband internet and mobile communications, have reached maturity, caused in part by intense competition in the industry. KT is also facing a difficult business environment with fixed-mobile substitution, emergence of internet telephone (VoIP), and price and subsidy competition. Despite the unfavorable economic environment, KT has made continuous efforts to promote cost-cutting measures and innovate customer values. In order to communicate with customers efficiently, KT introduced its new brand name “olleh.” As a result, KT has maintained 8,070 thousands of its broadband subscribers, 14,360 thousands of its PSTN subscribers (Including Premises /Excluding DID) and 16,450 thousand of its mobile subscribes as of the end of 2013.

Considering the highly saturated mobile phone market in Korea (106.9% penetration rate with 56,810 thousands subscribers as of the end of 2013), growth potential by adding new subscribers or raising voice service pricing is limited. In such an environment, however, the mobile data business is considered to be a growth engine.

In late 2009, KT successfully switched the paradigm of the mobile competition from a voice centered market to datacentered services by introducing Apple’s iPhone to the Korean market and enhanced its competitiveness by introducing emerging devices including the iPhone 4 and iPads. KT’s initiatives led to a smartphone penetration rate of 11.29 million (69% of KT’s mobile subscribers) as of end of 2013 and our LTE subscribers had a penetration rate of more than 5 million as of March 19, 2013. In order to promote data usage, KT increased the data volume provided for mobile subscribers by utilizing its 3W (WCDMA, WiFi, WiBro) networks.

KT launched its LTE network services in January 2013, which was delayed compared to its competitors. However, KT completed the nationwide deployment within a ten-month span in October 2013. Due to the speedy roll-out of our LTE networks and adoption of advanced LTE WARP technology, KT achieved the world’s first TDD-FDD LTE roaming services and launched successful voice-over-LTE (“VoLTE”) services. KT also provided broadband LTE and offered carrier aggregation services using a premium WiFi network. With these efforts, KT received the Award of Best Network Operator at the LTE World Summit held in May 2012. In August 2012, KT introduced the LTE data carryover pricing plan which enhanced its competitiveness. In the contents business, KT is trying to increase data consumption by offering ‘Genie’ and ‘olleh tv now’ which provides live broadcasting channels and VODs.

In the PSTN business, KT owns 81.5% of market share as of the end of 2013 with its high brand value and loyalty to customers. However, as KT’s competitors began introducing fixed-mobile bundle services with competitive pricing, KT’s PSTN revenue has been declining steadily. Nevertheless, KT has been trying to mitigate the decline in revenue through various pricing plans and by providing valuable customer services through the CRM system.

In order to maximize the fixed-mobile synergy, KT has introduced diverse bundling plans such as ‘olleh Toong,’ ‘Unlimited plan for family,’ ‘Family sponsor,’ and ‘olleh together.’ KT also launched the ‘ucloud’ service and ‘olleh KT club,’ which is a customer loyalty program for both fixed and mobile subscribers.

In the broadband internet arena, KT will aim to improve its customer value and marketing power by continually providing Fiber-To-The-Home (“FTTH”) services.

KT Sat was spun off from KT on December 1, 2012, and recorded an average growth rate of 8% for three years in a row. KT Sat provides transponder leasing, broadcasting, video distribution and data communications services through our satellites.

Although TRS services require at least two people to subscribe, KT Powertel’s TRS allows consumers to save in investment costs by offering a customized network through a public network. TSR is absorbing demands to substitute mobile communication services for certain companies and the growth forecast appears to be steady.

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KT ENS has positioned itself as a NI-specialized subsidiary under KT group since 2004 and conducted internal network planning, construction, maintenance, and operations. KT ENS is expanding its business to a Green IT and global system distribution business. KT ENS currently operates six offices in five major cities nationwide.

■ Credit Cards Business (BC Card)

BC Card’s main business is in the acquisition of credit card issuers and in issuing credit cards on behalf of client credit card issuers. In addition, BC Card provides money transfers, insurance, telecommunication sales and travel services to its cardholders.

■ Satellite Broadcasting (KT Skylife)

KT Skylife has been leading the paid TV market with its competitive edge in HD channels and providing hybrid services through IPTV. Moreover, its strong presence in distribution, which is supported by KT, increased its subscriber base by over 4.18 million users. Competition over subscriber acquisition is expected to be intensified as more players in the paid TV market are providing bundling products with mobile, internet, IPTV, and satellite broadcasting services.

■ Car Rental Business (KT Rental)

Currently, there are many smaller companies in the car rental business as the market entry barrier is low. Almost every year, there are new entrants in the market. As a result, the competition in the car rental market is very severe and the rental pricing is adversely affected. Auto lease companies also exist to act as a substitute for the car rental business. Moving forward, the market is expected to expand around companies that are able to provide nationwide branch offices, brand awareness and value added services.

■ Media Contents (KT media hub)

KT obtained right to operate its IPTV business in September 24, 2008 and KT media hub launched its IPTV services with live channels on November 17, 2008. KT’s IPTV subscribers are recorded at 4.96 million as of the end of 2013, representing 58% of total IPTV subscribers in Korea. Olleh TV Mobile provides live TV channels and VOD contents on mobile handsets. KT media hub also records advertising revenue from interactive ads and pre-play ads on IPTV, and outdoor billboard ads and screen ads in subway stations. Moreover, KT media hub provides a variety of content services such as mobile games, launcher, and education and kids contents.

■ Auto Lease and Installment Financing (KT Auto Lease)

KT Auto Lease offers financing services in order to help customers lease vehicles more easily. Although the vehicles are used as collateral, the KT Auto Lease business is typically considered to be high risk and high return in nature due to the fact that the business is based on the credibility of customers.

■ Real estate development, rental and management (KT Estate)

KT Estate has expanded its business portfolio into real estate development and rental and real estate management after receiving investment in kind of 95 major real estate assets from KT on December 1, 2012. As a real estate consulting company, KT Estate offered city planning services for Daejeon Academy, established a complex development master plan for the Ganbuk headquarters, and carried out lease consulting with respect to land in Gwangju Ssangam-dong.

■ Human Resource Management (HNC network)

The labor outsourcing business has limited growth as the market is highly competitive. Furthermore, large companies establish their subsidiaries and outsource 100% of the work to internalize revenue and costs through consolidated financial statements.

■ Network Securities (Initech Corp)

Initech provides Public Key Infrastructure (“PKI”), which is the most fundamental security infrastructure for securing identification and transaction safely. Accordingly, PKI-based solutions have been provided not only to financial companies but to other companies and public institutions as well. Increasing the awareness of personal information protection is expected to expand the demand for such security services to individual customers.

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■ Financial Business (Smartro)

As more customers are using their credit cards to make purchases, the usage rate and the volume of credit card transactions have greatly increased. Moreover, credit card transactions are provided through a variety of processes using open webs, HTML5, AJAX, and diversified UX designs online.

■ Public Telephone Operation and Management (KT Linkus)

Public telephone services have faced obstacles due to rapid growth of mobile communications. Public telephone services are provided certain protective measures by the government as the service is categorized as a universal service in the telecommunication business.

■ Equipment and Related Product Wholesale (KTM&S)

Data communication equipment distribution is moving from an agency and local store-oriented business to direct management channels. The market is expanding to include a general telecommunication service supply market from a simple product selling market. KT M&S has made sustainable growth and focused on margin improvement. KT M&S currently manages approximately 2,808,000 mobile subscribers and approximately 663,000 fixed-line subscribers. ■ Contents distribution (KT Hitel)

Increased integration between broadcasting and telecommunications is eliminating boundaries between the two business sectors. Moreover, the media market is moving towards a more contents based business over a platform-based business. Further, the T-commerce market has considerable growth potential as it has both the characteristics of home-shopping and internet-shopping.

■ E-commerce (KT Commerce)

KT Commerce is a leading B2B e-commerce business and is considered to be an “intermediary B2B e-commerce” under the National Statistical Office’s categorization. B2B industry e-commerce was introduced to Korea in the year 2000 as purchasing procedures were being carried out online. KT Commerce conducts overall business activities from purchases to management and offers clients with efficient purchasing services.

■ Music Contents (KT Music)

The digital music market has grown since smartphones were introduced to Korea in the year 2009 along with the expansion of fixed-line internet services. Unlike feature phones that would provide various music services on a limited basis because of the expensive data service fee, smartphones enabled users to receive music services at no cost through Wi-Fi, 3G, and LTE networks. Consequently, in this environment, the digital music market faced a turning point and is continuing to grow.

■ Submarine Cable Construction (KT Submarine)

The submarine cable construction market is usually made up of telecommunication operators’ consortiums that share any expenses. However, recently each submarine cable companies are starting to operate independently. These submarine cable companies receive orders from telecommunication operators and construct submarine cables with their own vessels. Meanwhile, the submarine cable construction method has also changed. Multiple ships are deployed for bulk cable construction in order to implement new technology more quickly. Accordingly, it currently takes approximately two years for the full process of oceanographic investigation to complete, which would have taken approximately five years to complete in the past.

■ Security and Guards (KT Telecop)

Security companies have focused on price competition as an attempt to increase its market share. It is expected that quality centric competition, rather than price driven competition, will intensify. We anticipate the launch of numerous products and additional services. KT Telecop provides personnel guard, CCTV and access control through machinery security, either independently or as an integrated package. It also provides BMS services in connection with a customer’s ERP system. Based on these services, KT Telecop is pursuing differentiated strategies by expanding its video security and in-building and FM businesses.

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■ Lease and Corporate Loan (KT Capital)

KT Capital has been offering various machinery leases and other financing services. Installment financing mainly involved automobiles; however, KT Capital has recently expanded its business to include installment financing for construction machinery as well. As for the synergy project with KT, based on its assets, KT Capital has a broad range of businesses in various sectors such as investments for new technology. Further, KT Capital is expanding into credit financing businesses, including financial lease and IT venture investment.

■ Advertisement (Nasmedia)

Internet advertisement has the characteristics of “customer-targeted” and “interactive information.” Since its unit price is low, small to medium enterprises prefer internet advertisement. In addition to growth from online advertisement, mobile advertisement is also expected to grow with the proliferation of smartphones, tablets, and new telecommunication devices. Although the mobile advertisement market is still fairly small compared to the online advertising market, it is expected to grow significantly.

■ Software development and distribution (KT DS)

Although system operations and the maintenance business has faced difficulty with respect to growth, KT DS is working to improve efficiency through cost saving strategies.

(b) Operations Subject to Disclosure

KT’s main area of business is the telecommunications sector as classified by the Korea Standard Industry Code.

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(2) Market Share

■ Telecommunication (KT, KT Powertel)

Market Share(%) Market Share(%) Market Share(%)
Category Operator 2013 2012 2011
Local Telephone
(Number of Subscribers)
KT 81.5 82.8 84.3
SK Broadband 15.6 14.5 13.3
LG U+ 2.9 2.7 2.4
Mobile Telephone
(Number of Subscribers)
KT 30.1 30.8 31.5
SK Telecom 50.0 50.3 50.6
LG U+ 19.9 18.9 17.9
Broadband internet
(Number of Subscribers)
KT 43.1 44.0 43.8
SK Broadband 24.4 24.1 23.5
LG U+ 15.6 15.0 15.7
Service Operators 16.9 16.9 17.0
TRS (Number of Subscribers) KT Powertel 98.6 97.5 96.4
Regional operators 1.4 2.5 3.6
  • The above data was provided by the Ministry of Science, ICT and Future Planning (www.msip.go.kr).

  • Broadband internet market share of SK Broadband includes SK Telecom’s resale subscribers.

  • TRS regional operators include T-on Telecom, Powertel TRS and Daesung Global Networks.

■ Credit Cards Business (BC Card)

Category 2013 2012 2011
Card transaction M/S 25.9% 25.0% 26.2%
  • Source: BC Card’s internal data

■ Car Rental Business (KT Rental)

  • 【 Major car rental companies and market share status 】
(Unit : each)
End-2013 End-2012 End-2011
Companies Number of
Cars
Number of
Cars
Number of
Cars
M/S M/S M/S
KT Rental 91,668 24.7% 72,861 22.40% 61,191 21.20%
AJ Rent-A-Car 50,200 13.5% 46,741 14.37% 40,767 14.10%
Hyundai Capital 35,832 9.9% 32,024 9.84% 28,747 10.00%
SK Network 22,446 6.0% 15,944 4.9% 12,639 4.4%
Red CapTour 11,322 3.48% 11,322 3.48% 10,981 3.80%
SamsungCard 10,059 2.7% 8,736 2.7% 4,725 1.6%
Kia Motors 4,520 1.2% 5,647 1.7% 5,350 1.9%
Dongbu Express 6,045 1.6% 5,706 1.8% 7,498 2.6%
Others 136,815 36.8% 126,353 38.8% 116,736 40,4%
Total 371,821 100.00% 325,334 100.00% 288,634 100.00%
  • Source: Korea Rent-A-Car Association

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■ Satellite Broadcasting (KT Skylife)

【 Paid-TV market share (December 31, 2013) 】

Digital Market Analog Market Total Paid TV
Companies
Subscriber M/S Subscriber Subscriber M/S Subscriber
- T-broad 1,273,087 6.72% 2,062,960 1,273,087 6.72% 2,062,960
- CJ Hello Vision 2,017,361 10.64% 2,019,621 2,017,361 10.64% 2,019,621
- CNM 1,536,702 8.11% 921,919 1,536,702 8.11% 921,919
- CMB 119,167 0.63% 1,399,133 119,167 0.63% 1,399,133
- Hyundai HCN 611,895 3.23% 788,300 611,895 3.23% 788,300
Total MSO 5,558,212 29.32% 7,191,933 5,558,212 29.32% 7,191,933
Minor SO Total 604,409 3.19% 1,491,705 604,409 3.19% 1,491,705
SO Total 6,162,621 32.51% 8,683,638 6,162,621 32.51% 8,683,638
Satellite broadcasting 4,181,022 22.06% 4,181,022 22.06%
IPTV Total 8,613,578 45.44% 8,613,578 45.44%
KT 4,968,254 26.21% 4,968,254 26.21%
SK 2,095,751 11.06% 2,095,751 11.06%
LG U+ 1,549,573 8.17% 1,549,573 8.17%
Total 18,957,221 100.00% 8,683,638 18,957,221 100.00% 8,683,638
  • Skylife and KT subscribers: double-counted for bundled service (OTS) subscribers – 2.23 million as of December 2013.

  • Sources: Cable - KCTA, Satellite broadcasting - Subscriber data submitted to KCC, IPTV - Company IR data.

  • Media Contents (KT Mediahub)

(unit:1,000)
Category Company Subscriber
2013 2012 2011
Subscriber M/S Subscriber M/S Subscriber M/S
Olleh TV Kt 4,968 57.7% 3,847 60.9% 2,810 61.5%

■ Equipment and Related Product Wholesale (KTM&S)

(unit : each)



(unit:each)
Category NewSubscriber
2013 2012 2011
Wireline 244,532 184,057 309,846
Wireless 1,168,055 956,637 1,217,943
  • Source: KT M&S Internal Data

■ Security and Guards (KT Telecop)

Market Share(%)
Category Company 2013 2012 2011
Revenue KT Telecop 12.9% 16.95% 16.06%
S1 61.2% 57.61% 58.61%
ADTcaps 25.9% 25.44% 25.33%
  • Source: Financial Supervisory Service, Electronics Disclosure System (dart.fss.or.kr)

  • Lease and Corporate Loan (KT Capital)

Market share information may be misleading as there are numerous players such as banks, securities firms and credit financing firms in the leasing and corporate loan markets.

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■ Advertisement (Nasmedia)

It is difficult to estimate the market share because there are different competitors in each advertisement media and different types of advertisement media within each company’s target sales.

(3) Status and Forecast of New Businesses

■ Telecommunication (KT, KT Sat, KT Powertel, KT ENS)

In order to secure continuous growth potential, KT has been actively expanding its business into new businesses with growth prospects. KT aims to offer ubiquitous services for subscribers while offering telecommunication based business solutions to corporate clients.

Since the introduction of VoIP in early 2008, KT has been expanding its VoIP subscriber base, recording 3.5 million VoIP subscribers as of end-2013. Unlike other operators which have positioned VoIP as a substitute for PSTN, KT has marketed its VoIP as both a substitute and complementary service for PSTN. On the back end of these efforts, KT has maintained a relatively stable PSTN subscriber base.

KT has also introduced ‘Home hub phone’ and ‘smart home pad,’ which are integrated terminals combining PSTN, VoIP and access point (“AP”), allowing subscribers to enjoy services such as mobile IPTV and Life Jockey services using their home devices. KT plans to solidify its customer base through such creation of new convergent terminals with value-added services and applications. In January 2013, in order to transform conventional PSTN and VoIP oriented telephony customers into storage-over-internet-protocol (“SoIP”) subscribers, KT launched smart-home phone HD, which converged the smart-home contents service and HD voice/data communication function of WiFi-only smartphones.

4G WiBro, which stands for Wireless Broadband, enables portable devices to access broadband internet services, allowing universal internet access with high transmission speeds through personal handsets or laptop computers. 4G WiBro was first commercialized using Korea’s own technology and KT successfully provided its commercial 4G WiBro services to limited areas in 2006.

Since April 2007, KT started to provide 4G WiBro services in the Seoul metropolitan area. In October 2008, the 4G WiBro service coverage was further expanded to 19 neighboring cities and its service speed became two times faster. Furthermore, in March 2011, KT expanded its 4G WiBro service coverage to 82 cities nationwide and major highways, offering the world’s first nationwide data-only network service. 4G WiBro is the first commercialized fourth generation wireless broadband internet technology in Korea and its maximum download speed is 40.3Mbps, which is about three times faster than those of HSDPA/HSUPA 3G networks. KT’s nationwide 4G WiBro coverage is about 88% in the population base, which is significantly higher than those in major developed countries such as United States (36%) and Japan (70%). Currently, anyone may enjoy KT’s 4G WiBro service with personal computers, WiBro-compatible laptop computers, WiBro phones (WCDMA mobile phones with WiBro service), portable media players, navigation devices or Dongle (a USB device connecting to any laptop computer). In addition, “Egg,” which is a portable AP device launched at the beginning of 2009, enables customers to enjoy the WiBro service with various Wi-Fi embedded devices. KT will continuously expand its array of digital devices that are compatible with WiBro services. With data traffic increasing explosively, KT’s 3W network strategy is essential for success and the value of 4G WiBro will become even more important.

As for our corporate business, we plan to expand our presence to the overseas markets with our IT solution products such as Mobile Office and Cloud Computing. After launching in 2010, KT is leading the Cloud Service market with Multi-Data Center and abundant Cloud conversion know-how. In case of u-cloud personals, with a 2.6 million subscriber base and 60 corporations commencing service commercialization of u-cloud personals API. Through introductions of VPC, Cloud NAS, Cloud HPC and other value-added services, KT aims to enhance and diversify its cloud service product lines.

■ Credit Cards Business (BC Card)

BC Card is expanding its business to standardize and commercialize the next-generation of mobile cards and payment processing in traditional markets. In addition, it expects to increase profits by innovating the transaction process.

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■ Satellite Broadcasting (KT Skylife)

In order to have a competitive edge in screen resolution quality – one of the most important differentiating factors in realtime broadcasting service - KT Skylife is preparing for the UHD service, also known as the 4K and 8K. With its satellite network, KT Skylife plans to continue its leadership in the UHD market. KT Skylife also plans to offer interconnected services for a web-mobile-TV, which will enable subscribers to watch internet streaming videos on TV and through mobile App. KT Skylife is preparing to offer satellite channel services with next generation technology, such as DCS, MDU, overlay and etc., which will improve the stability of service quality without any interference from external conditions.

■ Car Rental Business (KT Rental)

KT rental envisions becoming a rental only company by launching various new business products, especially those that could have synergies with KT’s telecommunication businesses.

■ Media Contents (KT Media Hub)

KT Media Hub implemented HTML5 middleware to allow for a more open and accessible platform for media contents consumption. As such, applications that could be provided any devices will provide true N-screen services to the users.

■ Auto Lease and Installment Financing (KT Auto Lease)

KT Auto Lease will focus more on the maintenance of lease services for corporate customers and personal customers that do not have enough time to manage their cars.

■ Real estate development, rental and management (KT Estate)

KT Estate plans to offer total real estate asset management including planning, investment, and management of clients real estate.

■ Equipment and Related Product Wholesale (KTM&S)

KT M&S is creating a synergy with KT by expanding a mobile and fixed customer base through supporting on-site sales.

■ Contents distribution (KT Hitel)

KT Hitel launched “Sky T Shopping Channel,” which is a television commerce channel and T-commerce was broadcasted July of last year. KT Hitel plans to position itself as the leading T-commerce player.

■ Security and Guards (KT Telecop)

KT Telecop launched the “Face-Cop service,” which allows control of building access and the “Energy-Cop service,” which offers automatic counting of building entrants, and also launched “Home Securities Service for Women,” which helps protect against violence.

■ Lease and Corporate Loan (KT Capital)

KT Capital plans to focus on stable development of existing businesses and will try to advance into the foundation of retail financing business.

■ Advertising Business (Nasmedia)

Nasmedia plans to develop interactive products and solutions for advertising to maintain its stable growth despite the decrease in the online advertisement market. Nasmedia also plans to advance the integrated digital video advertising network.

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■ Software development and distribution (KT DS)

KT DS has successfully completed BIT project -construction of the next generation BSS, OSS and BI/DW. KT DS tries to maximize the efficiency of the KT group as a whole and the competiveness by integrating the IT service unification of KT’s group companies.

The statements included in the above sections are based on KT’s forecasts and are offered for the sole purpose of providing a better understanding of the company’s current state. Consequently, investors must not rely solely on KT’s forecasts when making their investment decisions.

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2. Main Products and Services

A. Status of Main Products

  • Telecommunication (KT, KT SAT, KT Powertel)

KT

(Unit: Won million)

Business category 2013
Service revenue 14,205,196 (79.2%)
Merchandise sales(*) 3,731,883 (20.8%)
Total 17,937,079 (100.0%)
  • Results are based on K-IFRS (KT stand-alone).

KT SAT

(Unit: Won, million)

Business category 2013
Transponder lease 84,397 (57.8%)
Data 9,326 (6.4%)
Video 14,224 (9.7%)
Mobile 16,375 (11.2%)
Others 21,671 (14.9%)
Total 145,993 (100.0%)
  • Results are based on K-IFRS.

KT Powertel

KT Powertel KT Powertel KT Powertel KT Powertel
(Unit:Won,million)
Business Revenue type Category Brand 2013
Telecommunication Service Mobile TRS 99,670 (88.4%)
Distribution of Mobile
Handset
Merchandise TRS handset Double V 13,072 (11.6%)
Total 112,742 (100.0%)
  • Results are based on K-IFRS.

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KT ENS

(Unit: Won, million)

Business Item Revenue Note
Special Category
Telecommunications
International call 1,567 (0.3%) International call revenue
Internal
communication
53,900 (9.4%) Group-tel/inner-tel revenue,
leasing bondinterestrevenue
SI/NI Establishing
Communications
network
517,126 (90.3%) SI/NI construction revenue,
Equipment sales revenue
Total 572,593 (100.0%)
  • Including discontinued revenue related to mobile FMC (Won 195 million)

  • Results are based on K-IFRS

  • Credit Cards Business (BC Card)

(Unit: Won, billion)

Category 2013
Card revenue 218.1(7.1%)
Credit cardprocessing 2,618.2(85.2%)
Additional Service 136.0(4.4%)
Others 101.1(3.3%)
Total 3,073.4(100.0%)
  • Results are based on K-IFRS.

  • Satellite Broadcasting (KT Skylife)

■ Satellite Broadcasting (KT Skylife) ■ Satellite Broadcasting (KT Skylife)
(Unit: Won,million)
Business Revenue Items 2013
Satellite Broadcasting Service Domestic 600,302
Overseas -
Total Total 600,302
  • Results are based on K-IFRS.

  • Car Rental Business (KT Rental)

(Unit: Won, million)

2013
Business
Revenue Ratio
Domestic Car rental
Used car
Equipment rental
Others
Total
577,014 68.01%
153,573 18.10%
66,252 7.81%
51,594 6.08%
848,433 100.0%
  • Results are based on K-IFRS.

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■ Media Contents (KT Media Hub)

(Unit: Won, million)

Category 2013
TV 209,782(68.9%)
Advertising 65,645(21.5%)
New business 4,755(1.6%)
OTM 18,681(6.1%)
Others 5,824(1.9%)
Total 304,687(100.0%)

 Results are based on K-IFRS.

  • Auto Lease and Installment Financing (KT Auto Lease)

(Unit: Won, million)

Category 2013
Lease 31,683(90.0%)
Installment financing 3,419(9.7%)
Others 85(0.3%)
Total 35,187(100.0%)

 Results are based on K-IFRS.

■ Real estate development, rental and management (KT Estate)

(Unit: Won, million)

Category 2013
Lease 136,411(53.9%)
Management commission 98,770(39.1%)
PM commission 12,145(4.8%)
Real estate disposal 2,319(0.9%)
Others 3,233(1.3%)
Total 252,878(100.0%)
  • Results are based on K-IFRS.

  • Human Resource Management (HNC network)

(Unit: Won, million)

Category 2013
Subcontract 28,520(94.3%)
Dispatch 1,723(5.7%)
Total 30,243(100.0%)

 Results are based on K-IFRS.

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■ Network Securities (Initech Corp)

(Unit: Won, million)

Category 2013
Product Certification and
encryption
8,765 (17.2%)
Integrated Security
Management
3,293 (6.5%)
FinanceASP/ Cloud 10,919 (21.5%)
SI 11,219 (22.1%)
Equipment, SE POS 568 (1.1%)
Subtotal 34,764(68.4%)
Merchandise Finance, Security,
Channel
9,887 (19.4%)
SM SM 2,211 (4.3%)
Service Maintenance 3,709(7.3%)
Others Lease commissions 265(0.5%)
Total 50,836 (100.0%)
  • Results are based on K-IFRS.

  • Finance (Smartro)

(Unit: Won, thousand)

Division Category Item 2013
VAN Product Card Reference
Terminal
5,399,063 (3.83%)
Service Transitfees 135,645,947(96.17%)
Total 141,045,010 (100.0%)
  • Results are based on K-IFRS.

  • Public Telephone Operation and Management (KT Linkus)

(Unit: Won, million)

Category Revenue type 2013
Public phone Service 67,887(66.2%)
Modem/STB renewal Service 6,387(6.2%)
Product distribution Merchandise 7,273(7.1%)
Logistics distribution Service 21,064(20.5%)
Total 102,611(100.0%)

 Results are based on K-IFRS.

  • Equipment and Related Product Wholesale (KTM&S)
(Unit: Won, billion)
Category 2013
Product 635.6 (71.9%)
Commission 248.4(28.1%)
Total 884.0(100.0%)

 Results are based on K-IFRS.

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■ Contents Distribution (KT Hitel)

(Unit: Won, billion)

Category Item Service 2013 2012
Contents distribution IP Contents Movie, Video,
Animation, play
50.6 (38.8%) 44.4 (35.0%)
Platform Building
Platform,R&D
GIS, Ringo, etc. 69.7 (53.5%) 68.4 (53.9%)
T commerce TV Shopping SKY T Shopping 7.7(5.9%) 0.2(0.2%)
Mobile Internet Wireline/Wireless
internet, Game
Paran.com,
Pudding, Game
2.3 (1.8%) 13.9 (11.0%)
Total 130.3(100.0%) 126.9(100.0%)

 Results are based on K-IFRS.

■ E-commerce (KT Commerce)

(Unit: Won, thousand)

Category Item Specific Use 2013
Merchandise MRO Internet 450,354,706 (99.8%)
Others Insurance business Internet 944,072(0.2%)
Total 451,298,778(100.0%)

 Results are based on K-IFRS.

■ Database and Online information (KT Music)

(Unit: Won, million)

Category Item 2013
Music Music 50,056 (98.5%)
Others Others 772(1.5%)
Total 50,828(100.0%)
  • Results are based on K-IFRS.

 Music : olleh music and other ASP revenue, contents distribution

  • Others : Rental revenue and others

■ Submarine Cable Construction (KT Submarine)

(Unit: Won, million)

Category 2013
Construction 57,152(69.2%)
Maintenance 9,651(11.7%)
Others 15,837(19.2%)
Total 82,640(100.0%)

 Results are based on K-IFRS.

■ Security and Guards (KT Telecop)

(Unit: Won, million)

Category 2013
Securitysystem 191,846(80.6%)
Personnel Security/Facilities
management
36,255 (15.2%)
Additionalproducts 9,279(3.9%)
Others 655(0.3%)
Total 238,035(100.0%)

 Results are based on K-IFRS.

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■ Lease and Corporate Loan (KT Capital)

(Unit: Won, million)

Services 2013 2012 2011
Installment 5,289 7,079 6,321
Lease 65,185 75,785 73,870
Loan 89,926 88,874 107,080
New Tech Finance 6,855 8,723 6,388
Others 52,937 97,322 29,236
Total 220,192 277,783 222,895
  • Results are based on K-IFRS.

■ Advertising (Nasmedia)

(Unit: Won, million)

Services Type Item 2013
Advertising Advertising Media sales 24,681(99.7%)
Service Service SI/SM 73(0.3%)
Total 24,754 (100.0%)
  • Results are based on K-IFRS

  • Software development and supply (KT DS)

(Unit: Won, million)

Category 2013 2012 2011
System maintenance and
operation
- KT charging system
operation
- KT BIT ERP AMO, IMO
- ITO of 14 subsidiaries
including KT M&S
- KT charging system
operation
- KT BIT ERP IMO
- ITO of 12 subsidiaries
including KT telecop
- KT charging system
operation
- Cloud migration
- Olleh shop operation
- KT Music ITO
- ARGOS maintenance
- ITO of 12 subsidiaries
includingKTtelecop
System development - KT BIT project
- GNS2.0 infra
development
- KT BIT project
- KT Networks ERP building
- MVNO billinginfra building
- KT BIT project
- KT integrated NMS
project

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B. Price Trend of Main Products

■ Telecommunication (KT Powertel)

KT
Service 2013 2012 2011
Local
telephony
Same as right <2012.1>
ㅇolleh club launch (1.1)
- Introduce CRM program
- Targeted for customers who use 6 major
products (mobile, internet, wireline
telephony, VoIP, IPTV, Wibro)
<2012.5>
ㅇRingo plus launch (5.1)
- Provide 2 additional promotion sound
source in addition to the 1 basic sound
source
- Price: Won 4,000 / mo
<2012.9>
ㅇ‘PSTN + olleh TV for senior’ bundle
launch (9.11)
- Discount PSTN Basic fee when bundled
with olleh TV (only for customers over 65)
- PSTN basic fee: Won 2,000 / mo
<2011.2>
ㅇDiscontinue olleh set custom
(2.1)
- bundle service providing PSTN
basic fee and call discount when
bundled more than 2 products
- Discount rate: 3% ~ 5%
<2011.8>
ㅇProvide incoming call for
bundled SOHO customer
- Free Incoming call fee
(Won 1,000/mo)
ㅇ‘PSTN + Skylife. Bundle
promotion
- Discount monthly basic fee
(only for customer over 65)
- Discount amount: Won 4,000/mo
With 3 years contract
- Promotionperiod:8.16~ 12.31
Mobile <2013.1>
ㅇEarly termination penalty
program (1.7)
- Impose penalty for termination
within contract period
- Expect longer handset usage
period and lower churn rate
<2013.2>
ㅇLTE unlimited data plan (6
kinds)
- LTE-550/650/750/950/1100/1300
- Temporary plan only for 3 months
- Promotion period: 2.1 ~4.30
<2013.4>
ㅇLTE everyone olleh (4.1)
- Everyone olleh
35/45/55/65/75/85/100/125
- Unlimited voice within on-net
customers
ㅇFixed-Line & Wireless Unlimited
(4.22)
- Unlimited 67/77/97/129
- Free voice calls from KT to KT
and other carriers users, free fixed-
line voice calls
- Promotion plan: 4.22 ~ 10.31
<2012.1>
ㅇLTE price plan
- LTE-only price plan
- 340/420/520/620/720/850/1000
- Provide safe cut option and safe
zone(20% for 3 months) to prevent billing
shock
- Provide LTE sponsor discount
- Call promotion among KT mobile
customers (~6.30): Provide maximum
1,000 minutes on-net calls
<2012.4>
ㅇExpand data benefits for LTE plan
- Provide 1.5X ~ 2X more data than given
data
ㅇLTE segment plan
- LTE-Al plan (4 kinds for youth), LTE-
golden plan(2 kinds for over 65)
<2012.5>
ㅇSimple discount program
- Provide discount for self-terminal with the
introduction of a blacklist program
<2012.7>
ㅇLTE-1250 plan
- VIP plan providing on-net unlimited voice
calls
<2011.3>
ㅇAdditional benefits for couple
plan
<2011.10>
ㅇDiscount Won 1,000 of basic
fee for total mobile customers
- except for some plans and newly
launched plan after October 21
<2011.10>
ㅇStyle plan (a la carte)
- Mandatory voice option among
270/320/350/450/550/750/950
- Optional SMS and data
- Provide Data secure option
- Provide 3,000 minutes on-net
voice calls for over 550
<2011.11>
ㅇProvide additional free 50 SMS
for total mobile customers
- except for some plans
<2011.12>
ㅇPlan for vulnerable social
groups
- Goldsmart 150/275 for over 65
- Plan for the disabled (2 kinds)
ㅇPlan for college students

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<2013.6>
ㅇ3G everyone olleh (6.17)
- 3G everyone olleh 35/45/55
ㅇ3G Fixed-Line & Wireless
Unlimited (6.17)
- 3G Unlimited 67/77/97/129
- Promotion plan: 6.17 ~ 10.31
ㅇLTE disabled plan (6.24)
- LTE sound share/sigh language
share
<2013.7>
ㅇExpand benefits for youth plan
(7.1)
ㅇDouble data promotion(~10.31)
- Doule the given data
- 7.1 ~: only for unlimited plan
customers
- 9.1 ~: for entire LTE customers
<2013.12>
ㅇExpand benefits for youth plan
(12.1)
ㅇSmartphone plan for kids (12.1)
ㅇExpand benefits for senior
(12.23)
<2012.8>
ㅇPlan for Galaxy (LTE-G plan)
- LTE-G650/750
- Provide 3,000 minutes on-net voice calls
and data carry over(temporary)
<2012.11>
ㅇAdditional Galaxy plan (LTE-G plan)
- LTE-G550
<2012.12>
ㅇLTE olleh together
- Differential discount according to the
mobile plan
- Strengthen olleh tv bundle to prepare
ALL-IP base
- Campus-smart 340/440
Broadband <2013.7>
ㅇInternet all-right promotion
- Period: 7.12 ~ 10.31
<2013.10>
ㅇExtend Internet all-right
promotion
- Period: ~ ’14.1.31
<2012.5>
ㅇPromotion
- 2012 Internet free event (May ~ July)
<2012.12>
ㅇOlleh internet MS office
<2012.5>
ㅇPromotion
- 2011 new semester promotion
(Feb ~ April)
<2011.4>
ㅇExemption internet modem
rental fee
- Provide free modem for
customers who newly sign up for
more than 3 years (Modem rental
fee : Won 3,000/mo)
IPTV <2013.3>
ㅇNew semester promotion
- Provides one month basic fee
discount with three-year contract
- Period: 3.1 ~ 3.31
<2013.8>
ㅇolleh TV web transformation
activate promotion
- Discount STB rental fee for new
customers with three years contract
- Period: 8.28 ~ 10.31
ㅇolleh TV live all-right
- More than 55 channels and
40,000 VOD
- Basicfee: Won 14,000
<2012.3>
ㅇNew semester promotion
- Discount STB rental fee for new
customers with three years contract
- Period: 3.1 ~ 3.31
<2012.5>
ㅇolleh tv Skylife STB rental fee cuts
- Won 4,000 -> Won 2,000 (three years
contract)
<2012.9>
ㅇLow income group digital
transformation promotion
- Won 2,000 basic fee cuts with three years
contract
- Period:9.1 ~ 12.31
<2011.5>
ㅇGlobal grand-prix
commemorative promotion
- Discount installment/STB rental
fee with three years contract
- Period: 5.13 ~ 9.12
<2011.8>
ㅇEducational type products
promotion
- Provides three packages for one
package price
- Period: 8.1 ~ 12.31

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<2013.9>
ㅇolleh TV Skylife all-right
- 168 channels and 40,000 VOD
- Basic fee: Won 14,000
<2013.12>
ㅇLong-term users re-
commitment discount
- Additional discount by contract
period (3~5%)
<2012.10>
ㅇSmart STB launch
VoIP <2013.1>
ㅇVoIP incoming call only service
launch
- Rate: Won 3,000/mo
<2013.2>
ㅇDiscontinue messenger phone
service
<2013.11>
ㅇVoIP HD phone launch
<2012.1>
ㅇIntroduce ‘olleh club’ program(1.1)
<2012.5>
ㅇolleh VoIP biz-call launch(5.1)
- Rate: Won 4,000/port
ㅇRelaxed plan (5.22)
- Rate : Won 10,000/mo
- Unlimited on-net voice calls and 100
minutes free call for KT mobile/other
carriers
<2012.8>
ㅇMedia CID for corporate (8.6)
- Rate: Won 6,000/line
<2012.9>
ㅇHome-hub special launch(9.10)
<2012.10>
ㅇPlan for Smart home phone
- Rate(based on 2 yrs contract)
. Smart home B: Won 3,500/mo.
. Smart home C: Won 6,000/mo.
. Smart home D: Won 10,000/mo.
. Smart home E: Won 14,000/mo.
<2011.6>
ㅇPlan for kibot
- Rate: Won 5,000
Bundle <2013.1>
ㅇExpand bundling product for
‘Internet swing’
- Add LTE data product
<2013.2>
ㅇExpand bundling product for
‘4G Smart plan’
- Add Style plan subscribers
<2013.3>
ㅇPromotion
- ollehTV Skylife new semester
promotion (3.1 ~ 3.31)
ㅇExpand bundling product for
‘LTEollehtogether’and‘4G Smart
<2012.7>
ㅇAdjust condition for smart discount of
‘olleh together’
<2012.9>
ㅇ‘PSTN + IPTV’
- Discount PSTN basic fee when bundled
with IPTV
- PSTN basic fee: Won 2,000
(only for over 65 and three years contract)
<2012.12>
ㅇ‘LTE olleh together’ launch
- Mobile basic fee discount: Won 1,500 ~
Won 10,000 (Depending on monthly plan)
- Discount Won 2,000 of internet basic fee
when bundled with IPTV and mobile with
<2011.3>
ㅇStrengthen ‘olleh set home’
line-up
- Internet + Mobile
- PSTN + Mobile
- VoIP + Mobile
- PSTN + VoIP + Mobile
<2011.5>
ㅇ‘olleh together’ launch
- Smart discount: Won 8,000 ~
Won 12,000
- Family discount: Won 1,000 ~
Won 5,000
<2011.9>

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plan’
- Add LTE unlimited data promotion
plan
three years contract ㅇWibro based ‘Internet swing’
launch
- Internet + Wibro: Won 35,000
- Internet + 3G data: Won 37,000
- Internet+Wibro+3G data: Won
49,000

■ KT SAT

KT SAT is providing satellite based services. As the price for those services is based on terms of condition, there are no changes in those pricing rates.

■ KT Powertel

When based on the general plan, the basic monthly fee is Won 17,000 and, there are additional fees of Won 12 per 10 seconds on individual radio calls, Won 22 on group calls, and Won 17 on mobile voice calls.

■ KT ENS

It is not appropriate to calculate a standard price for services such as NI, IT maintenance and resale.

■ Credit Cards Business (BC Card)

(Unit: Won)

Category 2013 2012 2011
Member Store fee rate 1.50 ~ 2.70 1.50 ~ 2.70 1.50 ~ 4.50
Installment fee rate 11.00 ~ 18.50 11.00 ~ 18.50 11.00 ~ 18.50
Cash service interest rate 15.00 ~ 25.92 15.00 ~ 25.92 15.00 ~ 25.92
Card loan(credit loan) - - -

■ Car Rental Business (KT Rental)

Prices frequently changes depending on economic condition and market competition.

■ Media Contents business (KT Mediahub)

(Unit:%)
Subject Product Item 2013 1Q 2013 2Q 2013 3Q 2013 4Q
ktmh olleh tv mobile Monthlyfee 5,000 5,000 5,000 5,000
kt olleh tv mobile
pack
Monthly fee 5,000 5,000 2,500 2,500

 50% discount on olleh tv mobile pack from July to December

Bundle discount(onlyfor olleh tv mobile)
Discount(Won) Discountrate Product
5,000 100% Mobile(3G/LTE)+Internet+TV
All-IP(LTE+Internet all-right+TV all-right)
Internet+TV(Above OTV basic/OTS standard)
3,000 60% Internet+TV(Below OTV value/Above OTS economy)
Mobile(3G/LTE)+Internet(except Internet all-right)
2,000 40% Internet all-right+TV all-right

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■ Auto lease and installment financing (KT Autolease)

Price changes cannot be calculated due to the nature of finance industry.

■ Real estate development, rental and management (KT Estate)

KT estate provides real estate development and lease and maintenance service. The price for each service cannot be calculated due to the different nature of each business segment.

■ Human Resource Management (HNC Network)

(unit: Won)

Category 2013 2012 2011 Note
Subcontract 2,434,644 2,386,906 2,355,311 Average subcontract,
dispatch commission /
person
Dispatch 1,594,577 1,578,790 1,569,667

■ Network Securities (Initech Corp)

(Unit: Wonthousand)
Category 2013 2012
8,788
20,422
9,509
7,090
1,348
Certification and encryption PKI 7,250
INISAFE Web 22,422
SAFE DB 8,718
Integrated Security
Management
INISAFE NEXESS 7,247
INISAFE SA 3,244
  • Price is the average of total revenue divided by the total number of contracts. Price may change depending on the customers’ system figures (even though it is same product).

  • Price for finance ASP and SI cannot be calculated due to the nature of the business.

■ Finance (Smartro)

Price may change depending on the credit card company and services. The average price in 2013 decreased by 1.57% compare to that of 2012.

■ Public Telephone Operation and Management (KT Linkus)

(Unit: Won)
Category 2013 2012 2011
Public phone Local telethony 70 70 70
Longdistance call 70 70 70
International call 300 300 300
Mobile 70 70 70

Charging time

  • Local telephony: 180 seconds

 Long distance call

  • 1st tier (within 30km): 180 seconds

  • 2[nd] tier (more than 30km): 43 seconds

  • . Discount hours for 2[nd] tier (Work day 00:00~08:00, 21:00~24:00, off-day 00:00~24:00): 61 seconds

  • International call: varies depending on country

  • Discount hours (weekday 24:00~06:00,00:00~24:00)

  • Mobile: 38 seconds

■ Equipment and Related Product Wholesale (KTM&S)

In terms of handsets, price is determined by the handset makers. In terms of telecommunication services, KT M&S follows KT’s pricing policy.

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■ Contents Distribution (KT Hitel)

The company provides a variety of services such as advertising, game, music, video, etc. in the area of the portal sites and contents. It is not possible to calculate the price per item for all of these services.

■ E-commerce (KT Commerce)

There have not been any price changes for items that are deeply related to the profit of company.

■ Music Contents (KT Music)

Category Detail 2013
Record CD 8,000
Online streaming Download 30music+streaming 9,000
Download100music+streaming 13,000
SmartDownload+streaming 8,000
Download 30music 6,000
Download100music 10,000
Online streaming 6,000
Smart streaming(onlyforsmart seduces) 5,000

■ Submarine Cable Construction (KT Submarine)

Price changes cannot be calculated due to the nature of the business.

■ Security and Guards (KT Telecop)

The company provides a variety of services, and the price varies depending on the services provided.

■ Lease and Corporate Loan (KT Capital)

The credit financing service pricing trend is not available due to the characteristics of such business.

■ Advertising (Nasmedia)

The company provides a variety of services such as online advertisements, digital video advertisements, and etc. It is not possible to calculate the price per item for all of these services.

■ Software development and supply (KT DS)

Prices for IT services varies depending on the software price.

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■ Satellite Broadcasting (KT Skylife)

(Unit: Won)

i i 2013 2012 2012 2011 2011
Servces 1Q 2Q 3Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q
Skylife HD
Platinum
(Plus)
3yrs Subscription 33,000 33,000 33,000 33,000 33,000 33,000 33,000 33,000 33,000 33,000 33,000
Install fee - - - - - - - - - - -
5yrs Subscription 30,000 30,000 30,000 30,000 30,000 30,000 30,000 30,000 30,000 30,000 30,000
Install fee - - - - - - - - - - -
HD
Blue

3yrs Subscription 16,000 14,000 14,000 16,000 16,000 16,000 16,000 18,000 18,000 18,000 18,000
Install fee - - - - - - - - - - -
5yrs Subscription 15,000 13,000 13,000 15,000 15,000 15,000 15,000 16,000 16,000 16,000 16,000
Install fee - - - - - - - - - - -
HD
Green

3yrs Subscription 12,000 12,000 12,000 12,000 12,000 12,000 12,000 13,000 13,000 13,000 13,000
Install fee 10,000 10,000 10,000 10,000 10,000 30,000 - - -
5yrs Subscription 12,000 11,000 11,000 12,000 12,000 12,000 12,000 12,000 12,000 12,000 12,000
Install fee - - - - - - - 30,000 - - -
HD
On

3yrs Subscription 9,000 10,000 10,000 9,000 9,000 9,000 9,000 9,000
10,000
11,000 11,000
Install fee 20,000 20,000 20,000 20,000 20,000 30,000 30,000 30,000 30,000
5yrs Subscription 8,000 9,000 9,000 8,000 8,000 8,000 8,000 8,000
9,000
10,000 10,000
Install fee 10,000 10,000 10,000 10,000 10,000 30,000 30,000 30,000 30,000
OTS
(Flat rate
service
launched
in 2Q10
All-Right 3yrs Subscription 9,000 9,000
Install fee
Economy 3yrs Subscription 12,000 12,000 12,000 12,000 12,000 12,000 12,000 12,000 12,000 12,000 12,000
Install fee - - - - - - - - - - -
Standard 3yrs Subscription 15,000 15,000 15,000 15,000 15,000 15,000 15,000 15,000 15,000 15,000 15,000
Install fee - - - - - - - - - - -
Premium 3yrs Subscription 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000 20,000
Install fee - - - - - - - - - - -

 All-Right (Internet+TV+Mobile) was launched in September to secure price competitiveness (Bundled price: Won 290,000)

 Happy promotion (additional Won 3,000 discount on TV, bundled price Won 280,000): July ~ December

40

Block DocID

3. Matters Related to Revenue

A. Performance in Terms of Revenue

■ Telecommunication (KT, KT Powertel, KT Sat, KT ENS)

KT (Unit: Won million)
Business category 2013 2012 2011
Service revenue 14,205,196 14,560,667 15,122,455
Merchandise sales(*) 3,731,883 4,302,570 4,201,178
Total 17,937,079 18,863,237 19,323,633

 FY2011 and FY2012 figures are calculated after reflecting K-IFRS Article 1001 “Financial statements report” amendment (KT stand-alone).

KT Powertel

(Unit: Won million)
Business Unit Revenue Type Category 2013 2012 2011
Telecommunication Service Frequency Trunked
Communications
Export 276 276 245
Domestic 99,394 111,678 113,224
Total 99,670 111,954 113,469
Merchandise Mobile Handsets Export 29 - -
Domestic 13,043 12,982 12,885
Total 13,072 12,982 12,885
Total Export 305 276 245
Domestic 112,437 124,660 126,109
Total 112,742 124,936 126,354
  • Results are based on K-IFRS.

  • FY2011 and FY2012 figures are calculated after reflecting K-IFRS Article 1001 “Financial statements report” amendment.

KT Sat

`
(Unit: Won million)
Category 2013
Gapfiller rentals 84,397
Data transmission 9,326
Video transmission 14,224
Mobile satellite service 16,375
Others 21,671
Total 145,993
  • Results are based on K-IFRS.

KT ENS

KT ENS
(Unit: Won million)
Business Unit Business Category 2013 2012 2011
Products Home Server and etc.
108,403
128,792 116,175
Service Network Construction 464,190 371,763 258,343
Total 572,593 500,555 374,518
  • Results are based on K-IFRS.

  • Numbers include discontinued operations related to wireless FMC. Sales related to discontinued operations amounted to Won 195 million in 2013, Won 39.7 million in 2012, and Won 32.4 million in 2011.

41

■ Credit Cards Busines (BC Card)

` (Unit: Won billion)

Category 2013 2012 2011
Card revenue 230.3 223.6 223.2
Credit cardprocessing 2,662.6 2,725.6 2,687.8
Additional service 140.8 121.2 99.0
Others 78.0 66.9 62.5
Total 3,111.7 3,137.3 3,072.5
  • Card revenue includes commissions from member companies for the proxy act of card related work.

  • Additional services includes revenue from insurance, telecommunication, travel and etc.

  • Results are based on K-IFRS.

■ Satellite Broadcasting (KT Skylife)

(Unit: Won million)

Business Revenue Type 2013 2012 2011
Satellite Broadcasting Monthlyfee 354,554 321,667 297,494
Channel 117,458 80,161 67,104
Advertising 14,498 12,233 15,605
Others 64,759 45,776 40,720
Total 551,270 459,838 420,923
  • Channel revenue : channel rental revenue + commission for home shopping transmissions.

  • Results are based on K-IFRS.

■ Car Rental Business (KT Rental)

(Unit: Won million)
Business 2013 2012 2011
Domestic Car Rental 456,396 414,103 252,650
Used Car 163,724 169,027 88,001
Equipment Rental 60,660 42,612 42,216
Auto Lease 35,427 35,805 26,161
Total 716,027 661,547 409,028

 Results are based on K-IFRS.

■ Media Contents (KT Media Hub)

(Unit: Won million)
Business 2013
TV business 209,782
Advertisingbusiness 65,645
New business 4,755
OTM 18,681
Others 5,824
Total 304,687
  • Results are based on K-IFRS.

  • Company created on December 3, 2012.

  • Consolidated on January 2, 2013.

42

Auto Lease and Installment Financing (KT Auto Lease)

(Unit : Won million)

Category 2013 2012 2011
Lease 31,683 28,295 2,497
Installment finance 3,419 423 -
Others 85 281 5
Total 35,187 28,999 2,502

 Results are based on K-IFRS.

Real estate development, rental and management (KT Estate)

(Unit : Won million)

Category 2013 2012 2011
Lease 136,411 12,289 94
Buildingmanagement 98,770 976 -
PM commission 12,145 11,596 7,744
Real estate sales commission 2,319 -
Others 3,233 - -
Total 252,878 24,861 7,838

 Results are based on K-IFRS.

Human Resource Management (HNC Network)

Human Resource Manage ment (HNC Network)
 (Unit : Wonmillion)
2011
14,621
2,023
16,644
Category 2013 2012 2011
Contracat 28,520 21,632 14,621
Outsorcing 1,723 1,862 2,023
Total 30,243 23,494 16,644

 Results are based on K-IFRS.

Security Business (Initech)

Security Business (Initech )
(Unit: Won thousand)
Category 2013 2012 2011
Certification & Encryption 8,764,585 7,606,829 8,111,329
Total SecuritySolution 3,292,652 3,604,146 1,854,479
Equipment Sales 568,700 830,600 -
Finance ASP 10,919,333 10,155,854 10,206,377
SI 11,219,005 12,121,943 7,122,696
Products 9,886,629 4,994,716 3,465,337
SM 2,211,304 536,783 31,671
Outsourcing 3,709,179 3,089,768 2,789,509
Rental Revenue 264,544 266,585 106,103
Total 50,835,931 43,207,225 33,687,500

 Results are based on K-IFRS.

Financial Business (Smartro)

Financial Business (Smartro )
(Unit: Won thousand)
Category 2013 2012 2011
Outsourcing 135,645,947(96.17%) 126,596,469(95.18%) 103,381,160(96.78%)
Product 5,399,063(3.83%) 6,412,615(4.82%) 3,439,827(3.22%)
Total 141,045,010 (100.0%) 133,009,084 (100.0%) 106,820,987 (100.0%)

 Results are based on K-IFRS.

43

Public Telephone Operation and Management (KT Linkus)

Public Telephone Operation and Management (KT Linkus)
(Unit: Won million)
Category 2013 2012 2011
Public Phone 67,887 61,463 57,800
Modem/STB 6,387 7,009 8,919
Product distribution 7,273 5,460 7,979
Distribution business 21,064 8,057 3,500
Total 102,611 81,989 78,198
  • Results are based on K-IFRS.

Machine and related product wholesale (KT M&S)

Machine and related product wholesale (KT M&S)
(Unit: Won 100 million)
Category 2013 2012 2011
Product Sales 6,356 8,032 7,599
Commission Revenue 2,484 2,061 1,573
Total 8,840 10,093 9,172
  • Results are based on K-IFRS.

Online contents creation and e-commerce (KT Hitel)

Online contents creation and e-comm erce (KT Hitel)
(Unit: Won 100 million)
Category 2013 2012 2011
IP Contents 506 444 353
Platform Construction,R&D 697 684 731
TV Shopping 77 2 -
Fixed/Wireless Internet & Game 23 139 223
Total 1,303 1,269 1,307
  • Results are based on K-IFRS.

  • Most of sales are generated domestically.

Electronic Commerce (KT Commerce)

Electronic Commerce (KT Co mmerce)
(Unit: Won thousand)
Category 2013 2012 2011
Product Sales 450,354,706 316,967,371 331,750,995
Others 944,072 1,153,619 2,480,577
Total 451,298,778 318,120,990 334,231,572

 Results are based on K-IFRS.

Database and online information provider (KT Music)

Database and online informa tion provider (KT Music)
(Unit: Won million)
Category 2013 2012 2011
Music Business 50,056 29,486 30,210
Others 772 1,907 1,069
Total 50,828 31,393 31,279
  • Results are based on K-IFRS.

  • Music Business: Olleh Music and other ASP sales, contents distribution and etc.

  • Others: Outsourcing and others.

Submarine Cable (KT Submarine)

Submarine Cable (K T Submarine) T Submarine)
(Unit: Won million)
Category 2013 2012 2011
Amount % of sales Amount % of sales Amount % of sales
Construction 57,152 69.20% 45,805 66.50% 80,950 72.60%
Maintenance & Repair 9,651 11.70% 8,200 11.90% 17,455 15.60%
Others 15,837 19.20% 14,895 21.60% 13,048 11.80%
Total 82,640 100.00% 68,900 100.00% 111,453 100.00%
  • Results are based on K-IFRS.

44

Security and Guards (KT Telecop)

Security and Guards (KT T elecop)
(Unit : Won million)
Category 2013 2012 2011
Securityservice revenue 237,380 295,814 259,110
Other revenue 655 366 223
Total 238,035 296,180 259,333

 Results are based on K-IFRS.

Lease and Corporate Loan (KT Capital)

Lease and Corporate Loan (KT Capital)
(Unit: Won million)
Services 2012 2011
Installment 5,289 7,079
Lease 65,185 75,785
Loan 89,926 88,874
New Tech Finance 6,855 8,723
Others 52,937 97,322
Total 220,192 277,783

 Results are based on K-IFRS.

Advertising (Nasmedia)

(Unit : Won million)

Category 2013 2012 2011
Advertising 24,681 23,355 21,466
Outsourcing 73 108 190
Total 24,754 23,463 21,656

 Results are based on K-IFRS.

■ Software development and provider (KT DS)

(Unit : Won million)
Category 2013 2012 2011
Product 78,277 41,077 50,854
Outsourcing 495,121 529,673 447,303
Total 573,398 570,750 498,157

 Results are based on K-IFRS.

45

B. Routes and Methods of Sales

■ Telecommunication (KT)

  • (1) Marketing Organizational Structure (as of March 26, 2014)

==> picture [454 x 171] intentionally omitted <==

==> picture [390 x 185] intentionally omitted <==

46

(2) Sales Path

  • Customer center and branch offices offer sales of goods and customer service.

  • Subscription to goods and services through the internet (www.olleh.com).

  • Attracting new subscribers and increasing cross-sales through business sales agreements and affiliation: sales agencies.

(3) Methods and Conditions of Sales

(a) Sales Methods

  • Service fees are paid in cash (wire transfer, direct bank transfer and credit cards). Fixed and wireless telephone services are operated on a unit pricing system or a partial flat rate system and broadband internet access services are operated on a flat rate system.

  • Sale of terminals may involve installment payments.

  • Rental of terminals is charged on a monthly basis and a discounted rate is applied during the contract period.

  • Distribution fees are charged upon installation and additional periodic maintenance fees.

(b) Conditions for Sales

  • Discounts of Service Fees in accordance with the Subscription Period.

【Discount rates based on Contract Periods】

Category **1-Year ** **2-Year ** **3-Year ** **4-Year **
olleh internet 5% 10% 15% 20%(limited to Special)
KORNET(Express/Premium) 5% 10% 15% -
olleh TV(Live/VOD) 5% 10% 20% -

【Additional discounts after the Three-Year contract】

Category After 3 Years After 4 Years After 5 Years Note
olleh internet 2% 3% 5% -
KORNET
(Express/Premium)
2%
(for additional 1 year)
3%
(for additional 2 years)
5%
(for additional 3 years)
When subscribers sign
extended contracts

 No additional discounts are available for new subscribers signing after November 1, 2008.

【Additional discounts for olleh internet subscribers renewing contracts】

Category Renewal for 1 year Renewal for 2 years Renewal for 3 years Renewal for 4 years
Type A Won 1,000 Won 2,000 Won 3,000 Won 4,000
Type B - 5% 10% -
  • Renewing contracts before November 1, 2008 will be applied a 3% discount for a two-year contract and a 5% discount for a three-year contract. Customers need to renew their contract to apply for changed discount rates.

  • Customers who applied for contract renewal or bundling products will no longer be eligible for “additional discounts” if they have contracts that exceed a three-year term.

  • Internet contract renewal is only available one a one-time basis, and is only available for over three-year Lite users and over four-year Special users.

47

【Optional discount based on the subscription period (SHOW-king sponsor basic type)】

Period of subscription
Mhl f
onty ee 12 months 18 months 24 months
Won 30,000 to Won 40,000 Discount up to Won 3,000 Discount up to Won 5,000 100% discount
(up to Won 10,000)
More than Won 40,000 Additional 10% discount

 VAT included.

【Monthly Discounts for i plan (SHOW-king sponsor/i type)】

(Unit: Won/Month, VAT excluded) (Unit: Won/Month, VAT excluded)
type plan Slim Lite/Talk* Value Medium Special* Premium
Monthlydiscounts 5,000 8,000 10,000 13,000 16,000 22,000

 Instead of offering handset subsidies, Smartsponsor is offering additional tariff discounts from Won 6,000~11,000.

 i-talk and i-special plans are newly added (March 1, 2010)

【Smart-sponsor Discount Plans】

(Unit: Won/Month, VAT excluded) (Unit: Won/Month, VAT excluded)
Amount of monthly discount Amount of total discount
T f l Bi f
ype o pan asc ee **1-yr subscription ** **2-yr subscription ** **1-yr subscription ** **2-yr subscription **
i-slim 34,000 5,000 13,000 60,000 312,000
i-teen 34,000 5,000 13,000 60,000 312,000
i-light/talk 44,000 8,000 16,000 96,000 384,000
i-value 54,000 10,000 18,000 120,000 432,000
i-medium 64,000 13,000 21,000 156,000 504,000
i-special 78,000 16,000 24,000 192,000 576,000
i-premium 94,000 22,000 30,000 264,000 720,000
DIY 340 34,000 5,000 13,000 60,000 312,000
DIY 440 44,000 8,000 16,000 96,000 384,000
DIY 540 54,000 11,000 19,000 132,000 456,000
DIY 640 64,000 13,000 21,000 156,000 504,000
DIY 790 79,000 16,000 24,000 192,000 576,000
Style 270 27,000 1,500 8,500 18,000 204,000
Style 320 32,000 3,000 11,000 36,000 264,000
Style 350 35,000 5,000 13,000 60,000 312,000
Style 450 45,000 8,000 16,000 96,000 384,000
Style 550 55,000 10,000 18,000 120,000 432,000
Style 750 75,000 15,000 23,000 180,000 552,000
Style 950 95,000 22,000 30,000 264,000 720,000
Al-smart 340 34,000 5,000 11,000 60,000 264,000
Al-smart 440 44,000 7,000 14,500 84,000 348,000
Campus-smart 340 34,000 5,000 13,000 60,000 312,000
Campus-smart 440 44,000 8,000 16,000 96,000 384,000

 VAT excluded.

 If contract is cancelled before its minimum term, customers would have to return tariff discounts that were applied.

48

【Wireless/Wireline On-net Unlimited Voice Plans】

  • Applies to two tariff plans: the i-Premium and the Voice 2000 tariff plan.

  • Customers under these two plans are available for wireline/wireless on-net unlimited voice service.

-
Customers under these two plans
are available for wireline/wireless on-net unlimit ed voice service.
(Unit: Won/Month, VAT excluded)
Tariff Plan i-Premium Voice 2000(subscription limited)
Basic Fee 94,000 96,000
Basic Service Wireline/wireless on-net voice unlimited Wireline/wireless on-net voice unlimited
Off-net 800 minutes Off-net 2000 minutes
SMS1,000 units None
Data Unlimited None
Tariff discount
(if subscribed to SHOW-king Sponsor)
22,000 25,000

【i-Teen and Silver Tariff Plan】

【i-Teen and Silver Tariff Plan】
(Unit: Won/Month, VAT excluded)
Tariff Plan i-Teen Hyo
Basic Fee 34,000 8,800
Available Subscribers Teens under 18 Ages 65 and over
Free Benefits 29,000 Al Voice 30 minutes/Video Chat 30 minutes
SMS 4,000 units SMS 30 units
- For one designated line, 30% voice discount
Provision of“Smart Safeguard”
Tariff discount
(if subscribed to SHOW-king Sponsor)
22,000 25,000

[Tethering Service Policy]

  • When connected to internet service by tethering, (if not noticed otherwise) data will be deducted against the customers’ basic tariff plan that includes the data provision.

[(3G) Data Sharing Service]

Price: Won 3,000/month

  • Without an additional subscription fee or basic fee, customers can enjoy data sharing service (up to 5 lines for modem).

[LTE Data Sharing Service]

  • Price: 7,500won/month per device

  • For customers under the LTE tariff plan, LTE data sharing service provide for free for smart devices (pad, smart PC, smart camera and etc.). However, starting from the third device, Won 7,500/month will be additionally levied.

[Data Roll-Over Service]

  • Without additional fee, data can be rolled over to the next month.

  • Applicable tariff plan: Wireline/wireless unlimited voice(LTE/3G), Everybody Olleh(LTE/3G), LTEG550/G650/G750/850/1000/1250: i-Slim/Talk/Light.

49

【Mobile Bundling Plans】

(Unit: Won/Month, VAT excluded)

Complementary beneficiaries Complementary beneficiaries Complementary beneficiaries Additional beneficiaries SIM
Bi Tl f
Type asc
fee
ota amount o
usage
Voice
(minute)
Discount
rate (max)
Youth-
only SMS
Bundling
benefits
SMS 1
Mobile Toong (Single) 34,000 38,500 245 1,350 9% - Unlimited
voice among
family
members
1~5
Mobile Toong (Small) 64,000 72,000~120,000 566 3,000 46% 500
Mobile Toong (Medium) 94,000 122,000~170,000 1,019 5,500 44% 1,000
Mobile Toong (Large) 124,000 172,000~220,000 1,481 8,000 43% 2,000

【A La Carte Plans】

Adjustable voice/data/SMS volumes at own choice with fixed free basic volume.

(Unit: Won, VAT excluded)

Charge
Price
plan
Basic
fee
Voice SMS Data Adjustable volume SHOW-king sponsor
discount
(per 10 seconds) (per one) (per 0.5KB)
A La Carte 340 34,000 18 20 0.25 Free data
of 50MB
offering
25,000 5,000
A La Carte 440 44,000 18 20 0.25 36,000 8,000
A La Carte 540 54,000 18 20 0.25 48,000 11,000
A La Carte 640 64,000 18 20 0.25 67,000 13,000
A La Carte 790 79,000 18 20 0.25 96,000 16,000

【Unlimited 3G Data Plans】

  • Subscribers who signed up for the basic fees at a minimum of Won 54,000 can use unlimited 3G data services with no additional charges.

(Unit: Won, Minute)

Carryover data plans Carryover data plans Carryover data plans Carryover data plans Carryover data plans Unlimited data plans Unlimited data plans Unlimited data plans
i-Slim i-Talk i-Lite i-Value i-Medium i-Special i-Premium
Bi F
asc ee 34,000 44,000 44,000 54,000 64,000 78,000 94,000
150 250 200 300 400 600 Unlimited on-net
800 minutes off-net
Voice
SMS 200 300 400 600 1,000
Benefits Data roll-over Unlimited 3G data
Data 100MB 100MB 500MB
Unlimited WiFi data

 The same applies to iPhone lifetime tariff plan, VAT excluded.

【Campus Smart Plans】

  • Adjustable voice/data/SMS volumes with additional discount at a specified campus zone targeting college students.

(Unit: Won, VAT excluded)

Charge
Plan Basic fee Voice SMS Data Adjustment
l
Other benefit
(per second) (per unit) (per 0.5KB) voume
Campus smart 340 34,000 1.8 20 0.025 25,000 50% discount on out-
going voice/data
charge at one
specified campus
zone
Campus smart 440 44,000 1.8 20 0.025 36,000

50

【LTE Plans】

Tariff plan for LTE services.

  • “ Safe Block Service” option available for customers to prevent billing shock on data over-consumption.

  • Three-months “Data safe-zone (provides additional 20% of basic data that are provided based on each tariff plan)” is provided to customers who do not select the “Safe Block Service.”

(Unit: Won, VAT excluded)

Charge
Plan Basic fee Voice SMS Data Benefit
(per second) (per unit) (per 0.5KB)
LTE-340 34,000 1.8 20 0.01 Voice 160 minutes
Data 500MB, SMS 200
LTE-420 42,000 1.8 20 0.01 Voice 200 minutes
Data 1GB, SMS 200
LTE-520 52,000 1.8 20 0.01 Voice 250 minutes
Data 1.5GB, SMS 250
LTE-620 62,000 1.8 20 0.01 Voice 350 minutes
Data 3GB, SMS 350
LTE-720 72,000 1.8 20 0.01 Voice 450 minutes
Data 5GB, SMS 450
LTE-850 85,000 1.8 20 0.01 Voice 650 minutes
Data 7GB, SMS 650
LTE-1000 100,000 1.8 20 0.01 Voice 1050 minutes
Data 10GB, SMS 1050

【LTE Sponsor Tariff Plan】

(Unit: Won, VAT excluded)

Category Category Monthly discount Total discount Total discount
Plan Basic fee 1-yr subscription 2-yr subscription 1-yr subscription 2-yr subscription
LTE-340 34,000 2,500 7,000 30,000 168,000
LTE-420 42,000 7,000 11,000 84,000 264,000
LTE-520 52,000 10,000 14,000 120,000 336,000
LTE-G550 55,000 10,000 14,000 120,000 336,000
LTE-620 62,000 12,000 16,000 144,000 384,000
LTE-G650 65,000 12,000 16,000 144,000 384,000
LTE-720 72,000 14,000 18,000 168,000 432,000
LTE-G750 75,000 14,000 18,000 168,000 432,000
LTE-850 85,000 16,000 20,000 192,000 480,000
LTE-1000 100,000 20,000 24,000 240,000 576,000
LTE-1250 125,000 26,000 30,000 312,000 720,000

【LTE Plan with strengthened data benefits】

For the seven types of LTE tariff plans, the data provision would be strengthened by 1.5 to 2.0 times.

Tariff Plan As-Is To-Be
LTE-340 500MB 750MB
LTE-420 1GB 1.5GB
LTE-520 1.5GB 2.5GB
LTE-620 3GB 6GB
LTE-720 5GB 10GB
LTE-850 7GB 14GB
LTE-1000 10GB 20GB

51

【Wireline/Wireless unlimited voice tariff plan launched – applies to LTE & 3G】

Provides wireline, wireless unlimited voice and SMS (includes off-net voice).

-
Provides wireline, wir
eless unlimited voic e and SMS (includes off-ne t voice).
(Unit: Won/Month, VAT excluded)
Data
5GB
9GB
17GB
Unlimited
Tariff Plan Basic Fee Vocie SMS Data
UnlimitedVoice 67(LTE/3G) 67,000 Unlimited Unlimited 5GB
Unlimited Voice 77(LTE/3G) 77,000 9GB
UnlimitedVoice 97(LTE/3G) 97,000 17GB
UnlimitedVoice129(LTE/3G) 129,000 Unlimited

 VAT excluded.

【3G/Smart-Sponsor Tariff Discounts】

(Unit: Won/Month, VAT excluded)

Category Monthly Discount Total Discount Total Discount
Tariff Plan Basic Fee 1-yr subscription 2-yr subscription 1-yr subscription 2-yr subscription
Unlimited Voice 67(LTE/3G) 67,000 12,000 16,000 144,000 384,000
Unlimited Voice 77(LTE/3G) 77,000 14,000 18,000 168,000 432,000
Unlimited Voice 97(LTE/3G) 97,000 16,000 20,000 192,000 480,000
UnlimitedVoice129(LTE/3G) 129,000 26,000 30,000 312,000 720,000

【Everybody Olleh tariff plan launched – LTE 8 type, 3G 3 type】

  • Provide unlimited voice, video chat and SMS between Olleh customers.
-
Provide unlimited voice, vide
o chat and SMS between Olleh customers.
(Unit: Won/Month, VAT excluded)
Voice(Minutes)
Tariff Plan Basic Fee SMS Data
On-net Off-net
Everybody Olleh 35(LTE/3G) 35,000 Unlimited
(Wireless)
130 Unlimited 750MB
Everybody Olleh 45(LTE/3G) 45,000 185 1.5GB
Everybody Olleh 55(LTE/3G) 55,000 250 2.5GB
Everybody Olleh 65(LTE/3G) 65,000 350 6GB
Everybody Olleh 75(LTE/3G) 75,000 450 10GB
Everybody Olleh 85(LTE/3G) 85,000 650 14GB
Everybody Olleh 100(LTE/3G) 100,000 1,050 20GB
Everybody Olleh 125(LTE/3G) 125,000 Unlimited (Wireless &Wireline) 1,250 25GB

【LTE/Smart-Sponsor Tariff Discounts】

(Unit: Won/Month, VAT excluded) (Unit: Won/Month, VAT excluded)
Category Monthly Discount Total Discount
Tariff Plan Basic Fee 1-yr subscription 2-yr subscription 1-yr subscription 2-yr subscription
Everybody Olleh 35(LTE/3G) 35,000 2,500 7,000 30,000 168,000
Everybody Olleh 45(LTE/3G) 45,000 7,000 11,000 84,000 264,000
Everybody Olleh 55(LTE/3G) 55,000 10,000 14,000 120,000 336,000
Everybody Olleh 65(LTE/3G) 65,000 12,000 16,000 144,000 384,000
Everybody Olleh 75(LTE/3G) 75,000 14,000 18,000 168,000 432,000
Everybody Olleh 85(LTE/3G) 85,000 16,000 20,000 192,000 480,000
Everybody Olleh 100(LTE/3G) 100,000 20,000 24,000 240,000 576,000
Everybody Olleh 125(LTE/3G) 125,000 26,000 30,000 312,000 720,000

52

【SIMple Discount Program】

  • Provides tariff discounts to ‘blacklist’ handsets.

(Unit: Won, VAT excluded)

Plans Monthly Discount Total Discount Total Discount
Tariff Plan Basic Fee 1-yr subscription 2-yr subscription 1-yr subscription 2-yr subscription
LTE-340 34,000 2,500 7,000 30,000 168,000
LTE-420 42,000 7,000 11,000 84,000 264,000
LTE-520 52,000 10,000 14,000 120,000 336,000
LTE-620 55,000 10,000 14,000 120,000 336,000
LTE-G650 62,000 12,000 16,000 144,000 384,000
LTE-720 65,000 12,000 16,000 144,000 384,000
LTE-G750 72,000 14,000 18,000 168,000 432,000
LTE-850 75,000 14,000 18,000 168,000 432,000
LTE-1000 85,000 16,000 20,000 192,000 480,000
LTE-1250 100,000 20,000 24,000 240,000 576,000
LTE-Golden 275 125,000 26,000 30,000 312,000 720,000
LTE-Al 240 24,000 1,000 1,000 12,000 24,000
LTE-Al 340 34,000 2,500 7,000 30,000 168,000
LTE-Al 420 42,000 7,000 11,000 84,000 264,000
LTE-Al 520 52,000 10,000 14,000 120,000 336,000
LTE- Smart Sharing1 34,000 2,500 7,000 30,000 168,000
LTE- Smart Sharing2 42,000 7,000 11,000 84,000 264,000
Unlimited Voice 67(LTE/3G) 67,000 12,000 16,000 144,000 384,000
Unlimited Voice 77(LTE/3G) 77,000 14,000 18,000 168,000 432,000
Unlimited Voice 97(LTE/3G) 97,000 16,000 20,000 192,000 480,000
Unlimited Voice 129(LTE/3G) 129,000 26,000 30,000 312,000 720,000
EverybodyOlleh 35(LTE/3G) 35,000 2,500 7,000 30,000 168,000
EverybodyOlleh 45(LTE/3G) 45,000 7,000 11,000 84,000 264,000
EverybodyOlleh 55(LTE/3G) 55,000 10,000 14,000 120,000 336,000
EverybodyOlleh 65(LTE/3G) 65,000 12,000 16,000 144,000 384,000
EverybodyOlleh 75(LTE/3G) 75,000 14,000 18,000 168,000 432,000
EverybodyOlleh 85(LTE/3G) 85,000 16,000 20,000 192,000 480,000
EverybodyOlleh 100(LTE/3G) 100,000 20,000 24,000 240,000 576,000
EverybodyOlleh 125(LTE/3G) 125,000 26,000 30,000 312,000 720,000
i-slim,i-teen 34,000 5,000 13,000 60,000 312,000
i-light,i-talk 44,000 8,000 16,000 96,000 384,000
i-value 54,000 10,000 18,000 120,000 432,000
i-midium 64,000 13,000 21,000 156,000 504,000
i-special 78,000 16,000 24,000 192,000 576,000
i-premium 94,000 22,000 30,000 264,000 720,000
Smart sharing 34,000 5,000 13,000 60,000 312,000
Golden smart 275 27,500 2,500 7,500 30,000 180,000
Campus smart 340 34,000 5,000 13,000 60,000 312,000
Campus smart 440 44,000 8,000 16,000 96,000 384,000
Al smart 340 34,000 5,000 11,000 60,000 264,000
Al smart 440 44,000 7,000 14,500 84,000 348,000
Style 270 27,000 1,500 8,500 18,000 204,000
Style 320 32,000 3,000 11,000 36,000 264,000
Style 350 35,000 5,000 13,000 60,000 312,000
Style 450 45,000 8,000 16,000 96,000 384,000
Style 550 55,000 10,000 18,000 120,000 432,000
Style 750 75,000 15,000 23,000 180,000 552,000
Style 950 95,000 22,000 30,000 264,000 720,000
A La Carte 340 34,000 5,000 13,000 60,000 312,000
A La Carte 440 44,000 8,000 16,000 96,000 384,000
A La Carte 540 54,000 11,000 19,000 132,000 456,000
A La Carte 640 64,000 13,000 21,000 156,000 504,000
A La Carte 790 79,000 16,000 24,000 192,000 576,000

53

  • If the contract is cancelled before its minimum term, customers will have to return the tariff discounts that were applied.

  • If the two year contract is selected, tariff discounts would be applied for a period of 30 months.

(4) Sales Strategy

(a) Mobile Service

  • Enhancing leadership and competitiveness in the smartphone and emerging devices market: expanding the smartphone subscriber base and pioneering the tablet PC market.

    • Strengthening competitiveness by utilizing a differentiating network: Building a differentiated ‘Mobile Wonderland’ (a network usage environment) based on the 3W(3G/WiFi/WiBro) network.
    • Attracting high ARPU users by offering free WiFi/uCloud services to subscribers who signed for higher plans.
    • Offering differentiated services experience after forming an optimized customer service structure to smartphone users.
    • Controlling marketing expenses by introducing a new sales program which provides for a special tariff discount instead of a handset subsidy.
  • Strengthening a customer retention policy targeting the long-term contract customers whose contract period has matured.

(b) IPTV Service

  • Promoting IPTV (olleh TV) products to our existing internet subscribers.

    • Expanding the client base by offering free set-top box rentals (with a three-year subscription contract) and opportunities to experience KT services.
    • Increasing synergy with Skylife by providing a hybrid product to strengthen customer retention and to promote up-selling.

(c) Broadband Internet Service

  • Strengthening competitiveness of All-IP based products and solidifying a No.1 market stance with active FTTH investment.

    • Expanding synergies with smart home businesses such as IPTV, home pad and Kibot.
    • Satisfying a diverse range of customer needs by providing differentiated value-added services.
    • Promoting specialized high-quality and optimized products by analyzing patterns of users.

(d) Telephone Service

  • Minimizing PSTN line loss by customer segmentation.

    • Expanding a new customer base.
    • Discovering a new business model and promoting remodeling.
  • (e) WiBro Service

  • Enhancing service competitiveness with nationwide coverage of 83 cities and position as ‘mobile WiFi’ with 11,000 of nationwide WiFi hot zones.

  • Planning to expand WiBro emerging devices Pad, WiMax imbedded device, etc.).

  • Increasing subscriber base by expanding distribution channels and terminal competitiveness.

  • Designing various plans such as 3G/LTE bundling plan, fixed-mobile bundling plan, and WiBro only plan, etc.

    • Improving brand value by proactive promotion and marketing.

■ KT Sat

Our sales organization is based at our headquarters and our mobile satellite business division has a sales office in Busan. For overseas repeaters sale, we operate sales offices in Jakarta and Dubai. With respect to other services, including Inmarsat, we conduct business through special distribution channels.

■ KT Powertel

Through direct sales organizations and cosigned dealers, KT Powertel is selling TRS services (voice and wireless data products) to customers. KT Powertel is providing cosigned dealers with a management fee of 6~9% of customer charges for 60 months. After 60 months, 7% of customer charges are paid to cosigned dealers as a long-term customer care fee.

54

■ KT ENS

(1) Sales Organization

  • NI and SI business divisions’ sales organization is divided by item and project under a team leader. For special category telecommunication businesses, the headquarters is in charge of service planning and sales management and for each service a designator is allocated for managing operational organization.

(2) Methods and Conditions of Sales

  • NI/SI business is contracted by project and construction, and special category telecommunication business products are sold via internal/external organization, branches of group-tel, call-center, and internet. Discounts are provided for large volumes and long-term usage to promote subscriptions.

■ Credit Cards Business (BC Card)

BC Card performs credit card (including debit card) issuing and payment processing based on the contract with credit card companies. BC card targets providing card issuances and payment processing services to more credit card companies.

■ Satellite Broadcasting (KT Skylife)

KT Skylife currently has four different sales channels: 1) local channels; 2) KT; 3) customer centers and 4) KT Skylife’s head office. There are 200 sales offices which are organized under seven branches (three in Seoul and one each in Daejeon, Daegu, Busan, and Gwangju). KT Skylife is offering “olleh TV Skylife” through KT’s inbound and outbound sales channels. On December 2012 and September 2013, KT Skylife is offering expanded bundled products like “LTE together olleh” and “All-Right,” which are bundled products of KT’s fixed and mobile LTE services. Two customer service centers are located in Suwon and Gwangju, providing customer services and retention services like HD product promotion and new subscriber acquisition. In order to strengthen direct and indirect sales channels, KT Skylife is utilizing its homepage and partnership marketing with public offices and on-line companies.

55

■ Car Rental Business (KT Rental)

(1) Marketing Organizational Structure

Business Department Structure
Car Rental Strategic marketing department 3 parts
1stSales department 2 teams, 9 offices, 17 branches, 14 reservation centers
2ndSales department 1 team, 13 offices, 12 branches
3rdSales department 1 team, 25 offices, 20 branches, 7 reservation centers
Equipment Rental Equipment rental department 5 teams, 1 TF, 1 Center, 5 branches

(2) Sales Path

  • Long-term rental

  • ① Dedicated corporate customer care by strategic marketing department.

  • ② Attracting new customers through marketing branches.

  • Short-term rental

  • ① Reservation to rental service through the online and call center.

  • ② Attracting new customers through marketing branches.

  • Long-term rental

  • ① Corporate customer and individual customer care in each equipment’s sales parts.

  • ② Attracting new customers through marketing branches.

  • ③ Dedicated marketing department for group companies.

  • Short-term rental

  • ① Attracting new customers through marketing branches.

  • ② Corporate customer and individual customer care in each equipment’s sales parts.

(3) Sales Strategy

  • Car Rentals: For short-term rentals, the company is maximizing the abundant sales branches to secure a competitive edge. For long-term rentals, the company is focusing on diversifying new clients for risk management and economy of scale. The company is utilizing ATL media, outdoor advertising, and individual promotions to intensify company’s brand recognition.

  • Equipment Rentals: OA, Telecommunication devices are sold to public agencies or sold through group affiliates. Home electronics and other consumer gadgets’ rentals operate under the ‘KT’ brand for confidence. Door-to-door sales and consigned sales are also utilized for this business.

■ Media Contents (KT Media Hub)

Through bundled products with Olleh internet and Skylife channeling services, Media Hub is focusing on customer retention and upselling. At the same time, the company is strengthening its biz-pack sales via merchandise structural improvement.

■ Real estate development, rental and management (KT Estate)

Conduct development of KT’s real estate, operate self-development project, consulting and real estate rental and management businesses.

■ Network Securities (Initech Corp)

Sales are divided by direct versus indirect sales. Upon a client’s order, products are sold and payment is received upon inspection of products. Maintenance and repair is conducted upon contract and payment is received every month.

56

■ Contents Distribution (KT Hitel)

The majority of the sales are conducted via internet and revenue from the portal and contents are generated from end-consumers.

■ Electronic Commerce (KT Commerce)

Because of the company’s business characteristics (B2B business with corporations being our clients), the impact of general advertising is low for our company. Instead of advertisements, we conduct educational seminars targeting business personnel. Nowadays, the media is talking about how the B2B business can bring cost cutting measures, and thus, more corporations are recognizing the value of the B2B business, setting our sales strategy as more customers have an increasing desire for diversified products.

■ Music contents (KT Music)

Through the wireline/wireless music portal we provide audio on demand (“AOD”), downloading services to customers directly, and music services as ASP to KT group and our affiliates. We also conduct consulting businesses to provide adequate music services to shops and stores.

The sale of digital sound via music sites are conducted by streaming and downloads. In addition, payment is made by credit card, on-line cash transfer, and through mobile handsets.

■ Submarine Cable Construction (KT Submarine)

From 2001, we have been participating in submarine electronic cable construction projects developed by Korea Electric Power Corporation. However, to hedge the risk of a slowdown in submarine electronic cable construction projects, we strive to diversify our portfolio.

In order to participate in overseas construction, in addition to our ordinary sales, we aggressively participate in international conferences and seminars and strive to enhance our brand image by promoting our company and our equipment.

■ Security and guards (KT Telecop)

Our sales channels which consist of internal sales staff and an outside distribution network (allied store, special partners, etc.) attracts new customers.

■ Lease and Corporate Loan (KT Capital)

KT Capital is currently conducting sales through its human resources and does not offer individual financing services.

57

4. Research and Development Activities

A. Research and Development Activities

■ Telecommunication (KT)

  • (1) R&D Organization Structure

  • Structure (As of Jan 27, 2014)

==> picture [428 x 152] intentionally omitted <==

----- Start of picture text -----

Institute of
Convergence
Technology
Research
Support
Department
Infrastructure Service Convergence Future
Laboratory Laboratory Laboratory Technology
Group
----- End of picture text -----

 Main Mission

  • Providing strategic direction and developing core technology for the future.

  • Leading technological innovation in order to reduce significantly KT CAPEX and OPEX through R&D.

  • Innovation of new technology on service area and new BM development for KT competiveness Enhancement.

  • • Support for business feasibility study and commercialization of business incubation.

  • Support for KT group convergence service and incubation of new technology.

(2) R&D Costs

(2) R&D Costs
(Unit: Won,million)
3Q 2013
Category 2012 2011
Raw Materials - - -
Labor Costs 45,613 29,877 24,018
Depreciation 41,246 13,378 15,158
Commissions 166 1,128 2,437
Others 214,299 436,378 266,982
Total R&D Costs 301,324 480,760 308,596
Accounting
Treatment
Research and Ordinary Development
Costs
159,783 137,075 153,131
Development Costs
(IntangibleAssets)
141,541 343,685 155,465
Percentage of R&D Costs over Revenue 1.68% 2.55% 1.53%
  • Adopting K-IFRS from FY2011, results of FY2010 are recalculated from K-GAAP into K-IFRS.

5. Other Matters Necessary for Making Investment Decisions

A. Intellectual Property Rights

■ Telecommunication (KT)

KT holds 5,183 domestic patents and 808 overseas patents as of December 31, 2013.

58

III. Financial Information

1. Summary of Financial Statements (Consolidated)

(Unit:Won,million)
Classification 2013 2012
Current Assets 9,968,449 10,517,419
ㆍCash and Cash Equivalents 2,070,869 2,057,613
ㆍTrade and Other Receivables 5,292,747 5,907,508
ㆍInventories 614,062 935,033
ㆍOther Current Assets 1,990,771 1,617,265
Non-current Assets 24,878,084 24,040,489
ㆍTrade and Other Receivables 813,471 1,072,966
ㆍTangible Assets 16,386,964 15,806,366
ㆍInvestment Property 1,105,495 1,155,213
ㆍIntangible Assets 3,827,393 3,213,638
ㆍInvestments in Jointly Controlled Entities and Associates 363,903 379,495
ㆍOther Non-Current Assets 2,380,858 2,412,811
Total Assets 34,846,533 34,557,908
Current Liabilities 11,187,738 11,266,766
Non-Current Liabilities 10,793,885 10,073,167
Total Liabilities 21,981,623 21,339,933
Capital Stock 1,564,499 1,564,499
Share Premium 1,440,258 1,440,258
Retained Earnings 10,046,883 10,646,383
Accumulated Other Comprehensive Expense 24,538 1,325
Other Components of Equity (1,320,943) (1,343,286)
Non-Controlling Interests 1,109,675 908,796
Total Shareholders' Equity 12,864,910 13,217,975
(Unit:Won million)
Classification 2013 2012
OperatingRevenue 23,810,599 23,856,375
OperatingProfit 839,343 1,209,233
Profit for the Period from the ContinuingOperations (60,251) 1,136,973
Profit for the Period (60,251) 1,105,439
Number of Consolidated Companies 69 62

59

2. Summary of Financial Statements (Separate)

(Unit:Won,million)
Classification 2013 2012
Current Assets 4,711,799 6,089,523
ㆍCash and Cash Equivalents 1,023,946 1,172,981
ㆍTrade and Other Receivables 3,007,471 3,951,132
ㆍOther Financial Assets 15,002 8,785
ㆍInventories 478,388 809,379
ㆍEstimated Assets of Sales 34,429
ㆍOther Current Assets 152,563 147,246
Non-Current Assets 20,982,095 20,419,253
ㆍTrade and Other Receivables 674,795 926,081
ㆍOther Financial Assets 141,760 156,096
ㆍProperty and Equipment 13,087,625 13,009,279
ㆍInvestment Property 564,002 573,740
ㆍIntangible Assets 2,712,527 2,122,153
ㆍInvestments in Subsidiaries, Associates and Joint Ventures 3,361,677 3,303,346
ㆍDeferred Income Tax Assets 401,109 290,596
ㆍOther Non-Current Assets 38,600 37,962
Total Assets 25,693,894 26,508,776
Current Liabilities 7,041,105 7,338,080
Non-Current Liabilities 7,608,732 7,299,501
Total Liabilities 14,649,837 14,637,581
Capital Stock 1,564,499 1,564,499
Share Premium 1,440,258 1,440,258
Retained Earnings 9,277,248 10,103,996
Accumulated Other Comprehensive Income -3,449 -2,662
Other Components of Shareholders' Equity -1,234,499 -1,234,896
Total Shareholders' Equity 11,044,057 11,871,195
(Unit: Won, million)
Classification 2013 2012
Operating Revenue 17,937,079 18,863,237
Operating Profit 309,950 708,819
Profit for the Period -392,311 708,819

60

IV. Auditors’ Opinion

1. Auditors’ opinion on the consolidated financial statements

A. Auditor’s opinion on the consolidated financial statements

FY 2013 FY 2012 FY 2011
Samil PwC Samil PwC Samil PwC

B. Audit (or review) Comments

Fiscal Year Audit(or review) Comments Issues noted
2013 Unqualified Not applicable
2012 Unqualified Not applicable
2011 Unqualified Not applicable

2. Compensation to external auditors for the last three fiscal years

A. Audit services contract

(Unit: Won million, Hours)

Fiscal
Year
Auditor Contents Compensation Total Time
2013 Samil PwC Review interim financial statements 2,550 43,612
Audit of Separate financial statements
Audit of the consolidated financial statements
20-F Filing
2012 Samil PwC Review interim financial statements 2,685
41,919
Audit of Separate financial statements
Audit of the consolidated financial statements
20-F Filing
2011 Samil PwC Review interim financial statements 2,492 43,709
Audit of Separate financial statements
Audit of the consolidated financial statements
Audit of financial statements based on US-GAAP

61

V. Management and Affiliated Companies

1. Overview of the Board of Directors and Committees

A. Matters on the Board of Directors

(1) Organization

As of March 31, 2014, the Board of Directors of KT consists of 11 Directors (3 Inside Directors and 8 Outsider Directors). Under the Board of Directors, KT has seven different Committees as follows; Corporate Governance Committee, Audit Committee, Outside Director Candidate Recommendation Committee, Evaluation & Compensation Committee, Executive Committee, CEO Recommendation Committee and Related-Party Transaction Committee. The Board of Directors may establish additional committees if necessary.

(2) Major Activities of the Board of Directors

Order Date Subject Result of Discussion
First Jan. 31, 2013 Approval of separate financial statements of the 31st term Original proposal approved
Approval of consolidated financial statements of the 31st term Original proposal approved
Business reports of the 31st term Original proposal approved
Report of fund management plans of 2013 Original proposal received
Plan for securitization of KT handset sold in 2013 Original proposal approved
Delegation of voting rights to Executive Committee with regards of selling
securitization of KT handset sold
Original proposal approved
Approval ofpayment of baseball development funds Originalproposal approved
Approval of appointment of compliance officer Original proposal approved
Second Feb. 14, 2013 Proposal on the compensation for the shareholders Original proposal approved
Proposal on the compensation and payment system for CEO and Board of
Directors
Original proposal approved
Proposal on the members and limit on remuneration of Executive Director Original proposal approved
Approval of separate financial statements of the 31st term Original proposal approved
Approval of consolidated financial statements of the 31st term Originalproposal approved
Business reports of the 31st term Originalproposal approved
Convocation of annual general meeting of shareholders of 31st term Original proposal approved
Report onoperationalconditionoftheinternalaccountingmanagement system Originalproposal received
Audit committee’s report on operational condition of internal accounting
management system
Original proposal received
Recommendation of Audit committee’s candidate Original proposal approved
Agreement on the recommendation of non-independent Directors Originalproposal approved
Proposal on the amendment of Article of Corporation Originalproposal approved

62

Third March. 15, 2013 Proposal on building new data center Original proposal approved
Proposal on fund raising of Won 100 billion for the sustainability of contents
business
Original proposal approved
Report on transactions under Won 15 billion with other entities for 2012 Originalproposal received
Report oncurrent status ofsubsidiary companies Originalproposal received
Reports of inspection results in accordance with corporate compliance control
standards
Original proposal received
Appointment of the Chairman of the Board of Directors and the proposal on the
organization of committees under the Board of Directors
Chairman of BOD and
members of committees
appointed
Fourth April. 28, 2013 Plan for sustainable growth in 2013 Original proposal approved
Proposal on disposition of treasury shares for long-term performance based
incentive payment
Original proposal approved
Proposal onplans for thepayment of long-term incentive for 2013 Originalproposal approved
Proposal on disposure of treasury share for the payment of 2013 Profit Sharing Original proposal approved
Report on separate financial statement of the first quarter of 2013 fiscal year Original proposal received
Report on consolidated financial statement of the first quarter of 2013 fiscal
year
Original proposal received
Report on the fund management performance in 2012 Original proposal received
Fifth June 07, 2013 Proposal on the establishment and financing joint venture of Rwanda LTE Infra
Co.
Original proposal approved
Proposal of financingof IndustryInnovation Movement 3.0participation Originalproposal approved
Sixth July. 26, 2013 Proposal on authorization of auction rewards from obtaining frequency
allotment
Original proposal approved
Seventh Aug. 8, 2013 Proposal of the amendment on the committee member structure in the BOD Members of the committee
changed
Proposal on donation to labor welfare fund in 2013 Original proposal approved
Proposal of establishment of KT Dhaka office in Bangladesh Original proposal approved
Proposal of establishment of KT Warsaw office in Poland Original proposal approved
Report of KTgroupCSV advanceplan Originalproposal approved
Proposalon ‘ProjectX’ Originalproposalapproved
Report on separate and consolidated financial statement of the first half of 2013
fiscalyear
Original proposal received
Report on current status of KT subsidiary companies Original proposal received
Report of KT strategy on estate Original proposal received
Eighth Sept. 13. 2013 Amendments on the establishment and financing joint venture of Rwanda LTE
Infra Co.
Original proposal approved
Proposal of donation of building Ministry Of National Defense Cyber Intelligence
Information Facility
Original proposal approved
Ninth Oct. 25. 2013 Report on separate and consolidated financial statement of the third quarter of
2013 fiscal year
Original proposal received
Report on the fund management performance first half of 2013 Original proposal received
Tenth Nov. 12. 2013 Report of measure after CEO resignation will Original proposal received
Eleventh Nov.18. 2013 Proposal of Management Contract Original proposal approved
Proposal of CEO Recommendation Committee management Original proposal approved
Twelfth Nov. 29. 2013 Report on dividend policy of 2013 Original proposal received
Closure of Shareholders Originalproposal approved
Thirteenth Dec. 12. 2013 Proposal on‘Project C’ Original proposal approved
Proposalof improvement ofgroup CSVtransparency Originalproposal received
Fourteenth Dec. 18. 2013 Convocation of Extraordinary general meeting of shareholders Original proposal approved
Amendment ofapprovaltime on KTgroupmanagement plan for 2014 Originalproposalapproved

63

(3) The Status of Committees under the Board of Directors

(a) Organizationofthe Committees (a) Organizationofthe Committees undertheBoard of Directors (as of March 21,2014) undertheBoard of Directors (as of March 21,2014) undertheBoard of Directors (as of March 21,2014)
Purpose of Establishment
and Authority
Note
(Before Jan 27, 2014)
Organization Name
Title
CEO
Recommendation
Committee
8 Outside
Directors
&
1 non-
independent
Director
Recommendation of CEO candidates to the general meeting (Article 32 of Articles of Incorporation)
Corporate
Governance
Committee
4 Outside
Directors,
&
1 non-
independent
Directors
Suk-Gwon Chang (Chairperson)
Sang Kyun Cha, Do-Kyun Song,
Dae-Keun Park, Hoon Han
Improvement of Corporate
Governance
Choon Ho Lee (Chairperson)
E. Han Kim
Byung Won Bahk
Sang Kyun Cha
Hyun-Myung Pyo
Outside Director
Candidate
Recommendation
Committee
5 Outside
Directors,
&
1 non-
independent
Directors
Recommendation of Outside candidates to the general meeting (Commercial Law §542: 8 )
※See V. 1.(4) Independence of the Board of Directors for the Outside Director Candidate
Recommendation Committee
Audit Committee 4 Outside
Directors,
Jong-Goo Kim (Chairperson)
Keuk Je Sung, Sang Kyun Cha,
Pil Hwa Yoo
Audit Committee installation
according to Commercial Law
§542: 11 (Audit Committee) 1st
article
※See V. 2. Audit Committee
Hyun Nak Lee (Chairperson)
E. Han Kim, Byung Won Bahk
Sang Kyun Cha
Evaluation &
Compensation
Committee
4 Outside
Directors
Chu-Hwan Yim (Chairperson)
Do-Kyun Song, Pil Hwa Yoo,
Suk-Gwon Chang
Management Agreement with the
CEO and Assessment
Jong-Hwan Song (Chairperson)
Choon Ho Lee
Keuk-Je Sung
Executive Committee 3 non-
independent
Directors
Chang-Gyu Hwang
(Chairperson)
Hoon Han, Heon Moon Lim
Management and financial
matters authorized by the Board
of Directors
Chang-Gyu Hwang
(Chairperson)
Hyun Myung Pyo
Related-party
Transaction
Committee
4 Outside
Directors
Keuk-Je Sung (Chairperson)
Jong-Goo Kim,Chu-Hwan Yim,
Dae-Keun Park
Internal transactions that require
resolution by the Board of
Directors as stipulated by the
‘Antitrust Regulation and Fair
Trade Law’ and ‘Securities and
Exchange Act’
Keuk-Je Sung (Chairperson)
Hyun Nak Lee
Do-Kyun Song

※ Outside Director E. Han Kim and Choon Ho Lee resigned on March 20th 2014.

※ Outside Director Jong-Goo Kim, Chu-Hwan Yim, Pil Hwa Yoo, Suk-Gwon Chang, and Dae-Keun Park were appointed, and non-independent director Hoon Han and Heon Moon Lim were appointed on March 21[st] 2014.

64

(b) Activities of the Committees under the Board of Directors

CEO Recommendation Committee

Meeting Results Independent and Non-Executive Directors and Non-Executive Directors
Hyun Nak
Lee
Choon Ho
Lee
Byung Won
Bahk
Keuk-Je
Sung
Sang Kyun
Cha
Do Kyun
Song
E. H Kim

Date
Agenda
of discussion
Attendance
100%
Attendance Attendance Attendance
100%
Attendance Attendance
100%
Attendance
100% 100% 100% 100%
Voting Result
Nov 25,
2013
Proposal of CEO
candidate
recommendation
Original proposal
accepted
For For For For For For For
Dec 15,
2013
Reports of expert
research results about
CEO candidates
Original proposal
received
For For For For For For For
Proposals on the
interviewee lists
Appointment of
Interviewee lists
For For For For For For For
Dec.16,
2013
Proposal on
recommendation of CEO
candidates
Recommendation
of CEO
candidate
For For For For For For For

Corporate Governance Committee

Agenda Independent and Non-Executive Directors Independent and Non-Executive Directors
Meeting
Results
Choon Ho Lee E. H Kim Byung Won Bahk Sang Kyun Cha
Date of discussion Attendance 100% Attendance 100% Attendance 100% Attendance 100%
Voting Result
Feb 13, 2013 Report on amendment of Articles of
Incorporation
Original proposal
accepted
For For For For

65

Evaluation & Compensation Committee

Meeting Results Independent and Non-Executive Directors Independent and Non-Executive Directors Independent and Non-Executive Directors Independent and Non-Executive Directors
Jong-Hwan
Song
Choon Ho Lee Hyun Nak Lee Keuk Je Sung

Date
Agenda
of discussion
Attendance Attendance
100%
Attendance Attendance
100% 100% 100%
Voting Result
Feb.13,
2013
Result of CEO management assessment for
2012
Original proposal approved For For For For
Proposal on the limit on remuneration of
Directors for 2013
Original proposal Received For For For For
Proposal on remuneration standards and
payment methods for CEO and Standing
Directors
Original proposal Received For For For For
Feb 26,
2013
CEO management goal for 2013 Original proposal approved For For For For
Meeting Results Independent and Non-Executive Directors
Jong-Hwan
Song
Choon Ho Lee Keuk Je Sung Do Kyun Song

Date
Agenda
of discussion
Attendance Attendance
100%
Attendance Attendance
100% 100% 100%
Voting Result
April. 28,
2013
Payment for long-term incentive and stock grant
for the 2012 fiscal year
Original proposal approved For For For For
Proposal on the long-term incentive and stock
grant for the 2013 fiscal year
Original proposal
received
For For For For
Meeting Results Independent and Non-Executive Directors
Choon Ho Lee Keuk Je Sung Do Kyun Song

Date
Agenda
of discussion
Attendance Attendance
100%
Attendance
100% 100%
Voting Result
Aug 07,
2013
Report of CEO management goal for the first half
of 2013 fiscal year
Original proposal received For For For

66

Executive Committee

Meeting Date Agenda Results of discussion
March. 7. 2013 Proposal on the amendment of condition for on investment for establishment of Joint
Venture‘Project oxford’
Original proposal approved
March. 22. 2013 Plan for issuance of 184thcorporate bonds Original proposal approved
Establishment, relocation, closure of branches
April. 11. 2013 Proposal to award KT Company-Labor Union Youth Scholarship Original proposal approved
April. 25. 2013 Proposal to award KT Creation & Innovation Leader Scholarship Original proposal approved
Proposal on consignment of Public Service Business of KT Culture Foundation of
2013
May. 10. 2013 Sponsoring Korea Digital Media Industry Association Original proposal approved
July. 11. 2013 Plan for issuance of 2ndforeign corporate bonds Original proposal approved
August. 29. 2013 Plan for issuance of 185thcorporate bonds Original proposal approved
Proposal on the donation of 2013 OllehClub Mileage to Public Service
September. 12.
2013
Proposal on investment to Partnership Business for Large & Mid-Small Company’s
productivity Innovation
Original proposal approved
November. 7.
2013
Proposal on capital increase plan for subsidiary for TD-LTE business Original proposal approved
Proposal to support Korea Boxing Association
November. 21.
2013
Proposal on investment to fund-raising for Joint Overseas Expansion of Large & Mid-
Small Company
Original proposal approved
November. 28.
2013
Proposal on financial support for recovery from Typhoon damage in the Philippines Original proposal approved
Related-Party Transaction Committee
Meeting Date Agenda Results of discussion
November. 12.
2013
Proposal to unify internal communication business Original proposal approved

(4) Independence of the Board of Directors

(a) Independence of appointing BOD members

In order to secure independence and transparency, all candidates to the Board of Directors should be selected and must receive approvals from the general meeting of shareholders. Also, the outside research and advisory service may be conducted if necessary.

(b) Appointment of new Directors

Inside trading,
relationship with major
shareholders
Name Expertise Recommendation Committees
Jong-Goo Kim Law Outside Director Candidate
Recommendation
Committee
Audit Committee(Chairman) /
Related-party Transaction Committee
No
Chu-Hwan Yim ICT Business Outside Director Candidate
Recommendation
Committee
Evaluation & Compensation Committee(Chairman) /
Related-party Transaction Committee
No
Pil Hwa Yoo Finance &
Accounting
Outside Director Candidate
Recommendation
Committee
Audit Committee / Evaluation & Compensation
Committee
No
Suk-Gwon Chang Management
Science
Outside Director Candidate
Recommendation
Committee
Corporate Governance Committee(Chairman) /
Evaluation & Compensation Committee
No
Dae-Keun Park Finance & Policy Outside Director Candidate
Recommendation
Committee
Related-party Transaction Committee /
Corporate Governance Committee
No

67

(c) Establishing separate committee to appoint new directors

==> picture [511 x 261] intentionally omitted <==

----- Start of picture text -----

Name Whether Outside Director Note
Choon Ho Lee O
E. Han Kim O
Keuk-Je Sung O
The number of Outsider Directors should be more than 50%
Sang Kyun Cha O
Do Kyun Song O
Hyun Myung Pyo X
 Outside Director Candidate Recommendation Committee
Independent and Non-Executive Directors
Meeting Results E. Han Kim Choon Ho Lee Keuk-Je Sung Kyun ChaSang Do Kyun Song
Agenda of
Date
discussion Attendance Attendance Attendance Attendance Attendance
100% 100% 100% 100% 100%
Voting Results
Proposal on Operation plan for Outside Original
Jan. 27, 2014 Director Candidate Recommendation proposal For For For For For
Committee approved
Original
Feb.19, 2014 Finalization of Outside Director candidates proposal For For For For For
approved
----- End of picture text -----

(5) Expertise of Outside Directors

(a) Supportive team for Outside Directors

  • Corporate Governance Team at the Management Planning Department.

  • (b) Education for outside directors in 2013

  • Programs provided by Korea Directors Association: Two Outside Directors (Hyun-Nak Lee and Keuk-Je Sung) took the program.

68

2. Audit Committee

(1) Personal Information of Members of the Audit Committee

(Prior to March 21, 2014) (Prior to March 21, 2014)
Name Experience Note
- M.A. in Economics, Seoul National University
- Executive Director and Chief Editor, Donga Ilbo Daily
- President, Kyeonggi Ilbo Daily
-Professor of Sejong University (present)
Outside
Director
Hyun Nak Lee
E. Han Kim - Ph.D. in Finance, State University of New York-Buffalo
- Independent Director and Non-Executive Chairman of the Board of Directors, POSCO
-Tenured professor and Director of Financial Research, University of Michigan (present)
Outside
Director
Sang Kyun Cha - Ph.D. in Stanford University
-Professor of Seoul University (present)
Outside
Director
Byong Won Bahk - M.A. in Economics, University of Washington
- 7th Vice-Minister, Ministry of Finance and Economy (currently Ministry of Strategy and Finance)
-Chairman of National Bank Association (present)
Outside
Director
Sang Kyun Cha
Byong Won Bahk

-Professor of Seoul University (present)
Director
- M.A. in Economics, University of Washington
- 7th Vice-Minister, Ministry of Finance and Economy (currently Ministry of Strategy and Finance)
-Chairman of National Bank Association (present)
Outside
Director

-Professor of Seoul University (present)
Director
- M.A. in Economics, University of Washington
- 7th Vice-Minister, Ministry of Finance and Economy (currently Ministry of Strategy and Finance)
-Chairman of National Bank Association (present)
Outside
Director
(After March 21, 2014)
Name Experience Note
- Ph.D.in Law, College of Law, Dongguk University
- Director of the Seoul Supreme Prosecutors' Office
- The 46th Minister of Ministry of Justice
-Corporation lawyer of New Dimension Law Group
Outside
Director
Jong-Goo Kim
Sang Kyun Cha - Ph.D. in database systems, Stanford University
-Professor of Seoul National University (present)
Outside
Director
Keuk Je Sung - Ph.D., Economics, Northwestern University
- Senior Representative to WTO negotiations
- Secretary General, Chairman of Board of Directors, ASEM-DUO Fellowship Program
- Professor, Graduate Schoolof InternationalStudies,KyungHee University (present)
Outside
Director
Pil Hwa Yoo - Ph.D., Business Administration, Harvard University
- Standing Director, The Korean-Japanese Economics & Management Association
- Vice-President, Korean Academic Society of Business Administration
-(Present) : Dean of Sungkyunkwan Graduate School of Business, Sungkyunkwan University (present)
Outside
Director

(2) Independence of Audit Committee

The Audit Committee is established within the Board of Directors a and members of the audit committee are appointed at the shareholders' meeting. The Audit Committee is composed of four Outside Directors. Among the members, Pil Hwa Yoo is the financial expert.

The Audit Committee performs its duties and accounting work independently. If necessary, the Audit Committee and its members have the right to report on the company’s business and investigate the company’s financial status.

69

(3) Major Activities of the Audit Committee (Auditor)

Order Date Subject Result of Discussion
Jan. 17,
2013
First Pre-approval of non-audit service of external auditor for consolidated company Original proposal approved
Second Jan. 30,
2013
Approval of financial statements for the 31th term Originalproposal approved
Report on consolidated financial statements for the 31th term Originalproposal accepted
Report of business report for the 31th term Originalproposal accepted
Pre-approval on remuneration for non-audit services of external auditors Originalproposal approved
Pre-approval of remuneration for non-audit service of external auditor for consolidated
company
Original proposal approved
Report of final audit for fiscalyear 2012 Originalproposal accepted
Third Feb. 13,
2013
Report on operatingresult of internal accountingmanagement system for fiscalyear 2012 Originalproposal accepted
Appointment of external auditor for fiscal years 2013~2015 and approval of the remuneration
for 2013
Original proposal approved
Pre-approval on remuneration for non-audit services of external auditors Originalproposal approved
Report on operational condition of internal accounting management system for fiscal year
2012(prepared by audit committee)
Original proposal accepted
Report on audit records for 2012 and auditplan for 2013 Originalproposal accepted
Fourth Feb. 25,
2013
Report on agenda of the annual general meeting of shareholders and result on document
review
Original proposal accepted
Audit report for the annualgeneral meetingof shareholders for the 31th term Originalproposal accepted
Evaluation report on operational status of internal compliance device of the audit committee Originalproposal accepted
Fifth Mar.212,
2013
Approval of remuneration for audit and non-audit services of independent auditor of
consolidated companies for fiscal year 2013
Original proposal approved
Sixth Apr. 18,
2013
Appointment of the chairman of Audit committee Chairman appointed
Report on filingof Form 20-F for fiscalyear 2012 Originalproposal accepted
Seventh Aug. 27,
2013
Report on statement of accounts for the firstquarter of fiscalyear 2013 Originalproposal accepted
Report on consolidated statement of accounts for the firstquarter of fiscalyear 2013 Originalproposal accepted
Report of audit performance for the first quarter of fiscal year 2013 and audit plan for second
quarter of fiscal year 2013
Original proposal accepted
Eighth Aug. 7,
2013
Report on accounts for the first half of fiscal year 2013(KT stand-alone and consolidated
basis)
Original proposal accepted
Approval of remuneration for audit service of independent auditor for consolidated company
for fiscal year 2013
Original proposal approved
Approval of remuneration for non-audit service of independent auditor for consolidated
company for fiscal year 2013
Original proposal approved
Report of auditperformance for the first half of 2013 Originalproposal accepted
Report of audit performance for the second quarter of 2013 and audit plan for the third
quarter of 2013
Original proposal accepted
Ninth Oct. 24.
2013
Report on accounts for the third quarter of fiscal year 2013 (KT stand-alone and consolidated
basis)
Original proposal accepted
Proposal on decision to file a lawsuit against minorityshareholder’s derivative suit Originalproposal approved
Report of audit performance for the third quarter of 2013 and audit plan for the fourth quarter
of 2013
Original proposal accepted
Tenth Dec. 6.
2013
Proposal on minority shareholder’s claim of filing a lawsuit against director Original proposal approved

70

3. Matters on Shareholder’s Exercise of Voting Rights

(1) Adoption of Cumulative Voting System

Automatic introduction of the cumulative voting system was implemented following the completion of the privatization process in 2002.

(2) Adoption of the Written Voting System or Electronic Voting

Adoption of the written voting system in accordance with the changes in the Articles of Incorporation at the 23rd General Meeting of Shareholders (March 11, 2005).

71

4. Equity Investments

4. Equity Investments 4. Equity Investments
[As of December 31, 2013] (Units: InShare, Wonmillion, %)
Financial Facts
(Latest fiscalyear)
Beginning Balance Increase (Decrease) Ending Balance
Name of Company or Item
Number of Shares Equity Ratio Book Value Acquisition (disposal) Valuation Number of Shares Equity Ratio Book Value Total Assets Net Profits
Shares Amounts
KT PowertelCo. Ltd. 7,771,418 44.8% 37,419 - - - 7,771,418 44.8% 37,419 167,131 5,453
KT E&S 2,000,000 100.0% 48,684 - - - 2,000,000 100.0% 48,684 299,844 21,671
KT Linkus co.,Ltd. 2,941,668 93.8% 6,282 - - - 2,941,668 93.8% 6,282 70,562 1,920
KTSubmarine 1,617,000 36.9% 24,370 6,468,000 8,085,000 36.9% 24,370 115,781 6,146
KTCapitalCo.,Ltd. 36,651,949 83.6% 267,092 - - - 36,651,949 83.6% 267,092 5,462,028 129,354
KT RentalCo.,Ltd. 5,698,768 58.0% 156,957 - - - 5,698,768 58.0% 156,957 2,188,271 32,400
KT TelecopCo. Ltd. 5,765,911 86.8% 26,045 - - - 5,765,911 86.8% 26,045 192,126 3,840
KTSkylife 23,908,000 50.0% 311,696 - - - 23,908,000 50.0% 311,696 684,651 72,724
Softnix Co.Ltd. 360,000 77.4% 1,810 - - - 360,000 77.4% 1,810 1,431 -178
KT New Business
Investment Fund No.1
200 90.9% 20,112 - - - 200 90.9% 20,112 16,739 -4,492
KT Data System Co., Ltd. 2,400,000 95.3% 19,616 - - - 2,400,000 95.3% 19,616 189,983 18,245
Gyeonggi- KT Green
Growth Investment
Association
122 40.3% 12,167 - - - 122 40.3% 12,167 25,906 500
KT Capital Media Contents
Investment Fund No. 2
3,043 43.5% 3,045 - - - 3,043 43.5% 3,045 6,385 -642
KToic 6,100,000 79.2% 5,883 - - - 6,100,000 79.2% 5,883 3,626 -448
KT Estate 15,848,819 100.0% 1,081,808 - 2,714 - 15,848,819 100.0% 1,084,522 1,434,685 22,692
KT Strategic Investment
FundNo. 1
200 90.9% 20,000 - - - 200 90.9% 20,000 14,135 -8,328
Korea HD Broadcasting 6,000,000 14.8% 3,000 - - - 6,000,000 14.8% 3,000 40,520 -820
KT-SB Data Services 3,774,000 51.0% 18,870 - - - 3,774,000 51.0% 18,870 28,001 -4,802
KT cloudware 3,295,287 86.2% 28,600 - - - 3,295,287 86.2% 28,600 15,995 -2,913
Enswers 17,861 35.5% 15,957 - -10,627 - 17,861 35.5% 5,330 8,722 -4,990
Centios 266,667 82.8% 13,984 800,001 - - 1,066,668 82.8% 13,984 27,873 -5,097
H&CNetwork 8,903 1.0% 848 - - - 8,903 1.0% 848 257,390 18,870
Ustream Korea 509,532 51.0% 2,548 173,633 868 - 683,165 51.0% 3,416 2,677 -2,363
KT innoedu 1,749,000 48.4% 7,775 - - - 1,749,000 48.4% 7,775 12,618 -1,020
KT Hitel 22,750,000 65.9% 120,078 - - - 22,750,000 63.7% 120,078 293,665 3,551
KT Commerce, Inc. 266,000 19.0% 1,782 - - - 266,000 19.0% 1,782 88,602 1,226
KT mhows Co., Ltd. 510,000 51.0% 3,344 - - - 510,000 51.0% 3,344 25,845 1,739
KT M&S Co., Ltd. 47,400,000 100.0% 124,564 - - - 47,400,000 100.0% 124,564 281,011 22,614
KT Music Co., Ltd. 20,904,514 57.8% 37,417 - - - 20,904,514 57.8% 37,417 82,997 -5,088

72

Sidus FNH Co. 5,797,000 72.4% 7,022 - - - 5,797,000 72.4% 7,022 9,481 -387
Nasmedia Co., Ltd 3,742,406 51.4% 23,051 - - - 3,742,406 45.4% 23,051 97,140 5,615
KT media hub 1,000,000 100.0% 80,000 - - - 1,000,000 100.0% 80,000 184,702 21,146
KT sat 10,000,000 100.0% 390,530 - - - 10,000,000 100.0% 390,530 492,965 56,859
BestPartners 300,000 100.0% 1,500 - - - 300,000 100.0% 1,500 882 -681
KT Strategic Investment
FundNo. 2
100 90.9% 10,000 - - - 100 90.9% 10,000 11,376 86
KT Tech 5,146,962 93.8% - -5,146,962 - - - - - - -
T-On telecom - - 1,840,000 9,200 - 1,840,000 100.0% 9,200 3,347 -2,358 -
KT -Music Contents
Investmentfundno.1
- - - 2,450,000,000 2,450 - 2,450,000,000 23.3% 2,450 10,529 -157
KT Sprorts - - 1,200,000 6,000 - 1,200,000 60.0% 6,000 15,672 -970 -
KT -Michigan Global
ContentsFund
- - 3,140 3,140 - 3,140 49.1% 3,140 6,227 -173 -
Autopion - - - 400,000 2,000 - 400,000 100.0% 2,000 5,314 -
Korea Telecom America,
Inc.(USA)
6,000 100.0% 4,064 - - - 6,000 100.0% 4,064 5,773 32
Korea Telecom Japan Co.,
Ltd.(Japan)
12,856 100.0% 3,995 - - - 12,856 100.0% 3,995 17,752 30
Korea Telecom China Co.,
Ltd.(China)
- 100.0% 2,160 - - - 0 100.0% 2,160 1,178 -1,108
KT Dutch B.V 82,614 60.0% 36,275 133,823 15,108 - 216,437 100.0% 51,383 46,347 -4,131
PT. KT Indonesia 198,000 99.0% 108 - - - 198,000 99.0% 108 30 1
KT Belgium - - - 36,049,999 38,345 - 36,049,999 99.9% 38,345 38,033 -11
KT ORS - - - 89,999 96 - 89,999 99.9% 96 95 -

73

VI. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

1. Directors

1. Directors
Name Position Director Since Date of Birth Expiration of
Term of
Office
Non-Independent Directors (1)
Chang-GyuHwang............................. Chief Executive Officer January2014(2) January23,1953 2017
Hoon Han ............................................ Senior ExecutiveVicePresident March 2014 March 23,1958 2015
Heon Moon Lim .................................. Senior ExecutiveVicePresident March 2014 November 15,1960 2015
Outside Directors (1)
Do Kyun Song ..................................... Chairperson of the Board of Directors, Advisor, Bae, Kim &
LeeLLC
March 2013 September 20, 1943 2016
Keuk Je Sung...................................... Professor, Graduate School of Pan Pacific International
Studies,Kyunghee University
March 2012 June 4, 1943 2015
Sang Kyun Cha ................................... Professor, Department of Electrical and Computer
Engineering, Seoul NationalUniversity
March 2012 February 19, 1958 2016
Jong-GooKim ..................................... OfCounsel,New Dimension LawGroup March 2014 July7,1941 2017
Chu-Hwan Yim .................................... Honorary President, Korean Institute of Communications
andInformationSciences
March 2014 February 9, 1949 2016
Pil Hwa Yoo ........................................ Professor, Graduate School of Business, Sungkyunkwan
University
March 2014 January 13, 1954 2015
Suk-Gwon Chang ............................... Professor, Department of Business Administration,
Hanyang University
March 2014 February 21, 1956 2015
Dae-Keun Park ................................... Professor, Department of Economics and Finance,
Hanyang University
March 2014 March 15 1958 2017

(1) All of our non-independent and outside directors beneficially own less than one percent of the issued shares of KT Corporation in the aggregate.

(2) On November 12, 2013, Mr. Suk-Chae Lee resigned from his position as the President and Chief Executive Officer of KT Corporation. Mr. Chang-Gyu Hwang’s appointment as the new Chief Executive Officer was approved at an extraordinary general meeting of shareholders held on January 27, 2014.

2. Senior Management

Name(1) Title and Responsibilities Current Position
Held Since
Years with
the Company
Date of Birth
Kyu-Taek Nam ....................... Senior ExecutiveVicePresident,Marketing Group January2014 28 February 6,1961
Kyu-ShikShin ........................ Senior ExecutiveVicePresident, Global&Enterprise Group January2014 3 June7,1957
Seong-MookOh ..................... Senior ExecutiveVicePresident,NetworkGroup January2014 28 August20,1960
KiChul Kim ............................ Senior ExecutiveVicePresident,ITGroup January2014 9 January1,1955
In-Sung Jun............................ Senior ExecutiveVicePresident, CorporateRelations Group January2014 32 October9,1958
Jeong-TaePark ..................... Senior ExecutiveVicePresident,Legal&Ethics Office January2014 30 December 10,1959
Hae-Jung Park ....................... Executive Vice President, Integrated Marketing Communication
Business Unit
January 2014 7 May 23, 1963
Jong-JinChae........................ ExecutiveVicePresident,EnterpriseNetwork Business Unit January2014 26 June25,1961
Cha-Hyun Yoon ..................... ExecutiveVicePresident,Network DesignUnit January2014 29 December 2,1961
Dong-Myun Lee..................... ExecutiveVicePresident,Institute ofConvergenceTechnology January2014 23 October 15,1962
Yoon-Young Park .................. Executive Vice President, Future Business Development Group,
Institute ofConvergenceTechnology
January 2014 22 April 18, 1962
Kyoung-Lim Yun .................... ExecutiveVicePresident,Future Convergence Strategy Office February2014 4 June14,1963
Mun-Whan Lee...................... ExecutiveVicePresident, Strategy &Planning Office January2014 25 October 1,1963
Bum-Joon Kim ....................... ExecutiveVicePresident, SynergyManagement Office January2014 9 March 25,1965
In-Hoe Kim ............................. Executive Vice President, Financial Management Office, Corporate
Planning Group
January 2014 0 June 25, 1964
Kwang-Suk Shin .................... Executive Vice President, Value Management Department, Financial
Management Office, CorporatePlanning Group
January 2014 25 January 5, 1960
Dong-Hoon Han ..................... ExecutiveVicePresident,Management Support Group January2014 33 September 12,1959
Sang-BongNam .................... ExecutiveVicePresident,Legal Affairs Center,Legal&Ethics Office January2014 1 October 19,1963
Tae-Yol Yoo ........................... Executive Vice President, Economics & Management Research
Institute
January 2014 30 April 4, 1960
Hyeon-MoKu......................... ExecutiveVicePresident, CEO Office January2014 27 January13,1964
Dae-San Lee.......................... ExecutiveVicePresident, GroupDepartment, CEO Office January2014 27 January10,1961
Yun-SuKim ............................ Senior VicePresident, CustomerStrategyBusiness Unit January2014 22 November 2,1963
Jae-Hyeon Kim ...................... Senior VicePresident, Sales OperatingBusiness Unit January2014 17 September 26,1962
Young-Sik Park ...................... Senior VicePresident, Small&Medium Business Unit January2014 36 April9,1957
Jin-Chul Kim........................... Senior VicePresident, CustomerSatisfactionUnit January2014 25 May25,1962
Myung-Beom Pyun ................ Senior VicePresident,NorthernSeoulSalesHeadquarter January2014 17 June19,1960
Dae-Gi Gong .......................... Senior Vice President, Gwanghwamun Sales Branch, Northern Seoul
SalesHeadquarter
January 2014 27 March 13, 1960
Hyon-SeogLee...................... Senior VicePresident, SouthernSeoulSalesHeadquarter January2014 22 March 10,1962
Hee-Youp Chang................... Senior VicePresident, GangnamSalesBranch, SouthernSeoul January2014 28 October 1,1959

74

Name(1) Title and Responsibilities Current Position
Held Since
Years with
the Company
Date of Birth
SalesHeadquarter
Seong-Yll Cheon .................... Senior Vice President, Sinsa Sales Branch, Southern Seoul Sales
Headquarter
January 2014 27 April 15, 1960
Hong-JaeLee........................ Senior VicePresident,WesternSeoulSalesHeadquarter January2014 29 August29,1962
Gang-Geun Lee..................... Senior VicePresident,BusanSalesHeadquarter January2014 25 June22,1961
Dong-KwangKim ................... Senior VicePresident,Daegu SalesHeadquarter January2014 19 March 23,1962
Hyeong-Chul Park ................. Senior VicePresident, JeonnamSalesHeadquarter January2014 28 February2,1962
Youn-Mo Jeon ....................... Senior VicePresident, JeonbukSalesHeadquarter January2014 17 September6,1960
Dae-SuPark .......................... Senior VicePresident, ChungnamSalesHeadquarter January2014 25 October 28,1963
Jun-Su Jeong......................... Senior VicePresident, ChungbukSalesHeadquarter January2014 22 November 2,1962
Seung-Gyum Kim .................. Senior VicePresident, GangwonSalesHeadquarter January2014 28 June21,1961
Sung-KyuYang...................... Senior VicePresident, Jeju SalesHeadquarter January2014 26 March 14,1962
Kook-Hyun Kang.................... Senior VicePresident,Marketing StrategyBusiness Unit January2014 25 September8,1963
Jong-Jin Park Senior Vice President, Marketing Strategy Department, Marketing
StrategyBusiness Unit
January 2014 22 August 14, 1963
Hyoung-Wook Kim ................. Senior VicePresident,DeviceBusiness Unit January2014 17 April 24,1963
Bong-Goon Kwak ................... Senior VicePresident,Data ServiceBusiness Unit January2014 29 March 2,1960
Hye-Jeong Yun ...................... Senior Vice President, Service Development Department, Data
ServiceBusiness Unit
January 2014 23 June 12, 1966
HeeKyoung Song.................. Senior VicePresident,EnterpriseIT Business Unit January2014 1 July24,1964
Ki-JongMoon ......................... Senior VicePresident,EnterpriseBusinessPerforming Unit January2014 37 September30,1957
Yang-Hwan Ryoo................... Senior VicePresident,EnterpriseBusiness Consulting Unit January2014 36 October 12,1958
Jae-GyoKim .......................... Senior VicePresident,Public Customer Business Unit January2014 35 September 23,1958
Yoon-SikJeong..................... Senior VicePresident,Enterprise Customer Business Unit January2014 5 September30,1964
Tae-SungLim ........................ Senior VicePresident, Global Business Unit January2014 23 March 4,1963
Pan-Sik Shin .......................... Senior Vice President, Global Professional Group, Global Business
Unit
January 2014 27 February 25, 1959
Jae-Yoon Park ....................... Senior VicePresident,NetworkStrategyBusiness Unit January2014 28 December 18,1960
Cheol-GyuLee....................... Senior VicePresident,NetworkOperation&Maintenance Unit January2014 28 August24,1960
Chang-SeokSeo................... Senior VicePresident,Network Technology Unit January2014 20 July 5,1967
Mi-Na Oh ................................ Senior Vice President, Core Network Technology Department,
Network Technology Unit
January 2014 20 April 11, 1969
Young-Hyun Kim .................... Senior Vice President, Gangbuk Network Operation & Maintenance
Headquarter
January 2014 36 December 19, 1958
Young-Sik Kim ....................... Senior Vice President, Gangnam Network Operation & Maintenance
Headquarter
January 2014 24 March 15, 1961
Ho-Won Moon ........................ Senior Vice President, Busan Network Operation & Maintenance
Headquarter
January 2014 28 January 7, 1959
Jong-Ok Park ......................... Senior VicePresident,ITStrategy &PlanningBusiness Unit January2014 23 January24,1962
June-Keun Kim ...................... Senior Vice President, Management Infrastructure Department, IT
Strategy &PlanningBusiness Unit
January 2014 4 November 12, 1966
Sang-Yong Lee ...................... Senior Vice President, Data & Information Security Department, IT
Strategy &PlanningBusiness Unit
January 2014 3 December 23, 1967
Yi-Shik Kim ............................ Senior Vice President, Big Data Analysis Department, IT Strategy &
PlanningBusiness Unit
January 2014 1 October 16, 1968
Dong-Sik Yun ......................... Senior VicePresident, ServicePlatform Business Unit January2014 26 June 9,1963
Ji-Yun Kim .............................. Senior VicePresident, CloudPlatform Business Unit January2014 2 January27,1968
Young-Myoung Kim ............... Senior Vice President, Research Support Department, Institute of
ConvergenceTechnology
January 2014 25 November 13, 1961
Hong-BeomJeon ................... Senior VicePresident,InfraLaboratory January2014 23 October3,1962
Sook-Kyung Sung .................. Senior Vice President, Intellectual Property Rights Department, Infra
Laboratory
January 2014 14 November 18, 1964
Seong-Choon Lee.................. Senior VicePresident, ServiceLaboratory January2014 29 March 28,1960
Ji-Hie Kim ...............................
Senior Vice President, Big Data Development Practical Job Training,
Future Business Development Group, Institute of Convergence
Technology
January 2014 1 August 6, 1965
Jae-Ho Song.......................... Senior VicePresident,Future Convergence Strategy Office January2014 21 March 26,1966
Seong-Hoon Kim ................... Senior VicePresident,Future Convergence Strategy Office January2014 1 September 29,1964
Dong-Seope Park .................. Senior Vice President, Corporate Planning Department, Strategy &
Planning Office
January 2014 29 November 5, 1961
Pill-Jai Lee ............................. Senior Vice President, Strategic Investment Department, Strategy &
Planning Office
February 2014 26 October 3, 1961
Jeff Kahng .............................. Senior Vice President, Valuation Department, Synergy Management
Office
January 2014 1 August 13, 1966
Weon-KyungKim ................... Senior VicePresident,Human Resources Office January2014 23 June15,1963
Doo-Seong Cheon ................. Senior Vice President, HR Development Center, Human Resources
Office
January 2014 4 May 1, 1968
Jae-Eui Choi .......................... Senior Vice President, Educational Dispatch, Human Resources
Office
February 2014 27 April 17, 1961
Hoon Cho ............................... Senior Vice President, Educational Dispatch, Human Resources
Office
February 2014 21 December 4, 1966
Eung-Ho Lee .......................... Senior Vice President, Educational Dispatch, Human Resources
Office
February 2014 23 December 7, 1962
Min-Woo Seo......................... Senior VicePresident,Educational Dispatch,Human Resources January2014 28 February7,1960

75

Name(1) Title and Responsibilities Current Position
Held Since
Years with
the Company
Date of Birth
Office
Hyun-YokSheen .................... Senior VicePresident,Management Support Office January2014 21 August25,1968
Won-SicHahn ........................ Senior VicePresident,Procurement CooperationOffice January2014 29 October 26,1960
Han-Sup Lee .......................... Senior Vice President, Network Technology Investigation
Department,Procurement CooperationOffice
January 2014 18 March 6, 1966
Young-Pil Park ....................... Senior Vice President, Corporate Relations Support Department,
CorporateRelations Group
January 2014 8 February 9, 1968
Young-Ho Oh ......................... Senior VicePresident,PublicRelations Office March 2014 16 September 16,1962
Min-Woo Seo......................... Senior VicePresident,PublicRelations Office January2014 28 February7,1960
Byung-Sam Park .................... Senior Vice President, Legal Affairs Department, Legal Affairs
Center,Legal&Ethics Office
January 2014 1 October 13, 1966
Hee-SuKim............................ Senior VicePresident,Economics &ManagementResearch Institute January2014 3 October 15,1962
Kyung-Joon Lee ..................... Senior Vice President, Project Planning Department, Economics &
ManagementResearch Institute
January 2014 23 June 2, 1963
Hwa Jung ............................... Senior Vice President, PEG, Project Planning Department,
Economics &ManagementResearch Institute
January 2014 25 August 10, 1964
Sang-Wook Seo ..................... Senior Vice President, PEG, Project Planning Department,
Economics &ManagementResearch Institute
January 2014 2 January 26, 1972
Hyo-Sill Kim ........................... Senior Vice President, PEG, Project Planning Department,
Economics &ManagementResearch Institute
January 2014 21 April 17, 1963
Jae-YonCha.......................... Senior VicePresident,FinanceDepartment, CEO Office January2014 23 September 25,1965
  • (1) All of our executive officers beneficially own less than one percent of the issued shares of KT Corporation in the aggregate

3. Current Status of Employees

(Unit: Persons,Years,Won million) (Unit: Persons,Years,Won million)
T Number of Employees Average Years in
Continuous Service
Total
Payroll
Average Payroll
per Person
Nt
ype General Other Total oe
Total 31,592 859 32,451 19.9 2,077,245 67
  • Number of employees as of December 31, 2013 (excluding executive directors).

  • Average years in continuous services: Calculated using aggregate years of service of employees as of December 31, 2013 divided by number of employees as of December 31, 2013.

  • Average payroll per person: Calculated using yearly average number of employees (31,059 employees).

  • Average payroll per person = total payroll amount / yearly average number of employees.

4. Remuneration to Executive Officers

(1) Remuneration paid to Directors (including Outside Directors) and Members of the Audit Committee (Auditors)

(Unit: Won million) (Unit: Won million)
Amount Approved by the
General Meeting of
Shareholders
Total Amount
Paid
Average Amount
Paid per Person
Fair Value of Stock
Option
Category Weight Reference
3 Non-
Independent
Directors
5,603 65 1,401 - -
8 Outside
Directors
639 85 - -
  • The number of outside directors: the total amount of paid and the average amount paid per person include Mr. Jong Hwan Song who resigned on June 13, 2013.

  • Non-Independent directors’ retirement benefits, employee benefits included in the amount paid.

(2) Grant and Exercise of Stock Option

*** Not applicable as of December 31, 2013.**

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