The company filed its FY2025 corporate governance report, disclosing compliance with only 5 of 15 key governance indicators (33.3% compliance rate). Notably, the internal audit body newly added an accounting/finance expert this period, marking an improvement from the prior year. The board remains 33.3% independent (one outside director), meeting the legal minimum but offering limited independent oversight. The largest shareholder group (Young Poong and 6 related parties) holds 52.90%, while minority shareholders hold 43.45%. Consolidated FY2025 results show a sharp turnaround, with operating profit of KRW 53.8 billion versus a KRW 33.2 billion loss in FY2024, and net income of KRW 53.8 billion versus a KRW 129.0 billion loss.
Full Translation
Amended Disclosure — Corporate Governance Report
[000001] Corporate Governance Report Filing
[000002] I. Company Overview
1. Company Name: Korea Circuit Co., Ltd.
2. Disclosure Period and Report Reference Date:
- Period start: 2025-01-01
- Period end: 2025-12-31
- Report reference date: 2026-06-01
2-1. Current / Prior / Two Years Prior Fiscal Periods:
- Current: 2025-01-01 to 2025-12-31
- Prior: 2024-01-01 to 2024-12-31
- Two years prior: 2023-01-01 to 2023-12-31
3. Persons Responsible for Preparing the Corporate Governance Report
- Disclosure Officer: Lee Han-gyun, Executive Managing Director, Management Planning Division, Tel 031-491-3061, hklee@kcg.co.kr
- Working-level Staff: Kim Hye-jung, Senior Manager, Finance Team, Tel 031-436-4873, hjkim15@kcg.co.kr
4. Table 1-0-0: Company Overview
- Largest shareholder and related parties: Young Poong Corp. and 6 others (common stock basis)
- Ownership of largest shareholder group: 52.90%
- Minority shareholder ownership: 43.45%
- Industry: Non-financial
- Main product: Printed circuit boards
- Designated as a corporate group under the Fair Trade Act: Yes
- Subject to the Public Institution Operation Act: No
- Corporate group name: Young Poong
Summary Financials (KRW millions):
- Consolidated revenue: Current 1,509,725 / Prior 1,406,957 / Two years prior 1,332,234
- Consolidated operating profit: Current 53,816 / Prior -33,154 / Two years prior -32,101
- Consolidated net income: Current 53,795 / Prior -129,014 / Two years prior -28,266
- Consolidated total assets: Current 1,392,548 / Prior 1,255,382 / Two years prior 1,236,457
- Separate (parent) total assets: Current 847,651 / Prior 773,410 / Two years prior 822,987
[000003] Status of Compliance with Key Governance Indicators
Compliance rate: 33.3%
5. Status of Compliance with Key Governance Indicators (Current period / Prior period):
- Convene general meeting notice 4 weeks in advance: No / No
- Electronic voting implemented: Yes / Yes (Note 1)
- Hold AGM outside concentrated dates: No / No
- Provide predictability on cash dividends: No / No
- Notify shareholders of dividend policy and plan at least once a year: No / No
- Establish and operate a CEO succession policy: No / No
- Establish and operate internal control policy including risk management: No / No
- Independent director serves as board chair: No / No
- Adopt cumulative voting system: No / No
- Policy to exclude persons who damaged corporate value or violated shareholder rights from executive appointments: No / No
- Board members represent diverse genders: No / No
- Independent internal audit department (internal audit support organization) established: Yes / Yes (Note 2)
- Accounting or finance expert on the internal audit body: Yes / No (Note 3)
- Internal audit body meets external auditor at least once a quarter without management present: Yes / Yes (Note 4)
- Procedures ensuring the internal audit body has access to important business information: Yes / Yes (Note 5)
Notes:
1) At the 54th annual general meeting on March 27, 2026, the company resolved to conduct electronic voting under Article 368-4 of the Commercial Act.
2) The internal audit department is organizationally separate and independent from management, and authority over appointment and dismissal of its staff rests with the internal audit body.
3) Accounting/finance experts meeting Commercial Act requirements are currently in office.
4) Meetings are held at least once per quarter.
5) Per the standing auditor's duty regulations, the internal audit body can access important management information.
[000004] II. Corporate Governance Status
[100000] 1. General Corporate Governance Policy
(a) Overall direction and key considerations of the company's corporate governance policy:
The company aims to maximize shareholder value and corporate value based on customer-centric and transparent management. To this end, it pursues transparency, soundness, and stability in management, as well as balance through mutual checks between the board and management.
In board operations, Article 37 of the Articles of Incorporation restricts directors with a special interest from exercising voting rights on relevant board resolutions, so as not to represent specific interests. To secure diversity and expertise on the board, candidate backgrounds are thoroughly reviewed and finally confirmed at the general meeting, preventing concentration in any particular background or profession.
Regarding outside directors, per Article 29 of the Articles, at least one-third of all directors are outside directors, in compliance with Article 542-8 of the Commercial Act. Ultimately, a governance structure is built where the board, management, and outside directors achieve mutual checks and balances.
(b) Unique governance features of the company:
The board is the highest decision-making body composed of directors elected at the general meeting, and has authority over key corporate matters per the board regulations it has established. Currently, the board includes one outside director, representing about 33.3% of all directors, which meets the relevant legal requirement. Outside directors are external figures with independence and expertise, contributing to management efficiency and performing a board oversight role.
The company has not established a separate committee for recommending outside director candidates, but the board strictly screens for disqualifying grounds under the Commercial Act before recommending qualified candidates to the general meeting. As of the report reference date, at the annual general meeting on March 27, 2026, a newly elected
[Translation truncated]
Jan 2, 2026
₩47,750
₩46,650
-2.30%
Aug 12, 2025
₩12,090
₩11,440
-5.38%
Jun 2, 2025
₩10,070
₩11,250
+11.72%
Past performance does not guarantee future results. Small sample sizes may not be representative. For informational purposes only.