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BOARD OF DIRECTORS
We on the Samsung Electronics Board of Directors are hon-
ored to play a crucial supporting role in helping ensure the
company is a leader not only in the digital convergence revo-
lution, but also in every benchmark of corporate governance.
In 2004, our 13-member board—including seven outside
directors—took up a total of 44 agenda items at 10 meetings
over the course of the year, including an LCD TV panel manu-
facturing venture and patent cross-licensing agreements with
Sony Corporation and the company’s largest dividend decla-
rations to date totaling KRW 10,000 per common share.
The board was supported by four standing committees in
2004.
The Management Committee met 28 times to handle a large
number of agenda items, including aggressive investment
plans for numerous production facilities around the world,
the buyback of 7,136,100 common shares and retirement of
5,210,000 common shares, and strategic alliances with IBM,
Sony, and other partners.
The Audit Committee met seven times to review company
accounting policies and quarterly financial statements. All
members of this committee are required to be outside
directors.
The Recommendation Committee for Outside Directors met
two times in 2004 to review candidates for two expiring
director positions. The committee recommended that Goran
Sture Malm and Kap-Hyun Lee be reappointed for three-year
terms, and the recommendation was approved at the gen-
eral shareholders’ meeting held on February 27, 2004.
The Internal Transaction Committee was established in April
2004 as a compliance body consisting of three outside
directors charged with monitoring transparency in corpo-
rate governance and promoting fair transactions. The com-
mittee is empowered to review all transactions with related
parties exceeding KRW 10 billion and recommend any nec-
essary corrective measures to the board for further action.
The committee met five times and reviewed 16 transactions
during the year.
KUN-HEE LEE
• Chairman & CEO, Samsung Electronics
[1998-present]
• Member, International Olympic Committee
[1996-present]
• Vice chairman, Federation of Korean Industries
[1987-present]
• Chairman, Samsung Group [1987-1998]
JONG-YONG YUN
• Vice chairman & CEO, Samsung Electronics
[2000-present]
• President & CEO, Samsung Electronics
[1997-1999]
• President & CEO, Samsung Japan Headquarters
[1995-1996]
• President & CEO, Samsung Display Devices
[1993-1995]
• President & CEO, Samsung Electro-Mechanics
[1992-1993]
HAK-SOO LEE
• Vice chairman & CEO, Samsung Electronics;
Chief, Samsung Restructuring Office;
Head, Chairman’s Office, Samsung Electronics
[2004-present]
• President & CEO, Samsung Electronics;
Chief, Samsung Restructuring Office;
Head, Chairman’s Office, Samsung Electronics
[1998-2003]
• President & CEO, Samsung Fire & Marine
Insurance Ltd. [1995-1996]
• Vice president, Samsung Fire & Marine
Insurance Ltd. [1994-1995]
YOON-WOO LEE
• Vice chairman, Corporate Technology Operations,
Global Collaboration, Samsung Electronics; Head,
Samsung Advanced Institute of Technology [2005-present]
• Vice chairman, Global Collaboration, Samsung Electronics;
Head, Samsung Advanced Institute of Technology [2004]
• President & CEO, Device Solution Network,
Samsung Electronics [1996-2004]
• Executive VP & CEO, Semiconductor Business Group,
Samsung Electronics [1993-1996]
• Executive VP, Memory Division, Samsung Electronics
[1992-1993]
DOH-SEOK CHOI
• President & CFO, Samsung Electronics
[2001-present]
• Executive VP & CFO, Samsung Electronics
[2000-2001]
• Vice president, Corporate Executive Staff,
Samsung Electronics [1999-2000]