6-K
KB Financial Group Inc. (KB)
6-K
2024-03-22
For: 2024-03-22
View Original
Added on
April 09, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OFFOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of March 2024
Commission File Number: 000-53445
KB Financial Group Inc.
(Translation of registrant’s name into English)
26, Gukjegeumyung-ro 8-gil, Yeongdeungpo-gu, Seoul 07331, Korea
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Results of Annual General Meeting of Shareholders
of KB Financial Group Inc. for Fiscal Year 2023
On March 22, 2024, KB Financial Group Inc. (“KB Financial Group”) held its annual general meeting of shareholders for fiscal year 2023. All agenda items were approved and ratified as set forth below.
Agenda:
| 1) | Approval of financial statements and the proposed dividend payment for fiscal year 2023: |
|---|
Approved as originally proposed
| 2) | Appointment of directors (one non-standing director and three non-executive directors) |
|---|---|
| 2-1) | Jae Keun Lee, Non-Standing Director Candidate: |
| --- | --- |
Approved as originally proposed
| 2-2) | Gyutaeg Oh, Non-Executive Director Candidate: |
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Approved as originally proposed
| 2-3) | Jaehong Choi, Non-Executive Director Candidate: |
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Approved as originally proposed
| 2-4) | Myong-Hwal Lee, Non-Executive Director Candidate:<br> |
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Approved as originally proposed
| 3) | Appointment of a non-executive director, who will serve as a member of the Audit Committee<br> |
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Seon-joo Kwon, Non-Executive Director Candidate:
Approved as originally proposed
| 4) | Appointment of members of the Audit Committee, who are non-executive<br>directors |
|---|---|
| 4-1) | Whajoon Cho, Audit Committee Member Candidate: |
| --- | --- |
Approved as originally proposed
| 4-2) | Gyutaeg Oh, Audit Committee Member Candidate: |
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Approved as originally proposed
| 4-3) | Sung-Yong Kim, Audit Committee Member Candidate: |
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Approved as originally proposed
| 5) | Approval of the aggregate remuneration limit for directors: |
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Approved as originally proposed
Details of Approved Agenda Items
| • | Key items of the approved financial statements for fiscal year 2023 |
|---|---|
| • | Consolidated financial statements for fiscal year 2023^(1)(2)^<br> |
| --- | --- |
| (In millions of Won, except per share amounts) | |
| --- | --- |
| Total assets | 715,738,152 |
| Total liabilities | 656,864,842 |
| Share capital | 2,090,558 |
| Total equity^(3)^ | 58,873,310 |
| Total operating revenue^(4)^ | 77,640,222 |
| Net operating income | 6,435,319 |
| Profit for the year^(5)^ | 4,563,431 |
| Basic earnings per share (Won) | 11,580 |
Notes: (1) Based on International Financial Reporting Standards as adopted by the Republic of Korea.
| (2) | Reflect the application of K-IFRS 1117 (Insurance Contracts), a new<br>accounting standard that became effective on January 1, 2023. |
|---|---|
| (3) | Represents total equity, including equity attributable to<br>non-controlling interests. |
| --- | --- |
| (4) | Represents the sum of interest income, fee and commission income, insurance income, reinsurance income, gain on<br>financial assets/liabilities at fair value through profit and loss, other insurance finance income, and other operating income. |
| --- | --- |
| (5) | Represents total profit for the year, including profit attributable to<br>non-controlling interests. |
| --- | --- |
| • | Separate financial statements for fiscal year 2023^(1)^<br> |
| --- | --- |
| (In millions of Won, except per share amounts) | |
| --- | --- |
| Total assets | 29,528,898 |
| Total liabilities | 4,486,823 |
| Share capital | 2,090,558 |
| Total equity | 25,042,075 |
| Total operating revenue^(2)^ | 2,338,496 |
| Net operating income | 2,132,395 |
| Profit for the year | 2,121,244 |
| Basic earnings per share (Won) | 5,042 |
Notes: (1) Based on International Financial Reporting Standards as adopted by the Republic of Korea.
| (2) | Represents the sum of interest income, fee and commission income, gain on financial assets/liabilities at fair<br>value through profit and loss and other operating income. |
|---|---|
| • | Dividend payment for fiscal year 2023 |
| --- | --- |
A year-end cash dividend of KRW 1,530 per common share was approved:
| 1) | Total dividend amount for fiscal year 2023: KRW 1,173,936,610,920* |
|---|---|
| 2) | Dividend yield for fiscal year 2023: 4.8%* |
| --- | --- |
| * | Includes quarterly cash dividends that have already been paid in fiscal year 2023 (three dividend payments each<br>in the amount of KRW 510 per common share for the first, second, and third quarters of fiscal year 2023). |
| --- | --- |
| • | Appointed Non-Standing Director,Non-Executive Directors and Audit Committee Members |
| --- | --- |
| • | Number of re-appointed<br>non-standing director: 1 |
| --- | --- |
| • | Number of newly appointed or re-appointed<br>non-executive directors: 4 |
| --- | --- |
| • | Number of newly appointed or re-appointed members of the Audit Committee:<br>4 |
| --- | --- |
| • | Total Number of Directors and Audit Committee Members Following the Appointment |
| --- | --- |
| • | Directors: 9 (including 7 non-executive directors) |
| --- | --- |
| • | Members of the Audit Committee: 4 (all non-executive directors)<br> |
| --- | --- |
Details regarding appointment of non-standing director
| Name | Date of<br><br><br>Birth | Term ofOffice | New<br><br><br>Appointment | Career<br><br><br>(including current position) | Name of OtherEntities ofWhichtheNominee Servesas a Director |
|---|---|---|---|---|---|
| Jae Keun Lee | May<br> <br>1966 | 1 year | No | • President & CEO, Kookmin Bank (Current)<br><br><br><br> <br>• Senior Executive Vice<br>President, Head of Sales Group, Kookmin Bank<br> <br><br><br><br>• Managing Director/Senior Managing Director, Head of Strategy & Finance Planning Group,<br>Kookmin Bank<br> <br><br> <br>• Managing<br>Director & CFO, KB Financial Group<br> <br><br><br><br>• General Manager, Financial Planning Department, KB Financial<br><br><br><br> <br>• General Manager, Pangyo<br>Techno Valley Branch, Kookmin Bank<br> <br><br><br><br>• Chief Secretary, Secretariat, KB Financial Group |
Details regarding appointment of non-executive directors
| Name | Date of<br><br><br>Birth | Term ofOffice | New<br><br><br>Appointment | Career<br><br><br>(including current position) | Name of OtherEntities ofWhich theNominee Servesas a Director |
|---|---|---|---|---|---|
| Seon-joo Kwon | November 1956 | 1 year | No | • Visiting Scholar, Korea Institute of Finance<br><br><br><br> <br>• Chairman & CEO,<br>Industrial Bank of Korea<br> <br><br><br><br>• Head of the Risk Management Division and the Financial Consumer Protection Center, Industrial Bank<br>of Korea | — |
| Gyutaeg Oh | February 1959 | 1 year | No | • Professor, School of Business Administration,<br>Chung-Ang University<br> <br><br><br><br>• Director, Emerging Infrastructure Fund<br><br><br><br><br><br>• Non-Executive Director, Moa Savings Bank Co., Ltd.<br><br><br><br><br><br>• Non-Executive Director, Volkswagen Financial Service<br>Korea<br> <br><br> <br>• Risk Management<br>Committee Member, Korea Technology Finance Corporation<br> <br><br><br><br>• Risk Management Committee Member, Evaluation and Compensation Committee Chair and Fund Management<br>Evaluation Committee Member, National Pension Service<br> <br><br><br><br>• Dean, College of Business and Economics, Chung-Ang<br>University<br> <br><br> <br>• Public Funds<br>Oversight Committee Member, Disposal Review Sub-Committee Chair, Financial Services Commission | — |
| Jaehong Choi | August<br> <br>1962 | 1 year | No | • Professor, Startup College, Gachon University (Current)<br><br><br><br> <br>• Chief Director, Gangwon<br>Center for Creative Economy and Innovation (Current)<br> <br><br><br><br>• Professor, Department of Multimedia & IT Engineering, Gangneung-Wonju National<br>University<br> <br><br><br><br>• Non-Executive Director, Kakao Corp. | |
| Name | Date of<br><br><br>Birth | Term ofOffice | New<br><br><br>Appointment | Career<br><br><br>(including current position) | Name of OtherEntities ofWhich theNominee Servesas a Director |
| --- | --- | --- | --- | --- | --- |
| Myong-Hwal Lee | May<br> <br>1964 | 2 years | Yes | • Director, Center for International Financial Cooperation, Korea Institute of<br>Finance (Current)<br> <br><br> <br>• Senior<br>Research Fellow, Korea Institute of Finance (Current)<br> <br><br><br><br>• Non-Executive Director, Woori Financial Capital, Co.,<br>Ltd.<br> <br><br> <br>• Member, Sanction<br>Review Committee, Financial Supervisory Service<br> <br><br><br><br>• Member, Postal Services Steering Committee<br><br><br><br><br><br>• Non-Executive Director, Korea Federation of Savings<br>Banks<br> <br><br> <br>• Member,<br>Creditors’ Coordination Committee<br> <br><br><br><br>• Vice President, Korea Money and Finance Association<br><br><br><br> <br>• Vice President, Korea<br>Institute of Finance<br> <br><br><br><br>• Director of Research Strategy and External Affairs Division, Korea Institute of Finance<br><br><br><br> <br>• Disposal Review Sub-Committee Member, Public Funds Oversight Committee, Financial Services Commission<br> <br><br><br><br>• Non-Standing Director, Korea Housing Finance<br>Corporation | — |
Details regarding appointment of members of the Audit Committee
| Name | Date of Birth | Term of Office | New Appointment | Career (including current position) |
|---|---|---|---|---|
| Seon-joo Kwon | November<br> <br>1956 | 1 year | No | • Visiting Scholar, Korea Institute of Finance<br><br><br><br> <br>• Chairman & CEO,<br>Industrial Bank of Korea<br> <br><br><br><br>• Head of the Risk Management Division and the Financial Consumer Protection Center, Industrial Bank<br>of Korea |
| Whajoon Cho | February<br> <br>1957 | 1 year | No | • Auditor, Mercedes-Benz Financial<br>Services Korea Limited<br> <br><br> <br>• Non-Executive Director, Pulmuone Corporate<br> <br><br><br><br>• Visiting Professor, Sogang University<br><br><br><br> <br>• Lecturer, KAIST (Korea<br>Advanced Institute of Science and Technology)<br> <br><br><br><br>• President & CEO, KT Capital Corporation<br><br><br><br> <br>• CFO, KT Capital<br>Corporation |
| Gyutaeg Oh | February<br> <br>1959 | 1 year | Yes | • Professor, School of Business Administration,<br>Chung-Ang University<br> <br><br><br><br>• Director, Emerging Infrastructure Fund<br><br><br><br><br><br>• Non-Executive Director, Moa Savings Bank Co., Ltd.<br><br><br><br><br><br>• Non-Executive Director, Volkswagen Financial Service<br>Korea<br> <br><br> <br>• Risk Management<br>Committee Member, Korea Technology Finance Corporation<br> <br><br><br><br>• Risk Management Committee Member, Evaluation and Compensation Committee Chair and Fund Management<br>Evaluation Committee Member, National Pension Service<br> <br><br><br><br>• Dean, College of Business and Economics, Chung-Ang<br>University<br> <br><br> <br>• Public Funds<br>Oversight Committee Member, Disposal Review Sub-Committee Chair, Financial Services Commission |
| Sung-Yong Kim | March<br> <br>1966 | 1 year | No | • Professor, Law School, Sungkyunkwan University (Current)<br><br><br><br> <br>• Member, Corporate Governance<br>Research Committee, Korea Institute of Corporate Governance and Sustainability<br> <br><br><br><br>• Member, Management Committee for the Key Industries Stabilization Fund<br><br><br><br> <br>• Chairperson, Insolvency Law<br>Institute of Korea<br> <br><br> <br>• Non-Executive Director, Seoul Guarantee Insurance Company<br> <br><br><br><br>• Non-Executive Director, Woori Bank<br><br><br><br><br><br>• Non-Standing Commissioner, Securities & Futures<br>Commission |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| KB Financial Group Inc. | |
|---|---|
| (Registrant) | |
| By: /s/ Jae Kwan Kim | |
| Date: March 22, 2024 | (Signature) |
| Name: Jae Kwan Kim | |
| Title: Senior Executive Vice President and Chief Finance Officer |