KB Financial (KB) 6-K Consolidated Interim Financial Statements

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2020

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  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Index

2. Exhibit 99.1 KB Financial Group Review Report for the First Half of 2020 (Consolidated)

3. Exhibit 99.2 KB Financial Group Review Report for the First Half of 2020 (Separate)

2

TABLE OF CONTENTS

1.	Introduction to the Company	5
1.1.	Business Purpose	5
1.2.	History	5
1.3.	Overview of the Business Group	8
1.4.	Capital Structure	9
1.5.	Dividends	10
2.	Business	11
2.1.	Results of Operations	11
2.2.	Sources and Uses of Funds	12
2.3.	Other Information to Consider in Making an Investment Decision	14
3.	Financial Information	18
3.1.	Consolidated Financial Information	18
3.2.	Separate Financial Information	21
3.3.	Other Selected Financial Data	23
3.4.	Other Financial Information	26
4.	Independent Public Accountants	27
4.1.	Audit/ Review Services	27
4.2.	Public Company Accounting Oversight Board (“PCAOB”) Audit Services	27
4.3.	Change in Auditor	28
5.	Corporate Governance and Affiliated Companies	29
5.1.	Board of Directors & Committees under the Board	29
5.2.	Audit Committee	29
5.3.	Compensation to Directors	30
5.4.	Highest-Paid Individuals	31
5.5.	Affiliated Companies	33
6.	Directors, Senior Management and Employees	34
6.1.	Executive Directors	34
6.2.	Non-standing Directors	34
6.3.	Non-executive Directors	34
6.4.	Senior Management	35
6.5.	Employees	37
7.	Major Shareholders and Related Party Transactions	37
7.1.	Major Shareholders	37
7.2.	Changes in the Largest Shareholder	38
7.3.	Employee Stock Ownership Association	38
7.4.	Investments in Affiliated Companies	39
7.5.	Related Party Transactions	39

3

Summary of 2020 First Half Business Report

On August 14, 2020, KB Financial Group Inc. (“KB Financial Group”) filed its business report for the first half of 2020 (the “Business Report”) with the Financial Services Commission of Korea and the Korea Exchange. This is a summary of the Business Report translated into English.

Except where indicated otherwise, financial information contained in this summary have been prepared in accordance with the Korean equivalent of International Financial Reporting Standards (“K-IFRS”), which differ in certain important respects from generally accepted accounting principles in the United States.

All references to “KB Financial Group,” “we,” “us” or the “Company” are to KB Financial Group and, unless the context requires otherwise, its subsidiaries. In addition, all references to “Won” or “KRW” in this document are to the currency of the Republic of Korea.

4

1. Introduction to the Company

1.1. Business Purpose

KB Financial Group is a financial holding company that was established in September 2008. Its main business purpose is to hold shares in companies that are engaged in financial or related services, as well as govern and manage such companies. Its consolidated subsidiaries are primarily engaged in the banking business, as well as the credit card business, the financial investment business, the insurance business and other related businesses.

1.2. History

• September 26, 2008

Obtained final approval from the Financial Services Commission to establish a financial holding company

• September 29, 2008

Establishment of the Company through a comprehensive stock transfer and listing on the New York Stock Exchange

• October 10, 2008

Listing on the Korea Exchange

• October 20, 2008

The largest shareholder of the Company changed from the Korean National Pension Service to ING Bank N.V.

• October 31, 2008

The largest shareholder of the Company changed from ING Bank N.V. to the Korean National Pension Service

• May 4, 2009

Added Kookmin Bank Cambodia PLC. as a second-tier subsidiary

• June 22, 2009

Added KB Life Insurance Co., Ltd. (“KB Life Insurance”), formerly a second-tier subsidiary, as a first-tier subsidiary

• July 1, 2009

Changed the name of KB Venture Capital Co., Ltd. to KB Investment Co., Ltd. (“KB Investment”)

• January 22, 2010

The largest shareholder of the Company changed from the Korean National Pension Service to ING Bank N.V.

• March 2, 2011

Added KB Kookmin Card Co., Ltd. (“KB Kookmin Card”) as a first-tier subsidiary

• March 14, 2011

KB Futures Co., Ltd. was merged into KB Investment & Securities Co., Ltd. (“KB Investment & Securities”)

5

• July 8, 2011

The largest shareholder of the Company changed from ING Bank N.V. to the Korean National Pension Service

• January 13, 2012

Added KB Savings Bank Co., Ltd. (“KB Savings Bank”) as a first-tier subsidiary

• May 11, 2012

Added KoFC POSCO HANWHA KB Shared Growth No. 2. Private Equity Fund as a second-tier subsidiary

• July 2, 2012

Added KoFC Value-up Private Equity Fund as a second-tier subsidiary

• October 10, 2012

Added Kookmin Bank (China) Ltd. as a second-tier subsidiary

• June 20, 2013

Acquired the remaining shares of KB Life Insurance, which increased the Company’s shareholding to 100%

• September 2, 2013

Added Yehansoul Savings Bank as a first-tier subsidiary

• January 13, 2014

Yehansoul Savings Bank was merged into KB Savings Bank

• March 20, 2014

Added KB Capital Co., Ltd. (“KB Capital”) as a first-tier subsidiary

• June 24, 2015

Added KB Insurance Co., Ltd. (“KB Insurance”) as a non-consolidated first-tier subsidiary

• November 23, 2015

Acquired additional shares of KB Insurance, which increased the Company’s shareholding from 19.47% to 33.29%

• May 31, 2016

Added Hyundai Securities Co., Ltd. (“Hyundai Securities”) as a non-consolidated first-tier subsidiary

• June 21, 2016

Disposed of LIG Investment & Securities, Co., Ltd., a second-tier subsidiary

• June 28, 2016

Acquired treasury shares of Hyundai Securities, which increased the Company’s equity ownership in Hyundai Securities from 22.56% to 29.62%

• December 1, 2016

Added KB Golden Life Care Co., Ltd. as a second-tier subsidiary

• December 29, 2016

Established KB Private Equity Fund III as a second-tier subsidiary

• December 30, 2016

Purchased new shares of KB Insurance in a rights offering, which increased the Company’s shareholding in KB Insurance from 33.29% to 39.81%

6

• December 30, 2016

Merged KB Investment & Securities with and into Hyundai Securities, with Hyundai Securities as the surviving entity, then changed its name to KB Securities Co., Ltd. (“KB Securities”)

• February 8, 2017

Added KB KOLAO LEASING Co., Ltd. as a second-tier subsidiary

• March 8, 2017

Added KB Microfinance Myanmar Co., Ltd. as a second-tier subsidiary

• May 19, 2017

Acquired additional shares of KB Insurance in a tender offer, which increased the Company’s shareholding in KB Insurance from 39.81% to 94.30%

• May 19, 2017

Acquired additional shares of KB Capital in a tender offer, which increased the Company’s shareholding in KB Capital from 52.02% to 79.70%

• July 7, 2017

Converted KB Insurance and KB Capital into wholly-owned subsidiaries of the Company through comprehensive stock swaps

• September 29, 2017

Added KB Asset Management Singapore Pte. Ltd. as a second-tier subsidiary (changed from a second-tier subsidiary of KB Securities to a first-tier subsidiary of KB Asset Management Co., Ltd.)

• October 9, 2017

Added KB SECURITIES VIETNAM JOINT STOCK COMPANY (formerly Maritime Securities Incorporation) as a second-tier subsidiary

• October 16, 2017

Disposed of Hyundai Savings Bank, Co., Ltd., a second-tier subsidiary

• December 22, 2017

Disposed of Hyundai Asset Management, Co., Ltd., a second-tier subsidiary

• January 17, 2018

Added KB-TS Technology Venture Private Equity Fund as a second-tier subsidiary (equity interests of 16%, 30% and 10% held by KB Securities, Kookmin Bank and KB Capital, respectively)

• July 6, 2018

Added KB Daehan Specialized Bank PLC. as a second-tier subsidiary

• August 21, 2018

Added KBAM Shanghai Advisory Services Co., Ltd. as a second-tier subsidiary

• December 31, 2018

Added KB-Stonebridge Secondary Private Equity Fund as a second-tier subsidiary

• January 9, 2019

Added KB-SPROTT Renewable Private Equity Fund I as a second-tier subsidiary

• September 17, 2019

Added KB-SP Private Equity Fund IV as a second-tier subsidiary

7

• February 28, 2020

Added KB-NAU Special Situation Corporate Restructuring Private Equity Fund as a second-tier subsidiary

• April 9, 2020

Disposed of KB-IGen Private Equity Fund No.1, a second-tier subsidiary

• April 10, 2020

Added PRASAC Microfinance Institution PLC. as a second-tier subsidiary

• May 18, 2020

Added PT Sunindo Kookmin Best Finance as a second-tier subsidiary

1.3. Overview of the Business Group

		(As of June 30, 2020)
Type	Name of Company	Controlling Company	Remarks
Holding Company	KB Financial Group	—	Listed
1st Tier Subsidiaries	Kookmin Bank	KB Financial Group	Not listed
	KB Securities Co., Ltd.	KB Financial Group	Not listed
	KB Insurance Co., Ltd.	KB Financial Group	Not listed
	KB Kookmin Card Co., Ltd.	KB Financial Group	Not listed
	KB Asset Management Co., Ltd.	KB Financial Group	Not listed
	KB Capital Co., Ltd.	KB Financial Group	Not listed
	KB Life Insurance Co., Ltd.	KB Financial Group	Not listed
	KB Real Estate Trust Co., Ltd.	KB Financial Group	Not listed
	KB Savings Bank Co., Ltd.	KB Financial Group	Not listed
	KB Investment Co., Ltd.	KB Financial Group	Not listed
	KB Data Systems Co., Ltd.	KB Financial Group	Not listed
	KB Credit Information Co., Ltd.	KB Financial Group	Not listed
2nd Tier Subsidiaries	Kookmin Bank Cambodia PLC.	Kookmin Bank	Not listed (Overseas)
	Kookmin Bank (China) Ltd.	Kookmin Bank	Not listed (Overseas)
	KB Microfinance Myanmar Co., Ltd.	Kookmin Bank	Not listed (Overseas)
	PRASAC Microfinance Institution PLC.	Kookmin Bank	Not listed (Overseas)
	KBFG Securities America Inc.	KB Securities	Not listed (Overseas)
	KB Securities Hong Kong Ltd.	KB Securities	Not listed (Overseas)
	Keystone-Hyundai Securities No. 1 Private Equity Fund	KB Securities	Not listed
	KB Private Equity Fund III	KB Securities	Not listed
	KB SECURITIES VIETNAM JOINT STOCK COMPANY	KB Securities	Not listed (Overseas)
	KB-TS Technology Venture Private Equity Fund	KB Securities	Not listed
	KB-Stonebridge Secondary Private Equity Fund	KB Securities	Not listed
	KB-SPROTT Renewable Private Equity Fund I	KB Securities	Not listed

8

KB-SP Private Equity Fund IV	KB Securities	Not listed
KB-NAU Special Situation Corporate Restructuring Private Equity Fund	KB Securities	Not listed
KB Claims Survey & Adjusting Co., Ltd.	KB Insurance	Not listed
KB Sonbo CNS	KB Insurance	Not listed
Leading Insurance Services, Inc.	KB Insurance	Not listed (Overseas)
LIG Insurance (China) Co., Ltd.	KB Insurance	Not listed (Overseas)
PT. KB Insurance Indonesia	KB Insurance	Not listed (Overseas)
KB Golden Life Care Co., Ltd.	KB Insurance	Not listed
KB Daehan Specialized Bank PLC.	KB Kookmin Card	Not listed (Overseas)
KB Asset Management Singapore Pte. Ltd.	KB Asset Management	Not listed (Overseas)
KBAM Shanghai Advisory Services Co., Ltd.	KB Asset Management	Not listed (Overseas)
KB KOLAO LEASING Co., Ltd.	KB Capital	Not listed (Overseas)
PT Sunindo Kookmin Best Finance	KB Capital	Not listed (Overseas)
KoFC POSCO HANWHA KB Shared Growth No. 2. Private Equity Fund	KB Investment	Not listed
KoFC Value-up Private Equity Fund	KB Investment	Not listed

1.4. Capital Structure

1.4.1. Common Shares

Changes in Capital

Not included in quarterly and half-year business reports.

Number of Shares

(As of June 30, 2020)	(Unit: shares)
	Type
	Common Shares		Preferred Shares		Total		Remarks
Shares Authorized for Issuance		1,000,000,000		—		1,000,000,000	As specified in the Articles of Incorporation
Total Shares Issued (A)		418,111,537		—		418,111,537	—
Decrease in Number of Shares (B)		2,303,617		—		2,303,617	—
1. Capital Reduction		—		—		—	—
2. Cancellation		2,303,617		—		2,303,617	Treasury Shares
3. Redemption		—		—		—	—
4. Other		—		—		—	—
Shares Issued as of June 30, 2020 (C=A-B)		415,807,920		—		415,807,920	—
Treasury Shares (D)		26,173,585		—		26,173,585	—
Shares Outstanding (C-D)		389,634,335		—		389,634,335	—

Note: The treasury shares above include five million treasury shares that are expected to be exchanged for the exchangeable bonds issued by the Company on June 30, 2020. Such treasury shares are currently deposited with Korea Securities Depositary and will be disposed upon the exercise of the exchange option of the exchangeable bonds. For more information, please refer to the Company’s report on Form 6-K furnished to the Securities and Exchange Commission on June 18, 2020.

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1.4.2. Voting Rights

(As of June 30, 2020)				(Unit: shares)
Items		Number of Shares		Notes
Total number of issued shares	Common shares		415,807,920		—
	Preferred shares		—		—
Shares without voting rights	Common shares		26,173,585		Treasury shares
	Preferred shares		—		—
Shares for which voting rights cannot be exercised pursuant to the Articles of Incorporation	—		—		—
Shares for which voting rights are restricted under relevant laws and regulations	—		—		—
Shares with restored voting rights	—		—		—
Total shares for which voting rights may be exercised	Common shares		389,634,335		—
	Preferred shares		—		—

Note: The treasury shares above include five million treasury shares that are expected to be exchanged for the exchangeable bonds issued by the Company on June 30, 2020. Such treasury shares are currently deposited with Korea Securities Depositary and will be disposed upon the exercise of the exchange option of the exchangeable bonds. For more information, please refer to the Company’s report on Form 6-K furnished to the Securities and Exchange Commission on June 18, 2020.

1.5. Dividends

Not included in quarterly and half-year business reports.

10

2. Business

2.1. Results of Operations

	(Unit: in millions of Won)
	For the six months ended June 30, 2020			For the six months ended June 30, 2019			For the year ended December 31, 2019			For the year ended December 31, 2018
Net interest income		4,683,248			4,549,167			9,196,787			8,904,928
Interest income		7,221,747			7,340,389			14,639,187			13,734,569
Interest expense		(2,538,499	)		(2,791,222	)		(5,442,400	)		(4,829,641	)
Net fee and commission income		1,381,314			1,135,678			2,355,004			2,243,376
Fee and commission income		2,135,370			1,877,476			3,879,247			3,717,720
Fee and commission expense		(754,056	)		(741,798	)		(1,524,243	)		(1,474,344	)
Net insurance income		180,456			230,578			299,512			490,116
Insurance income		6,837,454			6,156,219			12,317,182			11,975,070
Insurance expense		(6,656,998	)		(5,925,641	)		(12,017,670	)		(11,484,954	)
Net gains(losses) on financial assets/liabilities at fair value through profit or loss		234,718			329,085			643,872			351,303
Net other operating expenses		(464,808	)		(480,511	)		(1,063,324	)		(1,130,036	)
General and administrative expenses		(3,045,606	)		(3,000,845	)		(6,271,017	)		(5,918,512	)
Operating profit before provision for credit losses		2,969,322			2,763,152			5,160,834			4,941,175
Provision for credit losses		(539,748	)		(293,745	)		(670,185	)		(673,694	)
Net operating profit		2,429,574			2,469,407			4,490,649			4,267,481

Note: The consolidated financial information for the six months ended June 30, 2020, the six months ended June 30, 2019 and the year ended December 31, 2019 is based on K-IFRS 1116. The corresponding financial information for the year ended December 31, 2018 has not been restated.

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2.2. Sources and Uses of Funds

2.2.1. Sources of Funds

														(Unit: in millions of Won)
		For the six months ended June 30, 2020						For the year ended December 31, 2019						For the year ended December 31, 2018
		Average Balance		Interest Rate (%)		Ratio (%)		Average Balance		Interest Rate (%)		Ratio (%)		Average Balance		Interest Rate (%)		Ratio (%)
Won Currency	Deposits		279,371,900		1.21		52.24		255,533,447		1.44		52.09		238,468,014		1.39		52.82
	Certificate of deposit		3,852,968		1.57		0.72		4,780,665		1.95		0.97		3,044,609		1.91		0.67
	Borrowings		15,505,124		1.39		2.90		11,332,972		1.67		2.31		10,312,988		1.59		2.28
	Call money		1,416,959		0.86		0.26		891,357		1.55		0.18		1,437,887		1.53		0.32
	Debentures		49,686,807		2.20		9.29		47,127,572		2.33		9.61		44,072,110		2.29		9.76
	Others		18,197,887		1.28		3.41		15,203,562		1.88		3.11		16,665,395		1.60		3.69
Subtotal			368,031,645		1.35		68.82		334,869,575		1.60		68.27		314,001,003		1.54		69.54
Foreign Currency	Deposits		17,764,938		1.30		3.32		13,370,035		1.25		2.73		11,039,672		1.15		2.45
	Borrowings		11,643,156		1.93		2.18		9,668,310		2.19		1.97		8,249,765		2.02		1.83
	Call money		1,458,220		1.10		0.27		527,809		2.34		0.11		751,171		2.35		0.17
	Debentures		5,823,195		2.16		1.09		5,447,017		2.62		1.11		4,076,096		3.40		0.90
	Others		828,055		1.12		0.16		463,266		1.38		0.09		297,657		0.89		0.07
Subtotal			37,517,564		1.62		7.02		29,476,437		1.83		6.01		24,414,361		1.85		5.42
Others	Total shareholders’ equity		40,269,338		—		7.53		38,464,863		—		7.84		35,690,200		—		7.90
	Allowances		818,105		—		0.15		873,017		—		0.18		750,262		—		0.17
	Others		88,108,315		—		16.48		86,839,627		—		17.70		76,643,695		—		16.97
Subtotal			129,195,758		—		24.16		126,177,507		—		25.72		113,084,157		—		25.04
Total			534,744,967		—		100.00		490,523,519		—		100.00		451,499,521		—		100.00

Note: Based on K-IFRS (on a consolidated basis).

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2.2.2. Uses of Funds

																		(Unit: in millions of Won)
		For the six months ended June 30, 2020								For the year ended December 31, 2019								For the year ended December 31, 2018
		Average Balance			Interest Rate (%)		Ratio (%)			Average Balance			Interest Rate (%)		Ratio (%)			Average Balance			Interest Rate (%)		Ratio (%)
Won Currency	Due from banks		4,977,493			1.30		0.93			5,939,242			1.51		1.21			4,817,024			1.43		1.07
	Securities		115,168,611			2.26		21.54			103,204,928			2.31		21.04			95,395,973			2.84		21.13
	Loans		307,759,972			3.11		57.55			287,653,938			3.45		58.64			269,569,916			3.43		59.71
	Guarantee payments under payment guarantee		15,526			0.97		—			8,803			0.98		—			8,206			1.87		—
	Call loan		901,051			0.88		0.17			640,485			1.69		0.13			632,317			1.48		0.14
	Private placement corporate bonds		1,210,683			4.06		0.23			1,319,460			3.61		0.27			1,452,396			3.44		0.32
	Credit cards		18,327,616			7.77		3.43			17,945,697			7.92		3.66			16,722,691			8.15		3.70
	Others		4,311,385			5.13		0.80			3,874,774			4.93		0.79			4,209,878			4.08		0.93
	Allowance		(2,365,412	)		—		(0.44	)		(2,406,757	)		—		(0.49	)		(2,434,872	)		—		(0.54	)
Subtotal			450,306,925			3.10		84.21			418,180,570			3.36		85.25			390,373,529			3.49		86.46
Foreign Currency	Due from banks		7,067,403			0.77		1.32			4,782,706			1.44		0.98			3,666,805			1.36		0.81
	Securities		15,118,897			4.47		2.83			13,323,102			4.35		2.72			12,704,025			2.47		2.81
	Loans		16,443,733			3.90		3.08			11,384,009			3.04		2.32			8,050,597			2.96		1.78
	Call loan		2,719,033			1.24		0.51			2,444,020			2.59		0.50			2,553,987			2.38		0.57
	Bills bought		1,766,430			1.93		0.33			2,944,008			2.66		0.60			4,113,332			1.93		0.91
	Allowance		(195,143	)		—		(0.04	)		(180,649	)		—		(0.04	)		(262,835	)		—		(0.06	)
	Others		1,023,839			—		0.19			660,572			—		0.13			153,277			—		0.03
Subtotal			43,944,192			3.31		8.22			35,357,768			3.28		7.21			30,979,188			2.41		6.85
Others	Cash		1,774,683			—		0.33			1,763,413			—		0.36			1,769,656			—		0.39
	Fixed assets held for business		7,890,010			—		1.48			7,398,134			—		1.51			5,639,374			—		1.25
	Others		30,829,157			—		5.76			27,823,634			—		5.67			22,737,774			—		5.05
Subtotal			40,493,850			—		7.57			36,985,181			—		7.54			30,146,804			—		6.69
Total			534,744,967			—		100.00			490,523,519			—		100.00			451,499,521			—		100.00

Note: Based on K-IFRS (on a consolidated basis).

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2.3. Other Information to Consider in Making an Investment Decision

2.3.1. Capital Adequacy

KB Financial Group							(Unit: in billions of Won)
	As of June 30, 2020(1)			As of December 31, 2019			As of December 31, 2018
Total capital (A)		39,295			36,995			34,476
Risk-weighted assets (B)		278,116			255,549			236,099
BIS ratio (A/B)		14.13	%		14.48	%		14.60	%

Note: Calculated in accordance with Basel III.

(1) Preliminary figures

Kookmin Bank							(Unit: in billions of Won)
	As of June 30, 2020			As of December 31, 2019			As of December 31, 2018
Total capital (A)		31,032			29,810			27,694
Risk-weighted assets (B)		215,730			188,075			178,433
BIS ratio (A/B)		14.38	%		15.85	%		15.52	%

Note: Calculated in accordance with Basel III.

KB Securities							(Unit: in billions of Won)
	As of June 30, 2020			As of December 31, 2019			As of December 31, 2018
Net operating capital (A)		3,172			3,170			2,969
Total amount at risk (B)		1,747			1,561			1,251
Maintenance equity margin (C)		134			134			134
Net capital ratio (A-B)/(C)		1,062.14	%		1,198.74	%		1,278.45	%
Capital surplus (A-B)		1,426			1,609			1,718

KB Insurance							(Unit: in billions of Won)
	As of June 30, 2020			As of December 31, 2019			As of December 31, 2018
Available capital (A)		3,840			3,657			3,333
Required capital (B)		2,046			1,941			1,782
RBC ratio (A/B)		187.7	%		188.5	%		187.1	%

Note: RBC ratio: Risk-Based Capital ratio.

14

2.3.2. Overseas Credit Ratings

(As of June 30, 2020)
Rating Company	Moody’s		S&P
Type	Long-term	Short-term	Long-term	Short-term
Credit Rating	A1	P-1	A	A-1

2.3.3. Domestic Credit Ratings

Date of Rating	Type	Credit Rating	Rating Company (Rating Range)
1/24/2018	Debentures	AAA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
2/27/2018	Debentures	AAA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
4/5/2018	Debentures	AAA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
6/11/2018	Debentures	AAA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
6/25/2018	Commercial Paper	A1	Korea Ratings (A1 ~ D) / KIS Ratings (A1 ~ D) / NICE Investors Service (A1 ~ D)
7/24/2018	Debentures	AAA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
10/4/2018	Debentures	AAA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
2/21/2019	Debentures	AAA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
4/8/2019	Contingent Convertible Bonds	AA-	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
6/18/2019	Debentures	AAA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
6/26/2019	Commercial Paper	A1	Korea Ratings (A1 ~ D) / KIS Ratings (A1 ~ D) / NICE Investors Service (A1 ~ D)
10/14/2019	Debentures	AAA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
12/3/2019	Debentures	AAA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
1/15/2020	Debentures	AAA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
2/12/2020	Contingent Convertible Bonds	AA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
3/24/2020	Contingent Convertible Bonds	AA-	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
5/12/2020	Debentures	AAA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
6/12/2020	Debentures	AAA	Korea Ratings (AAA ~ D) / KIS Ratings (AAA ~ D) / NICE Investors Service (AAA ~ D)
6/26/2020	Commercial Paper	A1	Korea Ratings (A1 ~ D) / KIS Ratings (A1 ~ D) / NICE Investors Service (A1 ~ D)

15

2.3.4. Early Retirement Program

To enhance productivity by improving its labor structure, Kookmin Bank implemented a voluntary early retirement program following negotiations with its labor union.

Date of retirement	Number of retired persons
January 20, 2020	462

2.3.5. Acquisition of Shares of Bank Bukopin of Indonesia

Kookmin Bank entered into a share subscription agreement with Bank Bukopin of Indonesia on June 26, 2018 and acquired its new shares on July 27, 2018.

	(Unit: in millions of Won)
Ownership	Acquisition amount
22%	116,422(1)(2) (IDR 1,460,910,000,000)

(1) The acquisition amount in IDR is converted to Won at the exchange rate on July 27, 2018, the acquisition date.

(2) Includes consulting fees of Won 3,348 million paid in connection with the acquisition.

On July 16, 2020, the board of directors of Kookmin Bank resolved to acquire additional common shares of Bank Bukopin of Indonesia through a shareholder-allocated capital increase, followed by a third party-allocated capital increase. On July 30, 2020, Kookmin Bank acquired 2,967,600,372 common shares of Bank Bukopin through a shareholder-allocated capital increase for IDR 534,168,066,960 (Won 43,909 million), increasing its ownership to 33.9%.

2.3.6. Acquisition of Shares of PRASAC Microfinance Institution PLC. of Cambodia

On April 10, 2020, Kookmin Bank acquired 70% of the total number of shares of PRASAC Microfinance Institution PLC. (“PRASAC”), a provider of microfinance and deposit-taking services in Cambodia, for USD 603 million. Kookmin Bank entered into a shareholders’ agreement with PRASAC’s shareholders. A put option may be exercised by PRASAC’s current shareholders to sell the remaining 30% of PRASAC’s shares to Kookmin Bank. The exercise price of such put option will be determined based on the adjusted book value of PRASAC as of December 31, 2021 as reflected in the audit report of PRASAC’s financial statements as of and for the year ended December 31, 2021, and such put option may be exercised during the six months following the date of such audit report. If PRASAC’s shareholders do not exercise such put option, Kookmin Bank may exercise a call option to purchase the remaining 30% of PRASAC’s shares, and such call option may be exercised during the six months following the expiry of the put option held by PRASAC’s shareholders. The right to buy, sell, pledge or exercise any influence over the remaining 30% of PRASAC’s shares will be limited prior to the exercise of such put or call option.

16

	(Unit: in millions of Won)
Ownership	Acquisition amount
70%	733,976(1) (USD 603,400,000)

Note: (1) The acquisition amount in USD is converted to Won at the exchange rate on April 10, 2020, the acquisition date.

2.3.7. Acquisition of Shares of The Prudential Life Insurance Company of Korea, Ltd.

On April 10, 2020, KB Financial Group entered into a share purchase agreement to acquire all of the outstanding shares (15,000,000 common shares) of The Prudential Life Insurance Company of Korea, Ltd. at the base purchase price of Won 2,265 billion. The final purchase price will reflect the pre-negotiated amount of interest accrued upon the base purchase price up to the closing date in the amount of Won 75 billion as well as other adjustments as set out in the share purchase agreement. The closing date will be determined upon the progress of relevant events, including the receipt of approvals from the relevant regulatory authorities.

2.3.8. The Ongoing Outbreak of the Global Pandemic of COVID-19

The ongoing outbreak of the global pandemic of COVID-19 has resulted in significant global and domestic economic and financial disruptions in recent months. The economic outlook for Korea and its financial services sector in the remainder of 2020 and for the foreseeable future remains highly uncertain as a result of, among others, (i) uncertainty regarding the scope and duration of the COVID-19 outbreak and its lasting social, political and economic effects, and the fiscal and monetary policies being implemented by the Korean government and regulatory authorities to alleviate such effects, (ii) adverse conditions in the Korean and global economies and financial markets due to the COVID-19 pandemic and (iii) factors such as fluctuations in oil and commodity prices and interest and exchange rates, higher unemployment, lower consumer confidence and stock market volatility due to the impact of the COVID-19 pandemic.

17

3. Financial Information

3.1. Consolidated Financial Information

3.1.1. Consolidated Statements of Financial Position

					(Unit: in millions of Won)
	As of June 30, 2020		As of December 31, 2019		As of December 31, 2018
Cash and due from financial institutions		22,509,456		20,837,878		20,274,490
Financial assets at fair value through profit or loss		58,652,981		53,549,086		50,987,847
Derivative financial assets		3,952,910		3,190,673		2,025,962
Loans at amortized cost		367,862,483		339,684,059		319,201,603
Financial investments		74,810,309		71,782,606		61,665,094
Investments in associates and joint ventures		691,700		598,240		504,932
Property and equipment		5,005,926		5,067,377		4,272,127
Investment property		2,848,208		2,827,988		2,119,811
Intangible assets		3,053,762		2,737,813		2,755,783
Net defined benefit assets		—		946		—
Current income tax assets		22,324		19,095		10,004
Deferred income tax assets		27,498		3,597		4,158
Assets held for sale		49,142		23,151		16,952
Other assets		29,989,932		18,215,608		15,749,535
Total assets		569,476,631		518,538,117		479,588,298
Financial liabilities at fair value through profit or loss		13,366,437		15,368,153		15,326,859
Derivative financial liabilities		4,290,818		3,007,341		2,901,247
Deposits		327,743,474		305,592,771		276,770,449
Debts		46,917,615		37,818,860		33,004,834
Debentures		57,422,807		50,935,583		53,278,697
Provisions		595,057		527,929		525,859
Net defined benefit liabilities		347,518		253,989		262,213
Current income tax liabilities		482,107		432,431		698,634
Deferred income tax liabilities		820,912		777,793		492,534
Insurance contract liabilities		36,117,918		34,966,683		33,412,949
Other liabilities		41,067,869		29,737,259		27,200,996
Total liabilities		529,172,532		479,418,792		443,875,271
Equity attributable to shareholders of the parent company		39,564,724		38,533,918		35,703,916
Share capital		2,090,558		2,090,558		2,090,558

18

							(Unit: in millions of Won)
	As of June 30, 2020			As of December 31, 2019			As of December 31, 2018
Hybrid financial instrument		798,116			399,205			—
Capital surplus		16,728,115			17,122,777			17,121,660
Accumulated other comprehensive income		290,258			348,021			177,806
Retained earnings		20,793,865			19,709,545			17,282,441
Treasury shares		(1,136,188	)		(1,136,188	)		(968,549	)
Non-controlling interests		739,375			585,407			9,111
Total equity		40,304,099			39,119,325			35,713,027
Total liabilities and equity		569,476,631			518,538,117			479,588,298

Note: The consolidated financial information as of June 30, 2020 and December 31, 2019 is based on K-IFRS 1116. The corresponding financial information as of December 31, 2018 has not been restated.

19

3.1.2. Consolidated Statements of Comprehensive Income

				(Unit: in millions of Won, except per share amounts)
	For the six months ended June 30, 2020			For the six months ended June 30, 2019			For the year ended December 31, 2019			For the year ended December 31, 2018
Net interest income		4,683,248			4,549,167			9,196,787			8,904,928
Net fee and commission income		1,381,314			1,135,678			2,355,004			2,243,376
Net insurance income		180,456			230,578			299,512			490,116
Net gains on financial assets/liabilities at fair value through profit or loss		234,718			329,085			643,872			351,303
Net other operating expenses		(464,808	)		(480,511	)		(1,063,324	)		(1,130,036	)
General and administrative expenses		(3,045,606	)		(3,000,845	)		(6,271,017	)		(5,918,512	)
Operating profit before provision for credit losses		2,969,322			2,763,152			5,160,834			4,941,175
Provision for credit losses		(539,748	)		(293,745	)		(670,185	)		(673,694	)
Net operating income		2,429,574			2,469,407			4,490,649			4,267,481
Net non-operating income(loss)		(33,972	)		55,341			43,337			34,051
Profit before income tax		2,395,602			2,524,748			4,533,986			4,301,532
Income tax expense		(664,188	)		(687,351	)		(1,220,787	)		(1,239,586	)
Profit for the period		1,731,414			1,837,397			3,313,199			3,061,946
Other comprehensive income (loss) for the period, net of tax		179,881			280,576			152,023			(10,482	)
Total comprehensive income for the period		1,911,295			2,117,973			3,465,222			3,051,464
Profit attributable to:		1,731,414			1,837,397			3,313,199			3,061,946
Shareholders of the parent company		1,711,340			1,836,844			3,311,828			3,061,191
Non-controlling interests		20,074			553			1,371			755
Total comprehensive income for the period attributable to:		1,911,295			2,117,973			3,465,222			3,051,464
Shareholders of the parent company		1,894,163			2,117,052			3,463,567			3,050,805
Non-controlling interests		17,132			921			1,655			659
Earnings per share
Basic earnings per share (Won)		4,375			4,678			8,451			7,721
Diluted earnings per share (Won)		4,340			4,647			8,389			7,676

Note: The consolidated financial information for the six months ended June 30, 2020, the six months ended June 30, 2019 and the year ended December 31, 2019 is based on K-IFRS 1116. The corresponding financial information for the year ended December 31, 2018 has not been restated.

20

3.2. Separate Financial Information

3.2.1. Separate Statements of Financial Position

	(Unit: in millions of Won)
		As of June 30, 2020		As of December 31, 2019		As of December 31, 2018
Cash and due from financial institutions		32,080		18,537		344,302
Financial assets at fair value through profit or loss		1,568,882		413,909		289,179
Loans at amortized cost		150,000		120,000		50,000
Investments in subsidiaries		24,212,116		24,162,116		24,062,116
Property and equipment		3,688		4,170		2,185
Intangible assets		11,212		11,092		9,646
Deferred income tax assets		1,794		7,526		8,184
Other assets		623,905		609,286		857,462
Total assets		26,603,677		25,346,636		25,623,074
Debts		100,000		—		300,000
Debentures		6,255,663		5,543,446		5,373,266
Net defined benefit liabilities		1,530		437		183
Current income tax liabilities		449,799		417,414		691,909
Other liabilities		187,038		203,440		186,481
Total liabilities		6,994,030		6,164,737		6,551,839
Share capital		2,090,558		2,090,558		2,090,558
Hybrid financial instrument		797,996		399,085		—
Capital surplus		14,759,273		14,742,814		14,742,814
Accumulated other comprehensive loss		(7,702	)	(7,664	)	(7,144	)
Retained earnings		3,105,710		3,093,294		3,213,556
Treasury Shares		(1,136,188	)	(1,136,188	)	(968,549	)
Total equity		19,609,647		19,181,899		19,071,235
Total liabilities and equity		26,603,677		25,346,636		25,623,074

Note: The separate financial information as of June 30, 2020 and December 31, 2019 is based on K-IFRS 1116. The corresponding financial information as of December 31, 2018 has not been restated.

21

3.2.2. Separate Statements of Comprehensive Income

	(Unit: in millions of Won, except per share amounts)
	For the six months ended June 30, 2020			For the six months ended June 30, 2019			For the year ended December 31, 2019			For the year ended December 31, 2018
Net interest expense		(60,371	)		(59,425	)		(118,045	)		(115,835	)
Net fee and commission expense		(3,819	)		(2,868	)		(6,283	)		(5,208	)
Net gains on financial assets at fair value through profit or loss		6,332			9,765			15,947			18,319
Net other operating income		974,930			926,934			926,934			1,089,556
General and administrative expenses		(31,466	)		(30,942	)		(71,171	)		(57,845	)
Operating profit before provision for credit losses		885,606			843,464			747,382			928,987
Provision for credit losses		—			—			—			—
Operating profit		885,606			843,464			747,382			928,987
Net non-operating income(loss)		162			(48	)		(541	)		(259	)
Profit before income tax		885,768			843,416			746,841			928,728
Income tax expense		(5,747	)		(1,466	)		(854	)		(2,823	)
Profit for the period		880,021			841,950			745,987			925,905
Other comprehensive income (loss) for the period, net of tax		(38	)		(41	)		(520	)		(1,911	)
Total comprehensive income for the period		879,983			841,909			745,467			923,994
Earnings per share
Basic earnings per share (Won)		2,242			2,144			1,891			2,335
Diluted earnings per share (Won)		2,224			2,130			1,877			2,322

Note: The separate financial information for the six months ended June 30, 2020, the six months ended June 30, 2019 and the year ended December 31, 2019 is based on K-IFRS 1116. The corresponding financial information for the year ended December 31, 2018 has not been restated.

22

3.3. Other Selected Financial Data

3.3.1. Won-denominated Liquidity Ratio

	(Unit: in millions of Won)
	As of June 30, 2020			As of December 31, 2019			As of December 31, 2018
Current assets in Won (A)		1,369,451			142,683			30,150
Current liabilities in Won (B)		35,420			110,398			9,300
Liquidity ratio (A/B)		3,866.32	%		129.24	%		324.20	%

Note: 1) Based on K-IFRS (on a separate basis).

2) Calculated based on Won-denominated assets and liabilities due within one month.

3.3.2. Profitability Ratios

					(Unit: %)
	For the six months ended June 30, 2020		For the year ended December 31, 2019		For the year ended December 31, 2018
Net income as a percentage of average total assets (ROA)		0.64		0.66		0.66
Net income as a percentage of average shareholders’ equity (ROE)		8.88		8.93		8.82

Note: Based on K-IFRS (on a consolidated basis).

23

3.3.3. 20 Largest Exposures of Kookmin Bank by Borrower (As of June 30, 2020)

	(Unit: in billions of Won)
Company	Credit extended
Samsung Electronics Co., Ltd.		1,382
Hyundai Steel Co., Ltd.		1,026
LG Display Co., Ltd.		920
S-OIL Corporation		740
Hyundai Heavy Industries Co., Ltd.		666
LG Electronics Inc.		639
Hyundai Motor Company		618
Hyundai Capital Services, Inc.		598
Kia Motors Corporation		558
SK Energy Co., Ltd.		541
Hanwha Solutions Corporation		535
Samsung SDI Co., Ltd.		526
CJ Cheiljedang Corp.		492
Hotel Lotte Corporation		474
Samsung Heavy Industries Co., Ltd.		449
Lotte Shopping Co., Ltd.		447
LG Uplus Corp.		412
SK Holdings		390
Korea Securities Finance Corporation.		381
Tepco Parent, LLC		373
Total		12,167

24

3.3.4. 10 Largest Exposures of Kookmin Bank by Chaebol Group (As of June 30, 2020)

	(Unit: in billions of Won)
Group	Credit extended
Hyundai Motor		4,414
Samsung		3,699
SK		3,307
LG		2,732
Lotte		2,435
Hanwha		2,080
Hyundai Heavy Industries		1,784
CJ		1,101
POSCO		944
LS		893
Total		23,389

3.3.5. Kookmin Bank’s Loan Concentration by Industry (As of June 30, 2020)

	(Unit: in billions of Won, %)
Industry	Total Credit		Percentage of Total Credit
Manufacturing		47,996		31.3
Real estate		33,746		22.0
Retail and wholesale		22,217		14.5
Hotel, lodging and food services		9,763		6.4
Construction		3,383		2.2
Financial institutions		3,316		2.2
Others		32,856		21.4
Total		153,277		100.0

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3.3.6. Top 20 Non-Performing Loans of Kookmin Bank (As of June 30, 2020)

		(Unit: in billions of Won)
Borrower	Industry	Total Credit		Allowance for Loan Losses
Borrower A	Shipbuilding		51.6		16.9
Borrower B	Construction		40.1		39.3
Borrower C	Shipping		23.8		23.3
Borrower D	Construction		21.1		20.7
Borrower E	Manufacturing		12.9		6.2
Borrower F	Retail and wholesale		12.5		0.0
Borrower G	Manufacturing		11.3		8.7
Borrower H	Manufacturing		10.5		1.1
Borrower I	Manufacturing		10.0		9.7
Borrower J	Shipbuilding		9.3		3.4
Borrower K	Manufacturing		9.0		4.5
Borrower L	Manufacturing		6.7		3.4
Borrower M	Shipping		6.4		5.3
Borrower N	Real estate and leasing		5.8		5.7
Borrower O	Health and social services		5.7		0.3
Borrower P	Manufacturing		5.2		1.5
Borrower Q	Manufacturing		5.0		2.8
Borrower R	Construction		4.9		4.0
Borrower S	Manufacturing		4.9		3.7
Borrower T	Manufacturing		4.8		1.7
Total			261.5		162.2

3.4. Other Financial Information

See Exhibits 99.1 and 99.2 attached hereto for our consolidated and separate financial statements and relevant notes, which have been prepared in accordance with K-IFRS and reviewed by our independent auditors as stated in their review reports. The review reports will also be available on our website at www.kbfg.com.

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4. Independent Public Accountants

4.1. Audit / Review Services

				(Unit: in millions of Won)
Period	Auditor	Activity	Agreed Per Contract(1)		Actual(2)
			Compensation(3)	Estimated Hours	Compensation(3)	Accrued Hours
January 1 to June 30, 2020	KPMG Samjong Accounting Corp.	Quarterly, half-year and annual review & audit, review of internal accounting management system (including audit of internal control over financial reporting)	1,246	11,570	623	5,171
January 1 to December 31, 2019	Samil PricewaterhouseCoopers	Quarterly, half-year and annual review & audit, review of internal accounting management system (including audit of internal control over financial reporting)	1,081	11,234	1,081	10,832
January 1 to December 31, 2018	Samil PricewaterhouseCoopers	Quarterly, half-year and annual review & audit, review of internal accounting management system (including audit of internal control over financial reporting)	949	11,034	949	9,820

Note: (1) Total compensation and estimated hours established at the time of the execution of the audit and review services contract.

(2) Actual compensation paid and hours accrued from January 1 of each applicable year to the date of the audit or review report issued during such year.

(3) Excluding value-added taxes.

4.2. Public Company Accounting Oversight Board (“PCAOB”) Audit Services

	(Unit: in millions of Won)
Period	Auditor	Activity	Service Period	Compensation(1)
January 1 to June 30, 2020	KPMG Samjong Accounting Corp.	PCAOB audit of consolidated financial statements and internal control over financial reporting	May 1, 2020 to April 30, 2021	662
January 1 to December 31, 2019	Samil PricewaterhouseCoopers	PCAOB audit of consolidated financial statements and internal control over financial reporting	May 1, 2019 to April 30, 2020	573
January 1 to December 31, 2018	Samil PricewaterhouseCoopers	PCAOB audit of consolidated financial statements and internal control over financial reporting	May 1, 2018 to April 30, 2019	571

Note: (1) Total compensation established at the time of the execution of the audit and review services contract, excluding value-added taxes.

27

4.3. Change in Auditor

Pursuant to the Act on External Audit of Stock Companies and the related regulations thereunder, the Securities and Futures Commission of the Financial Services Commission designated KPMG Samjong Accounting Corp. as the new external auditor for the Company for the fiscal years ending December 31, 2020, 2021 and 2022. As such, for the fiscal year ending December 31, 2020, the external auditor for the Company and its subsidiaries has been changed from Samil PricewaterhouseCoopers to KPMG Samjong Accounting Corp.

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5. Corporate Governance and Affiliated Companies

5.1. Board of Directors & Committees under the Board

As of June 30, 2020, our board of directors consisted of nine directors, comprising one executive director, one non-standing director and seven non-executive directors. The following committees currently serve under our board of directors:

• Audit Committee;

• Risk Management Committee;

• Evaluation & Compensation Committee;

• Non-Executive Director Nominating Committee;

• Audit Committee Member Nominating Committee (ad hoc committee) ;

• CEO Nominating Committee;

• Subsidiaries’ CEO Director Nominating Committee; and

• ESG Committee

For the list of our directors, see 6. Directors, Senior Management and Employees — 6.1. Executive Directors, — 6.2. Non-standing Directors and — 6.3. Non-executive Directors below.

5.2. Audit Committee

The Audit Committee oversees our financial reporting and approves the appointment of our independent auditors and internal compliance officers. The committee also reviews our financial information, auditor’s examinations, key financial statement issues, the plans and evaluation of internal controls and the administration of our financial affairs by the board of directors. In connection with the general meetings of shareholders, the committee examines the agenda for, and financial statements and other reports to be submitted by, the board of directors to each general meeting of shareholders. The committee holds regular meetings every quarter and on an as-needed basis.

The following table shows a list of audit committee requirements under Articles 415 and 542 of the Commercial Act and how we fulfill each requirement as of June 30, 2020.

The Commercial Act Requirements	KB Financial Group
The Audit Committee must consist of three or more directors.	We have four Audit Committee members.
At least two-thirds of the Audit Committee members must be non-executive directors.	All four Audit Committee members, including the chairman of the committee, are non-executive directors.
The chairman of the Audit Committee must be a non-executive director.
At least one Audit Committee member must be an accounting or financial expert.	Three Audit Committee members (Kyung Ho Kim, Myung Hee Choi and Gyutaeg Oh) are accounting or financial experts.

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5.3. Compensation to Directors

5.3.1. Total Amount of Compensation Approved at the Annual General Meeting of Shareholders

(Unit: in millions of Won)
	Total number of persons(1)		Total compensation approved at shareholders’ meeting(2)		Notes
Registered Directors (Non-executive directors)		9 (7)		3,000		—

Note: (1) Represents the total number of applicable persons as of June 30, 2020.

(2) Represents the aggregate amount for all directors (including non-executive directors). Excludes compensation in the form of long-term performance-based stock grants.

5.3.2. Total Amount of Compensation Paid

(As of June 30, 2020)	(Unit: in millions of Won)
Total number of persons(1)	Total payment(2)(3)		Average payment per person(4)		Notes
9		872		96		—

Note: (1) Represents the total number of applicable persons as of June 30, 2020.

(2) Represents the total amount paid (rounded to the nearest million) for the six months ended June 30, 2020.

(3) Payment subject to the Company’s internal policies on compensation to directors.

(4) Represents (i) the total amount paid (rounded to the nearest million) for the six months ended June 30, 2020, divided by (ii) the number of applicable persons for the applicable reporting period.

5.3.3. Compensation Breakdown

(As of June 30, 2020)					(Unit: in millions of Won)
	Total number of persons(1)		Total payment(2)(3)		Average payment per person(4)		Notes
Registered Directors (excluding non-executive directors and Audit Committee members)		2		578		289		—
Non-executive Directors (excluding Audit Committee members)		3		123		40		—
Audit Committee members		4		170		42		—
Internal Auditor		—		—		—		—

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Note: (1) Represents the total number of applicable persons as of June 30, 2020.

(2) Represents the total amount paid (rounded to the nearest million) for the six months ended June 30, 2020.

(3) Payment subject to the Company’s internal policies on compensation to directors.

(4) Represents (i) the total amount paid (rounded to the nearest million) for the six months ended June 30, 2020, divided by (ii) the number of applicable persons for the applicable reporting period.

5.4. Highest-Paid Individuals

5.4.1 Compensation exceeding Won 500 million – Individual basis

(As of June 30, 2020)			(Unit: in millions of Won)
Name	Position	Total Amount	Deferred Compensation(1)
Jong Kyoo Yoon	Chairman & CEO	578	•  Deferred short-term performance-based payment remaining under, and pursuant to, a performance evaluation in 2018, the amount of which corresponds to 3,766 shares. •  Deferred short-term performance-based payment remaining under, and pursuant to, a performance evaluation in 2019, the amount of which corresponds to 5,611 shares. •  Deferred long-term performance-based payment remaining under, and pursuant to, a performance evaluation over a three-year period from November 21, 2014 to November 20, 2017, the amount of which corresponds to 12,018 shares. •  Long-term performance-based payment pursuant to a performance evaluation over a three-year period from November 21, 2017 to November 20, 2020, the amount of which corresponds to a maximum of 46,890 shares (15,630 shares per year).

Note: (1) The actual compensation amount will be finalized based on the market value of the Company’s shares at the time of payment.

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5.4.2 Calculation criteria and method of compensation

(Unit: in millions of Won)

Name	Compensation Type	Classification	Total Compensation (in millions of Won)	Calculation Criteria and Method
Jong Kyoo Yoon	Earned income	Salary	400	A monthly salary was paid in even installments each month in accordance with the amount of annual salary determined by a resolution of the Evaluation & Compensation Committee within the limit of the total amount of compensation approved at the shareholders’ meeting. (This amount includes allowances for business expenses of Won 175 million.)
		Bonus	178	The bonus paid in 2020 was Won 178 million, all of which was paid in lump sum as short-term performance-based compensation pursuant to a performance evaluation for 2019 (based on the resolution of the Evaluation & Compensation Committee). The short-term performance evaluation index for 2019 comprised financial results (e.g., ROE, total operating income, RAROC, CIR, real NPL ratio, Tier 1 ratio, net increase in the number of cross-selling customers among subsidiaries) and non-financial results (e.g., strengthening the overall position of the Company as a leading financial group by improving core business areas, innovating and advancing the Company’s business infrastructure for implementing the “One-Firm KB” policy). The amount of the short-term performance-based payment is determined by the Evaluation & Compensation Committee based on the aggregate score of the index items above and is within the range of 0%-100% of the base salary. With respect to financial results, the Company’s net profit for 2019 increased 8.2% YoY to Won 3.3 trillion. The Company also saw growth in loans based on prime assets (a 4.5% growth YoY from Won 257 trillion in 2018 to Won 269 trillion in 2019) and an improvement in asset quality (a decrease in real NPL ratio from 1.01% in 2018 to 0.90% in 2019) through enhanced risk management capabilities. In addition, achievements in improving the Company’s business portfolio, reflected in the growth of non-interest income (a 14.3% growth YoY from Won 2.0 trillion in 2018 to Won 2.2 trillion in 2019) and an increase in the portion of net fee and commission income from non-banking businesses (50.1% in 2018 to 52.0% in 2019), were considered, among others, to be major achievements reflected in the performance evaluation. With respect to non-financial results, the major achievements considered included reinforcement of the Company’s position as a leader in the financial industry by increasing market dominance through strengthening of core business areas, strengthening the competitiveness of key businesses such as CIB, WM and capital markets operations and securing future growth engines through global expansion, as well as advancement of the “One-Firm KB” policy by improving business infrastructure through the implementation of the “Smart Work” culture, fostering a collaborative office culture, and enhancing human resources operations, risk management and compliance activities.
		Stock options	—	Not applicable
		Other earned income	—	Not applicable
	Retirement income		—	Not applicable
	Other income		—	Not applicable

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5.5. Affiliated Companies

5.5.1. List of Affiliated Companies

Affiliated companies of KB Financial Group that are first-tier subsidiaries and KB Financial Group’s ownership of such companies as of June 30, 2020 are as follows.

1) Kookmin Bank (100.00%)

2) KB Securities Co., Ltd. (100.00%)

3) KB Insurance Co., Ltd. (100.00%)

4) KB Kookmin Card Co., Ltd. (100.00%)

5) KB Asset Management Co., Ltd. (100.00%)

6) KB Capital Co., Ltd. (100.00%)

7) KB Life Insurance Co., Ltd. (100.00%)

8) KB Real Estate Trust Co., Ltd. (100.00%)

9) KB Savings Bank Co., Ltd. (100.00%)

10) KB Investment Co., Ltd. (100.00%)

11) KB Data Systems Co., Ltd. (100.00%)

12) KB Credit Information Co., Ltd. (100.00%)

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6. Directors, Senior Management and Employees

6.1. Executive Directors

As of June 30, 2020, we had one executive director. The name, position and the end of the term of our executive director and the number of shares of our common stock he owned as of June 30, 2020 are set forth below.

Name	Date of Birth		Position		Common Shares Owned		End of Term
Jong Kyoo Yoon		October 1955		Chairman & Chief Executive Officer		21,000		November 20, 2020

6.2. Non-standing Directors

As of June 30, 2020, we had one non-standing director. The name, position and the end of the term of our non-standing director and the number of shares of our common stock he owned as of June 30, 2020 are set forth below.

Name	Date of Birth		Position		Common Shares Owned		End of Term
Yin Hur		December 1961		Non-standing Director		13,500		November 20, 2020

6.3. Non-executive Directors

As of June 30, 2020, we had seven non-executive directors. The name, position and the end of the term of our non-executive directors and the number of shares of our common stock they respectively owned as of June 30, 2020 were as follows.

Name	Date of Birth	Position	Common Shares Owned		End of Term
Suk Ho Sonu	September 1951	Non-executive Director		1,300	March 19, 2021
Stuart B. Solomon	July 1949	Non-executive Director		—	March 19, 2021
Myung Hee Choi	February 1952	Non-executive Director		—	March 19, 2021
Kouwhan Jeong	September 1953	Non-executive Director		—	March 19, 2021
Kyung Ho Kim	December 1954	Non-executive Director		—	March 26, 2021
Seon-joo Kwon	November 1956	Non-executive Director		—	March 19, 2022
Gyutaeg Oh	February 1959	Non-executive Director		—	March 19, 2022

As of June 30, 2020, the following non-executive director also served as a director at another company.

Name	Company		Position		Appointment Date
Kouwhan Jeong		Nambujeil Law and Notary Office Inc.		Co-president Attorney at Law		May 2016

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6.4. Senior Management

Members of our senior management as of June 30, 2020 are as follows. The number of common shares owned is as of June 30, 2020.

Name	Date of Birth	Position	Common Shares Owned		End of Term
Chang Kwon Lee	November 1965	Senior Executive Vice President, Chief Strategy Officer and Head of Global Business Unit		2,010	December 31, 2020
Ki-Hwan Kim	March 1963	Senior Executive Vice President and Chief Finance Officer		2,621	December 31, 2020
Nam Jong Seo	June 1963	Senior Executive Vice President and Chief Risk Management Officer		119	December 31, 2021
Pil Kyu Im	March 1964	Senior Executive Vice President and Chief Human Resources Officer		1,005	December 31, 2020
Kyung Yup Cho	September 1961	Senior Executive Vice President; KB Research		1,500	December 31, 2020
Young Hyuk Jo	April 1963	Senior Executive Vice President; Audit Department		1,961	December 31, 2020
Nam Hoon Cho	June 1968	Senior Managing Director and Chief Global Strategy Officer		1,000	December 31, 2020
Chan Il Park	March 1963	Managing Director and Chief Compliance Officer		1,289	December 31, 2020
Seok Mun Choi	August 1968	Managing Director and Head of Office of Board of Directors		735	December 31, 2021
Soon Bum Kwon	October 1966	Managing Director		1,500	December 31, 2020
Jeong Rim Park	November 1963	Head of Capital Market Business Unit		3,150	December 31, 2020
Sung Hyun Kim	August 1963	Head of Corporate and Investment Banking Business Unit		15,468	December 31, 2020
Jong Hee Yang	June 1961	Head of Insurance Business Unit		914	December 31, 2020
Dong Cheol Lee	October 1961	Head of Retail Customer Business Unit		3,325	December 31, 2020
Young Gil Kim	January 1963	Head of Wealth Management Business Unit		182	December 31, 2020
Woon Tae Kim	May 1963	Head of Small and Medium Enterprise Business Unit		1,260	December 31, 2020
Mun-Cheol Jeong	August 1968	Chief Public Relation Officer		597	December 31, 2020
Dong Whan Han	January 1965	Chief Digital Innovation Officer		1,100	December 31, 2020
Woo Yeul Lee	November 1964	Chief Information Technology Officer		1,337	December 31, 2020
Jin Soo Yoon	February 1964	Chief Data Officer		100	March 31, 2021
Sang-Hyeon Woo	February 1964	Senior Managing Director; Corporate and Investment Banking Business Unit		348	December 31, 2020
Jeong Ha	January 1967	Senior Managing Director; Capital Market Business Unit		—	December 31, 2020
Chai Hyun Sung	September 1965	Senior Executive Vice President; Retail Customer Business Unit		6,914	December 31, 2020
Yun Sang Song	July 1964	Senior Managing Director; Insurance Business Unit		—	December 31, 2020
Jae Young Choi	June 1967	Head of Pension Business Division		—	May 26, 2021
Jin Gyu Maeng	January 1966	Head of Office of Planning and Coordination		760	December 31, 2020

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As of June 30, 2020, the following management also served as senior management at our subsidiaries.

Name	Subsidiary	Position	Appointment Date
Yin Hur	Kookmin Bank	President and Chief Executive Officer	November 2017
Jeong Rim Park	KB Securities	Chief Executive Officer	January 2019
Sung Hyun Kim	KB Securities	Chief Executive Officer	January 2019
Jong Hee Yang	KB Insurance	Chief Executive Officer	March 2016
Dong Cheol Lee	KB Kookmin Card	Chief Executive Officer	January 2018
Young Gil Kim	Kookmin Bank	Senior Executive Vice President; Wealth Management Group	January 2020
	KB Securities	Deputy President; Wealth Management Division	January 2019
Woon Tae Kim	Kookmin Bank	Senior Managing Director; Small and Medium Enterprise Group	January 2020
Mun-Cheol Jeong	Kookmin Bank	Managing Director; Brand·ESG Group	January 2020
Dong Whan Han	Kookmin Bank	Senior Executive Vice President; Digital Finance Group	January 2020
Woo Yeul Lee	Kookmin Bank	Senior Executive Vice President; Information Technology Group	January 2020
Jin Soo Yoon	Kookmin Bank	Senior Managing Director; Data Strategy Group	April 2019
	KB Kookmin Card	Senior Managing Director; Data Strategic Division	April 2019
Sang-Hyeon Woo	Kookmin Bank	Senior Managing Director; Corporate Investment Banking Customer Group	January 2020
	KB Securities	Deputy President; Investment Banking Division	January 2020
Jeong Ha	Kookmin Bank	Senior Managing Director; Capital Markets Group	January 2020
Chai Hyun Sung	Kookmin Bank	Senior Executive Vice President; Retail Customer Group	January 2020
Yun Sang Song	KB Life Insurance	Senior Managing Director; Strategy & Finance Planning Division	January 2020
Jae Young Choi	Kookmin Bank	Head of Pension Business Division	May 2019
	KB Securities	Managing Director; Pension Business Division	January 2020
	KB Insurance	Managing Director; Pension Business Division	January 2020
Jin Gyu Maeng	Kookmin Bank	General Manager; Planning and Coordination Office	January 2019
Ki-Hwan Kim	KB Insurance	Non-standing Director	February 2018
	KB Kookmin Card	Non-standing Director	February 2018
Chang Kwon Lee	KB Securities	Non-standing Director	February 2018

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6.5. Employees

The following table shows information regarding our employees and compensation paid to them as of June 30, 2020.

					(Unit: in millions of Won)
Number of Employees(A)(1)	Average Tenure of Employees(2)	Total Amount of Annual Salaries(B)			Average Annual Salary per Person(B/A)
161	3 years and 10 months (14 years and 8 months)		14,027	(3)		87	(3)

Note: (1) Includes executive officers.

(2) The duration in parentheses includes tenure at our subsidiaries.

(3) Includes retroactive payments of wage increases and bonuses from 2019. The average annual salary per person excluding such amounts is Won 76 million.

The following table shows information regarding our executive officers and compensation paid to them as of June 30, 2020.

	(Unit: in millions of Won)
Number of Executive Officers(A)(1)	Total Amount of Annual Salaries(B)		Average Annual Salary per Person(B/A)
10		2,707		271

Note: (1) Excludes 16 executive officers who serve primarily as executive officers at our subsidiaries.

7. Major Shareholders and Related Party Transactions

7.1. Major Shareholders

The following table presents information regarding holders of 5% or more of our total issued shares as of June 30, 2020.

	(Unit: shares, %)
Name	Number of Shares of Common Stock(1)		Percentage of Total Issued Shares(2)
Korean National Pension Service(3)		41,462,588		9.97
JP Morgan Chase Bank, N.A.(4)		26,622,633		6.40

Note: (1) Based on our shareholder registry as of December 31, 2019 unless specified otherwise.

(2) Based on 415,807,920 shares of our common stock issued as of December 31, 2019

(3) Based on disclosure made by the Korean National Pension Service in a statement of acquisition filing on February 7, 2020.

(4) Depositary under the Company’s ADR program. The voting rights are held by ADR holders.

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7.2. Changes in the Largest Shareholder

(As of June 30, 2020)						(Unit: shares, %)
Name of Largest Shareholder	Date of Change in Largest Shareholder/ Date of Change in Number of Shares Owned		Number of Shares of Common Stock(1)			Percentage of Total Issued Shares(2)
Korean National Pension Service		December 31, 2015		35,534,667			9.20
Korean National Pension Service		August 12, 2016		36,826,207			9.53
Korean National Pension Service		December 31, 2016		41,190,896			9.85
Korean National Pension Service		April 24, 2017		40,950,453			9.79
Korean National Pension Service		October 16, 2017		40,479,793			9.68
Korean National Pension Service		December 31, 2017		40,204,583			9.62
Korean National Pension Service		December 31, 2018		39,704,733			9.50
Korean National Pension Service		December 31, 2019		41,468,003			9.97
Korean National Pension Service		February 1, 2020		41,462,588	(3)		9.97

Note: (1) Based on our shareholder registry as of the end of each applicable year unless specified otherwise.

(2) Total number of shares of common stock issued as of the following dates:

Prior to October 19, 2016: 386,351,693

From October 19, 2016 to December 12, 2019: 418,111,537

After December 12, 2019: 415,807,920

(3) Based on disclosure made by the Korean National Pension Service in a statement of acquisition filing on February 7, 2020.

7.3. Employee Stock Ownership Association

(As of June 30, 2020)	(Unit: shares)
Company Name	Number of Shares of Common Stock Owned
KB Financial Group Inc.		35,908
Kookmin Bank		4,502,524
KB Securities Co., Ltd.		20,534
KB Insurance Co., Ltd.		212,897
KB Kookmin Card Co., Ltd.		225,100
KB Asset Management Co., Ltd.		7,375
KB Capital Co., Ltd.		23,138
KB Life Insurance Co., Ltd.		22,841
KB Real Estate Trust Co., Ltd.		12,796
KB Savings Bank Co., Ltd.		4,102
KB Investment Co., Ltd.		1,188
KB Data Systems Co., Ltd.		11,933
KB Credit Information Co., Ltd.		8,675
Total		5,089,011

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7.4. Investments in Affiliated Companies

(As of June 30, 2020)								(Units: shares, %, millions of Won)
Company Name	Ending Balance						Total assets as of the latest fiscal year(1)		Net income(loss) for the latest fiscal year(1)
	Number of shares owned		Ownership		Book value
Kookmin Bank		404,379,116		100		14,821,721		387,425,038		2,439,079
KB Securities Co., Ltd.		298,620,424		100		3,342,391		47,816,512		257,893
KB Insurance Co., Ltd.		66,500,000		100		2,375,430		36,552,368		234,327
KB Kookmin Card Co., Ltd.		92,000,000		100		1,953,175		22,990,115		316,546
KB Asset Management Co., Ltd.		7,667,550		100		96,312		310,018		48,899
KB Capital Co., Ltd.		25,227,566		100		673,811		11,190,568		117,028
KB Life Insurance Co., Ltd.		91,200,000		100		485,314		9,801,904		15,963
KB Real Estate Trust Co., Ltd.		16,000,000		100		121,553		377,938		61,713
KB Savings Bank Co., Ltd.		8,001,912		100		157,544		1,361,031		16,301
KB Investment Co., Ltd.		22,525,328		100		154,910		756,972		11,311
KB Data Systems Co., Ltd.		800,000		100		6,334		41,690		4,664
KB Credit Information Co., Ltd.		1,252,400		100		23,621		27,834		(256	)
Total		—		—		24,212,116		—		—

Note: (1) Based on K-IFRS (on a consolidated basis).

7.5. Related Party Transactions

7.5.1. Purchase of capital securities issued by KB Capital Co., Ltd.

(Unit: in billions of Won)

Issuer	Relationship	Type	Issue Amount		Issue Date	Interest Rate		Maturity Date	Use of Proceeds
KB Capital Co., Ltd.	Subsidiary	No. 299 Private Placement of Capital Securities in Won		50	March 27, 2015		6.548%(1)	March 27, 2045 (may be extended)	Working capital

(1) The increase in interest rate is due to the non-exercise of the option to redeem.

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(Unit: in billions of Won)

Issuer

Relationship

Type

Issue Amount

Issue Date

Interest Rate

Maturity Date

Use of Proceeds

KB Capital Co., Ltd.

Subsidiary

No. 320 Private Placement of Capital Securities in Won

50

September 24, 2015

4.606

%

September 24, 2045 (may be extended)

Working capital

(Unit: in billions of Won

)

Issuer

Relationship

Type

Issue Amount

Issue Date

Interest Rate

Maturity Date

Use of Proceeds

KB Capital Co., Ltd.

Subsidiary

No. 343 Private Placement of Capital Securities in Won

50

March 29, 2016

4.396

%

March 29, 2046 (may be extended)

Working capital

(Unit: in billions of Won

)

Issuer

Relationship

Type

Issue Amount

Issue Date

Interest Rate

Maturity Date

Use of Proceeds

KB Capital Co., Ltd.

Subsidiary

No. 352 Private Placement of Capital Securities in Won

50

June 28, 2016

4.064

%

June 28, 2046 (may be extended)

Working capital

(Unit: in billions of Won

)

Issuer

Relationship

Type

Issue Amount

Issue Date

Interest Rate

Maturity Date

Use of Proceeds

KB Capital Co., Ltd.

Subsidiary

No. 367 Private Placement of Capital Securities in Won

50

November 28, 2016

4.744%

November 28, 2046 (may be extended)

Working capital

(Unit: in billions of Won

)

Issuer

Relationship

Type

Issue Amount

Issue Date

Interest Rate

Maturity Date

Use of Proceeds

KB Capital Co., Ltd.

Subsidiary

No. 378 Private Placement of Capital Securities in Won

50

April 27, 2017

4.431%

April 27, 2047 (may be extended)

Working capital

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7.5.2. Prepayments and Loans to Subsidiaries

(Unit: in billions of Won)

Name			Relationship	Account	Loan Amount		Current Balance		Credit Offering Date	Interest Rate	Maturity Date
KB Investment Co., Ltd.			Subsidiary	Loans(1)		10		10	July 14, 2017	2.141%(2)	July 12, 2021
Note:	(1)	Unsecured credit loans.
	(2)	Changed from 2.195% to 2.141% upon extension of the loans on July 13, 2020.
(Unit: in billions of Won)
Name			Relationship	Account	Loan Amount		Current Balance		Credit Offering Date	Interest Rate	Maturity Date
KB Investment Co., Ltd.			Subsidiary	Loans(1)		40		40	July 13, 2018	2.141%(2)	July 12, 2021
Note:	(1)	Unsecured credit loans.
	(2)	Changed from 2.195% to 2.141% upon extension of the loans on July 13, 2020.
(Unit: in billions of Won)
Name			Relationship	Account	Loan Amount		Current Balance		Credit Offering Date	Interest Rate	Maturity Date
KB Investment Co., Ltd.			Subsidiary	Loans(1)		70		70	March 8, 2019	2.189%(2)	March 8, 2021
Note:	(1)	Unsecured credit loans.
	(2)	Changed from 2.176% to 2.189% upon extension of the loans on March 9, 2020.
(Unit: in billions of Won)
Name			Relationship	Account	Loan Amount		Current Balance		Credit Offering Date	Interest Rate	Maturity Date
KB Investment Co., Ltd.			Subsidiary	Loans(1)		30		30	March 9, 2020	2.189%	March 8, 2021
Note:	(1)	Unsecured credit loans.
(Unit: in billions of Won)
Name			Relationship	Account	Loan Amount		Current Balance		Credit Offering Date	Interest Rate	Maturity Date
KB Investment Co., Ltd.			Subsidiary	Loans(1)		30		30	July 13, 2020	2.141%	July 12, 2021
Note:	(1)	Unsecured credit loans.

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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)
Date: August 14, 2020	By: /s/ Ki-Hwan Kim
	(Signature)
	Name:	Ki-Hwan Kim
	Title:	Deputy President and Chief Finance Officer

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