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6-K Filing
KT (KT) 6-KCurrent report (foreign)
Filed: 23 Feb 18, 12:00am
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE13a-16 OR15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2018
Commission File Number1-14926
KT Corporation
(Translation of registrant’s name into English)
90,Buljeong-ro,
Bundang-gu,Seongnam-si,
Gyeonggi-do,
Korea
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form20-F or Form40-F:
Form20-F ☒ Form40-F ☐
Indicate by check mark if the registrant is submitting the Form6-K in paper as permitted by RegulationS-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form6-K in paper as permitted by RegulationS-T Rule 101(b)(7): ☐
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule12g3-2(b) under the Securities Exchange Act of 1934.
Yes ☐ No ☒
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule12g3-2(b):82-
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.
Dated: Feb 23, 2018 |
KT Corporation |
By: | /s/ Seunghoon Chi | |
Name: Seunghoon Chi | ||
Title: Vice President |
By: | /s/ Youngkyoon Yun | |
Name: Youngkyoon Yun | ||
Title: Director |
RESOLUTION TO CALL THE ANNUAL GENERAL MEETING OF SHAREHOLDERS
The Board of Directors of KT Corporation (“KT”) has resolved to call the Annual General Meeting of Shareholders, to be held at the following time and place and the agenda* of which shall be as follows:
1. Title of the Resolution | Annual General Meeting of Shareholders | |||
2. Date and Time of the Annual General Meeting of Shareholders | March 23, 2018 9:00 a.m. (Seoul time) | |||
3. Place of the Annual General Meeting of Shareholders | Lecture Hall (2F) of KT Corporation’s R&D Center located at 151Taebong-ro,Seocho-gu, Seoul, Korea | |||
4. Summary of the Agenda of the Annual General Meeting of Shareholders | Agenda Item No.1 : Approval of Financial Statements for the 36th Fiscal Year
Agenda Item No.2 : Amendment of Articles of Incorporation (details of which are further set forth below)
Agenda Item No.3 : Election of Directors (Total 5 Elections : 2 Inside Directors , 3 Outside Directors)
- Item No. 3-1 : Inside Director Candidate – Mr. Hyeon Mo Ku
- Item No. 3-2 : Inside Director Candidate – Mr. Seong Mok Oh
- Item No. 3-3 : Outside Director Candidate – Mr. Suk-Gwon Chang
- Item No. 3-4 : Outside Director Candidate – Mr. Kim, Dae-you
- Item No. 3-5 : Outside Director Candidate – Mr. Lee, Gang-cheol
Agenda Item No.4 : Election of Member of Audit Committee (Total 2 Elections)
- Item No. 4-1 : Member of Audit Committee Candidate – Mr. Suk-Gwon Chang
- Item No. 4-2 : Member of Audit Committee Candidate – Mr. Il Im
Agenda Item No.5 : Approval of Limit on Remuneration of Directors | |||
5. Date of Resolution by Board of Directors | February 23, 2018 | |||
- Attendance of Outside Directors | Present | 7 | ||
Absent | 1 | |||
- Attendance of Auditors (Auditors who are not Outside Directors) | - | |||
6. Additional Information to Consider in Making an Investment Decision | The members of Audit Committee are all Outside Directors. | |||
ø Related Filing |
* | On the Notice of Annual General Meeting of Shareholders to be posted in early March 2018, KT will include more detailed description of the agenda. |
<Details of Election of Directors>
Name | Date of birth | Term of office | New election or not | Professional history (including current post) | ||||
Hyeon Mo Ku | January, 1964 | One year | Re-election | - 2018 – Present : Head of Corporate Planning Group, KT
- 2015 – 2017 : Chief Operating Officer, President, Senior Executive Vice President, KT
- 2014 – 2015 : Chief Secretary, KT
- 2013 – 2014 : Head of Operating Office of KT Telecom & Convergence Group
- 2011 – 2012 : Head of KT Retail Channel Business Unit
- 2010 – 2011 : Head of KT Mobile Business Strategy Business Unit
- 2009 – 2010 : Head of KT Corporate Management Strategy Department | ||||
Seong Mok Oh | August, 1960 | One year | New election | - 2013 – Present : President and Head of Network Group, KT
- 2011 – 2012 : Executive Vice President and Head of Mobile Network Business Unit, KT
- 2009 – 2010 : Senior Vice President and Head of Mobile Operation and Management Seoul Sales Unit , KT
- 1997 – 2009 : Head of Network Business Unit , KTF |
<Details of Election of Outside Directors>
Name | Date of birth | Term of office | New election or not | Professional history (including current post) | Name of other Corp in services as a director (position) | |||||
Suk-Gwon Chang | February, 1956 | Two years | Re-election | - 1984 – Present : Professor of MIS and Telecommunications, School of Business Hanyang University
- 2014 – 2016 : President, The Korean Operations Research and Management Science Society (KORMS)
- 2010 – 2011 : Chairman, Korea Association for Telecommunications Policies | President, Hanyang Biz-lap | |||||
Kim, Dae-you | July, 1951 | Three years | New election | - 2010 – 2016 : Vice Chairman, Wonik Investment Partners
- 2010 – 2013 : Affairs Professor, Hanyang University
- 2007 – 2008 : Economic Policy Top Secretary, Presidential Secretariat (Vice Minister Level)
- 2006 – 2007 : The 9th Director, National Statistical Office (Vice Minister Level) | ||||||
Lee, Gang-cheol | May, 1947 | Three years | New election | 2017 – Present : Non-standing Auditor, UltraV Co., Ltd.
- 2013 – 2016 : Advisor, K4M Co., Ltd.
- 2005 – 2008 : Presidential Special Aide for Political Affairs
- 2005 – 2005 : Senior Secretary for Civil & Social Affairs, Office of the President | Non-standing Auditor, UltraV Co., Ltd. |
<Details of Election of Member of Audit Committee>
Name | Date of birth | Term of office | New election or not | Outside Director or not | Professional history (including current post) | |||||
Suk-Gwon Chang | February, 1956 | Two years | New election | Outside Director | - 1984 – Present : Professor of MIS and Telecommunications, School of Business Hanyang University
- 2014 – 2016 : President, The Korean Operations Research and Management Science Society (KORMS)
- 2010 – 2011 : Chairman, Korea Association for Telecommunications Policies | |||||
Il Im | March, 1966 | Two years | New election | Outside Director | – 2005 – Present : Professor, Business Administration of Yonsei University
– 2017 – Present : Associate Dean, Yonsei University Graduate School of Business
2017 – Present Vice President, Korean Academic Society of Business Administration
2017 – Present Vice President, The Korean Association of Small Business Studies |
<Details of the Proposed Amendments to the Articles of Incorporation>
Title | Contents | Reasons for Amendment | ||||
1. Addition for Purpose | 22. New and renewable energy, energy generation business, electrical system design business and electrical safety management agent business
29. Total construction business
30. Specialized design services | Business Area Expansion to Electrical safety management agent business
Clarification of Business Purpose Business Area Expansion | ||||
2. Deletion for Purpose | - | - | ||||
3. Amendment for Purpose | Before Amendment | After Amendment | - | |||
29. Any and all other activities or businesses incidental to or necessary for attainment of the foregoing | 31. Any and all other activities or businesses incidental to or necessary for attainment of the foregoing | Change in subparagraph |