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 March 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: March 23, 2018 KT Corporation | ||
| By: | /s/ Seunghoon Chi | |
| Name: | Seunghoon Chi | |
| Title: | Vice President | |
| By: | /s/ Youngkyoon Yun | |
| Name: | Youngkyoon Yun | |
| Title: | Director | |
Results of the 36th Annual General Meeting of Shareholders
| 1. Approval of Financial Statements | (Unit: KRW Million, except for earnings per share) | |||||||||||
| The 36th Fiscal Year (Fiscal Year ended December 31, 2017) | ||||||||||||
| Consolidate | Total Assets | 29,580,628 | Revenues | 23,387,267 | ||||||||
| Total liabilities | 16,504,252 | Operating income | 1,375,286 | |||||||||
| Consolidate- Capital stock | 1,564,499 | Net income | 561,526 | |||||||||
| Total Stockholders’ Equity | 13,076,376 | Basic earnings per share (KRW) | 1,946 | |||||||||
| KT Separate | Total Assets | 23,334,923 | Revenues | 17,341,316 | ||||||||
| Total liabilities | 12,023,845 | Operating income | 952,161 | |||||||||
| Capital stock | 1,564,499 | Net income | 463,268 | |||||||||
| Total Stockholders’ Equity | 11,311,078 | Basic earnings per share (KRW) | 1,891 | |||||||||
| Audit Opinion | Consolidated | Unqualified | ||||||||||
| KT Separate | Unqualified | |||||||||||
| 2. Resolution of Dividends | ||||||||||||
| Type of dividend | Cash Dividend | |||||||||||
| Regular cash dividend per share (KRW) | 1,000 | |||||||||||
| Total cash dividends (KRW) | 245,097,055,000 | |||||||||||
| Dividend yield (%) | 3.2 | |||||||||||
| 3. Status of Directors (as of the date of appointment) | ||||||||||||
| A. Approval of Appointment of Directors | Appointment of Directors
- Two (2) Inside Directors : Hyeon Mo Ku, Seong Mok Oh - Three (3) Outside Directors : Suk-Gwon Chang, Kim, Dae-you, Lee, Gang-cheol
Appointment of members of Audit Committee
- Two (2) members of Audit Committee who are outside directors : Suk-Gwon Chang, Il Im |
| ||||||||||
| B. Number of Outside Directors Following Appointment | Total number of directors | 11 | ||||||||||
| Number of outside directors | 8 | |||||||||||
| Percentage of outside directors(%) | 72.7 | |||||||||||
| C. Number of Auditors Following Appointment | Standing auditors | — | ||||||||||
| Non-standing auditor | — | |||||||||||
| D. Number of Members of Audit Committee Following Appointment | Number of members of Audit Committee who are outside directors | 4 | ||||||||||
| Number of members of Audit Committee who arenon-outside directors | 0 | |||||||||||
| 4. Details of Other Resolutions | Agenda Item No. 1 Approval of the 36th Financial Statements: approved as originally proposed
Agenda Item No. 2 Amendment of Articles of Incorporation
– ItemNo. 2-1 Amendment of Purpose : approved as originally proposed – ItemNo. 2-2 Amendment of Corporate Governance : approved as originally proposed
Agenda Item No. 3. Election of Directors (Total of Five(5) Directors: Two(2) Inside Directors, Three(3) Outside Directors)
– ItemNo. 3-1 Inside Director Candidate : Hyeon Mo Ku: approved as originally proposed – ItemNo. 3-2 Inside Director Candidate : Seong Mok Oh: approved as originally proposed – ItemNo. 3-3 Outside Director Candidate : Suk-Gwon Chang: approved as originally proposed – ItemNo. 3-4 Outside Director Candidate : Kim, Dae-you: approved as originally proposed – ItemNo. 3-5 Outside Director Candidate : Lee, Gang-cheol: approved as originally proposed
Agenda Item No. 4 Election of members of Audit Committee (Total of Two(2) members of Audit Committee)
– ItemNo. 4-1. Audit Committee Candidate : Suk-Gwon Chang: approved as originally proposed – ItemNo. 4-2. Audit Committee Candidate : Il Im: approved as originally proposed
Agenda Item No. 5. Approval of Limit on Remuneration of Directors: approved as originally proposed | |||||
| 5. Date of Annual General Meeting of Shareholders | March 23, 2018 | |||||
| 6. Reference | AGM Notice on March 2, 2018 | |||||
Details relating to Elected Inside Directors
Name | Date of Birth | Term | Whether Newly Elected | Work Experience (including current position) | ||||
| 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 Relating to Elected Outside Directors
| Name | Date of Birth | Term | Whether Newly Elected | Work Experience (including current position) | Current Outside Director of Other Company | |||||
| 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 Relating to Elected Audit Committee Members
| Name | Date of Birth | Term | Whether Newly Elected | Whether Outside Director | Work Experience (including current position) | |||||
| 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 Relating to Amendment of Purpose
| 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 | ||||
