SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

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

THE SECURITIES EXCHANGE ACT OF 1934

For the month of March 2023

Commission File Number 1-14926

 

 

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 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):  ☐

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):  ☐

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 Rule 12g3-2(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 Rule 12g3-2(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 31, 2023
KT Corporation
By:   /s/ Seunghoon Chi
Name:   Seunghoon Chi
Title:   Vice President
By:   /s/ Sanghyun Cho
Name:   Sanghyun Cho
Title:   Director

Results of the 41th Annual General Meeting of Shareholders

 

1. Approval of Financial Statements    (Unit: KRW millions, except for EPS)

 

The 41th Fiscal Year (Year-end on December 31, 2021)

 

Consolidated

    Total Assets    40,980,681    Revenues      25,650,011  
   Total Liabilities    22,565,958    Operating Income      1,690,088  
   Share Capital    1,564,499    Net Income      1,387,663  
   Total Equity    18,414,723    Basic EPS (KRW)      5,209  

KT Separate

    Total Assets    30,417,774    Revenues      18,289,243  
   Total Liabilities    15,559,694    Operating Income      1,168,103  
   Share Capital    1,564,499    Net Income      763,750  
   Total Equity    14,858,080    Basic EPS (KRW)      3,153  

Audit Opinions

       Consolidated    Unqualified

 

   KT Separate    Unqualified

 

2. Resolution of Dividends

 

- Type of Dividend

    Cash Dividend

 

- Cash Dividend per Share (KRW)

    1,960

 

- Total Amount of Cash Dividends (KRW)

    501,843,648,880

 

- Dividend Yield (%)

    5.5

 

3. The status of election of directors

 

- The number of outside director after the election

    Total number of directors         4  
   The number of outside director         4  
   The proportion of outsider director election         100%  

- The number of members of audit committee after the election

       The member of audit committee who is outsider director      3  
      The member of audit committee who is not outsider director      0  

4. Result of Resolutions

Agenda No. 1. Election of Representative Director (Representative Director Candidate : Mr. Kyoung-Lim Yun)

 

  g  

Withdrew the agenda by resignation of the candidate

Agenda No. 2. Approval of Financial Statements for the 41th Fiscal Year

 

  g  

Approved as originally proposed

Agenda No. 3. Amendment to the Articles of Incorporation

 

  •  

Agenda No. 3-1 Amendment to add items in Business Purposes

 

  g  

Approved as originally proposed

 

  •  

Agenda No. 3-2 Duty to report purpose of holding treasury stocks and plans for cancellation and disposal

 

  g  

Approved as originally proposed

 

  •  

Agenda No. 3-3 Shareholders approval required in case of acquisition of stock of other companies for cross shareholding through treasury stocks

 

  g  

Approved as originally proposed

Agenda No. 4. Election of Directors

 

  •  

Agenda No. 4-1, Inside Director Candidate - Mr. Chang-Seok Seo

 

  g  

Withdrew due to the invalidation of recommendation by the Representative Candidate

 

  •  

Agenda No. 4-2, Inside Director Candidate - Mr. Kyung-Min Song

 

  g  

Withdrew due to the invalidation of recommendation by the Representative Candidate

 

  •  

Agenda No. 4-3 Outside Director Candidate - Mr. Chung-Gu Kang

 

  g  

Withdrew the agenda by resignation of the candidate

 

  •  

Agenda No. 4-4 Outside Director Candidate - Mrs. Eun-Jung Yeo

 

  g  

Withdrew the agenda by resignation of the candidate

 

  •  

Agenda No. 4-5 Outside Director Candidate - Mr. Seung Tae Lim

 

  g  

Withdrew the agenda by resignation of the candidate

 

  •  

Agenda No. 4-6 Outside Director Candidate - Mr. Hyun-Myung Pyo

 

  g  

Withdrew the agenda by resignation of the candidate

Agenda No. 5. Election of Member of the Audit Committee

 

  •  

Agenda No. 5-1 Members of the Audit Committee Candidate - Mr. Chung-Gu Kang

 

  g  

Withdrew the agenda by resignation of the candidate

 

  •  

Agenda No. 5-2 Election of Member of the Audit Committee - Mrs. Eun-Jung Yeo

 

  g  

Withdrew the agenda by resignation of the candidate

Agenda No. 6. Approval of Ceiling Amount on Remuneration of Directors

 

  g  

Approved as originally proposed

Agenda No. 7. Employment Contract for the Representative Director

 

  g  

Withdrew the agenda by resignation of the Representative Director Candidate

Agenda No. 8. Amendment to Severance Pay Regulations for Executives

 

  g  

Approved as originally proposed

 

5. Date of Annual General Meeting of Shareholders    March 31, 2023

6. Additional Details Relevant to Investment Consideration   

With regard to Annual General Meeting of shareholders on March 31 2023, although the company has made its best effort to secure voting rights by introducing the electronic voting and requesting delegation of voting rights through mail or visit, agendas No. 1, 4, 5, and 7 were discarded.

 

In accordance with Articles 386 and 393-2 of the Commercial Act, the directors, Chung-Gu Kang, Eun-Jung Yeo, and Hyun-Myung Pyo, whose term of the office expires on March 31 2023, will maintain their rights and responsibilities as outside director.

 

Therefore, the board of directors and Committees within the board of directors will be formed with total of 4 outside directors including 3 outside directors above.

 

The company plans to appoint directors through an extraordinary general meeting of shareholders throughout the year in 2023.
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