As filed with the Securities and Exchange Commission on April 30, 201329, 2015

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 20-F

(Mark One)

 

    ¨REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

 

    xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 20122014

OR

 

    ¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                to            .

OR

 

    ¨SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report                .

Commission file number 000-53445

KB Financial Group Inc.

(Exact name of Registrant as specified in its charter)

KB Financial Group Inc.

(Translation of Registrant’s name into English)

The Republic of Korea

(Jurisdiction of incorporation or organization)

9-1, 2-ga,84, Namdaemoon-ro, Jung-gu, Seoul 100-703, Korea

(Address of principal executive offices)

Kyu Sul Choi

9-1, 2-ga,84, Namdaemoon-ro, Jung-gu, Seoul 100-703, Korea

Telephone No.: +82-2-2073-2844

Facsimile No.: +82-2-2073-2848

(Name, telephone, e-mail and/or facsimile number and address of company contact person)

Securities registered or to be registered pursuant to Section 12(b) of the Act.

 

Title of each class

  

Name of each exchange on which registered

American Depositary Shares, each representing
one share of Common Stock
  New York Stock Exchange
Common Stock, par value ₩5,000 per share  New York Stock Exchange*

Securities registered or to be registered pursuant to Section 12(g) of the Act.

None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.

None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

386,351,693 shares of Common Stock, par value5,000 per share

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  x Yes  ¨ No

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.  ¨ Yes  x No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  x Yes  ¨ No

Indicate by check mark whether the registrant has submitted electronically and posted on its Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  ¨ Yes  ¨ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

  x    Large accelerated filer                 ¨    Accelerated filer                 ¨    Non-accelerated filer

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

 

¨    U.S. GAAP

  

  x    International Financial Reporting Standards as issued

by the International Accounting Standards Board

  ¨    OtherOther

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.  ¨ Item 17  ¨ Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  ¨ Yes  x No

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.  ¨ Yes  ¨ No

*Not for trading, but only in connection with the registration of the American Depositary Shares.

 

 

 


TABLE OF CONTENTS

 

PRESENTATION OF FINANCIAL AND OTHER INFORMATION

   1  

FORWARD-LOOKING STATEMENTS

   2  

Item 1.

  IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS   3  

Item 2.

  OFFER STATISTICS AND EXPECTED TIMETABLE   3  

Item 3.

  KEY INFORMATION   3  
  Item 3.A.  Selected Financial Data   3  
  Item 3.B.  Capitalization and Indebtedness   1011  
  Item 3.C.  Reasons for the Offer and Use of Proceeds   1011  
  Item 3.D.  Risk Factors   1011  

Item 4.

  INFORMATION ON THE COMPANY   3032  
  Item 4.A.  History and Development of the Company   3032  
  Item 4.B.  Business Overview   3335  
  Item 4.C.  Organizational Structure   108107  
  Item 4.D.  Property, Plants and Equipment   110109  
Item 4A.  UNRESOLVED STAFF COMMENTS   110109  

Item 5.

  OPERATING AND FINANCIAL REVIEW AND PROSPECTS   110  
  Item 5.A.  Operating Results   110  
  Item 5.B.  Liquidity and Capital Resources   142140  
  Item 5.C.  Research and Development, Patents and Licenses, etc.   147145  
  Item 5.D.  Trend Information   147145  
  Item 5.E.  Off-Balance Sheet Arrangements   148145  
  Item 5.F.  Tabular Disclosure of Contractual Obligations   148145  
  Item 5.G.  Safe Harbor   148145  

Item 6.

  DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES   148146  
  Item 6.A.  Directors and Senior Management   148146  
  Item 6.B.  Compensation   152149  
  Item 6.C.  Board Practices   153150  
  Item 6.D.  Employees   155151  
  Item 6.E.  Share Ownership   157153  

Item 7.

  MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS   159155  
  Item 7.A.  Major Shareholders   159155  
  Item 7.B.  Related Party Transactions   159155  
  Item 7.C.  Interests of Experts and Counsel   160155  

Item 8.

  FINANCIAL INFORMATION   160155  
  Item 8.A.  Consolidated Statements and Other Financial Information   160155  
  Item 8.B.  Significant Changes   163159  

 

i


Item 9.

  THE OFFER AND LISTING   163159  
  Item 9.A.  Offering and Listing Details   163159  
  Item 9.B.  Plan of Distribution   164160  
  

Item 9.C.

  Markets   164160  
  

Item 9.D.

  Selling Shareholders   171167  
  

Item 9.E.

  Dilution   171167  
  

Item 9.F.

  Expenses of the Issue   171167  

Item 10.

  ADDITIONAL INFORMATION   171167  
  

Item 10.A.

  Share Capital   171167  
  

Item 10.B.

  Memorandum and Articles of Association   171167  
  

Item 10.C.

  Material Contracts   177173  
  

Item 10.D.

  Exchange Controls   178173  
  

Item 10.E.

  Taxation   179174  
  

Item 10.F.

  Dividends and Paying Agents   184179  
  

Item 10.G.

  StatementsStatement by Experts   184179  
  

Item 10.H.

  Documents on Display   184179  
  

Item 10.I.

  Subsidiary Information   184179  

Item 11.

  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK   184179  

Item 12.

  DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES   205200  

Item 13.

  DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES   206201  

Item 14.

  MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS   206201  

Item 15.

  CONTROLS AND PROCEDURES   206201  

Item 16.

  [RESERVED]   207202  

Item 16A.

  

AUDIT COMMITTEE FINANCIAL EXPERT

   207202  

Item 16B.

  

CODE OF ETHICS

   207203  

Item 16C.

  

PRINCIPAL ACCOUNTANT FEES AND SERVICES

   208203  

Item 16D.

  

EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

   208203  

Item 16E.

  

PURCHASE OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

   208204  

Item 16F.

  

CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT

   208204  

Item 16G.

  

CORPORATE GOVERNANCE

   209204  

Item 16H.

  

MINE SAFETY DISCLOSURE

   210205  

Item 17.

  FINANCIAL STATEMENTS   210205  

Item 18.

  FINANCIAL STATEMENTS   210205  

Item 19.

  EXHIBITS   210206  

 

ii


PRESENTATION OF FINANCIAL AND OTHER INFORMATION

The financial statements included in this annual report are prepared in accordance with International Financial Reporting Standards, or IFRS, as issued by the International Accounting Standards Board, or IASB. As such, we make an explicit and unreserved statement of compliance with IFRS as issued by the IASB with respect to our consolidated financial statements as of January 1, 2013, December 31, 20112013 and 20122014 and for the years ended December 31, 2010, 20112012, 2013 and 20122014 included in this annual report. Unless indicated otherwise, the financial information in this annual report (i) as of and for the years ended December 31, 2010, 2011, 2012, 2013 and 20122014 has been prepared in accordance with IFRS as issued by the IASB, and (ii) as of and for the years ended December 31, 2008 and 2009 has beenwhich is not comparable to information prepared in accordance with generally accepted accounting principles in the United States, or U.S. GAAP, which is not comparable to information prepared in accordance with IFRS.GAAP.

In accordance with rule amendments adopted by the U.S. Securities and Exchange Commission which became effective on March 4, 2008, we are not required to provide a reconciliation to U.S. GAAP.

Unless expressly stated otherwise, all financial data included in this annual report are presented on a consolidated basis.

We were established on September 29, 2008 pursuant to a “comprehensive stock transfer” under Korean law, whereby holders of the common stock of Kookmin Bank and certain of its subsidiaries transferred all of their shares to us, a new financial holding company, and in return received shares of our common stock. See “Item 4.A. History and Development of the Company—The Establishment of KB Financial Group.” The consolidated financial data included in this annual report are, as of dates and for periods prior to the date of the stock transfer, for Kookmin Bank and its subsidiaries, and as of dates and for periods from and after the date of the stock transfer, for us and our subsidiaries, including Kookmin Bank.

In this annual report:

 

references to “we,” “us” or “KB Financial Group” are to KB Financial Group Inc. and, unless the context otherwise requires, its subsidiaries and, for periods of time prior to the establishment of KB Financial Group on September 29, 2008, Kookmin Bank and, unless the context otherwise requires, its subsidiaries as of such periods;subsidiaries;

 

references to “Korea” are to the Republic of Korea;

 

references to the “government” are to the government of the Republic of Korea;

 

references to “Won” or “₩” are to the currency of Korea; and

 

references to “U.S. dollars,” “$” or “US$” are to United States dollars.

Discrepancies between totals and the sums of the amounts contained in any table may be a result of rounding.

For your convenience, this annual report contains translations of Won amounts into U.S. dollars at the noon buying rate of the Federal Reserve Bank of New York for Won in effect on December 31, 2012,2014, which was ₩1,063.2₩1,090.9 = US$1.00.

FORWARD-LOOKING STATEMENTS

The U.S. Securities and Exchange Commission encourages companies to disclose forward-looking information so that investors can better understand a company’s future prospects and make informed investment decisions. This annual report contains forward-looking statements.

Words and phrases such as “aim,” “anticipate,” “assume,” “believe,” “contemplate,” “continue,” “estimate,” “expect,” “future,” “goal,” “intend,” “may,” “objective,” “plan,” “positioned,” “predict,” “project,” “risk,” “seek to,” “shall,” “should,” “will likely result,” “will pursue,” “plan” and words and terms of similar substance used in connection with any discussion of future operating or financial performance or our expectations, plans, projections or business prospects identify forward-looking statements. In particular, the statements under the headings “Item 3.D. Risk Factors,” “Item 5. Operating and Financial Review and Prospects” and “Item 4.B. Business Overview” regarding our financial condition and other future events or prospects are forward-looking statements. All forward-looking statements are management’s present expectations of future events and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements.

In addition to the risks related to our business discussed under “Item 3.D. Risk Factors,” other factors could cause actual results to differ materially from those described in the forward-looking statements. These factors include, but are not limited to:

 

our ability to successfully implement our strategy;

 

future levels of non-performing loans;

 

our growth and expansion;

 

the adequacy of allowances for credit and investment losses;

 

technological changes;

 

interest rates;

 

investment income;

 

availability of funding and liquidity;

 

cash flow projections;

 

our exposure to market risks; and

 

adverse market and regulatory conditions.

By their nature, certain disclosures relating to these and other risks are only estimates and could be materially different from what actually occurs in the future. As a result, actual future gains, losses or impact on our income or results of operations could materially differ from those that have been estimated. For example, revenues could decrease, costs could increase, capital costs could increase, capital investment could be delayed and anticipated improvements in performance might not be fully realized.

In addition, other factors that could cause actual results to differ materially from those estimated by the forward-looking statements contained in this annual report could include, but are not limited to:

 

general economic and political conditions in Korea or other countries that have an impact on our business activities or investments;

 

the monetary and interest rate policies of Korea;

 

inflation or deflation;

unanticipated volatility in interest rates;

foreign exchange rates;

 

prices and yields of equity and debt securities;

 

the performance of the financial markets in Korea and globally;

 

changes in domestic and foreign laws, regulations and taxes;

 

changes in competition and the pricing environments in Korea; and

 

regional or general changes in asset valuations.

For further discussion of the factors that could cause actual results to differ, see the discussion under “Item 3.D. Risk Factors” contained in this annual report. We caution you not to place undue reliance on the forward-looking statements, which speak only as of the date of this annual report. Except as required by law, we are not under any obligation, and expressly disclaim any obligation, to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise.

All subsequent forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this annual report.

 

Item 1.IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Not applicable.

 

Item 2.OFFER STATISTICS AND EXPECTED TIMETABLE

Not applicable.

 

Item 3.KEY INFORMATION

 

Item 3.A.Selected Financial Data

The selected consolidated financial and operating data set forth below as of and for the years ended December 31, 2010, 2011, 2012, 2013 and 20122014 have been derived from our audited consolidated financial statements, which have been prepared in accordance with IFRS as issued by the IASB. Our consolidated financial statements as of and for the years ended December 31, 2010, 2011, 2012, 2013 and 20122014 have been audited by independent registered public accounting firm Samil PricewaterhouseCoopers.

You should read the following data together with the more detailed information contained in “Item 5. Operating and Financial Review and Prospects” and our consolidated financial statements included elsewhere in this annual report. Historical results do not necessarily predict future results.

Consolidated statements of comprehensive income data

 

 Year Ended December 31,  Year Ended December 31, 
 2010 2011 2012 2012 (1)  2010(1) 2011(1) 2012(1)(2) 2013(1)(2) 2014(1)(2) 2014(3) 
 (in billions of Won, except common share data) (in millions of US$,
except common
share data)
  (in billions of Won, except common share data) (in millions of US$,
except common
share data)
 

Interest income

     13,052       13,956       14,156   US$    13,314       13,052       13,956       14,210       12,357       11,635   US$    10,666  

Interest expense

  (6,878  (6,852  (7,040  (6,621  (6,878  (6,852  (7,172  (5,834  (5,219  (4,785
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Net interest income

  6,174    7,104    7,116    6,693    6,174    7,104    7,038    6,523    6,416    5,881  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Fee and commission income

  2,482    2,830    2,779    2,613    2,482    2,830    2,754    2,657    2,666    2,444  

Fee and commission expense

  (777  (1,035  (1,186  (1,115  (777  (1,035  (1,187  (1,178  (1,283  (1,176
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Net fee and commission income

  1,705    1,795    1,593    1,498    1,705    1,795    1,567    1,479    1,383    1,268  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Net gains on financial assets and liabilities at fair value through profit or loss

  815    1,036    651    612    815    1,036    812    757    439    403  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Net other operating income (expenses)

  (1,068  (1,092  (1,455  (1,369  (1,068  (1,092  (1,532  (1,305  (1,041  (954
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

General and administrative expenses

  (4,367  (3,932  (3,885  (3,655  (4,380  (3,887  (3,846  (3,984  (4,010  (3,676
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Operating profit before provision for credit losses

  3,259    4,911    4,020    3,779    3,246    4,956    4,039    3,470    3,187    2,922  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Provision for credit losses

  (2,871  (1,513  (1,608  (1,512  (2,871  (1,513  (1,607  (1,443  (1,228  (1,126
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Net operating profit

  388    3,398    2,412    2,267    375    3,443    2,432    2,027    1,959    1,796  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Share of profit (loss) of associates and joint ventures

  (211  5    (14  (13  (211  5    (15  (199  13    12  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Net other non-operating income (expense)

  (28  (142  (137  (128  (28  (142  (118  (12  (71  (65
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Net non-operating profit (loss)

  (239  (137  (151  (141  (239  (137  (133  (211  (58  (53
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Profit before income tax

  149    3,261    2,261    2,126    136    3,306    2,299    1,816    1,901    1,743  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Tax income (expense)(4)

  71    (832  (549  (517  (254  (565  (520  (541  (486  (446
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Profit for the year(4)

 220   2,429   1,712   US$1,609   (118 2,741   1,779   1,275   1,415   US$1,297  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Items that will not be reclassified to profit or loss:

      

Actuarial gains (losses) on post defined benefit pension plans

  9    (32  (30  41    (100  (91

Items that may be reclassified subsequently to profit or loss:

      

Exchange differences on translating foreign operations

  (7  6    (26  (24  (7  6    (26  (2  17    16  

Change in value of financial investments

  108    (240  250    235    108    (240  246    (4  249    228  

Shares of other comprehensive loss of associates and joint ventures

  (2  (1  (44  (42  (2  (1  (44  (10  (32  (29

Cash flow hedges

  —      (1  (1  (1  —      (1  (1  2    (10  (10
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Other comprehensive income (loss) for the year, net of tax

  99    (236  179    168    108    (268  145    27    124    114  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total comprehensive income for the year

 319   2,193   1,891   US$1,777  

Total comprehensive income for the
year
(4)

 (10 2,473   1,924   1,302   1,539   US$1,411  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Profit attributable to:

          

Stockholders

 147   2,373   1,703   US$1,601   (191 2,686   1,770   1,272   1,401   US$1,284  

Non-controlling interests

  73    56    9    8    73    55    9    3    14    13  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 
 220   2,429   1,712   US$1,609   (118 2,741   1,779   1,275   1,415   US$1,297  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total comprehensive income attributable to:

          

Stockholders

 226   2,134   1,871   US$1,759   (103 2,414   1,904   1,313   1,526   US$1,399  

Non-controlling interests

  93    59    20    18    93    59    20    (11  13    12  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 
 319   2,193   1,891   US$1,777   (10 2,473   1,924   1,302   1,539   US$1,411  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Earnings per share

    

Earnings per share(4)

      

Basic earnings per share

 427   6,461   4,408   US$4.15   (558 7,310   4,580   3,291   3,626   US$3.32  

Diluted earnings per share

  427    6,445    4,394    4.13    (558  7,293    4,567    3,277    3,611    3.31  

 

(1)

Pursuant to amendments to International Accounting Standards 19, or IAS 19,Employee Benefits, which are effective beginning in 2013, our consolidated financial statements as of and for the years ended December 31, 2013 and 2014 reflect changes in the methodology for recognition and measurement of actuarial gains and losses and expected returns and service costs relating to our employee pension plans. Our consolidated financial statements as of and for the year ended December 31, 2012 have been restated to retroactively apply such changes. Amounts for 2012 reflect such restatement, and amounts for 2010 and 2011 have been correspondingly restated.

(2)

Pursuant to the adoption of IFRS 10,Consolidated Financial Statements, which is effective beginning in 2013, our consolidated financial statements as of and for the years ended December 31, 2013 and 2014 include trust accounts for which we guarantee only the repayment of principal, as well as certain other entities, which were not previously subject to consolidation, while excluding certain other entities that were previously consolidated. Our consolidated financial statements as of and for the year ended December 31, 2012 have been restated to retroactively apply this change. Amounts for 2012 reflect such restatement, while amounts for 2010 and 2011 have not been correspondingly restated.

(3) 

Won amounts are expressed in U.S. dollars at the rate of ₩1,063.2₩1,090.9 to US$1.00, the noon buying rate in effect on December 31, 20122014 as quoted by the Federal Reserve Bank of New York in the United States.

(4)

The amounts for 2014 reflect a change in our accounting policy with respect to uncertain tax positions in 2014, based on the guidance in International Accounting Standards 12, or IAS 12,Income Taxes, which allows recognition of tax payments as current income tax assets to the extent it is probable that they will be recovered from the tax authorities. Corresponding amounts for 2010, 2011, 2012 and 2013 have been restated to retroactively apply this change. See “Item 5.A. Operating Results—Overview—Changes in Accounting Policies” and Note 2.1 of the notes to our consolidated financial statements included elsewhere in this annual report.

Consolidated statements of financial position data

 

  Year Ended December 31,  Year Ended December 31, 
  2010 2011   2012   2012 (1)  2010(1) 2011(1) 2012(1)(2) 2013(1)(2) 2014(1)(2) 2014(3) 
  (in billions of Won)   (in millions of US$)  (in billions of Won) 

(in millions

of US$)

 

Assets

          

Cash and due from financial institutions

  6,830   9,178    10,568    US$9,940   6,830   9,178   10,593   14,793   15,424   US$14,139  

Financial assets at fair value through profit or loss

   4,014    6,326     6,299     5,925    4,014    6,326    9,560    9,329    10,758    9,862  

Derivative financial assets

   2,595    2,449     2,025     1,904    2,595    2,449    2,091    1,819    1,968    1,804  

Loans

   197,621    212,107     212,716     200,064    197,621    212,107    213,645    219,001    231,450    212,166  

Financial investments

   36,190    35,432     36,897     34,703    36,190    35,432    36,467    34,849    34,961    32,048  

Investments in associates and joint ventures

   723    892     1,035     974    723    892    935    755    670    614  

Property and equipment

   3,150    3,186     3,104     2,919    3,150    3,186    3,100    3,061    3,083    2,826  

Investment property

   53    52     53     50    53    52    53    166    378    346  

Intangible assets

   505    468     500     470    505    468    493    443    489    448  

Current income tax assets(4)(5)

  135    292    333    347    306    281  

Deferred income tax assets

   4    22     19     17    4    22    18    16    16    14  

Assets held for sale

   9    10     36     33    9    10    35    38    70    64  

Other assets

   7,077    7,479     8,755     8,234  

Other assets(5)

  6,942    7,467    8,747    7,551    8,783    8,052  
  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total assets

      258,771       277,601        282,007    US$265,233   258,771   277,881   286,070   292,168   308,356   US$ 282,664  
  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Liabilities

             

Financial liabilities at fair value through profit or loss

  1,295   1,388    1,851    US$1,741   1,295   1,388   1,851   1,115   1,819   US$1,667  

Derivative financial liabilities

   2,236    2,059     2,069     1,946    2,236    2,059    2,055    1,795    1,797    1,648  

Deposits

   179,862    190,337     194,403     182,840    179,862    190,337    197,346    200,882    211,549    193,923  

Debts

   11,745    16,824     15,970     15,020    11,745    16,824    15,965    14,101    15,865    14,543  

Debentures

   29,107    27,070     24,132     22,696    29,107    27,070    24,270    27,040    29,201    26,768  

Provisions

   1,020    798     670     630    1,020    798    670    678    614    563  

Defined benefit liabilities

   125    128     75     71    125    128    84    64    76    69  

Current income tax liabilities

   30    589     265     249    30    589    265    211    232    213  

Deferred income tax liabilities

   284    221     130     122    284    221    154    62    93    85  

Other liabilities

   13,401    15,087     17,738     16,683    13,401    15,087    18,328    20,237    19,597    17,965  
  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total liabilities

  239,105   254,501    257,303    US$241,998   239,105   254,501   260,988   266,185   280,843   US$257,444  
  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total Equity

       

Capital stock

  1,932   1,932    1,932    US$1,817  

Capital surplus

   15,990    15,842     15,840     14,898  

Accumulated other comprehensive income

   431    191     360     339  

Retained earnings

   2,621    4,953     6,377     5,998  

Treasury shares

   (2,477  —       —       —    
  

 

  

 

   

 

   

 

 

Equity attributable to stockholders

   18,497    22,918     24,509     23,052  

Non-controlling interests

   1,169    182     195     183  
  

 

  

 

   

 

   

 

 

Total equity

  19,666   23,100    24,704    US$23,235  
  

 

  

 

   

 

   

 

 

Total liabilities and equity

  258,771   277,601    282,007    US$265,233  
  

 

  

 

   

 

   

 

 

  Year Ended December 31, 
  2010(1)  2011(1)  2012(1)(2)  2013(1)(2)  2014(1)(2)  2014(3) 
  (in billions of Won)  

(in millions

of US$)

 

Total Equity

      

Capital stock

 1,932   1,932   1,932   1,932   1,932   US$1,771  

Capital surplus

  15,990    15,842    15,840    15,855    15,855    14,534  

Accumulated other comprehensive income

  440    168    295    336    461    422  

Retained earnings(4)

  2,612    5,256    6,820    7,860    9,067    8,312  

Treasury shares

  (2,477  —      —      —      —      —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Equity attributable to stockholders

  18,497    23,198    24,887    25,983    27,315    25,039  

Non-controlling interests

  1,169    182    195    —      198    181  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total equity

 19,666   23,380   25,082   25,983   27,513   US$25,220  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total liabilities and equity

 258,771   277,881   286,070   292,168   308,356   US$282,664  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

 

(1)

Pursuant to amendments to IAS19,Employee Benefits, which are effective beginning in 2013, our consolidated financial statements as of and for the years ended December 31, 2013 and 2014 reflect changes in the methodology for recognition and measurement of actuarial gains and losses and expected returns and service costs relating to our employee pension plans. Our consolidated financial statements as of and for the year ended December 31, 2012 have been restated to retroactively apply such changes. Amounts as of December 31, 2012 reflect such restatement, and amounts as of December 31, 2010 and 2011 have been correspondingly restated.

(2)

Pursuant to the adoption of IFRS 10,Consolidated Financial Statements, which is effective beginning in 2013, our consolidated financial statements as of and for the years ended December 31, 2013 and 2014 include trust accounts for which we guarantee only the repayment of principal, as well as certain other entities, which were not previously subject to consolidation, while excluding certain other entities that were previously consolidated. Our consolidated financial statements as of and for the year ended December 31, 2012 have been restated to retroactively apply this change. Amounts as of December 31, 2012 reflect such restatement, while amounts as of December 31, 2010 and 2011 have not been correspondingly restated.

(3) 

Won amounts are expressed in U.S. dollars at the rate of ₩1,063.2₩1,090.9 to US$1.00, the noon buying rate in effect on December 31, 20122014 as quoted by the Federal Reserve Bank of New York in the United States.

(4)

The amounts as of December 31, 2014 reflect a change in our accounting policy with respect to uncertain tax positions in 2014, based on the guidance in IAS 12,Income Taxes, which allows recognition of tax payments as current income tax assets to the extent it is probable that they will be recovered from the tax authorities. Corresponding amounts as of December 31, 2010, 2011, 2012 and 2013 have been restated to retroactively apply this change. See “Item 5.A. Operating Results—Overview—Changes in Accounting Policies” and Note 2.1 of the notes to our consolidated financial statements included elsewhere in this annual report.

(5)

Prepaid income tax expenses amounting to ₩135 billion, ₩12 billion, ₩15 billion and ₩18 billion as of December 31, 2010, 2011, 2012 and 2013, respectively, have been reclassified from other assets into current income tax assets. See Note 33 of the notes to our consolidated financial statements included elsewhere in this annual report.

Profitability ratios and other data

 

  Year Ended December 31,  As of or for the year Ended December 31, 
          2010                 2011                 2012          2010 2011 2012 2013 2014 
  (Percentages)  (Percentages) 

Profit (loss) attributable to stockholders as a percentage of:

         

Average total assets(1)

   0.05  0.86  0.59  (0.07)%   0.99  0.60  0.44  0.47

Average stockholders’ equity(1)

   0.76    10.07    7.06    (0.98  11.47    7.13    5.00    5.30  

Dividend payout ratio(2)

   28.08    11.72    13.61    (21.47  10.23    13.40    15.01    21.48  

Net interest spread(3)

   2.37    2.64    2.50    2.37    2.64    2.48    2.31    2.22  

Net interest margin(4)

   2.58    2.88    2.74    2.58    2.88    2.71    2.51    2.39  

Efficiency ratio(5)

   57.26    44.46    49.15    57.44    43.96    48.78    53.45    55.72  

Cost-to-average assets ratio(6)

   1.63    1.43    1.36    1.64    1.41    1.33    1.37    1.34  

Won loans (gross) as a percentage of Won deposits

   107.56    107.97    107.53    107.56    107.97    106.37    107.12    107.73  

Total loans (gross) as a percentage of total deposits

   111.96    113.25    111.10    111.96    113.25    109.92    110.44    110.57  

 

(1) 

Average balances are based on daily balances for our banking, credit card and investment and securities operations and monthly or quarterly balances for our other operations.

(2) 

Represents the ratio of total dividends declared on common stock as a percentage of profit attributable to stockholders.

(3) 

Represents the difference between the yield on average interest earning assets and cost of average interest bearing liabilities.

(4) 

Represents the ratio of net interest income to average interest earning assets.

(5) 

Represents the ratio of general and administrative expenses to the sum of net interest income, net fee and commission income, net gain on financial assets and liabilities at fair value through profit or loss and net other operating income.

(6) 

Represents the ratio of general and administrative expenses to average total assets.

Capital ratios

 

  Year Ended December 31,   As of or for the year Ended December 31, 
          2011                 2012           2012(1) 2013 2014 
  (Percentages)   (Percentages) 

Consolidated capital adequacy ratio of KB Financial Group(1)(2)

   13.00  13.90   13.90  15.38  15.53

Capital adequacy ratios of Kookmin Bank

       

Tier I capital adequacy ratio(2)(3)

   10.30  10.87   10.87    12.61    13.38  

Tier II capital adequacy ratio(2)

   3.25    3.53  

Common equity Tier I capital adequacy ratio(3)

   —      12.61    13.38  

Tier II capital adequacy ratio(3)

   3.53    2.81    2.59  

Average stockholders’ equity as a percentage of average total assets

   8.58    8.42     8.47    8.87    8.83  

 

(1)

With effect from December 1, 2013, the Financial Services Commission adopted amended guidelines that implemented capital adequacy requirements in Korea based on Basel III. Capital adequacy ratios as of December 31, 2012 were computed in accordance with previously applicable guidelines based on Basel I (for KB Financial Group) and Basel II (for Kookmin Bank) and therefore are not directly comparable to corresponding ratios as of December 31, 2013 and 2014.

(2) 

Under applicable guidelines of the Financial Services Commission, we, as a bank holding company, are required to maintain a minimum consolidated capital adequacy ratio of 8%. See “Item 5.B. Liquidity4.B. Business Overview—Supervision and Capital Resources—Regulation—Principal Regulations Applicable to Financial Condition—Holding Companies—Capital Adequacy.”

(2)(3) 

Kookmin Bank’s capital adequacy ratios are computed in accordance with the guidelines issued by the Financial Services Commission. See “Item 5.B. Liquidity4.B. Business Overview—Supervision and Capital Resources—Financial Condition—Regulation—Principal Regulations Applicable to Banks—Capital Adequacy.”

Credit portfolio ratios and other data

 

  As of December 31,   As of December 31, 
  2010 2011 2012   2010 2011 2012 2013 2014 
  (in billions of Won, except percentages)   (in billions of Won, except percentages) 

Total loans (1)

  201,377   215,555   215,985    201,377   215,555   216,914   221,862   233,902  

Total non-performing loans (2)

   1,612    1,180    1,516     1,612    1,180    1,606    1,421    1,068  

Other impaired loans not included in non-performing loans

   2,204    2,285    2,086     2,204    2,285    2,086    2,669    1,996  

Total of non-performing loans and other impaired loans

   3,816    3,465    3,602     3,816    3,465    3,692    4,090    3,064  

Total allowances for loan losses

   3,756    3,448    3,268     3,756    3,448    3,269    2,861    2,452  

Non-performing loans as a percentage of total loans

   0.80  0.55  0.70   0.80  0.55  0.74  0.64  0.46

Non-performing loans as a percentage of total assets

   0.62    0.43    0.54     0.62  0.42  0.56  0.49  0.35

Total of non-performing loans and other impaired loans as a percentage of total loans

   1.89    1.61    1.67     1.89  1.61  1.70  1.84  1.31

Allowances for loan losses as a percentage of total loans

   1.87    1.60    1.51     1.87  1.60  1.51  1.29  1.05

 

(1) 

Before deduction of allowances for loan losses.

(2) 

Non-performing loans are defined as those loans, including corporate, retail and other loans, which are past due by 90 days or more.

Selected Statistical Information

Average Balance Sheets and Related Interest

The following table shows our average balances and interest rates for the past three years:

 

 Year Ended December 31,  Year Ended December 31, 
 2010 2011 2012  2012 2013 2014 
 Average
Balance (1)
 Interest
Income  (2)(3)
 Average
Yield
 Average
Balance (1)
 Interest
Income  (2)(3)
 Average
Yield
 Average
Balance (1)
 Interest
Income  (2)(3)
 Average
Yield
  Average
Balance(1)
 Interest
Income(2)(3)
 Average
Yield
 Average
Balance(1)
 Interest
Income(2)(3)
 Average
Yield
 Average
Balance(1)
 Interest
Income(2)(3)
 Average
Yield
 
 (in billions of Won, except percentages)  (in billions of Won, except percentages) 

Assets

                  

Cash and interest earning deposits in other banks

 1,879   38    2.02 2,299   75    3.26 4,867   160    3.29 4,808   160    3.33 5,905   146    2.47 7,811   190    2.43

Financial investment (debt securities) (4)

  32,449    1,502    4.63    32,655    1,469    4.50    33,499    1,428    4.26  

Financial investment (debt securities) (4)

  33,382    1,426    4.27    33,339    1,269    3.81    31,530    1,120    3.55  

Loans:

                  

Corporate

  92,018    4,938    5.37    94,486    5,132    5.43    102,083    5,283    5.18    102,773    5,328    5.18    100,614    4,526    4.50    101,875    4,145    4.07  

Mortgage

  44,322    1,958    4.42    43,790    2,172    4.96    44,439    2,161    4.86    44,444    2,161    4.86    44,514    1,826    4.10    48,160    1,746    3.63  

Home equity

  26,524    1,258    4.74    29,399    1,513    5.15    30,170    1,534    5.08    30,170    1,535    5.09    30,275    1,287    4.25    32,030    1,216    3.80  

Other consumer

  28,075    1,996    7.11    29,179    2,176    7.46    29,548    2,152    7.28    29,721    2,163    7.28    30,536    1,974    6.46    32,981    2,019    6.12  

Credit cards (5)

  11,924    1,293    10.84    12,378    1,342    10.84    12,072    1,346    11.15    12,078    1,345    11.14    11,611    1,242    10.70    11,312    1,123    9.93  

Foreign

  2,082    69    3.31    2,441    77    3.15    2,744    92    3.35    2,744    92    3.35    2,851    87    3.05    2,631    76    2.89  
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

Loans (total)

  204,945    11,512    5.62    211,673    12,412    5.86    221,056    12,568    5.69    221,930    12,624    5.69    220,401    10,942    4.96    228,989    10,325    4.51  
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

Total average interest earning assets

 239,273   13,052    5.45 246,627   13,956    5.66 259,422   14,156    5.46 260,120   14,210    5.46 259,645   12,357    4.76 268,330   11,635    4.34
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

Cash and due from banks

  6,731    —      —      7,267    —      —      7,653    —      —      7,622    —      —      7,688    —      —      7,978    —      —    

Financial assets at fair value through profit or loss:

                  

Debt securities (3)

  6,891    —      —      5,056    —      —      5,638    —      —      8,744    —      —      8,091    —      —      8,631    —      —    

Equity securities

  369    —      —      674    —      —      1,005    —      —      1,026    —      —      1,280    —      —      847    —      —    

Other

  20    —      —      20    —      —      36    —      —      36    —      —      42    —      —      47    —      —    
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

Financial assets at fair value through profit or loss (total)

  7,280    —      —      5,750    —      —      6,679    —      —      9,806    —      —      9,413    —      —      9,525    —      —    

Financial investment (equity securities)

  3,138    —      —      3,687    —      —      2,755    —   ��  —      2,444    —      —      2,671    —      —      2,999    —      —    

Investment in associates

  744    —      —      764    —      —      968    —      —      934    —      —      882    —      —      698    —      —    

Derivative financial assets

  3,061    —      —      2,420    —      —      1,979    —      —      2,040    —      —      1,760    —      —      1,791    —      —    

Premises and equipment

  3,267    —      —      3,224    —      —      3,215    —      —      3,212    —      —      3,191    —      —      3,197    —      —    

Intangible assets

  454    —      —      477    —      —      546    —      —      539    —      —      475    —      —      463    —      —    

Allowances for loan losses

  (4,449  —      —      (4,227  —      —      (4,159  —      —      (4,159  —      —      (4,108  —      —      (3,556  —      —    

Other non-interest earning assets

  8,167    —      —      8,712    —      —      7,329    —      —      7,472    —      —      8,555    —      —      7,570    —      —    
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

Total average non-interest earning assets

  28,393    —      —      28,074    —      —      26,965    —      —      29,910    —      —      30,527    —      —      30,665    —      —    
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

Total average assets

 267,666   13,052    4.88 274,701   13,956    5.08 286,387   14,156    4.94 290,030  ��14,210    4.90 290,172   12,357    4.26 298,995   11,635    3.89
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

 Year Ended December 31,  Year Ended December 31, 
 2010 2011 2012  2012 2013 2014 
 Average
Balance  (1)
 Interest
Expense
 Average
Cost
 Average
Balance  (1)
 Interest
Expense
 Average
Cost
 Average
Balance  (1)
 Interest
Expense
 Average
Cost
  Average
Balance  (1)
 Interest
Expense
 Average
Cost
 Average
Balance  (1)
 Interest
Expense
 Average
Cost
 Average
Balance  (1)
 Interest
Expense
 Average
Cost
 
 (in billions of Won, except percentages)  (in billions of Won, except percentages) 

Liabilities

                  

Deposits:

                  

Demand deposits

 48,919   212    0.43 53,824   314    0.58 56,191   336    0.60 56,154   336    0.60 60,894   285    0.47 67,612   283    0.42

Time deposits

  112,621    4,055    3.60    124,713    4,563    3.66    133,728    4,916    3.68    136,617    5,047    3.69    130,286    3,940    3.02    130,258    3,516    2.70  

Certificates of deposit

  11,044    442    4.00    1,746    68    3.89    1,734    67    3.86    1,735    67    3.86    1,780    54    3.03    1,689    46    2.72  
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

Deposits (total)

  172,584    4,709    2.73    180,283    4,945    2.74    191,653    5,319    2.78    194,506    5,450    2.80    192,960    4,279    2.22    199,559    3,845    1.93  

Debts

  15,494    306    1.97    18,475    399    2.16    21,957    464    2.11    21,773    460    2.11    20,173    365    1.81    19,085    342    1.79  

Debentures

  35,426    1,863    5.26    28,400    1,508    5.31    24,446    1,257    5.14    24,552    1,262    5.14    25,319    1,190    4.70    28,048    1,032    3.68  
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

Total average interest bearing liabilities

 223,504   6,878    3.08 227,158   6,852    3.02 238,056   7,040    2.96 240,831   7,172    2.98 238,452   5,834    2.45 246,692   5,219    2.12
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

Non-interest bearing demand deposits

  3,348    —      —      3,249    —      —      3,094    —      —      3,075    —      —      3,252    —      —      3,486    —      —    

Derivative financial liabilities

  2,591    —      —      2,064    —      —      1,921    —      —      1,899    —      —      1,789    —      —      1,669    —      —    

Financial liabilities at fair value through profit or loss

  1,783    —      —      1,847    —      —      1,724    —      —      1,724    —      —      1,697    —      —      1,497    —      —    

Other non-interest bearing liabilities

  15,938    —      —      16,093    —      —      17,292    —      —      17,770    —      —      19,157    —      —      18,778    —      —    
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

Total average non-interest bearing liabilities

  23,660    —      —      23,253    —      —      24,031    —      —      24,468    —      —      25,895    —      —      25,430    —      —    
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

Total average liabilities

  247,164    6,878    2.78    250,411    6,852    2.74    262,087    7,040    2.69    265,299    7,172    2.70    264,347    5,834    2.21    272,122    5,219    1.92  
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

Total equity

  20,502    —      —      24,290    —      —      24,300    —      —      24,731    —      —      25,825    —      —      26,873    —      —    
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

Total average liabilities and equity

 267,666   6,878    2.57 274,701   6,852    2.49 286,387   7,040    2.46 290,030   7,172    2.48 290,172   5,834    2.01 298,995   5,219    1.75
 

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

 

(1) 

Average balances are based on daily balances for our banking, credit card and investment and securities operations and monthly or quarterly balances for our other operations.

(2) 

We do not invest in any tax-exempt securities.

(3) 

Excludes interest income from debt securities at fair value through profit or loss.

(4) 

Information related to investment securities classified as available-for-sale has been computed using amortized cost, and therefore does not give effect to changes in fair value that are reflected as a component of total equity.

(5) 

Interest income from credit cards includes principally cash advance fees of ₩452₩447 billion, ₩441₩353 billion and ₩447₩276 billion and interest on credit card loans of ₩464₩457 billion, ₩484₩435 billion and ₩457₩408 billion for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, respectively, but does not include interchange fees.

The following table presents our net interest spread, net interest margin, and asset liability ratio for the past three years:

 

   Year Ended December 31, 
           2010                  2011                  2012         
   (percentages) 

Net interest spread(1)

   2.37  2.64  2.50

Net interest margin(2)

   2.58    2.88    2.74  

Average asset liability ratio(3)

   107.06    108.57    108.98  
   Year Ended December 31, 
   2012  2013  2014 
   (percentages) 

Net interest spread (1)

   2.48%��  2.31  2.22

Net interest margin (2)

   2.71    2.51    2.39  

Average asset liability ratio (3)

   108.01    108.89    108.77  

 

(1) 

The difference between the average rate of interest earned on interest earning assets and the average rate of interest paid on interest bearing liabilities.

(2) 

The ratio of net interest income to average interest earning assets.

(3) 

The ratio of average interest earning assets to average interest bearing liabilities.

Analysis of Changes in Net Interest Income—Volume and Rate Analysis

The following table provides an analysis of changes in interest income, interest expense and net interest income based on changes in volume and changes in rate for 20102012 compared to 20112013 and 20112013 compared to 2012.2014. Information is provided with respect to: (1) effects attributable to changes in volume (changes in volume multiplied by prior rate) and (2) effects attributable to changes in rate (changes in rate multiplied by prior volume). Changes attributable to the combined impact of changes in rate and volume have been allocated proportionately to the changes due to volume changes and changes due to rate changes.

 

  2011 vs. 2010
Increase/(Decrease)
Due to Change in
 2012 vs. 2011
Increase/(Decrease)
Due to Change in
   2013 vs. 2012
Increase/(Decrease)
Due to Change in
 2014 vs. 2013
Increase/(Decrease)
Due to Change in
 
  Volume Rate Total Volume Rate Total   Volume Rate Total Volume Rate Total 
  (in billions of Won)   (in billions of Won) 

Interest earning assets

              

Cash and interest earning deposits in other banks

  10   27   37   84   1   85    32   (46 (14 46   (2 44  

Financial investment (debt securities)

   9    (42  (33  38    (79  (41   (2  (155  (157  (66  (83  (149

Loans:

              

Corporate

   137    57    194    396    (245  151     (110  (692  (802  57    (438  (381

Mortgage

   (24  238    214    32    (43  (11   3    (338  (335  141    (221  (80

Home equity

   142    113    255    41    (20  21     5    (253  (248  71    (142  (71

Other consumer

   80    100    180    28    (52  (24   58    (247  (189  152    (107  45  

Credit cards

   49    —      49    (34  38    4     (51  (52  (103  (31  (88  (119

Foreign

   11    (3  8    10    5    15     3    (8  (5  (7  (4  (11
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Total interest income

  414   490   904   595   (395 200    (62 (1,791 (1,853 363   (1,085 (722
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 
  2011 vs. 2010
Increase/(Decrease)
Due to Change in
 2012 vs. 2011
Increase/(Decrease)
Due to Change in
   2013 vs. 2012
Increase/(Decrease)
Due to Change in
 2014 vs. 2013
Increase/(Decrease)
Due to Change in
 
  Volume Rate Total Volume Rate Total   Volume Rate Total Volume Rate Total 
  (in billions of Won)   (in billions of Won) 

Interest bearing liabilities

              

Deposits:

              

Demand deposits

  23   79   102   12   10   22    27   (78 (51 30   (32 (2

Time deposits

   440    68    508    328    25    353     (225  (882  (1,107  (1  (423  (424

Certificates of deposit

   (362  (12  (374  —      (1  (1   2    (15  (13  (3  (5  (8

Debts

   62    31    93    74    (9  65     (32  (63  (95  (19  (4  (23

Debentures

   (373  18    (355  (204  (47  (251   39    (111  (72  119    (277  (158
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Total interest expense

   (210  184    (26  210    (22  188     (189  (1,149  (1,338  126    (741  (615
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Total net interest income

  624   306   930   385   (373 12    127   (642 (515 237   (344 (107
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Exchange Rates

The table below sets forth, for the periods and dates indicated, information concerning the noon buying rate for Won, expressed in Won per one U.S. dollar. The “noon buying rate” is the rate in New York City for cable transfers in foreign currencies as certified for customs purposes by the Federal Reserve Bank of New York. Unless otherwise stated, translations of Won amounts into U.S. dollars in this annual report were made at the noon buying rate in effect on December 31, 2012,2014, which was ₩1,063.2₩1,090.9 to US$1.00. We do not intend to imply that the Won or U.S. dollar amounts referred to herein could have been or could be converted into U.S. dollars or Won, as the case may be, at any particular rate, or at all. On April 26, 2013,24, 2015, the noon buying rate was ₩1,111.1₩1,075.9 = US$1.00.

 

  Won per U.S. dollar (noon buying rate)   Won per U.S. dollar (noon buying rate) 
  Low   High   Average  (1)   Period-End   Low   High   Average (1)   Period-End 

2008

   935.2     1,507.9     1,098.7     1,262.0  

2009

   1,149.0     1,570.1     1,274.6     1,163.7  

2010

   1,104.0     1,253.2     1,155.7     1,130.6     1,104.0     1,253.2     1,155.7     1,130.6  

2011

   1,049.2     1,197.5     1,106.9     1,158.5     1,049.2     1,197.5     1,106.9     1,158.5  

2012

   1,063.2     1,185.0     1,126.2     1,063.2     1,063.2     1,185.0     1,126.2     1,063.2  

2013

   1,050.1     1,161.3     1,094.7     1,055.3  

2014

   1,008.9     1,117.7     1,052.3     1,090.9  

October

   1,090.2     1,114.6     1,105.4     1,090.2     1,043.9     1,074.4     1,060.3     1,073.1  

November

   1,081.8     1,091.8     1,087.0     1,081.8     1,077.0     1,114.7     1,097.9     1,112.1  

December

   1,063.2     1,083.7     1,075.2     1,063.2     1,080.8     1,117.7     1,102.6     1,090.9  

2013 (through April 26)

   1,056.0     1,140.3     1,094.7     1,111.1  

2015 (through April 24)

   1,075.9     1,100.4     1,088.1     1,075.9  

January

   1,056.0     1,091.2     1,066.5     1,087.5     1,075.3     1,109.1     1,088.1     1,104.3  

February

   1,078.2     1,095.7     1,087.3     1,083.9     1,086.8     1,112.8     1,101.5     1,100.7  

March

   1,083.9     1,119.2     1,102.9     1,112.5     1,095.7     1,135.7     1,112.9     1,107.7  

April (through April 26)

   1,111.1     1,140.3     1,122.7     1,111.1  

April (through April 24)

   1,075.3     1,135.7     1,098.2     1,075.9  

 

Source:    Federal Reserve Bank of New York.

(1) 

The average of the daily noon buying rates of the Federal Reserve Bank in effect during the relevant period (or portion thereof).

 

Item 3.B.Capitalization and Indebtedness

Not applicable.

 

Item 3.C.Reasons for the Offer and Use of Proceeds

Not applicable.

 

Item 3.D.Risk Factors

Risks relating to our retail credit portfolio

Future changes in market conditions as well as other factors may lead to increases in delinquency levels of our retail loan portfolio.

For most of theIn recent past,years, consumer debt has increased significantly in Korea. Our portfolio of retail loans, including mortgage and home equity loans, grewdecreased slightly from ₩98,996 billion as of December 31, 2010 to ₩103,855 billion as of December 31, 2011 although it decreased slightly to ₩103,264₩103,432 billion as of December 31, 2012.2012 but increased to ₩107,644 billion as of December 31, 2013 and ₩119,249 billion as of December 31, 2014. As of December 31, 2012,2014, our retail loans represented 47.8%51.0% of our total lending. Within our retail loan portfolio, the outstanding balance of other consumer loans, which unlike mortgage or home equity loans are often unsecured and therefore tend to carry a higher credit risk, has increased from ₩27,281 billion as of December 31, 2010 to ₩28,275 billion as of December 31, 2011 and ₩28,804to ₩32,255 billion as of December 31, 2012;2014; as a percentage of total outstanding retail loans, such balance has also increased from 27.6% as of December 31, 2010 toremained relatively stable at 27.2% as of December 31, 2011 and 27.9%

27.0% as of December 31, 2012.2014. The growth of our retail lending business, which generally offers higher margins than other lending activities, contributed significantly to our interest income and profitability in recent years.

The growth of our retail loan portfolio, together with adverse economic conditions in Korea and globally in recent years, may lead to further increases in delinquency levels and a deterioration in asset quality. The amount of our non-performing retail loans (defined as those that are past due by 90 days or more) increased from ₩642 billion as of December 31, 2011 to ₩762 billion as of December 31, 2012. Higher2012 but decreased to ₩546 billion as of December 31, 2013 and ₩395 billion as of December 31, 2014. However, higher delinquencies in our retail loan portfolio in the future will require us to increase our loan loss provisions and charge-offs, which in turn will adversely affect our financial condition and results of operations.

Our large exposure to consumer debt means that we are exposed to changes in economic conditions affecting Korean consumers. Accordingly, a rise in unemployment, an increase in interest rates, a deterioration of the real estate market or difficulties in the Korean economy may have an adverse effect on Korean consumers, which could result in reduced growth and further deterioration in the credit quality of our retail loan portfolio. See “Risks relating to Korea—Unfavorable financial and economic developments in Korea may have an adverse effect on us.” In order to minimize our risk as a result of such exposure, we are continuing to strengthen our risk management processes, including further improving the retail lending process, upgrading our retail credit rating system, as well as strengthening the overall management of our portfolio. Despite our efforts, however, there is no assurance that we will be able to prevent significant credit quality deterioration in our retail loan portfolio.

In light of adverse conditions in the Korean economy affecting consumers, in March 2009, the Financial Services Commission requested Korean banks, including us, to establish a “pre-workout program,” including a credit counseling and recovery service, for retail borrowers with outstanding short-term debt. TheUnder the pre-workout program, which has been in operation since April 2009, and, following extensions by the Korean government, is expected to continue indefinitely. Under the pre-workout program, maturity extensions and/or interest reductions are provided for retail borrowers with total loans of ₩1.5 billion or less (consisting of no more than ₩500 million of unsecured loans and ₩1 billion of secured loans) who are in arrears on their payments for more than 30 days but less than 90 days. While we believe that ourdays or for retail borrowers with an annual income of ₩40 million or less who have been in arrears on their payments for more than 30 days on an aggregate basis for the 12 months prior to their application. In addition, in March 2015, in response to increasing levels of consumer debt and amid concerns over the debt-servicing capacity of retail borrowers if interest rates were to rise, the Korean government launched, and requested Korean banks to participate in, a mortgage loan refinancing program aimed at reducing the payment burden on and improving the asset quality of outstanding mortgage loans. Under such refinancing program, over 340,000 qualified retail borrowers converted their outstanding non-amortizing floating-rate mortgage loans from Korean commercial banks (including us) into amortizing fixed-rate mortgage loans with lower interest rates, amounting to an aggregate principal amount of ₩34 trillion for all commercial banks in 2015. Our participation in such pre-workoutrefinancing program has not hadmay lead to a material impact on the overall credit quality ofdecrease in our retail loan and credit card portfolio orinterest income on our results of operations and financial condition to date,outstanding mortgage loans, as well as in our futureoverall net interest margin. More generally, our participation in such government-led initiatives to provide financial support to retail borrowers may lead us to offer credit terms for such borrowers that we would not otherwise offer, in the absence of such initiatives, which may have an adverse effect on our results of operations and financial condition.

Our credit card operations may generate losses in the future, which could hurt our financial condition and results of operations.

With respect to our credit card portfolio, our delinquency ratio (which represents the ratio of amounts that are overdue by 30 days or more to total outstanding balances) increaseddecreased from 1.0%1.5% as of December 31, 20102011 to 1.3% as of December 31, 2012, increased to 1.7% as of December 31, 2013 and decreased to 1.5% as of December 31, 2011 and then decreased to 1.3% as of December 31, 2012.2014. In line with industry practice, we have restructured a portion of delinquent credit card account balances (defined as balances overdue by 30 days or more) as loans. As of December 31, 2012,2014, these restructured loans outstanding amounted to ₩47₩45 billion. Because these loans are not treated as being delinquent

at the time of conversion or for a period of time thereafter, our delinquency ratios may not fully reflect all delinquent amounts relating to our outstanding loans. Including all restructured loans, outstanding balances overdue by 30 days or more accounted for 1.7%1.9% of our credit card receivables (including credit card loans) as of December 31, 2012.2014. Delinquencies may increase further in 20132015 and in the future as a result of, among other things, adverse economic conditions in Korea and the inability of Korean consumers to manage increased household debt.

Despite our continuing efforts to sustain and improve our credit card asset quality and performance, we may experience increased delinquencies or deterioration of the asset quality of our credit card portfolio, which would require us to increase our loan loss provisions and charge-offs and adversely affect our overall financial condition and results of operations.

In addition, in February 2014, the Financial Services Commission suspended the new credit card issuance and other related activities of our credit card subsidiary, KB Kookmin Card Co., Ltd., for three months from February to May 2014, in response to an incident involving the misappropriation of the personal information of a large number of its customers by an employee of an external credit information company in the first half of 2013. Specifically, during such suspension period, KB Kookmin Card was prohibited from engaging in the following activities:

adding new subscribers for credit cards, prepaid cards and debit cards or issuing such types of cards (except as permitted by the chairman of the Financial Services Commission for public policy purposes);

providing new or additional credit lines to credit card customers; and

providing new services through mail order or telemarketing channels or related to travel or insurance products.

Furthermore, in connection with the misappropriation incident, a number of customers have filed lawsuits against KB Kookmin Card seeking damages, and it could become subject to additional litigation and regulatory sanctions. See “Item 8A. Consolidated Statements and Other Financial Information—Legal Proceedings.” KB Kookmin Card has also incurred and may continue to incur significant costs relating to the issuance of replacement cards for customers and the compensation of customers for losses incurred as a result of the fraudulent use of the misappropriated personal information. Accordingly, the misappropriation incident and the resulting regulatory sanctions (including the three-month suspension of KB Kookmin Card’s new business activities), customer claims and costs could have a material adverse effect on our business, reputation, results of operations and financial condition.

Risks relating to our small- and medium-sized enterprise loan portfolio

We have significant exposure to small- and medium-sized enterprises, and any financial difficulties experienced by these customers may result in a deterioration of our asset quality and have an adverse impact on us.

One of our core businesses is lending to small- and medium-sized enterprises (as defined under “Item 4.B. Business Overview—Corporate Banking—Small- and Medium-sized Enterprise Banking”). Our loans to small- and medium-sized enterprises increased from ₩65,132₩68,730 billion as of December 31, 20102011 to ₩69,810₩71,960 billion as of December 31, 2012.2014. During that period, non-performing loans (defined as those loans that are past due by 90 days or more) to small- and medium-sized enterprises decreasedincreased from ₩686₩373 billion as of December 31, 20102011 to ₩680 billion as of December 31, 2012 but decreased to ₩373 billion as of December 31, 2011 but increased to ₩590 billion as of December 31, 2012,2014, and the non-performing loan ratio for such loans decreasedincreased from 1.1%0.5% as of December 31, 20102011 to 0.8% as of December 31, 2013 but decreased to 0.5% as of December 31, 2011 but increased to 0.8% as of December 31, 20122014. However, our non-performing loans and non-performing loan ratio may further increase in 2013.2015. According to data compiled by the Financial Supervisory Service, the

delinquency ratio for Won-currency loans by Korean commercial banks to small- and medium-sized enterprises was 1.3%0.8% as of December 31, 2012.2014. The delinquency ratio for loans to small- and medium-sized enterprise is calculated as the ratio of (1) the outstanding balance of such loans in respect of which either principal or interest payments are overdue by one month or more to (2) the aggregate outstanding balance of such loans. Our delinquency ratio for such Won currency loans has remained relatively stable at 1.1% as of December 31, 2010, 1.0% as of December 31, 2011, and 1.1% as of December 31, 2012 and 0.9% as of December 31, 2013, but decreased to 0.6% as of December 31, 2014. However, our delinquency ratio for such Won currency loans may increase in 2013.2015. In recent years, we have taken measures which sought to stem rising delinquencies in our loans to small- and medium-sized enterprises, including through strengthening the review of loan applications and closer monitoring of the post-loan performance of small- and medium-sized enterprise borrowers in industry sectors that are relatively more sensitive to downturns in the economy and have shown higher delinquency ratios, such as construction, hotels,lodging, retail and wholesale, restaurants and real estate. Despite such efforts, however, there is no assurance that delinquency levels for our loans to small- and medium-sized enterprises will not rise in the future. In particular, financial difficulties experienced by small- and medium-sized enterprises as a result of, among other things, adverse economic conditions in Korea and globally in recent years may lead to a deterioration in the asset quality of our loans to this segment. Any such deterioration would result in increased charge-offs and higher provisioning and reduced interest and fee income from this segment, which could have a material adverse impact on our financial condition and results of operations.

In addition, many small- and medium-sized enterprises have close business relationships with the largest Korean commercial conglomerates, known as “chaebols,” primarily as suppliers. Any difficulties encountered by thosechaebols would likely hurt the liquidity and financial condition of related small- and medium-sized enterprises, including those to which we have exposure, also resulting in an impairment of their ability to repay loans.

A substantial part of our small- and medium-sized enterprise lending comprises loans to “small office/home office” customers, or SOHOs. SOHOs, which we currently define to include sole proprietorships and individual business interests, are usually dependent on a limited number of suppliers or customers. SOHOs tend to be affected to a greater extent than larger corporate borrowers by fluctuations in the Korean economy. In addition, SOHOs often maintain less sophisticated financial records than other corporate borrowers. Although we continue to make efforts to improve our internally developed credit rating systems to rate potential borrowers, particularly with respect to SOHOs, and intend to manage our exposure to these borrowers closely in order to prevent any deterioration in the asset quality of our loans to this segment, we may not be able to do so as intended.

In light of the deteriorating financial condition and liquidity position of small- and medium-sized enterprises in Korea since the global financial crisis commencing in the second half of 2008, the Korean government introduced policies and initiatives intended to encourage Korean banks to provide financial support to small- and medium-sized enterprises. For example, in November 2008, we entered into a memorandum of understanding with the Financial Supervisory Service under which we were required to improve the liquidity position of small- and medium-sized enterprises and exporters by providing them with adequate financing and to endeavor to

alleviate burdens on low-income debtors by extending maturity dates or by delaying interest payments on loans owed to us. In addition, in October 2008, the Financial Supervisory Service requested Korean banks, including us, to establish a “fast track” program to provide liquidity assistance to small- and medium-sized enterprises on an expedited basis. Under the fast track program we established, which has been extended until December 31, 2013,2015, we provide liquidity assistance to qualified small- and medium-sized enterprise borrowers applying for such assistance, in the form of new loans or maturity extensions or interest rate adjustments with respect to existing loans, after expedited credit review and approval by us. The overall prospects for the Korean economy in 20132015 and beyond remain uncertain, and the Korean government may extend or renew existing or past policies and initiatives or introduce new policies or initiatives to encourage Korean banks to provide financial support to small- and medium-sized enterprises. Our participation in such government-led initiatives may lead us to extend credit to small- and medium-sized enterprise borrowers that we would not otherwise extend, or offer terms for such credit that we would not otherwise offer, in the absence of such initiatives. Furthermore, there is no

guarantee that the financial condition and liquidity position of our small- and medium-sized enterprise borrowers benefiting from such initiatives will improve sufficiently for them to service their debt on a timely basis, or at all. Accordingly, increases in our exposure to small- and medium-sized enterprise borrowers resulting from such government-led initiatives may have a material adverse effect on our financial condition and results of operations.

We have exposure to Korean construction and shipbuilding companies, and financial difficulties of these companies may have an adverse impact on us.us.

As of December 31, 2012,2014, we had loans outstanding to construction companies and shipbuilding companies (many of which are small- and medium-sized enterprises) in the amount of ₩4,486₩3,778 billion and ₩1,209₩820 billion, or 2.1%1.6% and 0.6%0.4% of our total loans, respectively. We also have other exposures to Korean construction and shipbuilding companies, including in the form of guarantees extended on behalf of such companies (which included ₩754₩710 billion of confirmed guarantees for construction companies and ₩1,941₩1,179 billion of confirmed guarantees for shipbuilding companies as of December 31, 2012)2014) and debt and equity securities of such companies held by us. In the case of construction companies, such exposures include guarantees provided to us by general contractors with respect to financing extended by us for residential and commercial real estate development projects. In the case of shipbuilding companies, such exposures include refund guarantees extended by us on behalf of shipbuilding companies to cover their obligation to return a portion of the ship order contract amount to customers in the event of performance delays or defaults under shipbuilding contracts.

The construction industry in Korea has experienced a downturn in recent years, due to excessive investment in residential property development projects, stagnation of real property prices and reduced demand for residential property, especially in areas outside of Seoul, including as a result of the deterioration of the Korean economy commencing in the second half of 2008. In October 2008, the Korean government implemented a ₩9 trillion support package for the benefit of the Korean construction industry, including a program to buy unsold housing units and land from construction companies.economy. The shipbuilding industry in Korea has also experienced a severe downturn in recent years due to a significant decrease in ship orders, primarily due to adverse conditions in the global economy and the resulting slowdown in global trade. In response to the deteriorating financial condition and liquidity position of borrowers in the construction and shipbuilding industries, which were disproportionately impacted by adverse economic developments in Korea and globally, the Korean government implemented a program in 2009 to promote expedited restructuring of such borrowers by their Korean creditor financial institutions, under the supervision of major commercial banks. In accordance with such program, 24 construction companies and five shipbuilding companies became subject to workout in 2009, following review by their creditor financial institutions (including us) and the Korean government. In addition, in June 2010, the Financial Services Commission and the Financial Supervisory Service announced that, following credit risk evaluations conducted by creditor financial institutions (including us) of companies in Korea with outstanding debt of ₩50 billion or more, 65 companies had been selected by such financial institutions for restructuring in the form of workout, liquidation or court receivership. Of such 65 companies, 16 were construction companies and three were shipbuilding and shipping companies. More recently, in July 2012,Each year since June 2010, the Financial

Services Commission and the Financial Supervisory Service has announced the results of subsequent credit risk evaluations conducted by creditor financial institutions (including us) of companies in Korea in which 36 companies with outstanding debt of ₩50 billion or more (17 of which were constructionand selected companies and one of which was a shipbuilding company) were selected by such financial institutions for restructuring in the form of workout, liquidation or court receivership. Most recently, in July 2014, 34 companies with outstanding debt of ₩50 billion or more (21 of which were construction companies and three of which were shipbuilding and shipping companies) were selected by such financial institutions for restructuring. However, there is no assurance that these measures will be successful in stabilizing the Korean construction and shipbuilding industries.

The allowances that we have established against our credit exposures to Korean construction and shipbuilding companies may not be sufficient to cover all future losses arising from these and other exposures. If the credit quality of our exposures to Korean construction and shipbuilding companies declines further, we may be required to take substantial additional provisions (including in connection with restructurings of such companies), which could adversely impact our results of operations and financial condition. Furthermore, although a portion of our credit exposures to construction and shipbuilding companies are secured by collateral, such collateral may not be sufficient to cover uncollectible amounts in respect of such credit exposures. See “—

“—Other risks relating to our business—A decline in the value of the collateral securing our loans and our inability to realize full collateral value may adversely affect our credit portfolio.”

We also have construction-related credit exposures under our project financing loans for real estate development projects in Korea. In light of the general deterioration in the asset quality of real estate project financing loans in Korea in recent years, Korean banks, including Kookmin Bank, implemented a uniform set of guidelines regarding the evaluation of real estate development projects and asset quality classification of project financing loans for such projects in September 2010. Under these guidelines, which became effective from the third quarter of 2010, Korean banks are generally required to apply more stringent criteria in evaluating the asset quality of real estate project financing loans. As a result, we may be required to establish additional allowances with respect to our outstanding real estate project financing loans, which could adversely affect our financial condition and results of operations.

Risks relating to our financial holding company structure and strategy

We have a limited operating history as a financial holding company, and we may not succeed in implementing our strategy to take advantage of, or fail to realize the anticipated benefits of, our financial holding company structure.

We were established as a new financial holding company in September 2008 pursuant to a “comprehensive stock transfer” under Korean law, following the completion of which Kookmin Bank, KB Investment & Securities Co., Ltd., KB Asset Management Co., Ltd., KB Real Estate Trust Co., Ltd., KB Investment Co., Ltd., KB Futures Co., Ltd., KB Credit Information Co., Ltd., and KB Data Systems Co., Ltd. became our wholly-owned subsidiaries. See “Item 4.A. History and Development of the Company—The Establishment of KB Financial Group.” In addition, as a part of our strategy to promote the growth of our credit card operations and enhance its synergies with our other businesses, we effected a horizontal spin-off of Kookmin Bank’s credit card business in March 2011. As a result, our credit card business is operated by a newly establishedseparate wholly-owned subsidiary, KB Kookmin Card Co., Ltd.

One of our principal strategies is to take advantage of our financial holding company structure to become a comprehensive financial services provider capable of offering a full range of products and services to our large existing base of retail and corporate banking customers. The continued implementation of these plans may require additional investments of capital, infrastructure, human resources and management attention. This strategy entails certain risks, including the possibility that we may face significant competition from other financial holding companies and more specialized financial institutions in particular segments. If our strategy does not succeed, we may incur losses on our investments and our results of operations and financial condition may suffer.

Furthermore, our success under a financial holding company structure depends on our ability to realize the anticipated synergies, growth opportunities and cost savings from coordinating the businesses of our various subsidiaries. Although we arehave been integrating certain aspects of our subsidiaries’ operations into our financial holding company structure, our subsidiaries will generally continue to operate as independent entities with separate management and staff and our ability to direct our subsidiaries’ day-to-day operations may be limited. For example, we may not be able to realize the anticipated benefits of the 2011 horizontal spin-off of the credit card business from Kookmin Bank into a new wholly-owned subsidiary, KB Kookmin Card Co., Ltd., due to various factors, including increased expenses arising from the operation of a separate credit card company, unexpected business disruptions, difficulties in reorganizing personnel and administrative functions and potential loss of customers.

In addition, one of the intended benefits of our financial holding company structure is that it enhances our ability to engage in mergers and acquisitions which we decide to pursue in the future as part of our strategy. For example, in March 2014, we acquired 52.02% of the outstanding shares of KB Capital Co., Ltd. (formerly named Woori Financial Co., Ltd.), a publicly listed Korean consumer finance company, from Woori Finance Holdings Co., Ltd. for ₩280 billion. Furthermore, in June 2014, we entered into a share purchase agreement, which was amended in March 2015, to acquire 19.47% of the outstanding shares of LIG Insurance Co., Ltd., a publicly listed Korean property and casualty insurance company, from a group of individual shareholders for ₩645 billion, and will be required under applicable Korean law to increase our shareholding in LIG Insurance to at least 30% within one year from the date of such acquisition. We may consider acquiring or merging with a financial institution in Korea, including one of the government-controlledother financial institutions that becomes privatized in the future, or overseas.to achieve balanced growth and diversify our revenue base. The integration of our subsidiaries’ separate businesses and operations, as well as those of any companies we may acquire or merge with in the future, under our financial holding company structure could require a significant amount of time,

financial resources and management attention. Moreover, that process could disrupt our operations (including our risk management operations) or information technology systems, reduce employee morale, produce unintended inconsistencies in our standards, controls, procedures or policies, and affect our relationships with customers and our ability to retain key personnel. The realization of the anticipated benefits of our financial holding company structure and any mergers or acquisitions we decide to pursue may be blocked, delayed or reduced as a result of many factors, some of which may be outside our control. These factors include:

 

difficulties in integrating the diverse activities and operations of our subsidiaries or any companies we may merge with or acquire, including risk management operations and information technology systems, personnel, policies and procedures;

 

difficulties in reorganizing or reducing overlapping personnel, branches, networks and administrative functions;

 

restrictions under the Financial Holding Company Act and other regulations on transactions between a financial holding company and, or among, its subsidiaries;

 

unforeseen contingent risks, including lack of required capital resources, increased tax liabilities or restrictions in our overseas operations, relating to our financial holding company structure;

 

unexpected business disruptions;

 

failure to attract, develop and retain personnel with necessary expertise;

 

loss of customers; and

 

labor unrest.

Accordingly, we may not be able to realize the anticipated benefits of our financial holding company structure, and our business, results of operations and financial condition may suffer as a result.

We depend on limited forms of funding to fund our operations at the holding company level.

We are a financial holding company with no significant assets other than the shares of our subsidiaries. Our primary sources of funding and liquidity are dividends from our subsidiaries, direct borrowings and issuances of equity or debt securities at the holding company level. In addition, as a financial holding company, we are required to meet certain minimum financial ratios under Korean law, including with respect to liquidity, leverage and capital adequacy. Our ability to meet our obligations to our direct creditors and employees and our other liquidity needs and regulatory requirements at the holding company level depends on timely and adequate distributions from our subsidiaries and our ability to sell our securities or obtain credit from our lenders.

The ability of our subsidiaries to pay dividends to us depends on their financial condition and operating results. In the future, our subsidiaries may enter into agreements, such as credit agreements with lenders or indentures relating to high-yield or subordinated debt instruments, that impose restrictions on their ability to make distributions to us, and the terms of future obligations and the operation of Korean law could prevent our subsidiaries from making sufficient distributions to us to allow us to make payments on our outstanding obligations. See “—As a financial holding company, we depend on receiving dividends from our subsidiaries to pay dividends on our common stock.” Any delay in receipt of or shortfall in payments to us from our subsidiaries could result in our inability to meet our liquidity needs and regulatory requirements, including minimum liquidity and capital adequacy ratios, and may disrupt our operations at the holding company level.

In addition, creditors of our subsidiaries will generally have claims that are prior to any claims of our creditors with respect to their assets. Furthermore, our inability to sell our securities or obtain funds from our lenders on favorable terms, or at all, could also result in our inability to meet our liquidity needs and regulatory requirements and may disrupt our operations at the holding company level.

As a financial holding company, we depend on receiving dividends from our subsidiaries to pay dividends on our common stock.

Since our principal assets at the holding company level are the shares of our subsidiaries, our ability to pay dividends on our common stock largely depends on dividend payments from those subsidiaries. Those dividend payments are subject to the Korean Commercial Code, the Bank Act and regulatory limitations, generally based on capital levels and retained earnings, imposed by the various regulatory agencies with authority over those entities. For example:

 

under the Korean Commercial Code, dividends may only be paid out of distributable income, an amount which is calculated by subtracting the aggregate amount of a company’s paid-in capital and certain mandatory legal reserves as well as certain unrealized profits from its net assets, in each case as of the end of the prior fiscal period;

 

under the Bank Act, a bank also must credit at least 10% of its net profit to a legal reserve each time it pays dividends on distributable income until that reserve equals the amount of its total paid-in capital; and

 

under the Bank Act and the requirements of the Financial Services Commission, if a bank fails to meet its required capital adequacy ratio or otherwise becomes subject to management improvement measures imposed by the Financial Services Commission, then the Financial Services Commission may restrict the declaration and payment of dividends by that bank.

Our subsidiaries may not continue to meet the applicable legal and regulatory requirements for the payment of dividends in the future. If they fail to do so, they may stop paying or reduce the amount of the dividends they pay to us, which would have an adverse effect on our ability to pay dividends on our common stock.

Although increasing our fee income is an important part of our strategy, we may not be able to do so.

We have historically relied on interest income as our primary revenue source. While we have developed new sources of fee income as part of our business strategy, our ability to increase our fee income and thereby reduce our dependence on interest income will be affected by the extent to which our customers generally accept the concept of fee-based services. Historically, customers in Korea have generally been reluctant to pay fees in return for value-added financial services, and their continued reluctance to do so will adversely affect the implementation of our strategy to increase our fee income. Furthermore, the fees that we charge to customers are subject to regulation by Korean financial regulatory authorities, which may seek to implement regulations or measures that may also have an adverse impact on our ability to achieve this aspect of our strategy.

We may suffer customer attrition or our net interest margin may decrease as a result of our competition strategy.

We have been pursuing, and intend to continue to pursue, a strategy of maintaining or enhancing our margins where possible and avoid, to the extent possible, entering into price competition. In order to execute this strategy, we will need to maintain relatively low interest rates on our deposit products while charging relatively higher rates on loans. If other banks and financial institutions adopt a strategy of expanding market share through interest rate competition, we may suffer customer attrition due to rate sensitivity. In addition, we may in the future decide to compete to a greater extent based on interest rates, which could lead to a decrease in our net interest margins. Any future decline in our customer base or our net interest margins as a result of our future competition strategy could have an adverse effect on our results of operations and financial condition.

Risks relating to competition

Competition in the Korean financial industry is intense, and we may lose market share and experience declining margins as a result.

Competition in the Korean financial industry has been and is likely to remain intense. Some of the financial institutions that we compete with have longer operating histories as financial holding companies, greater financial resources or more specialized capabilities than us and our subsidiaries. In the retail and small- and medium-sized enterprise lending business, which has been our traditional core business, competition has increased significantly and is expected to increase further. Most Korean banks have been focusing on retail customers and small- and medium-sized enterprises in recent years, although they have begun to generally increase their exposure to large corporate borrowers. In addition, the profitability of our retail and credit card operations may decline as a result of growing market saturation in the retail lending and credit card segments, increased interest rate competition, pressure to lower the fee rates applicable to our credit cards (particularly merchant fee rates) and higher marketing expenses. Intense and increasing competition has made and continues to make it more difficult for us to secure retail, credit card and small- and medium-sized customers with the credit quality and on credit terms necessary to achieve our business objectives in a commercially acceptable manner.

In addition, we believe that regulatory reforms and the general modernization of business practices in Korea will lead to increased competition among financial institutions in Korea. We also believe that foreign financial institutions, many of which have greater experience and resources than we do, will seek to compete with us in providing financial products and services either by themselves or in partnership with existing Korean financial institutions. Furthermore, a number of significant mergers and acquisitions in the industry have taken place in Korea over the past decade, including the acquisition of Koram Bank by an affiliate of Citibank in 2004, Standard Chartered Bank’s acquisition of Korea First Bank in 2005, Chohung Bank’s merger with Shinhan Bank in April 2006, and Hana Financial Group’s acquisition of a controlling interest in Korea Exchange Bank in February 2012.2012 and the proposed merger of Hana Bank into Korea Exchange Bank in the second half of 2015. Moreover, as part of the Korean government’s plans to privatize Woori Finance Holdings Co., Ltd. (the former financial holding company of Woori Bank), certain subsidiaries of Woori Finance Holdings were sold to other financial institutions and Woori Finance Holdings itself was merged into Woori Bank in 2014. We expect that consolidation in the financial industry will continue. In particular, the Korean government has announced that it plans to dispose of or reduce its controlling interest in Woori Finance Holdings Co., Ltd. (the financial holding company of Woori Bank), which may involve sales of its subsidiaries. Other financial institutions may seek to acquire or merge with such entities, and theThe financial institutions resulting from thissuch consolidation may, by virtue of their increased size and business scope, provide significantly greater competition for us. Increased competition and continuing consolidation may lead to decreased margins, resulting in a material adverse impact on our future profitability. Accordingly our results of operations and financial condition may suffer as a result of increasing competition in the Korean financial industry.

Risks relating to our large corporate loan portfolio

We have exposure to chaebols, and, as a result, financial difficulties of chaebols may have an adverse impact on us.

Of our 20 largest corporate exposures (including loans, debt and equity securities and guarantees and acceptances and other exposures)acceptances) as of December 31, 2012, ten2014, 12 were to companies that were members of the 3442 largestchaebols

in Korea designated as such by the Financial Supervisory Service based on their outstanding exposures. As of that date, the total amount of our exposures to such 3442chaebols was ₩21,130₩21,587 billion, or 7.9%7.5% of our total exposures. If the credit quality of our exposures tochaebols declines, we could require substantial additional loan loss provisions, which would hurt our results of operations and financial condition. See “Item 4.B. Business Overview—Assets and Liabilities—Loan Portfolio—Exposure to Chaebols.”

We cannot assure you that the allowances we have established against these exposures will be sufficient to cover all future losses arising from these exposures. In addition, with respect to those companies that are in or in

the future enter into workout or liquidation proceedings, we may not be able to make any recoveries against such companies. We may, therefore, experience future losses with respect to those loans.

We have exposure to companies that are currently or may in the future be put in restructuring, and we may suffer losses as a result of additional loan loss provisions required and/or the adoption of restructuring plans with which we do not agree.

As of December 31, 2012,2014, our loans and guarantees to companies that were in workout, restructuring or rehabilitation amounted to ₩1,060₩773 billion or 0.5%0.3% of our total loans and guarantees, most of which was classified as impaired. As of the same date, our allowances for credit losses on these loans and guarantees amounted to ₩669₩443 billion, or 63.1%57.4% of these loans and guarantees. These allowances may not be sufficient to cover all future losses arising from our exposure to these companies. Furthermore, we have other exposure to such companies, in the form of debt and equity securities of such companies held by us (including equity securities we acquired as a result of debt-to-equity conversions). Our exposures as of December 31, 20122014 with respect to such securities of companies in workout, restructuring or rehabilitation amounted to ₩116₩83 billion, or less than 0.3%0.2% of our total exposures,debt securities and equity securities, but may increase in the future. In addition, in the case of borrowers that are or become subject to workout, we may be forced to restructure our credits pursuant to restructuring plans approved by other creditor financial institutions of the borrower, or to dispose of our credits to other creditors on unfavorable terms.

We have exposure to member companies of the Kumho Asiana Group, and financial difficulties of these companies may adversely impact us.

Several member companies of the Kumho Asiana Group, one of Korea’s largestchaebols, have been experiencing financial difficulties, including as a result of their heavily leveraged acquisition of Daewoo Engineering & Construction Co., Ltd. in 2006 and the subsequent global financial crisis commencing in the second half of 2008. In January 2010, Kumho Tires Co., Inc. and Kumho Industrial Co., Ltd. agreed with their creditors, including us, to begin an out-of-court debt restructuring program under the Corporate Restructuring Promotion Act. In addition, Kumho Petrochemical Co., Ltd. and Asiana Airlines announced that they would undergo a voluntary restructuring, in return for which their creditors, including us, agreed to a suspension of payments on the two companies’ debt until the end of 2010. These four companies are member companies of the Kumho Asiana Group. As of December 31, 2012, our aggregate loans and guarantees to Kumho Tires, Kumho Industrial, Kumho Petrochemical and Asiana Airlines amounted to ₩308 billion, none of which was classified as impaired. As of December 31, 2012, our allowances for credit losses with respect to such loans and guarantees amounted to ₩82 billion. Moreover, in 2012, we extended additional loans to Kumho Tires in the aggregate amount of approximately US$6 million to provide additional liquidity in connection with its restructuring program. In 2010, we also converted an aggregate of ₩38 billion of our loans to Kumho Tires and ₩9 billion of our loans to Kumho Industrial into equity interests in connection with their restructuring programs. Our allowances may not be sufficient to cover all future losses arising from our exposures to these companies. Furthermore, in the event that the financial condition of these companies deteriorates further in the future, we may be required to record additional provisions for credit losses, as well as charge-offs and valuation or impairment losses or losses on disposal, which may have a material adverse effect on our financial condition and results of operations.

A large portion of our credit exposure is concentrated in a relatively small number of large corporate borrowers which increases the risk of our corporate credit portfolio.

As of December 31, 2012,2014, our loans and guarantees to our 20 largest borrowers totaled ₩7,031₩7,180 billion and accounted for 3.1%2.9% of our total loans and guarantees. As of that date, our single largest corporate credit exposure was to Hyundai Heavy Industries,Daewoo Shipbuilding & Marine Engineering Co., Ltd., to which we had outstanding credit exposures (most of which was in the form of guarantees and acceptances) of ₩1,547₩1,165 billion, representing 0.7%0.5% of our total loans and guarantees. Any further deterioration in the financial condition of our large corporate borrowers may require us to record substantial additional provisions and may have a material adverse impact on our results of operations and financial condition.

Other risks relating to our business

Difficult conditions in the global financial markets could adversely affect our results of operations and financial condition.

While the rate of deterioration of the global economy since the commencement of the global financial crisis in 2008 has slowed, with some signs of stabilization and improvement, the overall prospects for the Korean and global economy in 20132015 and beyond remain uncertain. Starting in the second half of 2011, the global financial markets have experienced significant volatility as a result of, among other things, things:

the financial difficulties affecting many governments worldwide, in particular in Cyprus, Greece, Spain, Italysouthern Europe and Portugal. In addition, recent Latin America;

the slowdown of economic growth in China and other major emerging market economies;

interest rate fluctuations amid speculation that the U.S. Federal Reserve would raise interest rates, as well as reductions in policy rates by an increasing number of central banks, including the Bank of Korea; and

political and social instability in various countries in the Middle East and Northern Africa, including in Egypt, Libya,Iraq, Syria and Yemen, have resulted in volatility and uncertaintyas well as in the global energy markets. Any of these or other developments could potentially trigger another financialUkraine and economic crisis. In light of the recent slowdown in Korea’s growth and uncertain global economic prospects, the Bank of Korea reduced its policy rate to 3.00% in July 2012 and further reduced such rate to 2.75% in October 2012 to support Korea’s economy. Furthermore, in response to China’s slowing gross domestic product growth rates that began in 2011, the Chinese government implemented stimulus measures, including a decrease in the benchmark interest rate for deposits and loans as announced by the People’s Bank of China in June 2012, but the overall impact of such stimulus measures remains uncertain. Although China’s economy began to show signs of recovery in the fourth quarter of 2012, falling real estate price levels in certain urban areas, excess liquidity and China’s investment-driven growth may lead to an economic correction. Russia.

In light of the high level of interdependence of the global economy, any of the foregoing developments could have a material adverse effect on the Korean economy and financial markets, and in turn on our business, financial condition and results of operations.

We are also exposed to adverse changes and volatility in global and Korean financial markets as a result of our liabilities and assets denominated in foreign currencies and our holdings of trading and investment securities, including structured products. Since the second half of 2008, theThe value of the Won relative to major foreign currencies in general and the U.S. dollar in particular has fluctuated widely.widely in recent years. See “Item 3.A. Selected Financial Data—Exchange Rates.” A depreciation of the Won will increase our cost in Won of servicing our foreign currency-denominated debt, while continued exchange rate volatility may also result in foreign exchange losses for us. Furthermore, as a result of adverse global and Korean economic conditions, there has been significant volatility in securities prices, including the stock prices of Korean and foreign companies in which we hold an interest. Such volatility has resulted in and may lead to further trading and valuation losses on our trading and investment securities portfolio as well as impairment losses on our investments accounted for under the equity method, including our noncontrolling equity stake in JSC Bank CenterCredit, a Kazakhstan bank, the initial stake in which we acquired in 2008. See “Item 4.B. Business Overview—Capital Markets Activities and International Banking—International Banking.”

Our business may be materially and adversely affected by legal claims and regulatory actions against us.

We are subject to the risk of legal claims and regulatory actions in the ordinary course of our business, which may expose us to substantial monetary damages and legal costs, injunctive relief, criminal and civil

penalties, sanctions against our management and employees and regulatory restrictions on our operations, as well as significant reputational harm. In particular, commencing in November 2013, Kookmin Bank was subject to a number of investigations by the Financial Supervisory Service and other governmental authorities concerning alleged issues with Kookmin Bank’s internal controls and possible legal violations by Kookmin Bank and its employees.

In November 2013, Kookmin Bank filed a complaint against the former head and two former employees of its Tokyo Branch for allegedly extending illegal loans under borrowed names. Each of the Financial Supervisory Service and the Financial Services Agency of Japan launched an investigation into the allegations.

The Financial Supervisory Service launched an investigation into alleged embezzlement of funds by employees at Kookmin Bank’s headquarters, who have since been dismissed, through the presentation for payment of forged Korean government housing bonds.

In May 2014, the Financial Supervisory Service launched an investigation into a dispute between Kookmin Bank and us regarding the replacement of Kookmin Bank’s main computing system.

In August 2014, the Financial Supervisory Agency of Japan suspended Kookmin Bank from conducting new transactions at its branches in Japan for four months from September 2014 to January 2015. Furthermore, in August 2014, the Financial Supervisory Service imposed disciplinary sanctions on Kookmin Bank and a number of its officers, directors and employees, including the then chief executive officer of Kookmin Bank. In September 2014, the Financial Services Commission imposed a disciplinary sanction on our then chief executive officer. Both the chief executive officer of Kookmin Bank and our chief executive officer, as well as a number of our respective outside directors, subsequently resigned from their posts and have been replaced. In September 2014, the Financial Supervisory Service completed its investigation into Kookmin Bank and us with respect to such allegations.

Furthermore, in February 2014, the Financial Services Commission suspended the new credit card issuance and other related activities of KB Kookmin Card for three months from February to May 2014, in response to an incident involving the misappropriation of the personal information of a large number of its customers by an employee of the Korea Credit Bureau in the first half of 2013. In connection with the incident, a number of customers have filed lawsuits against KB Kookmin Card seeking damages, and it could become subject to additional litigation and regulatory sanctions.

In addition, in connection with certain amendments to standard loan policy conditions for mortgage loan agreements that were instituted by the Korea Fair Trade Commission in January 2008 (which require banks to be

responsible for the payment of mortgage registration expenses when issuing mortgage loans and which were upheld by the Supreme Court of Korea in August 2010), a number of Kookmin Bank’s customers have filed lawsuits in recent years seeking the return of mortgage registration expenses paid by such customers. See “Item 8A. Consolidated Statements and Other Financial Information—Legal Proceedings.”

We are unable to predict the outcome of these and other lawsuits and regulatory actions, and the scope of the claims or the total amount in dispute in these actionsmatters may increase during the course of litigation.increase. Furthermore, adverse final determinations, decisions or resolutions in such actionsmatters could encourage other parties to bring similarrelated claims and actions against us. Accordingly, the outcome of current and future legal claims and regulatory actions, particularly those (such as the lawsuits seeking repayment of mortgage registration expenses) for which it is difficult to assess the maximum potential exposure or the ultimate adverse impact with any degree of certainty, may materially and adversely impact our business, if such claimsreputation, results of operations and actions are determined against us.financial condition.

Our risk management system may not be effective in mitigating risk and loss.

We seek to monitor and manage our risk exposure through a group-wide risk management platform, encompassing a multi-layered risk management governance structure, reporting and monitoring systems, early warning systems, a centralized credit risk management systemsystems for our banking operations and other risk management infrastructure, using a variety of risk management strategies and techniques. See “Item 11. Quantitative and Qualitative Disclosures about Market Risk.” However, such risk management strategies and techniques employed by us and the judgments that accompany their application cannot anticipate the economic and financial outcome in all market environments, and many of our risk management strategies and techniques have a basis in historic market behavior that may limit the effectiveness of such strategies and techniques in times of significant market stress or other unforeseen circumstances. Furthermore, our risk management strategies may not be effective in a difficult or less liquid market environment, as other market participants may be attempting to use the same or similar strategies as us to deal with such market conditions. In such circumstances, it may be difficult for us to reduce our risk positions due to the activity of such other market participants.

We are generally subject to Korean corporate governance and disclosure standards, which may differ from those in other countries.

Companies in Korea, including us, are subject to corporate governance standards applicable to Korean public companies which may differ in some respects from standards applicable in other countries, including the United States. As a reporting company registered with the U.S. Securities and Exchange Commission and listed on the New York Stock Exchange, we are subject to certain corporate governance standards as mandated by the Sarbanes-Oxley Act of 2002. However, foreign private issuers, including us, are exempt from certain corporate governance requirements under the Sarbanes-Oxley Act or under the rules of the New York Stock Exchange. There may also be less publicly available information about Korean companies, such as us, than is regularly made available by public or non-public companies in other countries. Such differences in corporate governance standards and less public information could result in corporate governance practices or disclosures that are perceived as less than satisfactory by investors in certain countries.

A decline in the value of the collateral securing our loans and our inability to realize full collateral value may adversely affect our credit portfolio.

A substantial portion of our loans is secured by real estate, the values of which have fluctuated significantly in recent years. Although it is our general policy to lend up to 40% to 80% of the appraised value of collateral (except in areas of high speculation designated by the government where we generally limit our lending to between 40% to 60% of the appraised value of collateral) and to periodically re-appraise our collateral, the

downturn in the real estate market in Korea in recent years has resulted in declines in the value of the collateral securing our mortgage and home equity loans. If collateral values decline further in the future, they may not be sufficient to cover uncollectible amounts in respect of our secured loans. Any future declines in the value of the

real estate or other collateral securing our loans, or our inability to obtain additional collateral in the event of such declines, could result in a deterioration in our asset quality and may require us to take additional loan loss provisions.

In Korea, foreclosure on collateral generally requires a written petition to a court. An application, when made, may be subject to delays and administrative requirements that may result in a decrease in the value realized with respect to such collateral. We cannot guarantee that we will be able to realize the full value on our collateral as a result of, among other factors, delays in foreclosure proceedings and defects in the perfection of our security interest in collateral. Our failure to recover the expected value of collateral could expose us to losses.

The secondary market for corporate bonds in Korea is not fully developed, and, as a result, we may not be able to realize the full “marked-to-market” value of debt securities we hold at the time of any sale of such securities.

As of December 31, 2012,2014, we held debt securities issued by Korean companies and financial institutions (other than those issued by government-owned or -controlled enterprises or financial institutions, which include Korea Electric Power Corporation, the Bank of Korea, Korea Development Bank, Korea Finance Corporation and Industrial Bank of Korea) with a total carrying amount of ₩17,837₩21,337 billion in our trading and investment securities portfolio. The market value of these securities could decline significantly due to various factors, including future increases in interest rates or a deterioration in the financial and economic condition of any particular issuer or of Korea in general. Any of these factors individually or a combination of these factors would require us to write down the fair value of these debt securities, resulting in impairment losses. Because the secondary market for corporate bonds in Korea is not fully developed, the market value of many of these securities as reflected on our statements of financial position is determined by references to suggested prices posted by Korean rating agencies or the Korea Securities Dealers Association. These valuations, however, may differ significantly from the actual value that we could realize in the event we elect to sell these securities. As a result, we may not be able to realize the full “marked-to-market” value at the time of any such sale of these securities and thus may incur losses.

We may be required to make transfers from our general banking operations to cover shortfalls in our guaranteed trust accounts, which could have an adverse effect on our results of operations.

We manage a number of money trust accounts through Kookmin Bank, our banking subsidiary. Under Korean law, trust account assets of a bank are required to be segregated from the assets of that bank’s general banking operations. Those assets are not available to satisfy the claims of a bank’s depositors or other creditors of its general banking operations. For some of the trust accounts we manage, we have guaranteed either the principal amount of the investor’s investment or the principal and a fixed rate of interest.

If, at any time, the income from our guaranteed trust accounts is not sufficient to pay any guaranteed amount, we will have to cover the shortfall first from the special reserves maintained in these trust accounts, then from our fees from such trust accounts and finally from funds transferred from our general banking operations. As of December 31, 2012,2014, we had ₩89₩96 billion asof special reserves in respect of trust account assetsaccounts for which we provided guarantees of principal. There was no transfer from general banking operations to cover deficiencies in guaranteed trust accounts in 2010, 20112012, 2013 and 2012.However,2014. However, we may be required to make transfers from our general banking operations to cover shortfalls, if any, in our guaranteed trust accounts in the future. Such transfers may adversely impact our results of operations.

Our activities are subject to cybersecurity risk.

Our activities have been, and will continue to be, subject to an increasing risk of cyber attacks, the nature of which is continually evolving. Cybersecurity risks include unauthorized access to privileged and sensitive customer information, including passwords and account information of our retail and corporate customers. For example, many of our customers increasingly rely on our Internet banking services as well as our mobile and smartphone banking services for various types of transactions and, while such

transactions are protected by encryption and other security programs, they are not free from security breaches. We have made substantial and continuous investments to build systems and defenses to address threats from cyber attacks and we are not aware of any significantour monitoring and protection systems have been able to detect and respond to such breaches to our systems from such attacks to date. However, we may experience security breaches or unexpected disruptions in connection with our services in the future, which may result in liability to our customers and third parties and have an adverse effect on our business, reputation and results of operations.

We may experience disruptions, delays and other difficulties from our information technology systems.

We rely on our information technology systems for our daily operations including customer service, transactions, billing and record keeping. We may experience disruptions, delays or other difficulties from our information technology systems, which may have an adverse effect on our business and adversely impact our customers’ confidence in us.

Risks relating to liquidity and capital management

A considerable increase in interest rates could decrease the value of our debt securities portfolio and raise our funding costs while reducing loan demand and the repayment ability of our borrowers, which, as a result, could adversely affect us.

Interest rates in Korea have been subject to significant fluctuations in recent years. In late 2008 and early 2009, the Bank of Korea reduced its policy rate by a total of 325 basis points to support Korea’s economy amid the global financial crisis, and left such rate unchanged at 2.00% throughout 2009. In an effort to stem inflation amid improved growth prospects, the Bank of Korea gradually increased its policy rate in 2010 and 2011.2011 by a total of 125 basis points to 3.25%. However, the Bank of Korea reduced its policy rate to 3.00% in July2.00% through a series of reductions from 2012 and further reduced such rate to 2.75% in October 20122014 to support Korea’s economy in light of the recent slowdown in Korea’s growth and uncertain global economic prospects. In March 2015, the Bank of Korea further reduced its policy rate to an unprecedented 1.75% amid deflationary concerns and interest rate cuts by central banks around the world. All else being equal, an increase in interest rates leadsin the future could lead to a decline in the value of our portfolio of debt securities, which generally pay interest based on a fixed rate. A sustained increase in interest rates will also raise our funding costs, while reducing loan demand, especially among consumers. Rising interest rates may therefore require us to re-balance our asset portfolio and our liabilities in order to minimize the risk of potential mismatches and maintain our profitability.

In addition, rising interest rate levels may adversely affect the Korean economy and the financial condition of our corporate and retail borrowers, including holders of our credit cards, which in turn may lead to a deterioration in our credit portfolio. Since most of our retail and corporate loans bear interest at rates that adjust periodically based on prevailing market rates, a sustained increase in interest rate levels will increase the interest costs of our retail and corporate borrowers and could adversely affect their ability to make payments on their outstanding loans.

Our funding is highly dependent on short-term deposits, which dependence may adversely affect our operations.

We meet a significant amount of our funding requirements through short-term funding sources, which consist primarily of customer deposits. As of December 31, 2012,2014, approximately 96.5%94.4% of our deposits had maturities of one year or less or were payable on demand. In the past, a substantial proportion of our customer deposits have been rolled over upon maturity. We cannot guarantee, however, that depositors will continue to roll over their deposits in the future. In the event that a substantial number of our short-term deposit customers withdraw their funds or fail to

roll over their deposits as higher-yielding investment opportunities emerge, our liquidity position could be adversely affected. We may also be required to seek more expensive sources of short-term and long-term funding to finance our operations. See “Item 5.B. Liquidity and Capital Resources—Financial Condition—Liquidity.”

We may be required to raise additional capital if our capital adequacy ratio deteriorates or the applicable capital requirements change in the future, but we may not be able to do so on favorable terms or at all.

Under the capital adequacy requirements of the Financial Services Commission, both we as a bank holding company,and Kookmin Bank, our banking subsidiary, are required to maintain a minimum consolidated capital adequacy ratio, which is the ratio ofcommon equity capital as a percentage of risk-weighted assets on a consolidated basis, of 8.0%. In addition, pursuant to the capital adequacy requirements of the Financial Services Commission, Kookmin Bank, our banking subsidiary, is required to maintain a minimum Tier I capital adequacy ratio of 4.0%4.5%, Tier I capital adequacy ratio of 6.0% and a combined Tier I and Tier II capital adequacy ratio of 8.0%, on a consolidated basis.basis from, January 1, 2015. As of December 31, 2014, our common equity Tier III capital, is included in calculating theTier I capital and combined Tier I and Tier II capital adequacy ratio up to 100% of Tier I capital. As of December 31, 2012, our consolidated capital adequacy ratio was 13.90%ratios were 13.19%, 13.29% and 15.53%, respectively, and Kookmin Bank’s common equity Tier I capital, adequacyTier I capital and its combined Tier I and Tier II capital adequacy ratio was 10.87%ratios were 13.38%, 13.38% and 14.40%15.97%, respectively, all of which exceeded the minimum levels required by the Financial Services Commission. However, our capital base and capital adequacy ratios may deteriorate in the future if our results of operations or financial condition deteriorates for any reason, including as a result of a deterioration in the asset quality of our retail loans (including credit card balances) and loans to small- and medium-sized enterprises, or if we are not able to deploy our funding into suitably low-risk assets.

In December 2009,The current capital adequacy requirements of the Financial Services Commission are derived from a new set of bank capital measures, referred to as Basel III, which the Basel Committee on Banking Supervision initially introduced a new set of measures to supplement Basel II which include, among others, a requirement for higher minimum capital, introduction of a leverage ratio as a supplementary measure to the capital adequacy ratioin 2009 and flexible capital requirements for different phases of the economic cycle. Additional details regarding such new measures, including an additional capital conservation buffer and countercyclical capital buffer, liquidity coverage ratio and other supplemental measures, were announced by the Group of Governors and Heads of Supervision of the Basel Committee on Banking Supervision in September 2010. After further impact assessment and observation periods, the Basel Committee on Banking Supervision will beginbegan phasing in the new set of measures, referred to as Basel III, starting from 2013. In July 2013 and September 2012,2013, the Financial Services Commission announced its planspromulgated amended regulations implementing Basel III, pursuant to implement a new set of regulations that will, among other things, requirewhich Korean banks to comply with stricter minimum capital ratio requirements beginning in 2013 and additional minimum capital conservation buffer requirements starting in 2016. Under the proposed regulations, Korean banks will bebank holding companies were required to maintain a minimum ratio of common equity Tier I common capital (which principally includes equity capital, capital surplus and retained earnings less reserve for credit losses) to risk-weighted assets of 3.5% and Tier I capital to risk-weighted assets of 4.5% infrom December 1, 2013, which minimum ratios are to increasewere increased to 4.0% and 5.5%, respectively, infrom January 1, 2014 and increased further to 4.5% and 6.0%, respectively, infrom January 1, 2015. Such requirements would beare in addition to the existingpre-existing requirement for a minimum ratio of Tier I and Tier II capital (less any capital deductions) to risk-weighted assets of 8.0%, which will remainremains unchanged. The proposedamended regulations also contemplate an additional capital conservation buffer of 0.625% starting in 2016, with such buffer to increase in stages to 2.5% by 2019. In December 2012, however, the Financial Services Commission announced that the implementation of the proposed Basel III measures in Korea will be delayed pending the implementation of Basel III in the European Union, the United States and other countries. Accordingly, the timing and scope of implementation in Korea of Basel III measures remain uncertain. The implementation of Basel III in Korea may have a significant effect on the capital requirements of Korean financial institutions, including us. See “Item 5.B. Liquidity4.B. Business Overview—Supervision and Regulation—Principal Regulations Applicable to Financial Holding Companies—Capital Resources—Financial Condition—Adequacy” and “—Principal Regulations Applicable to Banks—Capital Adequacy.”

We may be required to obtain additional capital in the future in order to remain in compliance with more stringent capital adequacy and other regulatory requirements. However, we may not be able to obtain additional capital on favorable terms, or at all. Our ability to obtain additional capital at any time may be constrained to the extent that banks or other financial institutions in Korea or from other Asian countries are seeking to raise capital at the same time. To the extent that we fail to comply with applicable capital adequacy ratio or other regulatory requirements in the future, Korean regulatory authorities may impose penalties on us ranging from a warning to suspension or revocation of our banking license.

Risks relating to government regulation and policy

The Korean government may promote lending and financial support by the Korean financial industry to certain types of borrowers as a matter of policy, which financial institutions, including us, may decide to follow.

Through its policies and recommendations, the Korean government has promoted and, as a matter of policy, may continue to attempt to promote lending by the Korean financial industry to particular types of borrowers. For example, the Korean government has in the past provided and may continue to provide policy loans, which encourage lending to particular types of borrowers. It has generally done this by identifying sectors of the economy it wishes to promote and making low-interest funding available to financial institutions that may voluntarily choose to lend to these sectors. The government has in this manner provided policy loans intended to

promote mortgage lending to low-income individuals and lending to small- and medium-sized enterprises. All loans or credits we choose to make pursuant to these policy loans would be subject to review in accordance with our credit approval procedures. However, the availability of policy loans may influence us to lend to certain sectors or in a manner in which we otherwise would not in the absence of such loans from the government.

In the past, the Korean government has also announced policies under which financial institutions in Korea are encouraged to provide financial support to particular sectors. For example, in light of the deteriorating financial condition and liquidity position of small- and medium-sized enterprises in Korea as a result of the global financial crisis commencing in the second half of 2008 and adverse conditions in the Korean economy affecting consumers, the Korean government introduced measures intended to encourage Korean banks to provide financial support to small- and medium-sized enterprise and retail borrowers. See “—Risks relating to our small- and medium-sized enterprise loan portfolio—We have significant exposure to small- and medium-sized enterprises, and any financial difficulties experienced by these customers may result in a deterioration of our asset quality and have an adverse impact on us.” and “—Risks relating to our retail credit portfolio—Future changes in market conditions as well as other factors may lead to increases in delinquency levels of our retail loan portfolio.” The Korean government may in the future request financial institutions in Korea, including us, to make investments in or provide other forms of financial support to particular sectors of the Korean economy as a matter of policy, which financial institutions, including us, may decide to accept. We may incur costs or losses as a result of providing such financial support.

The Financial Services Commission may impose burdensome measures on us if it deems us or one of our subsidiaries to be financially unsound.

If the Financial Services Commission deems our financial condition or the financial condition of our subsidiaries to be unsound, or if we or our subsidiaries fail to meet applicable regulatory standards, such as minimum capital adequacy and liquidity ratios, the Financial Services Commission may order or recommend, among other things:

 

capital increases or reductions;

 

stock cancellations or consolidations;

 

transfers of business;businesses;

 

sales of assets;

 

closures of subsidiaries or branch offices;

 

mergers with other financial institutions; and

 

suspensions of a part or all of our business operations.

If any of these measures are imposed on us by the Financial Services Commission, they could hurt our business, results of operations and financial condition. In addition, if the Financial Services Commission orders us to partially or completely reduce our capital, you may lose part or all of your investment.

Risks relating to Korea

Escalations in tensions with North Korea could have an adverse effect on us and the market price of our ADSs.

Relations between Korea and North Korea have been tense throughout Korea’s modern history. The level of tension between the two Koreas has fluctuated and may increase abruptly as a result of future events. In particular, since the death of Kim Jong-il in December 2011, there has been increased uncertainty with respect to

the future of North Korea’s political leadership and concern regarding its implications for political and economic stability in the region. Although Kim Jong-il’s third son, Kim Jong-eun, has assumed power as his father’s designated successor, the long-term outcome of such leadership transition remains uncertain.

In addition, there have been heightened security concerns in recent years stemming from North Korea’s nuclear weapon and long-range missile programs as well as its hostile military actions against Korea. Some of the significant incidents in recent years include the following:

 

In late March 2013, North Korea stated that it had entered “a state of war” with Korea, declaring the 1953 armistice invalid, and put its artillery at the highest level of combat readiness to protest the Korea-United States allies’ military drills and additional sanctions imposed on North Korea for its missile and nuclear tests.

 

North Korea renounced its obligations under the Nuclear Non-Proliferation Treaty in January 2003 and conducted three rounds of nuclear tests between October 2006 to February 2013, which increased tensions in the region and elicited strong objections worldwide. In response, the United Nations Security Council unanimously passed resolutions that condemned North Korea for the nuclear tests and expanded sanctions against North Korea, most recently in March 2013.

 

In December 2012, North Korea launched a satellite into orbit using a long-range rocket, despite concerns in the international community that such a launch would be in violation of the agreement with the United States as well as United Nations Security Council resolutions that prohibit North Korea from conducting launches that use ballistic missile technology.

 

In March 2010, a Korean naval vessel was destroyed by an underwater explosion, killing many of the crewmen on board. The Korean government formally accused North Korea of causing the sinking, while North Korea denied responsibility. Moreover, in November 2010, North Korea fired more than one hundred artillery shells that hit Korea’s Yeonpyeong Island near the Northern Limit Line, which acts as the de facto maritime boundary between Korea and North Korea on the west coast of the Korean peninsula, causing casualties and significant property damage. The Korean government condemned North Korea for the attack and vowed stern retaliation should there be further provocation.

North Korea’s economy also faces severe challenges. For example, in November 2009, the North Korean government redenominated its currency at a ratio of 100 to 1 as part of a currency reform undertaken in an attempt to control inflation and reduce income gaps. In tandem with the currency redenomination, the North Korean government banned the use or possession of foreign currency by its residents and closed down privately run markets,challenges, which led to severe inflation and food shortages. Such developments may further aggravate social and political tensionspressures within North Korea. There can be no assurance that the level of tension ontensions affecting the Korean peninsula will not escalate in the future. Any further increase in tensions, which may occur, for example, if North Korea experiences a leadership crisis, high-level contacts between Korea and North Korea break down or military hostilities occur, could have a material adverse effect on the Korean economy and on our business, financial condition and results of operations and the market value of our common stock and ADSs.

Unfavorable financial and economic developments in Korea may have an adverse effect on us.

We are incorporated in Korea, and substantially all of our operations are located in Korea. As a result, we are subject to political, economic, legal and regulatory risks specific to Korea. The economic indicators in Korea in recent years have shown mixed signs of growth and uncertainty, and future growth of the economy is subject to many factors beyond our control.

In recent years, adverse conditions and volatility in the worldwide financial markets, fluctuations in oil and commodity prices and the general weakness of the U.S. and global economy have contributed to the uncertainty of global economic prospects in general and have adversely affected, and may continue to adversely affect, the Korean economy. See “Other risks relating to our business—Difficult conditions in the global financial markets could adversely affect our results of operations and financial condition.” Since the second half of 2008, theThe value of the Won relative to major foreign currencies in general and the U.S. dollar in particular has also fluctuated widely. See “Item 3.A. Selected Financial Data—Exchange Rates.” Furthermore, as a result of adverse global and Korean economic conditions,

there has been significant volatility in the stock prices of Korean companies in recent years, particularly in light of the financial difficulties affecting many governments worldwide, including Cyprus, Greece, Spain, Italy and Portugal.years. Future declines in the Korea Composite Stock Price Index (known as the “KOSPI”) and large amounts of sales of Korean securities by foreign investors and subsequent repatriation of the proceeds of such sales may adversely affect the value of the Won, the foreign currency reserves held by financial institutions in Korea, and the ability of Korean companies to raise capital. Any future deterioration of the Korean or global economy could adversely affect our business, financial condition and results of operations.

Developments that could hurt Korea’s economy in the future include:

 

difficulties in the financial sectors in Europe and elsewhere and increased sovereign default risks in select countries and the resulting adverse effects on the global financial markets;

 

adverse changes or volatility in foreign currency reserve levels, commodity prices (including oil prices), exchange rates (including fluctuation of the U.S. dollar, the euro or the Japanese yen exchange rates or revaluation of the Chinese renminbi)Renminbi), interest rates, inflation rates or stock markets;

 

continuing adverse conditions in the economies of countries and regions that are important export markets for Korea, such as the United States, Europe, Japan and China, or in emerging market economies in Asia or elsewhere;

 

further decreases in the market prices of Korean real estate;

 

increasing delinquencies and credit defaults by retail or small- and medium-sized enterprise borrowers;

 

declines in consumer confidence and a slowdown in consumer spending;

 

increasing levels of household debt;

 

difficulties in the financial sector in Korea, including the savings bank sector;

 

the continued emergence of the Chinese economy, to the extent its benefits (such as increased exports to China) are outweighed by its costs (such as competition in export markets or for foreign investment and the relocation of the manufacturing base from Korea to China);

 

social and labor unrest;

 

a decrease in tax revenues and a substantial increase in the Korean government’s expenditures for fiscal stimulus measures, unemployment compensation and other economic and social programs that, together, would lead to an increased government budget deficit;

 

  

financial problems or lack of progress in the restructuring ofchaebols, other large troubled companies, their suppliers or the financial sector;

 

  

loss of investor confidence arising from corporate accounting irregularities and corporate governance issues concerning certainchaebols;

increases in social expenditures to support an aging population in Korea or decreases in economic productivity due to the declining population size in Korea;

 

the economic impact of any pending or future free trade agreements;

 

geo-political uncertainty and risk of further attacks by terrorist groups around the world;

 

natural disasters that have a significant adverse economic or other impact on Korea or its major trading partners;

 

the occurrence of severe health epidemics in Korea or other parts of the world;world, including the recent Ebola outbreak;

 

deterioration in economic or diplomatic relations between Korea and its trading partners or allies, including deterioration resulting from territorial or trade disputes or disagreements in foreign policy;

 

political uncertainty or increasing strife among or within political parties in Korea;

hostilities or political or social tensions involving oil producing countries in the Middle East and North Africa and any material disruption in the global supply of oil or increase in the price of oil;

 

an increase in the level of tensions or an outbreak of hostilities between North Korea and Korea or the United States; and

 

changes in financial regulations in Korea.

Labor unrest in Korea may adversely affect our operations.

Economic difficulties in Korea or increases in corporate reorganizations and bankruptcies could result in layoffs and higher unemployment. Such developments could lead to social unrest and substantially increase government expenditures for unemployment compensation and other costs for social programs. According to statistics from the Korea National Statistical Office, the unemployment rate was 3.7%3.2% in 2010,2012 and decreased to 3.4%3.1% in 2011 and further decreased2013, but increased to 3.2%3.5% in 2012.2014. Future increases in unemployment and any resulting labor unrest in the future could adversely affect our operations, as well as the operations of many of our customers and their ability to repay their loans, and could adversely affect the financial condition of Korean companies in general, depressing the price of their securities. These developments would likely have an adverse effect on our financial condition and results of operations.

Risks relating to our common stock and ADSs

We or our major stockholders may sell shares of our common stock or ADSs in the future, and these and other sales may adversely affect the market price of our common stock and ADSs and may dilute your investment and relative ownership in us.

In September 2009, we issued 30,000,000 new shares of our common stock (including 2,775,585 new shares in the form of ADSs) at a subscription price of ₩37,250 per share (and US$29.95 per ADS), pursuant to a rights offering to our existing shareholders. In July 2011, Kookmin Bank, our wholly-owned subsidiary, sold 34,966,962 shares of our common stock in a block sale. We have no current plans for any subsequent public offerings of our common stock, ADSs or securities exchangeable for or convertible into such securities. However, it is possible that we may decide to offer or sell such securities in the future. In February 2013, ING Bank N.V., one of our major stockholders that held 5.02% of our total issued common stock as of December 31, 2012, sold its entire stake in our company in a block sale. In addition, our major stockholder, the Korean National Pension Service, held approximately 8.58%9.42% of our total issued common stock as of December 31, 2012,2014, which it may sell at any time.

Any future offerings or sales by us of our common stock or ADSs or securities exchangeable for or convertible into such securities, significant sales of our common stock by a major stockholder, or the public

perception that an offering or sales may occur, could have an adverse effect on the market price of our common stock and ADSs. Furthermore, any offerings by us in the future of any such securities could have a dilutive impact on your investment and relative ownership interest in us.

Ownership of our common stock is restricted under Korean law.

Under the Financial Holding Company Act, a single stockholder, together with its affiliates, is generally prohibited from owning more than 10.0% of the issued and outstanding shares of voting stock of a bank holding company such as us that controls a nationwide bank, with the exception of certain stockholders that are non-financial business group companies, whose applicable limit ishas been reduced from 9.0%. to 4.0% pursuant to an amendment of the Financial Holding Company Act which became effective from February 14, 2014. To the extent that the total number of shares of our common stock (including those represented by ADSs) that a holder and its affiliates own together exceeds the applicable limits, that holder will not be entitled to exercise the voting rights for the excess shares, and the Financial Services Commission may order that holder to dispose of the excess shares within a period of up to six months. Non-financial business group companies are required to obtain approval from the Financial Services Commission in order to (i) become the largest shareholder of a bank holding company or (ii) acquire 4% or more of the issued and outstanding shares of voting stock of a bank holding company and participate in the management of such company in the manner prescribed in the Enforcement Decree of the Financial Holding Company Act. If non-financial business group companies hold voting stock of a bank holding company in excess of the foregoing limits as a result of unavoidable circumstances, such as sales by other stockholders’ of their shareholding, such non-financial business group companies are required to obtain approval from the Financial Services Commission to hold the portion of shares that exceeds the limit, dispose of such portion or take measures so that they no longer fall under the definition of “non-financial business group companies” under the Financial Holding Company Act. Non-compliance with such requirement will prohibit non-financial business group companies from exercising their voting rights of the shares that exceed the limit and prompt the issuance of an order by the Financial Services Commission directing such non-financial business group companies to dispose of their shares that exceed the limit. Failure to comply with such an order would result in an administrative fine of up to 0.03% of the carrying amountbook value of such shares per day until the date of disposal. Non-financial business group

companies can no longer acquire more than 4.0% of the issued and outstanding shares of voting stock of a bank holding company pursuant to the amended Financial Holding Company Act, which grants an exception for non-financial business group companies which, at the time of the enactment of the amended provisions, held more than 4.0% of the shares thereof with the approval of the Financial Services Commission before the amendment. See “Item 4.B. Business Overview—Supervision and Regulation—Principal Regulations Applicable to Financial Holding Companies—Restrictions on Ownership of a Financial Holding Company.”

A holder of our ADSs may not be able to exercise dissent and appraisal rights unless it has withdrawn the underlying shares of our common stock and become our direct stockholder.

In some limited circumstances, including the transfer of the whole or any significant part of our business and the merger or consolidation of us with another company, dissenting stockholders have the right to require us to purchase their shares under Korean law. However, holders of our ADSs will not be able to exercise such dissent and appraisal rights if the depositary refuses to do so on their behalf. Our deposit agreement does not require the depositary to take any action in respect of exercising dissent and appraisal rights. In such a situation, holders of our ADSs must withdraw the underlying common stock from the ADS facility (and incur charges relating to that withdrawal) and become our direct stockholder prior to the record date of the stockholders’ meeting at which the relevant transaction is to be approved, in order to exercise dissent and appraisal rights.

A holder of our ADSs may be limited in its ability to deposit or withdraw common stock.

Under the terms of our deposit agreement, holders of common stock may deposit such stock with the depositary’s custodian in Korea and obtain ADSs, and holders of ADSs may surrender ADSs to the depositary and receive common stock. However, to the extent that a deposit of common stock exceeds the difference between:

 

 (1)the aggregate number of common shares we have deposited or we have consented to allow to be deposited for the issuance of ADSs (including deposits in connection with offerings of ADSs and stock dividends or other distributions relating to ADSs); and

 

 (2)the number of shares of common stock on deposit with the custodian for the benefit of the depositary at the time of such proposed deposit,

such common stock will not be accepted for deposit unless

 

 (A)our consent with respect to such deposit has been obtained; or

 

 (B)such consent is no longer required under Korean laws and regulations.

Under the terms of the deposit agreement, no consent is required if the shares of common stock are obtained through a dividend, free distribution, rights offering or reclassification of such stock. We have consented, under the terms of the deposit agreement, to any deposit to the extent that, after the deposit, the number of deposited shares does not exceed such number of shares as we determine from time to time (which number shall at no time be less than 100,000,000 shares), unless the deposit would be prohibited by applicable laws or violate our articles of incorporation. We might not consent to the deposit of any additional common stock. As a result, if a holder surrenders ADSs and withdraws common stock, it may not be able to deposit the stock again to obtain ADSs.

A holder of our ADSs will not have preemptive rights in some circumstances.

The Korean Commercial Code of 1962, as amended, and our articles of incorporation require us, with some exceptions, to offer stockholders the right to subscribe for new shares of our common stock in proportion to their existing shareholding ratio whenever new shares are issued. If we offer any rights to subscribe for additional shares of our common stock or any rights of any other nature, the depositary, after consultation with us, may make the rights available to holders of our ADSs or use reasonable efforts to dispose of the rights on behalf of

such holders and make the net proceeds available to such holders. The depositary, however, is not required to make available to holders any rights to purchase any additional shares of our common stock unless it deems that doing so is lawful and feasible and:

 

a registration statement filed by us under the U.S. Securities Act of 1933, as amended, is in effect with respect to those shares; or

 

the offering and sale of those shares is exempt from or is not subject to the registration requirements of the Securities Act.

Similarly, holders of our common stock located in the United States may not exercise any such rights they receive absent registration or an exemption from the registration requirements under the Securities Act.

We are under no obligation to file any registration statement with the U.S. Securities and Exchange Commission or to endeavor to cause such a registration statement to be declared effective. Moreover, we may not be able to establish an exemption from registration under the Securities Act. Accordingly, a holder of our ADSs may be unable to participate in our rights offerings and may experience dilution in its holdings. If a registration statement is required for a holder of our ADSs to exercise preemptive rights but is not filed by us or is not declared effective, the holder will not be able to exercise its preemptive rights for additional ADSs and it will suffer dilution of its equity interest in us. If the depositary is unable to sell rights that are not exercised or not distributed or if the sale is not lawful or feasible, it will allow the rights to lapse, in which case the holder will receive no value for these rights.

Dividend payments and the amount a holder of our ADSs may realize upon a sale of its ADSs will be affected by fluctuations in the exchange rate between the U.S. dollar and the Won.

Our common stock is listed on the KRX KOSPI Market and quoted and traded in Won. Cash dividends, if any, in respect of the shares represented by the ADSs will be paid to the depositary in Won and then converted by the depositary into U.S. dollars, subject to certain conditions. Accordingly, fluctuations in the exchange rate between the Won and the U.S. dollar will affect, among other things, the amounts a holder of our ADSs will receive from the depositary in respect of dividends, the U.S. dollar value of the proceeds that it would receive upon sale in Korea of the shares of our common stock obtained upon surrender of ADSs and the secondary market price of ADSs. Such fluctuations will also affect the U.S. dollar value of dividends and sales proceeds received by holders of our common stock.

The market value of an investment in our ADSs may fluctuate due to the volatility of the Korean securities market.

Our common stock is listed on the KRX KOSPI Market, which has a smaller market capitalization and is more volatile than the securities markets in the United States and many European countries. The market value of ADSs may fluctuate in response to the fluctuation of the trading price of shares of our common stock on the KRX KOSPI Market. The KRX KOSPI Market has experienced substantial fluctuations in the prices and volumes of sales of listed securities and the KRX KOSPI Market has prescribed a fixed range in which share prices are permitted to move on a daily basis. The KOSPI declined from 1,897.1 on December 31, 2007 to 938.8 on October 24, 2008. The KOSPI was 1,944.62,159.8 on April 26, 2013.There24, 2015.There is no guarantee that the stock prices of Korean companies will not decline again in the future. Like other securities markets, including those in developed markets, the Korean securities market has experienced problems including market manipulation, insider trading and settlement failures. The recurrence of these or similar problems could have a material adverse effect on the market price and liquidity of the securities of Korean companies, including our common stock and ADSs, in both the domestic and the international markets.

The Korean government has the potential ability to exert substantial influence over many aspects of the private sector business community, and in the past has exerted that influence from time to time. For example, the

Korean government has promoted mergers to reduce what it considers excess capacity in a particular industry and has also encouraged private companies to publicly offer their securities. Similar actions in the future could have the effect of depressing or boosting the Korean securities market, whether or not intended to do so. Accordingly, actions by the government, or the perception that such actions are taking place, may take place or has ceased, may cause sudden movements in the market prices of the securities of Korean companies in the future, which may affect the market price and liquidity of our common stock and ADSs.

If the Korean government deems that emergency circumstances are likely to occur, it may restrict holders of our ADSs and the depositary from converting and remitting dividends and other amounts in U.S. dollars.

If the Korean government deems that certain emergency circumstances, including, but not limited to, severe and sudden changes in domestic or overseas economic circumstances, extreme difficulty in stabilizing the balance of payments or implementing currency exchange rate and other macroeconomic policies, have occurred or are likely to occur, it may impose certain restrictions provided for under the Foreign Exchange Transaction Law, including the suspension of payments or requiring prior approval from governmental authorities for any transaction. See “Item 10.D. Exchange Controls—General.”

A holder of our ADSs may not be able to enforce a judgment of a foreign court against us.

We are a corporation with limited liability organized under the laws of Korea. Substantially all of our directors and officers and other persons named in this document reside in Korea, and all or a significant portion of the assets of our directors and officers and other persons named in this document and substantially all of our assets are located in Korea. As a result, it may not be possible for holders of our ADSs to effect service of process within the United States, or to enforce against them or us in the United States judgments obtained in United States courts based on the civil liability provisions of the federal securities laws of the United States. There is doubt as to the enforceability in Korea, either in original actions or in actions for enforcement of judgments of United States courts, of civil liabilities predicated on the United States federal securities laws.

 

Item 4.INFORMATION ON THE COMPANY

Item 4.A.    History and Development of the Company

Item 4.A.History and Development of the Company

Overview

We were established as a new financial holding company on September 29, 2008 pursuant to a “comprehensive stock transfer” under Korean law, whereby holders of the common stock of Kookmin Bank and

certain of its subsidiaries transferred all of their shares to us in return for shares of our common stock. We were established pursuant to the Financial Holding Company Act, which was enacted in October 2000 and which, together with associated regulations and a related presidential decree,Enforcement Decree, has enabled banks and other financial institutions, including insurance companies, investment trust companies, credit card companies and securities companies, to be organized and managed under the auspices of a single financial holding company.

Our legal and commercial name is KB Financial Group Inc. Our registered office and principal executive offices are located at 9-1, 2-ga,84, Namdaemoon-ro, Jung-gu, Seoul Korea 100-703.100-703, Korea. Our telephone number is 822-2073-7114. Our agent in the United States, Kookmin Bank, New York Branch, is located at 565 Fifth Avenue, 24th Floor, New York, NY 10017. Its telephone number is (212) 697-6100.

History of the Former Kookmin Bank

The former Kookmin Bank was established by the Korean government in 1963 under its original name of Citizens National Bank under the Citizens National Bank Act of Korea with majority government ownership. Under this Act, we were limited to providing banking services to the general public and to small- and medium-sized enterprises. In September 1994, we completed our initial public offering in Korea and listed our shares on the KRX KOSPI Market.

In January 1995, the Citizens National Bank Act of Korea was repealed and replaced by the Repeal Act of the Citizens National Bank Act. Our status was changed from a specialized bank to a nationwide commercial bank and in February 1995, we changed our name to Kookmin Bank. The Repeal Act allowed us to engage in lending to large businesses.

History of H&CB

H&CB was established by the Korean government in 1967 under the name Korea Housing Finance Corporation. In 1969, Korea Housing Finance Corporation became the Korea Housing Bank pursuant to the Korea Housing Bank Act. H&CB was originally established to provide low and middle income households with long-term, low-interest mortgages in order to help them purchase their own homes, and to promote the increase of housing supply in Korea by providing low-interest housing loans to construction companies. Under the Korea Housing Bank Act, up to 20% of H&CB’s lending (excluding lending pursuant to government programs) could be non-mortgage lending. Until 1997 when the Korea Housing Bank Act was repealed, H&CB was the only entity in Korea allowed to provide mortgage loans with a term of longer than ten years. H&CB also had the exclusive ability to offer housing-related deposit accounts offering preferential rights to subscribe for newly-built apartments.

In July 1999, H&CB entered into an investment agreement with certain affiliates of the ING Groep N.V., a leading global financial services group. Through ING Insurance International B.V. and ING International Financial Holdings, ING Groep N.V. invested ₩332 billion to acquire 9,914,777 new common shares of H&CB representing 9.99999% of H&CB’s outstanding common shares. As of December 31, 2012, ING Groep N.V. beneficially owned, through its consolidated subsidiary ING Bank N.V., 5.02% of our issued common stock. In February 2013, ING Bank N.V. sold all of its stake in our company in a block trade. For more details regarding our relationship with ING Groep N.V., see “Item 7.B. Related Party Transactions” and “Item 10.C. Material Contracts.”

The Merger of the Former Kookmin Bank and H&CB

Effective November 1, 2001, the former Kookmin Bank and H&CB merged into a new entity named Kookmin Bank. This merger resulted in Kookmin Bank becoming the largest commercial bank in Korea. Kookmin Bank’s ADSs were listed on the New York Stock Exchange on November 1, 2001 and its common shares were listed on the KRX KOSPI Market on November 9, 2001. As of October 31, 2001, H&CB’s total

assets were ₩67,399 billion, its total deposits were ₩51,456 billion, its total liabilities were ₩64,537 billion and it had stockholders’ equity of ₩2,849 billion. As required by U.S. GAAP, we recognized H&CB’s total assets and liabilities at their estimated fair values of ₩68,329 billion and ₩64,840 billion, respectively. These amounts reflect the recognition of ₩562 billion of negative goodwill, which was allocated to the fixed assets, core deposit intangible assets and credit card relationship intangible assets assumed.

The Establishment of KB Financial Group

We were established on September 29, 2008 pursuant to a “comprehensive stock transfer” under Article 360-15 of the Korean Commercial Code, whereby holders of the common stock of Kookmin Bank and certain of its subsidiaries transferred all of their shares to us, a new financial holding company, and in return received shares of our common stock. In the stock transfer, each holder of one share of Kookmin Bank common stock received one share of our common stock, par value ₩5,000 per share. Holders of Kookmin Bank ADSs and global depositary shares, each of which represented one share of Kookmin Bank common stock, received one of our ADSs for every ADS or global depositary share they owned. In addition, holders of the common stock of KB Investment & Securities Co., Ltd., KB Asset Management Co., Ltd., KB Real Estate Trust Co., Ltd., KB Investment Co., Ltd., KB Futures Co., Ltd., KB Credit Information Co., Ltd., and KB Data Systems Co., Ltd., all of which were Kookmin Bank’s subsidiaries, transferred all of their shares to us and, as consideration for such transferred shares, received shares of our common stock in accordance with the specified stock transfer ratio applicable to each such subsidiary. Following the completion of the stock transfer, Kookmin Bank, KB Investment & Securities Co., Ltd., KB Asset Management Co., Ltd., KB Real Estate Trust Co., Ltd., KB

Investment Co., Ltd., KB Futures Co., Ltd., KB Credit Information Co., Ltd., and KB Data Systems Co., Ltd. became our wholly-owned subsidiaries. The stock transfer was accounted for under U.S. GAAP as a transaction between entities under common control and, with respect to the transfer by noncontrolling stockholders of Kookmin Bank’s subsidiaries included in the stock transfer, the acquisition by us of such noncontrolling interests of such subsidiaries was accounted for using the purchase method.

The following chart illustrates the organizational structure of Kookmin Bank prior to the completion of the stock transfer:

 

LOGOLOGO

The following chart illustrates our organizational structure after the completion of the stock transfer:

 

LOGOLOGO

The purpose of the stock transfer and our establishment as a financial holding company was to reorganize the different businesses of Kookmin Bank and its subsidiaries under a holding company structure, the adoption of which we believe will:

 

assist us in creating an integrated system that facilitates the sharing of customer information and the development of integrated products and services by the different businesses within our subsidiaries;

 

assist us in expanding our business scope to include new types of business with higher profit margins;

enhance our ability to pursue strategic investments or reorganizations by way of mergers, acquisitions, spin-offs or other means;

 

maximize our management efficiency; and

 

further enhance our capacity to expand our overseas operations.

Following the stock transfer, our common stock was listed on the KRX KOSPI Market on October 10, 2008 and our ADSs were listed on the New York Stock Exchange on September 29, 2008.

In connection with the stock transfer, Kookmin Bank common stockholders who opposed the stock transfer were entitled to exercise appraisal rights and require Kookmin Bank to repurchase their shares in the event the stock transfer was completed. The purchase price for shares in respect of which appraisal rights were exercised was set at ₩63,293 per share. Kookmin Bank repurchased 38,263,249 shares of its common stock as a result of the exercise of appraisal rights by dissenting stockholders. In addition, prior to the stock transfer, Kookmin Bank executed a share buy back program, pursuant to which it repurchased 16,840,000 shares of its common stock. Accordingly, as a result of the transfer by Kookmin Bank of such treasury shares and the shares it held in its subsidiaries to us, Kookmin Bank received 73,607,601 shares of our common stock in the stock transfer, all of which it subsequently sold.

Item 4.B.    Business Overview

Business

We are one of the largest financial holding companies in Korea, in terms of consolidated total assets, and our operations include Kookmin Bank, the largest commercial bank in Korea in terms of total assets (including loans). Our subsidiaries collectively engage in a broad range of businesses, including commercial banking, credit

cards, asset management, life insurance, capital markets activities and international banking. As of December 31, 2012,2014, we had consolidated total assets of ₩282₩308 trillion, consolidated total deposits of ₩194₩212 trillion and consolidated stockholders’ equity of ₩25₩28 trillion.

We were established as a financial holding company in September 2008, pursuant to a “comprehensive stock transfer” under Korean law. See “Item 4.A. History and Development of the Company—The Establishment of KB Financial Group.”

On the asset side, we provide credit and related financial services to individuals and small- and medium-sized enterprises and, to a lesser extent, to large corporate customers. On the deposit side, we provide a full range of deposit products and related services to both individuals and enterprises of all sizes. We provide these services predominantly through Kookmin Bank.

By their nature, our core consumer and small- and medium-sized enterprise operations place a high premium on customer access and convenience. Our combined banking network of 1,1931,161 branches as of December 31, 2012,2014, one of the most extensive in Korea, provides a solid foundation for our business and is a major source of our competitive strength. This network provides us with a large, stable and cost effective funding source, enables us to provide our customers convenient access and gives us the ability to provide the customer attention and service essential to conducting our business, particularly in an increasingly competitive environment. Our branch network is further enhanced by automated banking machines and fixed-line, mobile telephone and Internet banking. As of December 31, 2012,2014, we had a customer base of approximately 29.529.2 million retail customers, which represented over one-half of the Korean population.

The following table sets forth the principal components of our lending business as of the dates indicated. As of December 31, 2012,2014, retail loans and credit card loans and receivables accounted for 53.3%56.0% of our total loan portfolio:

 

  As of December 31,   As of December 31, 
  2010 2011 2012   2012 2013 2014 
  (in billions of Won, except percentages)   (in billions of Won, except percentages) 

Retail

                    

Mortgage and home equity (1)

  71,715     35.7 75,580     35.1 74,460     34.5  74,463     34.3 77,969     35.1 86,994     37.2

Other consumer(2)

   27,281     13.5    28,275     13.1    28,804     13.3     28,969     13.4    29,675     13.4    32,255     13.8  
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Total retail

   98,996     49.2    103,855     48.2    103,264     47.8     103,432     47.7    107,644     48.5    119,249     51.0  
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Credit card

   12,413     6.2    12,421     5.8    11,874     5.5     11,874     5.5    11,784     5.3    11,632     5.0  

Corporate

   88,275     43.8    97,239     45.1    98,922     45.8     99,683     45.9    100,534     45.3    100,878     43.1  

Foreign

   1,693     0.8    2,040     0.9    1,925     0.9     1,925     0.9    1,900     0.9    2,143     0.9  
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Total loans

  201,377     100.0 215,555     100.0 215,985     100.0  216,914     100.0 221,862     100.0 233,902     100.0
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

 

(1) 

Includes ₩1,022₩942 billion, ₩991₩945 billion and ₩942₩1,035 billion of overdraft loans secured by real estate in connection with home equity loans as of December 31, 2010, 20112012, 2013 and 2012,2014, respectively.

(2) 

Includes ₩8,603₩7,978 billion, ₩8,622₩7,181 billion and ₩7,978₩6,941 billion of overdraft loans as of December 31, 2010, 20112012, 2013 and 2012,2014, respectively.

We provide a full range of personal lending products and retail banking services to individual customers, including mortgage loans. We are the largest private sector mortgage lender in Korea.

Lending to small- and medium-sized enterprises is the single largest component of our non-retail credit portfolio and represents a widely diversified exposure to a broad spectrum of the Korean corporate community, both by type of lending and type of customer, with one of the categories being collateralized loans to SOHO customers that are among the smallest of the small- and medium-sized enterprises. The volume of our loans to small- and medium-sized enterprises requires a customer-oriented approach that is facilitated by our large and geographically diverse branch network.

With respect to large corporate customers, we continue to seek to maintain and expand quality relationships by providing them with an increasing range of fee-related services.

Since the former Kookmin Bank initiated the issuance of domestic credit cards in 1980, we have seen our credit card business grow rapidly over the past decade as the nationwide trend towards credit card use accelerated. In March 2011, we effected a horizontal spin-off of the credit card business from Kookmin Bank. As a result, our credit card business is operated by a newly establishedseparate wholly-owned subsidiary, KB Kookmin Card Co., Ltd. As of December 31, 2012,2014, we had approximately 10.518.2 million holders of check cards or credit cards issued by KB Kookmin Card.

Strategy

Our strategic focus is to become a world-class financial group that ranks among the leaders of the financial industry in Asia and globally. We plan to continue to solidify our market position as Korea’s leading bank, enhance our ability to provide comprehensive financial services to our retail and corporate customers and strengthen our overseas operating platform and network. We believe our strong market position in the commercial banking area in Korea is an important competitive advantage, which will enable us to compete more effectively based on convenient delivery, product breadth and differentiation, and service quality while focusing on our profitability.

The key elements of our strategy are as follows:

Providing comprehensive financial services and maximizing synergies among our subsidiaries through our financial holding company structure

We believe the Korean financial services market has been undergoing and will continue to undergo significant change, resulting from, among other things, fluctuations in the Korean and global economy and the evolving social landscape in Korea, including the acceleration of population aging in Korea, the prevalence of smartphone usage, developments in digital and mobile technologies and the ensuing trend toward high-tech “smart banking” in the banking sector. In the context of such changes, we plan to become a comprehensive financial services provider capable of offering a full range of products and services to our large existing base of retail and corporate banking customers, as well as a global firm that can effectively compete with leading international financial institutions. To that end, we are continuing to implement specific initiatives including the enhancement of our group-wide integrated customer relationship management system to facilitate the sharing of customer information and the integration of various customer loyalty programs among our subsidiaries.

We believe our financial holding company structure gives us a competitive advantage over commercial banks and unaffiliated financial services providers by:

 

allowing us to offer a more extensive range of financial products and services;

 

enabling us to share customer information, which is not permitted outside a financial holding company structure, thereby enhancing our risk management and cross-selling capabilities;

 

enhancing our ability to reduce costs in areas such as back-office processing and procurement; and

 

enabling us to raise and manage capital on a centralized basis.

Identifying, targeting and marketing to attractive customer segments and providing superior customer value and service to such segments

In recent years, rather than focusing on developing products and services to satisfy the overall needs of the general population, we have increasingly targeted specific market segments in Korea that we expect to generate superior growth and profitability. We will continue to implement a targeted marketing approach that seeks to identify the most attractive customer segments and to develop strategies to build market share in those segments. In particular, we intend to increase our “wallet share” of superior existing customers by using our advanced

customer relationship management technology to better identify and meet the needs of our most creditworthy and high net worth customers, on whom we intend to concentrate our marketing efforts. For example, as part of this strategy, we operate a “priority customer” program called KB Star Club through four of our subsidiaries: Kookmin Bank, KB Investment & Securities, KB Life Insurance and KB Kookmin Card. We select and classify KB Star Club customers based on their transaction history with the four subsidiaries and provide such customers with preferential treatment in various areas, including interest rates and transaction fees, depending upon how they are classified. We also provide private banking services, including personal wealth management services through our exclusive brand “Gold & Wise,” to increase our share of the priority customer market and in turn increase our profitability and strengthen our position in retail banking.

We are also focusing on attracting and retaining creditworthy customers by offering more differentiated fee-based products and services that are tailored to meet their specific needs. The development and marketing of our products and services are, in part, driven by customer segmentation to ensure we meet the needs of each customer segment. For instance, we continue to develop hybrid financial products with enhanced features, including various deposit products and investment products, for which consumer demand has increased in recent years. We are also focusing on addressing the needs of our customers by providing the highest-quality products and services and developing an open-architecture strategy, which allows us to sell such products through one of the largest branch networks in Korea. In short, we aim to offer our customers a convenient one-stop financial services destination where they can meet their traditional retail and corporate banking requirements, as well as

find a broad array of fee-based products and services tailored to address more specific financial needs, including in investment banking, insurance and wealth management. We believe such differentiated, comprehensive services and cross-selling will not only enhance customer loyalty but also increase profitability.

One of our key customer-related strategies continues to be creating greater value and better service for our customers. We intend to continue improving our customer service, including through:

 

  

Improved customer relationship management technology. Management has devoted substantial resources toward development of our customer relationship management system, which is designed to provide our employees with the needed information to continually improve the level of service and incentives offered to our preferred customers. Our system is based on an integrated customer database, which allows for better customer management and streamlines our customer reward system. We have also developed state-of-the-art call centers and online Internet capabilities to provide shorter response times to customers seeking information or to execute transactions. Our goals are to continually focus on improving customer service to satisfy our customer’s needs through continuing efforts to deliver new and improved services and to upgrade our customer relationship management system to provide the best possible service to our customers in the future.

 

  

Enhanced distribution channels. We also believe we can improve customer retention and usage rates by increasing the range of products and services we offer and by developing a differentiated, multi-channel distribution network, including branches, ATMs, call centers, mobile-banking and Internet banking. We believe that our leading market position in the commercial banking area in Korea gives us a competitive advantage in developing and enhancing our distribution capabilities.

Focusing on expanding and improving credit quality in our corporate lending business and increasing market share in the corporate financial services market

We plan to focus on corporate lending as one of our core businesses through attracting top-tier corporate customers and providing customized and distinctive products and services to build our position as a leading service provider in the Korean corporate financial market. To increase our market share in providing financial services to the corporate market, we intend to:

 

promote a more balanced and strengthened portfolio with respect to our corporate business by developing our large corporate customer base and utilizing our improved credit management operations to better evaluate new large corporate and small- and medium-sized enterprise customers;

develop and sell more varied corporate financial products, consisting of transactional banking products which provide higher margin and less risk;

 

generate more fee income from large corporate customers through business-to-business transactions, foreign exchange transactions and derivative and other investment products, as well as investment banking services;

 

strengthen our marketing system based on our accumulated expertise in order to attract top-tier corporate customers;

 

focus on enhancing our channel network in order to provide the best service by strengthening our corporate customer management; and

 

further develop and train our core professionals with respect to this market, including through programs such as the “Career Development Path.”

Strengthening internal risk management capabilities

We believe that ensuring strong asset quality through effective credit risk management is critical to maintaining stable growth and profitability and risk management will continue to be one of our key focus areas. One of our highest priorities is to improve our asset quality and more effectively price our lending products to

take into account inherent credit risk in our portfolio. Our goal is to maintain the soundness of our credit portfolio, profitability and capital base. To this end, we intend to continue to strengthen our internal risk management capabilities by tightening our underwriting and management policies and improving our internal compliance policies. To accomplish this objective, we have undertaken the following initiatives:

 

  

Strengthening underwriting procedures with advanced credit scoring techniques.techniques. We have centralized our credit management operations into our Credit Management & Analysis Group. Through such centralization, we aim to enhance our credit management expertise and improve our system of checks-and-balances with respect to our credit portfolio. We have also improved our ability to evaluate the credit of our small- and medium-sized enterprise customers through assigning experienced credit officers to our regional credit offices. We also require the same officer to evaluate, review and monitor the outstanding loans and other credits with respect to a customer, which we believe enhances the expertise and improves the efficiency and accountability of such officer, while enabling us to maintain a consistent credit policy. We have also, as a general matter, implemented enhanced credit analysis and scoring techniques, which we believe will enable us to make better-informed decisions about the credit we extend and improve our ability to respond more quickly to incipient credit problems. We are also focusing on enhancing our asset quality through improvement of our early monitoring systems and collection procedures.

 

  

Improving our internal compliance policy and ensuring strict application in our daily operations.operations. We have improved our monitoring capabilities with respect to our internal compliance by providing training and educational programs to our management and employees. We have also implemented strict compliance policies to maintain the integrity of our risk management system.

Cultivating a performance-based, customer-oriented culture that emphasizes market best practices

We believe a strong and dedicated workforce is critical to our ability to offer our customers the highest quality financial services and is integral to our goal of maintaining our position as one of Korea’s leading financial services providers. In the past, we have dedicated significant resources to develop and train our core professionals, and we intend to continue to enhance the productivity of our employees, including by regularly sponsoring in-house training and educational programs. We have also been seeking to cultivate a performance-based culture to create a work environment where members of our staff are incentivized to maximize their potential and in which our employees are directly rewarded for superior performance. We intend to maintain a professional workforce whose high quality of customer service reflects our goal to achieve and maintain global best practice standards in all areas of operations.

Retail Banking

Due to Kookmin Bank’s history and development as a retail bank and the know-how and expertise we have acquired from our activities in that market, retail banking has been and will continue to remain one of our core businesses. Our retail banking activities consist primarily of lending and deposit-taking.

Lending Activities

We offer various loan products that target different segments of the population, with features tailored to each segment’s financial profile and other characteristics. The following table sets forth the balances and the percentage of our total retail lending represented by the categories of our retail loans as of the dates indicated:

 

  As of December 31,   As of December 31, 
  2010 2011 2012   2012 2013 2014 
  (in billions of Won, except percentages)   (in billions of Won, except percentages) 

Retail:

                    

Mortgage and home equity loans

  71,715     72.4 75,580     72.8 74,460     72.1  74,463     72.0 77,969     72.4 86,994     73.0

Other consumer loans(1)

   27,281     27.6    28,275     27.2    28,804     27.9     28,969     28.0    29,675     27.6    32,255     27.0
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Total

  98,996     100.0 103,855     100.0 103,264     100.0  103,432     100.0 107,644     100.0 119,249     100.0
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

 

(1) 

Excludes credit card loans, but includes overdraft loans.

Our retail loans consist of:

 

  

Mortgage loans, which are loans made to customers to finance home purchases, construction, improvements or rentals; andhome equity loans, which are loans made to our customers secured by their homes to ensure loan repayment. We also provide overdraft loans in connection with our home equity loans.

 

  

Other consumer loans, which are loans made to customers for any purpose (other than mortgage and home equity loans). These include overdraft loans, which are loans extended to customers to cover insufficient funds when they withdraw funds from their demand deposit accounts with us in excess of the amount in such accounts up to a limit established by us.

For secured loans, including mortgage and home equity loans, our policy is to lend up to 100% of the adjusted collateral value (except in areas of high speculation designated by the government where we generally limit our lending to between 40% to 60% of the appraised value of collateral) minus the value of any lien or other security interests that are prior to our security interest. In calculating the adjusted collateral value for real estate, we use the appraisal value of the collateral multiplied by a factor, generally between 40% to 80% (40% to 60%70% in the case of mortgage and home equity loans). This factor varies depending upon the location and use of the real estate and is established in part by taking into account court-supervised auction prices for nearby properties.

A borrower’s eligibility for our mortgage loans depends on the value of the mortgage property, the appropriateness of the use of proceeds and the borrower’s creditworthiness. A borrower’s eligibility for home equity loans is determined by the borrower’s credit and the value of the property, while the borrower’s eligibility for other consumer loans is primarily determined by the borrower’s credit. If the borrower’s credit deteriorates, it may be difficult for us to recover the loan. As a result, we review the borrower’s creditworthiness, collateral value, credit scoring and third party guarantees when evaluating a borrower. In addition, to reduce the interest rate of a loan or to qualify for a loan, a borrower may provide collateral, deposits or guarantees from third parties.

Mortgage and Home Equity Lending

The housing finance market in Korea is divided into public sector and private sector lending. In the public sector, two government entities, the National Housing Fund and the National Agricultural Cooperative Federation, are responsible for most of the mortgage lending.

Private sector mortgage and home equity lending in Korea has expanded substantially in recent years. We provide customers with a number of mortgage and home equity loan products that have flexible features, including terms, repayment schedules, amounts and eligibility for loans, and we offer interest rates on a commercial basis. The maximum term of mortgage loans is 35 years and the majority of our mortgage loans have long-term maturities, which may be renewed. Non-amortizing home equity loans have an initial maturity of one year, which may be extended on an annual basis for a maximum of five years. Home equity loans subject to amortization of principal may have a maximum term of up to 35 years. As of December 31, 2012,2014, we had ₩23,698₩29,384 billion of amortizing home equity loans, representing 80.1%85.3% of our total home equity loans, and ₩5,888₩5,079 billion of non-amortizing home equity loans, representing 19.9%14.7% of our total home equity loans. Any customer is eligible for a mortgage or an individual home equity loan regardless of whether it participates in one of our housing related savings programs and so long as that customer is not barred by regulation from obtaining a loan because of bad credit history. However, customers with whom we frequently transact business and provide us with significant revenue receive preferential interest rates on loans.

As of December 31, 2012, 72.2%2014, 71.1% of our mortgage loans were secured by residential property which is the subject of the loan, 15.9%17.8% of our mortgage loans were guaranteed by the Housing Finance Credit Guarantee

Fund, a government housing-related entity, and the remaining 11.9%11.1% of our mortgage loans, contrary to general practices in the United States, were unsecured (although the use of proceeds from these loans are restricted for the purpose of financing home purchases and some of these loans were guaranteed by a third party). One reason that a relatively high percentage of our mortgage loans are unsecured is that we, along with other Korean banks, provide advance loans to borrowers for the down payment of new housing (particularly apartments) that is in the process of being built. Once construction is completed, which may take several years, these mortgage loans become secured by the new housing purchased by these borrowers. For the year ended December 31, 2012,2014, the average initial loan-to-value ratio of our mortgage loans, which is a measure of the amount of loan exposure to the appraised value of the security collateralizing the loan, was approximately 47.4%50.8%. There are three reasons that our loan-to-value ratio is relatively lower (as is the case with other Korean banks) compared to similar ratios in other countries, such as the United States. The first reason is that housing prices are high in Korea relative to average income, so most people cannot afford to borrow an amount equal to the entire value of their collateral and make interest payments on such an amount. The second reason relates to the “jeonsae” system, through which people provide a key money deposit while residing in the property prior to its purchase. At the time of purchase, most people use the key money deposit as part of their payment and borrow the remaining amount from Korean banks, which results in a loan that will be for an amount smaller than the appraised value of the property for collateral and assessment purposes. The third reason is that Korean banks discount the appraised value of the borrower’s property for collateral and assessment purposes so that a portion of the appraised value is reserved in order to provide recourse to a renter who lives at the borrower’s property. This is in the event that the borrower’s property is seized by a creditor, and the renter is no longer able to reside at that property. See “Item 3.D. Risk Factors—Other risks relating to our business—A decline in the value of the collateral securing our loans and our inability to realize full collateral value may adversely affect our credit portfolio.” In response to the implementation in recent years of various government initiatives designed to curtail extension of new or refinanced loans secured by housing (as described in “—Supervision and Regulation—Principal Regulations Applicable to Banks—Recent Regulations Relating to Retail Household Loans”), we have tightened our mortgage loan guidelines, principally by decreasing our maximum loan-to-value ratios and borrower debt-to-income ratios in accordance with the revised limits set forth in the related regulations.

The following table sets forth our unsecured and secured mortgage loans and home equity loans as of December 31, 2010, 20112012, 2013 and 2012,2014, based on their loan classification categories under IFRS and our internal credit ratings for loans (which are described in Note 4.2.4 of the notes to our consolidated financial statements):

 

 As of December 31, 2010  As of December 31, 2012 
 Non-impaired Impaired Total  Non-impaired Impaired Total 
 Not Past Due Past Due          Not Past Due Past Due         
 Grade 1 Grade 2 Grade 3 Grade 4 Grade 5   Past Due up to
89 Days
 Past Due 90 Days to
179 Days
 Past Due 180
Days or

More
    Grade 1 Grade 2 Grade 3 Grade 4 Grade 5   Past Due Up
to 89 Days
 Past Due 90 Days
to 179 Days
 Past Due
180 Days or
More
   
           (In billions of Won)                  (in billions of Won)       

Mortgage

          

Mortgage:

          

Secured (1)

 28,944   4,249   735   117   179   424   87   35   40   34,810   33,783   4,271   478   141   98   665   45   70   55   39,606  

Unsecured

  4,309    3,056    402    41    93    249    19    102    242    8,513    3,441    989    135    72    95    94    5    53    387    5,271  

Home Equity

          

Home Equity:

          

Secured

  23,349    3,827    589    69    158    275    67    29    29    28,392    25,081    3,269    472    106    102    452    44    30    30    29,586  

Unsecured

  —      —      —      —      —      —      —      —      —      —      —      —      —      —      —      —      —      —      —      —    
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

 56,602   11,132   1,726   227   430   948   173   166   311   71,715   62,305   8,529   1,085   319   295   1,211   94   153   472   74,463  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 
 As of December 31, 2011  As of December 31, 2013 
 Non-impaired Impaired Total  Non-impaired Impaired Total 
 Not Past Due Past Due      Not Past Due Past Due     
 Grade 1 Grade 2 Grade 3 Grade 4 Grade 5   Past Due up to
89 Days
 Past Due 90 Days to
179 Days
 Past Due 180
Days or

More
    Grade 1 Grade 2 Grade 3 Grade 4 Grade 5   Past Due Up
to 89 Days
 Past Due 90 Days
to 179 Days
 Past Due
180 Days or
More
   
           (In billions of Won)                  (in billions of Won)       

Mortgage

          

Mortgage:

          

Secured (1)

 33,606   4,205   440   136   87   650   57   30   40   39,251   37,642   4,171   361   116   78   808   74   44   76   43,370  

Unsecured

  4,297    1,108    105    75    85    188    12    74    325    6,269    2,131    531    74    24    11    119    9    28    188    3,115  

Home Equity

     ��    

Home Equity:

          

Secured

  25,420    3,478    429    107    87    450    48    20    21    30,060    27,512    2,767    356    98    89    541    63    26    32    31,484  

Unsecured

  —      —      —      —      —      —      —      —      —      —      —      —      —      —      —      —      —      —      —      —    
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

 63,323   8,791   974   318   259   1,288   117   124   386   75,580   67,285   7,469   791   238   178   1,468   146   98   296   77,969  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 
 As of December 31, 2012 
 Non-impaired Impaired Total 
 Not Past Due Past Due         
 Grade 1 Grade 2 Grade 3 Grade 4 Grade 5   Past Due up to
89 Days
 Past Due 90 Days to
179 Days
 Past Due 180
Days or

More
   
           (In billions of Won)       

Mortgage

          

Secured (1)

 33,782   4,270   478   141   98   665   45   70   55   39,604  

Unsecured

  3,442    989    135    72    94    94    5    53    386    5,270  

Home Equity

          

Secured

  25,081    3,269    472    106    102    452    44    30    30    29,586  

Unsecured

  —      —      —      —      —      —      —      —      —      —    
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

 62,305   8,528   1,085   319   294   1,211   94   153   471   74,460  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  As of December 31, 2014 
  Non-impaired  Impaired  Total 
  Not Past Due  Past Due             
  Grade 1  Grade 2  Grade 3  Grade 4  Grade 5     Past Due Up
to 89 Days
  Past Due 90 Days
to 179 Days
  Past Due
180 Days or

More
    
                 (in billions of Won)          

Mortgage:

          

Secured(1)

 44,315   3,979   309   94   74   688   61   53   62   49,635  

Unsecured

  2,338    478    16    7    3    26    4    2    22    2,896  

Home Equity:

          

Secured

  31,088    2,412    244    80    77    434    58    34    36    34,463  

Unsecured

  —      —      —      —      —      —      —      —      —      —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 77,741   6,869   569   181   154   1,148   123   89   120   86,994  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

 

(1) 

Includes advance loans guaranteed by the Housing Finance Credit Guarantee Fund to borrowers for the down payment of new housing that is in the process of being built.

Our home equity loan portfolio includes loans that are in a second lien position. In addition to the underwriting procedures we perform when we issue home equity loans in general, we perform additional underwriting procedures with respect to home equity loans secured by a second lien to assess and confirm the value and status of any loans secured by security interests on the collateral which would be prior to our security interest under the second lien home equity loan. Under regulations implemented by the Financial Supervisory Service, our home equity loans are subject to maximum loan-to-value ratios (i.e., the ratio of the aggregate principal amount of loans, including first and second lien loans, secured by a particular item of collateral to the appraised value of such collateral) of between

40% and 60%70%. As such, for home equity loans, we do not lend more than an amount equal to the adjusted collateral value (i.e., the collateral value as discounted by the required loan-to-value ratio) minus the value of any loans secured by security interests on the collateral that are prior to our security interest. Accordingly, in order to ascertain the value of loans secured by security interests on the collateral which would be prior to our security interest and to confirm the status of such loans, we perform additional underwriting procedures including a review of the relevant title and security interest registration documents and bank documents and certificates regarding such loans. In addition, for purposes of calculating debt-to-income ratios applicable to loans secured by certain types of housing under regulations implemented by the Financial Supervisory Service (see “—Supervision and Regulation—Principal Regulations Applicable to Banks—Recent Regulations Relating to Retail Household Loans”), which we apply on a nationwide basis for our home equity loans, we perform additional adjustments in our debt-to-income ratio calculations with respect to second lien home equity loans to account for the value of loans secured by security interests on the collateral that are prior to our security interest.

Following the issuance of a home equity loan, we make use of the Korea Federation of Bank’s database of delinquent borrowers to generally monitor the compliance of our borrowers with their other loan obligations, including the compliance of our second lien borrowers with their first lien loans. If a borrower in Korea is past due on payments of interest or principal for more than three months on any of its outstanding loans to Korean financial institutions (including mortgage, home equity, other consumer and credit card loans), such borrower is registered on the Korea Federation of Banks’ database of delinquent borrowers, which we monitor on a daily basis. The information disclosed by such database, which includes the outstanding loan amount which is past due, the identity of the delinquent borrower and the name of the applicable lending institution for such loan, provides an early warning about such borrower to our loan officers at the branch level, who then closely monitor our outstanding loans to such delinquent borrower and take appropriate preventive and remedial measures (including requiring such borrower to provide additional collateral) as necessary. Upon the occurrence of a default in the first lien position, we treat the second lien home equity loan as part of our potential problem loans or non-performing loans. More specifically, upon learning of the occurrence of a default in the first lien position, we examine our second lien home equity loan to determine whether the loan should be re-classified as “precautionary,” “substandard” or “doubtful” according to the asset classification guidelines of the Financial Services Commission. Assuming that such second lien home equity loan is not delinquent, if the outstanding

principal amount of the relevant first lien loan is less than ₩15 million, we classify the entire amount of the second lien home equity loan as “precautionary” and closely monitor it as a loan that may potentially become problematic. If the outstanding principal amount of the relevant first lien loan is ₩15 million or above or the borrower is undergoing, or preparing to undergo, foreclosure proceedings with respect to the underlying collateral, we classify the estimated recoverable amount of the second lien home equity loan as “substandard” and the rest of such loan amount as “doubtful.”

Pricing. The interest rates on our retail mortgage loans are generally based on a periodic floating rate (which is based on a base rate determined for three-month, six-month or twelve-month periods using our Market Opportunity Rate system, which reflects our internal cost of funding, further adjusted to account for our expenses related to lending). Our interest rates also incorporate a margin based among other things on the type of security, the credit score of the borrower and the estimated loss on the security. We can adjust the price to reflect the borrower’s current and/or expected future contribution to us. The applicable interest rate is determined at the time of the loan. If a loan is terminated prior to its maturity, the borrower is obligated to pay us an early termination fee of approximately 0.7% to 1.4% of the loan amount in addition to the accrued interest.

The interest rates on our home equity loans are determined on the same basis as our retail mortgage loans.

As of December 31, 2012,2014, our three-month, six-month and twelve-month base rates were 2.89%2.13%, 2.88%2.17% and 2.89%2.18%, respectively.

As of December 31, 2012, 82.6%2014, 75.7% of our outstanding mortgage and home equity loans were priced based on a floating rate.

Other Consumer Loans

Other consumer loans are primarily unsecured. However, such loans may be secured by real estate, deposits or securities. As of December 31, 2012,2014, approximately ₩16,642₩16,035 billion, or 57.8%49.7% of our consumer loans (other than mortgage and home equity loans) were unsecured loans (although some of these loans were guaranteed by a third party). Overdraft loans are also classified as other consumer loans, are primarily unsecured and generally have an initial maturity of one year, which is typically extended automatically on an annual basis and may be extended up to a maximum of five years. The amount of overdraft loans as of December 31, 20122014 was approximately ₩7,978₩6,941 billion.

In January 2012, we established KB Savings Bank to provide small-loan finance services to retail customers. KB Savings Bank was established in connection with our purchase of the assets of Jeil Savings Bank and assumption of its liabilities pursuant to a purchase and assumption agreement among Jeil Savings Bank, the Korea Deposit Insurance Corporation and us. In May 2012, pursuant to the purchase and assumption agreement, we transferred to the Korea Deposit Insurance Corporation a portion of the assets we purchased and related liabilities we assumed. In connection with such purchase and assumption (and after giving effect to the transfer to the Korea Deposit Insurance Corporation), we recognized an acquisition of ₩2,546 billion of assets and an assumption of ₩2,654 billion of liabilities and also ₩108 billion of goodwill. See Note 44 of the notes to our consolidated financial statements included elsewhere in this annual report.

Pricing. The interest rates on our other consumer loans (including overdraft loans) are determined on the same basis as on our mortgage and home equity loans, except that, for unsecured loans, the borrower’s credit score as determined during our loan approval process is also taken into account. See “Item 11. Quantitative and Qualitative Disclosures about Market Risk—Credit Risk Management.”

As of December 31, 2012, 97.4%2014, 97.9% of our other consumer loans had interest rates that were not fixed but were variable in reference to our base rate, which is based on the Market Opportunity Rate.

Deposit-taking Activities

Due to our extensive nationwide network of branches, together with our long history of development and our resulting know-how and expertise, as of December 31, 2012,2014, we had the largest number of retail customers and retail deposits among Korean commercial banks. The balance of our deposits from retail customers was ₩111,484₩126,581 billion, ₩119,707₩132,733 billion and ₩123,711₩138,246 billion as of December 31, 2010, 20112012, 2013 and 2012,2014, respectively, which constituted 62.0%64.1%, 62.9%66.1% and 63.6%65.3%, respectively, of the balance of our total deposits.

We offer many deposit products that target different segments of our retail customer base, with features tailored to each segment’s financial profile, characteristics and needs, including:

 

  

Demand deposits, which either do not accrue interest or accrue interest at a lower rate than time deposits. Demand deposits allow the customer to deposit and withdraw funds at any time and, if they

are interest bearing, accrue interest at a variable rate depending on the amount of deposit. Retail and corporate demand deposits constituted 30.7%34.5% of our total deposits as of December 31, 20122014 and paid average interest of 0.60%0.42% for 2012.2014.

 

  

Time deposits, which generally require the customer to maintain a deposit for a fixed term, during which the deposit accrues interest at a fixed rate or a variable rate based on the KOSPI, or to deposit specified amounts on an installment basis. If the amount of the deposit is withdrawn prior to the end of the fixed term, the customer will be paid a lower interest rate than that originally offered. The term for time deposits typically ranges from one month to five years, and the term for installment savings deposits ranges from six months to ten years. Retail and corporate time deposits constituted 63.0%58.9% of our total deposits as of December 31, 20122014 and paid average interest of 3.68%2.7% for 2012.2014. Most installment savings deposits offer fixed interest rates.

  

Certificates of deposit, the maturities of which typically range from 30 days to 730 days with a required minimum deposit of ₩5₩10 million. Interest rates on certificates of deposit are determined based on the length of the deposit and prevailing market rates. Our certificates of deposit are sold at a discount to their face value, reflecting the interest payable on the certificates of deposit.

 

  

Foreign currency deposits, which accrue interest at an adjustable rate and are available to Korean residents, non-residents and overseas immigrants. We offer foreign currency demand deposits and time deposits andas well as checking and passbook accounts in teneleven currencies.Foreign currency demand deposits, which accrue interest at a variable rate, allow customers to deposit and withdraw funds at any time. Foreign currency demand deposits accrue interest at a lower rate thanforeign currency time deposits, which generally require customers to maintain the deposit for a fixed term, during which it accrues interest at a fixed rate.

We offer varying interest rates on our deposit products depending upon average funding costs, the rate of return on our interest earning assets and the interest rates offered by other commercial banks.

We also offer deposits that provide the holder with preferential rights to housing subscriptions and eligibility for mortgage loans. These products include:

 

  

Housing subscription time deposits, which are special purpose time deposit accounts providing the holder with a preferential right to subscribe for new private apartment units under the Housing Law. This law is the basic law setting forth various measures supporting the purchase of houses and the supply of such houses by construction companies. These products accrue interest at a fixed rate for one year, and at an adjustable rate after one year. Deposit amounts per account range from ₩2 million to ₩15 million depending on the location of the holder’s current residence and the size of the desired apartment unit. These deposit products target high and middle income households.

 

  

Housing subscription installment savings deposits, which are monthly installment savings programs providing the holder with a preferential subscription right for new private apartment units under the Housing Law. Account holders are also eligible for our mortgage loans. These deposits require monthly installments of ₩50,000 to ₩500,000, have maturities of between two and five years and accrue interest at fixed or variable rates depending on the term. These deposit products target low- and middle-income households.

In 2002, after significant research and planning, we launched private banking operations at Kookmin Bank’s headquarters. Shortly thereafter, we launched a comprehensive strategy with respect to customers with higher net worth, which included staffing appropriate representatives, marketing aggressively, establishing IT systems, selecting appropriate branch locations and readying such branches with the necessary facilities to service such customers. As of December 31, 2012,2014, we operated 23 private banking centers through Kookmin Bank.

The Monetary Policy Committee of the Bank of Korea (the “Monetary Policy Committee”) imposes a reserve requirement on Won currency deposits of commercial banks based generally on the type of deposit

instrument. The reserve requirement is currently up to 7%. See “—Supervision and Regulation—Principal Regulations Applicable to Banks—Liquidity.”

The Depositor Protection Act provides for a deposit insurance system where the Korea Deposit Insurance Corporation guarantees to depositors the repayment of their eligible bank deposits. The deposit insurance system insures up to a total of ₩50 million per depositor per bank. See “—Supervision and Regulation—Principal Regulations Applicable to Banks—Deposit Insurance System.” We pay apaid ₩330 billion of premium rate of 0.02% of our average deposits for each quarter and we paid ₩294 billion for 2012.2014.

Credit Cards

Credit cards are another of our core retail products. We issue most of our credit cards under the “KB Kookmin Card” brand. In March 2011, we effected a horizontal spin-off of the credit card business from Kookmin Bank. As a result, our credit card business is operated by a newly establishedseparate wholly-owned subsidiary, KB Kookmin Card Co., Ltd.

The following table sets forth certain data relating to our credit card operations, on a non-consolidated basis, as of the dates and for the periods indicated:

 

   As of and for the Year Ended December 31, 
           2010                  2011                  2012         
   

(in billions of Won, except

number of holders,

accounts and percentages)

 

Number of credit cardholders (at year end) (thousands)

    

General accounts

   10,169    10,364    10,112  

Corporate accounts

   341    407    424  
  

 

 

  

 

 

  

 

 

 

Total

   10,510    10,771    10,536  
  

 

 

  

 

 

  

 

 

 

Number of merchants (at year end) (thousands)

   2,114    2,265    2,024  

Active ratio (at year end)(1)

   74.0  77.4  81.0

Credit card fees

    

Merchant fees (2)

  1,306   1,441   1,484  

Installment and cash advance fees

   629    648    683  

Annual membership fees

   51    51    66  

Other fees

   519    566    542  
  

 

 

  

 

 

  

 

 

 

Total

  2,505   2,706   2,775  
  

 

 

  

 

 

  

 

 

 

Charge volume(3)

    

General purchase

  48,527   46,771   45,768  

Installment purchase

   10,790    11,644    12,153  

Cash advance

   12,262    12,220    11,606  

Card loan (4)

   4,535    4,306    3,800  
  

 

 

  

 

 

  

 

 

 

Total

  76,114   74,941   73,327  
  

 

 

  

 

 

  

 

 

 

Outstanding balance (at year end)

    

General purchase

  4,684   4,410   4,533  

Installment purchase

   2,581    2,770    2,679  

Cash advance

   2,224    2,276    2,032  

Card loan(4)

   2,926    2,982    2,647  
  

 

 

  

 

 

  

 

 

 

Total

  12,415   12,438   11,891  
  

 

 

  

 

 

  

 

 

 

Average outstanding balances

    

General purchase

  4,512   4,569   4,461  

Installment purchase

   2,457    2,579    2,728  

Cash advance

   2,192    2,238    2,134  

Card loan(4)

   2,756    2,996    2,759  
  

 

 

  

 

 

  

 

 

 

Total

  11,917   12,382   12,082  
  

 

 

  

 

 

  

 

 

 

Delinquency ratios (at year end) (5)

    

From 1 month to 3 months

   0.73    1.00    0.94  

From 3 months to 6 months

   0.11    0.34    0.25  

Over 6 months

   0.18    0.17    0.13  
  

 

 

  

 

 

  

 

 

 

Total

   1.02  1.51  1.32
  

 

 

  

 

 

  

 

 

 

Non-performing loan ratio

   0.31  0.50  0.40

Write-offs (gross)

  389   413   541  

Recoveries(6)

   245    204    185  
  

 

 

  

 

 

  

 

 

 

Net write-offs

  144   209   356  
  

 

 

  

 

 

  

 

 

 

Gross write-off ratio (7)

   3.26  3.34  4.48

Net write-off ratio(8)

   1.21  1.69  2.95

   As of and for the Year Ended December 31, 
           2012                  2013                  2014         
   (in billions of Won, except number of
holders, accounts and percentages)
 

Number of credit cardholders (at year end) (thousands)

    

General accounts

   10,112    8,987    8,487  

Corporate accounts

   424    435    416  
  

 

 

  

 

 

  

 

 

 

Total

   10,536    9,422    8,903  
  

 

 

  

 

 

  

 

 

 

Number of merchants (at year end) (thousands)

   2,024    2,058    2,178  

Active ratio (at year end) (1)

   81.0  88.6  87.7

Credit card fees

    

Merchant fees (2)

  1,484   1,480   1,503  

Installment and cash advance fees

   683    578    475  

Annual membership fees

   66    68    63  

Other fees

   542    539    493  
  

 

 

  

 

 

  

 

 

 

Total

  2,775   2,665   2,534  
  

 

 

  

 

 

  

 

 

 

Charge volume (3)

    

General purchase

  45,768   46,735   45,295  

Installment purchase

   12,153    10,852    10,861  

Cash advance

   11,606    10,516    9,535  

Card loan (4)

   3,800    4,688    4,227  
  

 

 

  

 

 

  

 

 

 

Total

  73,327   72,791   69,918  
  

 

 

  

 

 

  

 

 

 

Outstanding balance (at year end)

    

General purchase

  4,533   4,716   4,496  

Installment purchase

   2,679    2,600    2,786  

Cash advance

   2,032    1,525    1,323  

Card loan (4)

   2,647    2,959    3,046  
  

 

 

  

 

 

  

 

 

 

Total

  11,891   11,800   11,651  
  

 

 

  

 

 

  

 

 

 

Average outstanding balances

    

General purchase

  4,461   4,601   4,533  

Installment purchase

   2,728    2,474    2,528  

Cash advance

   2,134    1,717    1,390  

Card loan (4)

   2,759    2,829    2,869  
  

 

 

  

 

 

  

 

 

 

Total

  12,082   11,621   11,320  
  

 

 

  

 

 

  

 

 

 

Delinquency ratios (at year end) (5)

    

From 1 month to 3 months

   0.94  0.81  0.64

From 3 months to 6 months

   0.25    0.83    0.77  

Over 6 months

   0.13    0.07    0.08  
  

 

 

  

 

 

  

 

 

 

Total

   1.32  1.71  1.48
  

 

 

  

 

 

  

 

 

 

Non-performing loan ratio

   0.40  0.91  0.85

Write-offs (gross)

  541   404   427  

Recoveries (6)

   185    141    131  
  

 

 

  

 

 

  

 

 

 

Net write-offs

  356   263   296  
  

 

 

  

 

 

  

 

 

 

Gross write-off ratio (7)

   4.48  2.93  3.77

Net write-off ratio (8)

   2.95  1.91  2.61

 

(1) 

The active ratio represents the ratio of accounts used at least once within the last six months to total accounts as of year end.

(2) 

Merchant fees consist of maintenance fees and costs associated with prepayment by us (on behalf of customers) of sales proceeds to merchants, processing fees relating to sales and membership applications, costs relating to the management of delinquencies and

recoveries, provision for loan losses, general variable expenses and other fixed costs that are charged to our member merchants. We typically charge our member merchants fees that range from 1.5% to 2.7%.

(3) 

Represents the aggregate cumulative amount charged during the year.

(4) 

Card loans consist of loans that are provided on either a secured oran unsecured basis to cardholders upon prior agreement. Payment on such a loan can be due either in one payment or in installments after a fixed period, in the case of principal payments, and will be due in installments, in the case of interest payments.

(5) 

Represents ratio of credit card balances overdue by one month or more to outstanding balance. In line with industry practice, we have restructured a portion of delinquent credit card account balances as loans. As of December 31, 2012,2014, these restructured loans amounted to ₩47₩45 billion. Because these restructured loans are not treated as being delinquent at the time of conversion or for a period of time thereafter, our delinquency ratios may not fully reflect all delinquent amounts relating to our outstanding balances.

(6)(6) 

Does not include proceeds that we received from sales of our non-performing loans that were written off.

(7)(7) 

Represents the ratio of gross write-offs for the year to average outstanding balance for the year. Our charge-off policy is generally to write off balances which have been overdue for four payment cycles or more or which have been classified as expected loss.

(8)(8) 

Represents the ratio of net write-offs for the year to average outstanding balances for the year. Our charge-off policy is generally to write off balances which have been overdue for four payment cycles or more or which have been classified as expected loss.

In contrast to the system in the United States and many other countries, where most credit cards are revolving cards that allow outstanding amounts to be rolled over from month to month so long as a required minimum percentage is repaid, credit cardholders in Korea are generally required to pay for their purchases within approximately 14 to 44 days of purchase depending on their payment cycle. However, we also offer revolving payment plans to individuals that allow outstanding amounts to be rolled over to subsequent payment periods. Delinquent accounts (defined as amounts overdue for one day or more) are charged penalty interest and closely monitored. For installment purchases, we charge interest on unpaid installments at rates that vary according to the individual cardholder’s membership level, which is based on, among others, transaction history, the length of the cardholder’s relationship with us and contribution to our profitability.

We are committed to continuing to enhance our credit card business by strengthening our risk management and maximizing our operational efficiency. In addition, we believe that our extensive branch network, brand recognition and overall size will enable us to cross-sell products such as credit cards to our existing and new customers.

To promote our credit card business, we offer services targeted to various financial profiles and customer requirements and are concentrating on:on:

 

strengthening cross-sales to existing customers and offering integrated financial services;

 

offering cards that provide additional benefits such as frequent flyer miles and reward program points that can be redeemed by the customer for complementary services, prizes and cash;

 

offering platinum cards, VVIP cards and other prime members’ cards, which have a higher credit limit and provide additional services in return for a higher fee;

 

acquiring new customers through strategic alliances and cross-marketing with retailers;

 

encouraging increased use of credit cards by existing customers through special offers for frequent users;

 

introducing new features such as travel services and insurance through alliance partners; and

 

developing fraud detection and security systems to prevent the misuse of credit cards.

As of December 31, 2012,2014, we had approximately 10.58.9 million credit cardholders. Of the credit cards outstanding, approximately 81.0%87.7% were active, meaning that they had been used at least once during the previous six months.

Our card revenues consist principally of cash advance fees, merchant fees, credit card installment fees, interest income from credit card loans, annual fees paid by cardholders, interest and fees on late payments and, with respect to revolving payment plans we offer, interest and fees relating to revolving balances. Cardholders

are generally required to pay for their purchases within 14 to 44 days after the date of purchase, depending on their payment cycle. Except in the case of installment purchases, accounts which remain unpaid after this period are deemed to be delinquent.

We generate other fees through a processing charge on merchants, which ranges from 1.5% to 2.7%.

Under non-exclusive license agreements with overseas financial services corporations, we also issue MasterCard, Visa, American Express, JCB and China UnionPay credit cards.

We issue debit cards and charge merchants commissions that range from 1.0% to 2.0% of the amounts purchased using a debit card. We also issue “check cards,” which are similar to debit cards except that “check cards” are accepted by all merchants that accept credit cards, and charge merchants commissions that range from 1.0% to 1.7%. Much like debit cards, check card purchases are also debited directly from customers’ accounts with us.

In the second half of 2012, we (through KB Kookmin Card Co., Ltd.)Card) commenced accounts receivable factoring activities in partnership with SK Telecom Co., Ltd., a leading Korean mobile telecommunications company, pursuant to which we purchase accounts receivable arising from SK Telecom’s installment sale of mobile handsets to its customers. The outstanding balance of factored receivables amounted to ₩1,215₩2,806 billion as of December 31, 2012.2014.

In February 2014, the Financial Services Commission suspended the new credit card issuance and other related activities of KB Kookmin Card for three months from February to May 2014, in response to an incident involving the misappropriation of the personal information of a large number of its customers by an employee of an external credit information company in the first half of 2013. See “Item 8A. Consolidated Statements and Other Financial Information—Legal Proceedings.”

Corporate Banking

We lend to and take deposits from small- and medium-sized enterprises and, to a lesser extent, large corporate customers. We had over 230,000 small- and medium-sized enterprise borrowers as of December 31, 2012, over 220,000 small- and medium-sized enterprise borrowers as of December 31, 20102013 and over 230,000220,000 small- and medium-sized enterprise borrowers as of December 31, 2011 and 2012, respectively,2014, for Won-currency loans. As of December 31, 2010, 20112012, 2013 and 2012,2014, we had 993, 1,2101,486, 1,654 and 1,4861,784 large corporate borrowers, respectively, for Won-currency loans. For 2010, 20112012, 2013 and 2012,2014, we received fee revenue from cash management services offered to corporate customers, which include “firm-banking” services such as inter-account transfers, transfers of funds from various branches and agencies of a company (such as insurance premium payments) to the account of the headquarters of such company and transfers of funds from various customers of a company to the main account of such company, in the amount of ₩112₩115 billion, ₩117 billion and ₩115₩119 billion, respectively. Of our branch network as of December 31, 2012,2014, we had eight branches that primarily handled large corporate banking.

The following table sets forth the balances and the percentage of our total corporate lending represented by our small- and medium-sized enterprise business loans and our large corporate business loans as of the dates indicated, estimated based on our internal classifications of corporate borrowers:

 

  As of December 31,   As of December 31, 
  2010 2011 2012   2012 2013 2014 
  (in billions of Won, except percentages)   (in billions of Won, except percentages) 

Corporate:

                    

Small- and medium-sized enterprise loans

  65,132     73.8 68,730     70.7 69,810     70.6  70,471     70.7 71,045     70.7 71,960     71.3

Large corporate loans

   23,143     26.2    28,509     29.3    29,112     29.4     29,212     29.3    29,489     29.3    28,918     28.7  
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Total

  88,275     100.0 97,239     100.0 98,922     100.0  99,683     100.0 100,534     100.0 100,878     100.0
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

On the deposit-taking side, we currently offer our corporate customers several types of corporate deposits. Our corporate deposit products can be divided into two general categories: (1) demand deposits that have no restrictions on deposits or withdrawals, but which offer a relatively low interest rate; and (2) deposits from which withdrawals are restricted for a period of time, but offer higher interest rates. We also offer installment savings deposits, certificates of deposit and repurchase instruments. We offer varying interest rates on deposit products depending upon the rate of return on our income-earning assets, average funding costs and interest rates offered by other nationwide commercial banks.

The total amount of deposits from our corporate customers amounted to ₩65,079₩66,389 billion as of December 31, 2012,2014, or 33.5%31.4% of our total deposits.

Small- and Medium-sized Enterprise Banking

Our small- and medium-sized enterprise banking business has traditionally been and will remain one of our core businesses because of both our historical development and our accumulated expertise. We believe that we possess the necessary elements to succeed in the small- and medium-sized enterprise market, including our extensive branch network, our credit rating system for credit approval, our marketing capabilities (which we believe have provided us with significant brand loyalty) and our ability to take advantage of economies of scale.

We use the term “small- and medium-sized enterprises” as defined in the Small and Medium Industry Basic Act and related regulations. Under the amended Small and Medium Industry Basic Act, which became effective on February 3, 2015, and related regulations, an enterprise must meet each of the following criteria in order to meet the definition of a small- and medium-sized enterprise: (i) the number of regular employees must be fewer than 1,000, (ii) total assets at the end of the immediately preceding fiscal year must be less than ₩500 billion, (iii) paid-in capital at(ii) the end of the immediately preceding fiscal year must be less than ₩100 billion, (iv) average or annual sales revenue for the most recent three fiscal years must be less than ₩150 billion, (v) the standards as prescribed by the PresidentialEnforcement Decree of the Small and Medium Industry Basic Act that are applicable to the enterprise’s primary business must be met and (vi)(iii) the standards of management independence as prescribed by the PresidentialEnforcement Decree of the Small and Medium Industry Basic Act must be met.Further, beginningmet. However, even if an enterprise that qualified as a small- and medium-sized enterprise under the Small and Medium Industry Basic Act prior to the amendment thereof no longer meets the definition due to such amendments, such enterprise will continue to be deemed a small- and medium-sized enterprise until March 31, 2018. Further, certified social enterprises (as defined in January 2012, a non-profit enterprise with no more than 300 regular employees and annual sales revenuethe Social Enterprise Promotion Act of less than ₩30 billionKorea), as well as cooperatives or federations of cooperatives (as defined in the Framework Act on Cooperatives) that satisfiessatisfy the requirements prescribed inby the Small and Medium Industry Basic Act, may also qualify as a small- and medium-sized enterprise.enterprises.

Industry-wide delinquency ratios for Won-denominated loans to small- and medium-sized enterprises decreased infrom 2012 and further decreased in the first quarter of 2013. Ourto 2014. However, our delinquency ratio for loans to small- and medium-sized enterprises may increase in the future as a result of, among other things, adverse economic conditions in Korea and globally. See “Item 3.D. Risk Factors—Other risks relating to our business—Difficult conditions in the global financial markets could adversely affect our results of operations and financial condition”condition.” In addition, in light of the deteriorating financial condition and “—liquidity position of small- and medium-sized enterprises in Korea, the Korean government has in recent years introduced measures intended to encourage Korean banks to provide financial support to small- and medium-sized enterprise borrowers. See “Item 3.D. Risk Factors—Risks relating to our small- and medium-sized enterprise loan portfolio—We have significant exposure to small- and medium-sized enterprises, and any financial difficulties experienced by these customers may result in a deterioration of our asset quality and have an adverse impact on us.”

Lending Activities

Our principal loan products for our small- and medium-sized enterprise customers are working capital loans and facilities loans. Working capital loans are provided to finance working capital requirements and include notes discounted and trade financing. Facilities loans are provided to finance the purchase of equipment and the establishment of manufacturing assembly plants. As of December 31, 2012,2014, working capital loans and facilities

loans accounted for 62.6%56.7% and 37.4%43.3%, respectively, of our total small- and medium-sized enterprise loans. As of December 31, 2012,2014, we had over 230,000220,000 small- and medium-sized enterprise customers on the lending side.

Loans to small- and medium-sized enterprises may be secured by real estate or deposits or may be unsecured. As of December 31, 2012,2014, secured loans and guaranteed loans accounted for, in the aggregate, 80.9%

86.6% of our small- and medium-sized enterprise loans. Among the secured loans, 94.3%95.9% were secured by real estate and 5.7%4.1% were secured by deposits or securities. Working capital loans generally have a maturity of one year, but may be extended for additional terms of up to one year in length for an aggregate term of five years. Facilities loans have a maximum maturity of 15 years.

When evaluating the extension of working capital loans, we review the corporate customer’s creditworthiness and capability to generate cash. Furthermore, we take credit guaranty letters from other financial institutions and use time deposits that the borrower has with us as collateral, and may require additional collateral.

The value of any collateral is defined using a formula that takes into account the appraised value of the property, any prior liens or other claims against the property and an adjustment factor based on a number of considerations including, with respect to property, the value of any nearby property sold in a court-supervised auction during the previous five years. We revalue any collateral on a periodic basis (generally every year) or if a trigger event occurs with respect to the loan in question.

We also offer mortgage loans to home builders or developers who build or sell single- or multi-family housing units, principally apartment buildings. Many of these builders and developers are categorized as small- and medium-sized enterprises. We offer a variety of such mortgage loans, including loans to purchase property or finance the construction of housing units and loans to contractors used for working capital purposes. Such mortgage loans subject us to the risk that the housing units will not be sold. As a result, we review the probability of the sale of the housing unit when evaluating the extension of a loan. We also review the borrower’s creditworthiness and the adequacy of the intended use of proceeds. Furthermore, we take a lien on the land on which the housing unit is to be constructed as collateral. If the collateral is not sufficient to cover the loan, we also take a guarantee from the Housing Finance Credit Guarantee Fund as security.

A substantial number of our small- and medium-sized enterprise customers are SOHOs, which we currently define to include sole proprietorships and individual business interests. With respect to SOHOs, we apply credit risk evaluation models, which not only use quantitative analysis related to a customer’s accounts, personal credit and financial information and due amounts but also require our credit officers to perform a qualitative analysis of each potential SOHO customer. With respect to SOHO loans in excess of ₩1 billion, our credit risk evaluation model also includes a quantitative analysis of the financial statements of the underlying business. We generally lend to SOHOs on a secured basis, although a small portion of our SOHO exposures are unsecured.

Pricing

We establish the price for our corporate loan products based principally on transaction risk, our cost of funding and market considerations. Transaction risk is measured by such factors as the credit rating assigned to a particular borrower, the size of the borrower and the value and type of collateral. Our loans are priced based on the Market Opportunity Rate system, which is a periodic floating rate system that takes into account the current market interest rate. As of December 31, 2012,2014, the Market Opportunity Rate was 2.89%2.13% for three months, 2.88%2.17% for six months and 2.89%2.18% for one year.

While we generally utilize the Market Opportunity Rate system, depending on the price and other terms set by competing banks for similar borrowers, we may adjust the interest rate we charge to compete more effectively with other banks.

Large Corporate Banking

Large corporate customers include all companies that are not small- and medium-sized enterprise customers. Kookmin Bank’s articles of incorporation provide that financial services to large corporate customers must be no more than 40% of the total amount of our Won-denominated loans. Our business focus with respect to large

corporate banking is to selectively increase the proportion of high quality large corporate customers. Specifically, we are carrying out various initiatives to improve our customer relationship with large corporate customers and have been seeking to expand our service offerings to this segment.

Lending Activities

Our principal loan products for our large corporate customers are working capital loans and facilities loans. As of December 31, 2012,2014, working capital loans and facilities loans accounted for 79.5%79.6% and 20.5%20.4%, respectively, of our total large corporate loans. We also offer mortgage loans to large corporate clients who build or sell single- or multi-family housing units, as described above under “—Small- and Medium-sized Enterprise Banking—Lending Activities.”

As of December 31, 2012,2014, secured loans and guaranteed loans accounted for, in the aggregate, 13.1%18.2% of our large corporate loans. Among the secured loans, 77.1%80.4% were secured by real estate and 22.9%19.6% were secured by deposits or securities. Working capital loans generally have a maturity of one year, but may be extended for additional terms ranging from three months to one year in length for an aggregate term of five years. Facilities loans have a maximum maturity of 15 years.

In our unsecured lending to large corporate customers, a critical consideration in our policy regarding the extension of such unsecured loans is the borrower’s creditworthiness. We assign each borrower a credit rating based on the judgment of our experts or scores calculated using the appropriate credit rating system, taking into account both financial factors and non-financial factors (such as our perception of a borrower’s reliability, management and operational risk and risk relating to the borrower’s industry). The credit ratings, along with such factors, are key determinants that inform our lending to large corporate customers. Large corporate customers generally have higher credit ratings due to their higher repayment capability compared to other types of borrowers, such as small- and medium-sized enterprise borrowers. In addition, large corporate borrowers generally are affected to a lesser extent than small- and medium-sized enterprise borrowers by fluctuations in the Korean economy and also maintain more sophisticated financial records. As of December 31, 2012, 81.1%2014, 85.4% of our large corporate customers had credit ratings or BBB- or above according to the internal credit rating system of Kookmin Bank, compared to 31.7%48.4% of our small- and medium-sized enterprise customers. A credit rating of BBB- is assigned to customers whose ability to repay the principal and interest on their outstanding loans is determined by us to be generally satisfactory but nonetheless subject to adverse effects under unfavorable economic conditions or during downturns in the business environment. Based on our internal analysis of historical data, we believe that the probability of default for loans extended to large corporate customers with a credit rating of BBB- or above is between 0.00% and 2.26%.

We monitor the credit status of large corporate borrowers and collect information to adjust our ratings appropriately. We also manage and monitor our large corporate customers through a dedicated Corporate Banking Branch and Kookmin Bank’s Large Corporate Business Department. In addition, Kookmin Bank’s Credit Risk Department manages the exposures to each large corporate customer and conducts in-depth analysis of various economic and industry-related risks that are relevant to large corporate customers.

As of December 31, 2012,2014, in terms of our outstanding loan balance, 36.2%32.5% was extended to borrowers in the manufacturing industry, 27.6% of our large corporate loans was extended to borrowers in the manufacturing industry, 23.4% was extended to borrowers in the financial institutions industry, and 20.8%21.2% was extended to borrowers in the service industry.

Pricing

We determine pricing of our large corporate loans in the same way as we determine the pricing of our small- and medium-sized enterprise loans. See “—Small- and Medium-sized Enterprise Banking—Pricing” above. As of December 31, 2012,2014, the Market Opportunity Rate, which is utilized in pricing loans offered by us, was the same for our large corporate loans as for our small- and medium-sized enterprise loans.

Capital Markets Activities and International Banking

Through our capital markets operations, we invest and trade in debt and equity securities and, to a lesser extent, engage in derivatives and asset securitization transactions and make call loans. We also provide investment banking services to corporate customers.

Securities Investment and Trading

We invest in and trade securities for our own account in order to maintain adequate sources of liquidity and to generate interest and dividend income and capital gains. As of December 31, 2010, 20112012, 2013 and 2012,2014, our investment portfolio, which consists primarily of held-to-maturity financial assets and available-for-sale financial assets, and our trading portfolio had a combined total carrying amount of ₩40,926₩46,962 billion, ₩42,650₩44,933 billion and ₩44,232₩46,389 billion and represented 15.8%16.4%, 15.4% and 15.7%15.0% of our total assets, respectively.

Our trading and investment portfolios consist primarily of Korean treasury securities and debt securities issued by Korean government agencies, local governments or certain government-invested enterprises and debt securities issued by financial institutions. As of December 31, 2010, 20112012, 2013 and 2012,2014, we held debt securities with a total carrying amount of ₩36,571₩42,285 billion, ₩37,966₩39,776 billion and ₩39,142₩41,642 billion, respectively, of which:

 

held-to-maturity debt securities accounted for ₩13,908₩12,256 billion, ₩13,055₩13,017 billion and ₩12,256₩12,569 billion, or 38.0%29.0%, 34.4%32.7% and 31.3%30.2%, respectively;

 

available-for-sale debt securities accounted for ₩19,126₩21,737 billion, ₩19,734₩18,933 billion and ₩21,833₩19,360 billion, or 52.3%51.4%, 52.0%47.6% and 55.8%46.5%, respectively; and

 

debt securities at fair value through profit or loss accounted for ₩3,537₩8,292 billion, ₩5,177₩7,826 billion and ₩5,052₩9,713 billion, or 9.7%19.6%, 13.6%19.7% and 12.9%23.3%, respectively.

Of these amounts, debt securities issued by the Korean government and government agencies as of December 31, 2010, 20112012, 2013 and 20122014 amounted to:

 

6,3404,449 billion, ₩5,436₩4,357 billion and ₩4,449₩3,557 billion, or 45.6%36.3%, 41.6%33.5% and 36.3%28.3%, respectively, of our held-to-maturity debt securities;

 

6,7416,256 billion, ₩5,989₩6,926 billion and ₩6,256₩4,702 billion, or 35.2%28.8%, 30.3%36.6% and 28.7%24.3%, respectively, of our available-for-sale debt securities; and

 

7432,376 billion, ₩1,508₩2,085 billion and ₩1,672₩3,067 billion, or 21.0%28.7%, 29.1%26.6% and 33.1%31.6%, respectively, of our debt securities at fair value through profit or loss.

From time to time we also purchase equity securities for our securities portfolios. Our equity securities consist primarily of marketable beneficiary certificates and equities listed on the KRX KOSPI Market or the KRX KOSDAQ Market. As of December 31, 2010, 20112012, 2013 and 2012:2014:

 

equity securities in our available-for-sale portfolio had a carrying amount of ₩3,156₩2,474 billion, ₩2,643₩2,899 billion and ₩2,808₩3,032 billion, or 14.2%10.2%, 11.8%13.3% and 11.4%13.5% of our available-for-sale portfolio, respectively; and

 

equity securities in our trading portfolio had a carrying amount of ₩461₩1,035 billion, ₩546₩1,217 billion and ₩1,015₩492 billion, or 11.5%10.8%, 8.6%13.0% and 16.1%4.6% of our debt and equity trading portfolio, respectively.

Our trading portfolio also includes derivative instruments. See “—Derivatives Trading.”

The following tables show, as of the dates indicated, the gross unrealized gains and losses on available-for-sale and held-to-maturity financial assets within our investment portfolio, and the amortized cost and fair value of the portfolio by type of financial asset:

 

  As of December 31, 2010   As of December 31, 2012 
  Amortized
Cost
   Gross
Unrealized Gain
   Gross
Unrealized Loss
   Fair Value   Amortized
Cost
   Gross
Unrealized Gain
   Gross
Unrealized Loss
   Fair Value 
  (in billions of Won)   (in billions of Won) 

Available-for-sale financial assets:

                

Debt securities

                

Korean treasury securities and government agencies

  6,649    96    4    6,741    6,171    87    2    6,256  

Financial institutions(1)

   5,735     29     5     5,759  

Corporate(2)

   4,501     90     5     4,586  

Financial institutions(1)

   7,436     40     —       7,476  

Corporate(2)

   6,470     139     3     6,606  

Asset-backed securities

   1,822     9     —       1,831     1,396     4     1     1,399  

Others

   208     1     —       209     —       —       —       —    
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Subtotal

   18,915     225     14     19,126     21,473     270     6     21,737  

Equity securities

   2,254     904     2     3,156     1,825     659     10     2,474  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total available-for-sale financial assets

  21,169    1,129    16    22,282    23,298    929    16    24,211  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Held-to-maturity financial assets:

                

Korean treasury securities and government agencies

  6,340    191    4    6,527    4,449    272    1    4,720  

Financial institutions(3)

   1,216     45     —       1,261  

Corporate(4)

   5,960     200     5     6,155  

Financial institutions(3)

   1,316     22     —       1,338  

Corporate(4)

   6,213     285     —       6,498  

Asset-backed securities

   392     6     1     397     278     3     —       281  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total held-to-maturity financial assets

  13,908    442    10    14,340    12,256    582    1    12,837  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

  As of December 31, 2011   As of December 31, 2013 
  Amortized
Cost
   Gross
Unrealized Gain
   Gross
Unrealized Loss
   Fair Value   Amortized
Cost
   Gross
Unrealized Gain
   Gross
Unrealized Loss
   Fair Value 
  (in billions of Won)   (in billions of Won) 

Available-for-sale financial assets:

                

Debt securities

                

Korean treasury securities and government agencies

  5,928    62    1    5,989    6,910    30    14    6,926  

Financial institutions(1)

   6,413     20     1     6,432  

Corporate(2)

   5,277     99     1     5,375  

Financial institutions(1)

   5,771     15     4     5,782  

Corporate(2)

   4,948     57     7     4,998  

Asset-backed securities

   1,762     1     6     1,757     1,208     2     2     1,208  

Others

   180     1     —       181     19     —       —       19  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Subtotal

   19,560     183     9     19,734     18,856     104     27     18,933  

Equity securities

   2,193     616     166     2,643     2,092     823     16     2,899  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total available-for-sale financial assets

  21,753    799    175    22,377    20,948    927    43    21,832  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Held-to-maturity financial assets:

                

Korean treasury securities and government agencies

  5,436    240    —      5,676    4,357    180    —      4,537  

Financial institutions(3)

   1,125     30     —       1,155  

Corporate(4)

   6,155     235     —       6,390  

Financial institutions(3)

   893     9     —       902  

Corporate(4)

   7,400     180     —       7,580  

Asset-backed securities

   339     2     —       341     367     1     —       368  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total held-to-maturity financial assets

  13,055    507    —      13,562    13,017    370    —      13,387  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

  As of December 31, 2012   As of December 31, 2014 
  Amortized
Cost
   Gross
Unrealized Gain
   Gross
Unrealized Loss
   Fair Value   Amortized
Cost
   Gross
Unrealized Gain
   Gross
Unrealized Loss
   Fair Value 
  (in billions of Won)   (in billions of Won) 

Available-for-sale financial assets:

                

Debt securities

                

Korean treasury securities and government agencies

  6,171    87    2    6,256    4,651    54    3    4,702  

Financial institutions(1)

   7,436     40     —       7,476  

Corporate(2)

   6,391     138     3     6,526  

Financial institutions(1)

   6,944     38     1     6,981  

Corporate(2)

   6,031     90     1     6,120  

Asset-backed securities

   1,396     4     1     1,399     1,210     4     3     1,211  

Others

   175     1     —       176     342     4     —       346  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Subtotal

   21,569     270     6     21,833     19,178     190     8     19,360  

Equity securities

   2,164     648     4     2,808     1,561     1,471     —       3,032  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total available-for-sale financial assets

  23,733    918    10    24,641    20,739    1,661    8    22,392  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Held-to-maturity financial assets:

                

Korean treasury securities and government agencies

  4,449    272    1    4,720    3,557    215    —      3,772  

Financial institutions(3)

   1,316     22     —       1,338  

Corporate(4)

   6,213     285     —       6,498  

Financial institutions(3)

   1,262     18     —       1,280  

Corporate(4)

   7,278     247     —       7,525  

Asset-backed securities

   278     3     —       281     472     2     —       474  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total held-to-maturity financial assets

  12,256    582    1    12,837    12,569    482    —      13,051  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

(1) 

Includes debt securities issued by the Bank of Korea, Korea Development Bank, Korea Finance Corporation and Industrial Bank of Korea in the aggregate amount of ₩3,206 billion as of December 31, 2010, ₩3,601 billion as of December 31, 2011 and ₩5,702 billion as of December 31, 2012.2012, ₩4,463 billion as of December 31, 2013 and ₩5,025 billion as of December 31, 2014. These financial institutions are controlled by the Korean government.

(2) 

Includes debt securities issued by Korea Electric Power Corporation, which is controlled by the Korean government, in the amount of ₩383 billion as of December 31, 2010, ₩344 billion as of December 31, 2011 and ₩393 billion as of December 31, 2012.2012, ₩143 billion as of December 31, 2013 and ₩114 billion as of December 31, 2014.

(3) 

Includes debt securities issued by the Bank of Korea, Korea Development Bank, Korea Finance Corporation and Industrial Bank of Korea in the aggregate amount of ₩465 billion as of December 31, 2010, ₩405 billion as of December 31, 2011 and ₩986 billion as of December 31, 2012.2012, ₩519 billion as of December 31, 2013 and ₩1,103 billion as of December 31, 2014. These financial institutions are controlled by the Korean government.

(4) 

Includes debt securities issued by Korea Electric Power Corporation, which is controlled by the Korean government, in the amount of ₩463 billion as of December 31, 2010, ₩483 billion as of December 31, 2011 and ₩432 billion as of December 31, 2012.2012, ₩545 billion as of December 31, 2013 and ₩553 billion as of December 31, 2014.

Derivatives Trading

Until the full-scale launch of our derivatives operations in mid-1999, we had been engaged in limited volumes of derivatives trading, mostly on behalf of our customers. Since then, our trading volume significantly increased to ₩163,959₩195,879 billion in 2010 and2012 but decreased to ₩174,358₩194,307 billion in 20112013 and further increased to ₩191,594₩154,872 billion in 2012.2014. Our net trading revenue from derivatives for the year ended December 31, 2010, 20112012, 2013 and 20122014 was ₩570₩456 billion, ₩906₩544 billion and ₩456₩98 billion, respectively.

We provide and trade a range of derivatives products, including:

 

Won interest rate swaps, relating to Won interest rate risks;

 

cross-currency swaps, forwards and options relating to foreign exchange risks; and

 

stock price index options linked to the KOSPI index.

Our derivatives operations focus on addressing the needs of our corporate clients to hedge their risk exposure and the need to hedge our risk exposure that results from such client contracts. We also engage in derivatives trading activities to hedge the interest rate and foreign currency risk exposures that arise from our own assets and liabilities. In addition, we engage in proprietary trading of derivatives within our regulated open position limits.

The following shows the estimated fair value of our derivatives as of December 31, 2010, 20112012, 2013 and 2012:2014:

 

  As of December 31,   As of December 31, 
  2010   2011   2012   2012   2013   2014 
  Estimated
Fair Value
Assets
   Estimated
Fair Value
Liabilities
   Estimated
Fair Value
Assets
   Estimated
Fair Value
Liabilities
   Estimated
Fair Value
Assets
   Estimated
Fair Value
Liabilities
   Estimated
Fair Value
Assets
   Estimated
Fair Value
Liabilities
   Estimated
Fair Value
Assets
   Estimated
Fair Value
Liabilities
   Estimated
Fair Value
Assets
   Estimated
Fair Value
Liabilities
 
  (in billions of Won)   (in billions of Won) 

Foreign exchange derivatives(1)

  1,821    1,330    1,450    1,087    846    957    846    943    938    996    762    668  

Interest rate derivatives (1)

   726     735     796     737     1,101     1,040     1,100     1,040     766     731     1,120     1,103  

Equity derivatives

   43     143     200     220     74     68     74     68     47     50     62     15  

Credit derivatives

   2     —       —       —       —       —       —       —       —       —       —       —    

Commodity derivatives

   —       —       1     —       —       —       —       —       —       —       —       —    

Others(1)

   3     28     2     15     4     4     71     4     68     18     24     11  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  2,595    2,236    2,449    2,059    2,025    2,069    2,091    2,055    1,819    1,795    1,968    1,797  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

(1) 

Includes those for trading purposes and hedging purposes.

The following table shows certain information related to our derivatives designated as fair value hedges for the years ended December 31, 2010, 20112012, 2013 and 2012:2014:

 

 Year Ended December 31,  Year Ended December 31, 
 2010 2011 2012  2012 2013 2014 
 Derivatives Hedged
Items
 Hedge
Ineffectiveness
 Derivatives Hedged
Items
 Hedge
Ineffectiveness
 Derivatives Hedged
Items
 Hedge
Ineffectiveness
  Derivatives Hedged
Items
 Hedge
Ineffectiveness
 Derivatives Hedged
Items
 Hedge
Ineffectiveness
 Derivatives Hedged
Items
 Hedge
Ineffectiveness
 
 (in billions of Won)  (in billions of Won) 

Foreign exchange derivatives

 (26 28   2   67   (48 19   (58 74   16   (58 74   16   (11 36   25   (29 46   17  

Interest rate derivatives

  121    (107  14    23    (19  4    32    (25  7    32    (25  7    (29  37    8    (4  13    9  

Other derivatives

  8    (8  —      19    (18  1    11    (11  —      11    (11  —      (8  8    —      7    (7  —    
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

 103   (87 16   109   (85 24   (15 38   23   (15 38   23   (48 81   33   (26 52   26  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

The following table shows certain information related to our derivatives designated as cash flow hedges for the years ended December 31, 2010, 20112012, 2013 and 2012:2014:

 

 Year Ended December 31,  Year Ended December 31, 
 2010 2011 2012  2012 2013   2014 
 Derivatives Effective
Portion
 Ineffective
Portion
 Derivatives Effective
Portion
 Ineffective
Portion
 Derivatives Effective
Portion
 Ineffective
Portion
  Derivatives Effective
Portion
 Ineffective
Portion
 Derivatives Effective
Portion
 Ineffective
Portion
   Derivatives Effective
Portion
 Ineffective
Portion
 
 (in billions of Won)  (in billions of Won) 

Foreign exchange derivatives

 —     —     —     23   23   —     (22 (22 —     (22 (22 —     (5 (5 —      3   4   (1

Interest rate derivatives

  —      —      —      (1  (1  —      (5  (5  —      (5  (5  —      2    2    —       (11  (11  —    
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

 

Total

 —     —     —     22   22   —     (27 (27 —     (27 (27 —     (3 (3 —      (8 (7 (1
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

 

Asset Securitization Transactions

We are active in the Korean asset-backed securities market. Based on our diverse experience with respect to product development and management capabilities relating to asset securitization, we offer customers a wide range of financial products and participate in various asset securitization transactions, including through our subsidiary KB Investment & Securities, to reinforce our position as a leading financial services provider with

respect to the asset securitization market. We were involved in asset securitization transactions with an initial

aggregate issue amount of ₩1,858 billion in 2010, ₩1,380 billion in 2011 and ₩5,040 billion in 2012, ₩7,296 billion in 2013 and ₩5,524 billion in 2014, all of which were public offerings of asset-backed securities. Most of these securities were sold to institutional investors through Korean securities houses.

Call Loans

We make call loans and borrow call money in the short-term money market. Call loans are defined as short-term lending among banks and financial institutions either in Won or in foreign currencies with maturities of 90 days or less. Typically, call loans have maturities of one day. As of December 31, 2012,2014, we had made call loans of ₩2,534₩2,032 billion and borrowed call money of ₩2,597₩2,882 billion, compared to ₩3,682₩3,206 billion and ₩1,141₩2,648 billion, respectively, as of December 31, 20112013 and ₩921₩2,534 billion and ₩605₩2,597 billion, respectively, as of December 31, 2010.2012.

Investment Banking

We have focused on selectively expanding our investment banking activities in order to increase our fee income and diversify our revenue base. The main focus of our investment banking operations is project finance and financial advisory services. Our principal investment banking services include:

 

project finance and financial advisory services for social overhead capital projects such as highway, port, power, water and sewage projects;

 

financing and financial advisory services for real estate development projects;

 

structured finance; and

 

financing for mergers and acquisitions.

In 2012,2014, we generated investment banking revenue of ₩143₩203 billion, consisting of ₩40₩32 billion of interest income and ₩103₩171 billion of fee income.

International Banking

We engage in various international banking activities, including foreign exchange services and derivatives dealing, import and export-related services, offshore lending, syndicated loans and foreign currency securities investment. These services are provided primarily to our domestic customers and overseas subsidiaries and affiliates of Korean corporations. We also raise foreign currency funds through our international banking operations.

The table below sets forth certain information regarding our foreign currency assets and borrowings:

 

  As of December 31,   As of December 31, 
  2010   2011   2012   2012   2013   2014 
  (in millions of US$)   (in millions of US$) 

Total foreign currency assets

  US$13,185    US$16,539    US$14,638    US$14,459    US$14,989    US$15,171  

Foreign currency borrowings:

            

Debts

   5,874     8,307     7,088     7,087     6,637     6,531  

Debentures

   3,439     3,409     2,974     2,974     3,123     2,949  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total borrowings

  US$9,313    US$11,716    US$10,062    US$10,061    US$9,760    US$9,480  
  

 

   

 

   

 

   

 

   

 

   

 

 

The table below sets forth our overseas subsidiaries, branches and representative officeoffices currently in operation as of December 31, 2012:2014:

 

Business Unit (1)

  Location

Subsidiaries

  

Kookmin Bank Cambodia PLC

  Cambodia

Kookmin Bank (China) Ltd.

  China

Kookmin Bank Hong Kong Ltd.

  Hong Kong

Kookmin Bank International Ltd.

  United Kingdom

Branches

  

Kookmin Bank (China) Ltd., Beijing Branch

  China

Kookmin Bank (China) Ltd., Guangzhou Branch

  China

Kookmin Bank (China) Ltd., Harbin Branch

  China

Kookmin Bank (China) Ltd., Suzhou Branch

  China

Kookmin Bank, Osaka Branch

  Japan

Kookmin Bank, Tokyo Branch

  Japan

Kookmin Bank, Auckland Branch

  New Zealand

Kookmin Bank, New York Branch

  United States

Kookmin Bank, Ho Chi Minh City Branch

  Vietnam

Kookmin Bank Cambodia PLC, Toul Kork Branch

Cambodia

Representative Office

  

Kookmin Bank, Mumbai Representative Office

  India

Kookmin Bank, Yangon Representative Office

Myanmar

Kookmin Bank, Hanoi Representative Office

  Vietnam

 

(1) 

Does not include subsidiaries and branches in liquidation or dissolution.

Our overseas branches and subsidiaries principally provide Korean companies and nationals in overseas markets with trade financing, local currency funding and foreign exchange services, in conjunction with the operations of our headquarters.

In March 2008, we entered into agreements to acquire shares of JSC Bank CenterCredit, a Kazakhstan bank, and acquired an initial equity stake of 29,972,840 common shares (equal to 23.0% of the then-outstanding voting shares) for approximately ₩528 billion in August 2008. Pursuant to the terms of such agreements, we acquired an aggregate of 14,163,836 additional common shares of JSC Bank CenterCredit in November and December 2008. In addition, in September 2009, we entered into agreements with International Finance Corporation and certain shareholders of JSC Bank CenterCredit pursuant to which we acquired 3,886,574 additional common shares and 36,561,465 non-voting convertible preferred shares of JSC Bank CenterCredit in January and February 2010. As of December 31, 2012,2014, we held 29.6% of the outstanding common shares of JSC Bank CenterCredit. Our investment in JSC Bank CenterCredit is accounted for under the equity method from the initial acquisition date and we applied the purchase method to account for each acquisition.

In May 2009, we acquired 132,600 common shares of Khmer Union Bank, a Cambodian bank, for approximately ₩10 billion. As a result, we acquired 51% of the voting rights in Khmer Union Bank, which was renamed Kookmin Bank Cambodia PLC. In December 2010, and July 2012 and June 2013, we acquired an additional 37,602 common shares, 125,592 common shares and 125,59224,206 common shares of Kookmin Bank Cambodia PLC, respectively. As of December 31, 2012,2014, we held 92.44%100.0% of the outstanding common shares of Kookmin Bank Cambodia PLC. We applied the purchase method to account for the initial acquisition of Kookmin Bank Cambodia PLC in May 2009. The subsequent acquisitions in December 2010, and July 2012 and June 2013 were accounted for as equity transactions.

Trustee and Custodian Services Relating to Investment Trusts and Other Functions

We act as a trustee for 6266 financial investment companies with a collective investment license, which invest in investment assets using funds raised by the sale of beneficiary certificates of investment trusts to investors. We

also act as custodian for 172141 financial institutions and as fund administrator for 4044 financial institutions with respect to various investments, as well as acting as settlement agent in connection with such services. We receive a fee for acting in these capacities and generally perform the following functions:

 

holding assets for the benefit of the investment trusts or institutional investors;

 

receiving and making payments in respect of such investments;

 

acting as settlement agent in respect of such investments on behalf of the investment trust or institutional investors, in the domestic and overseas markets;

 

providing reports on assets held in custody;

 

providing certain foreign exchange services for overseas investment and foreign investors; and

 

providing fund-related administration and accounting services.

For the year ended December 31, 2012,2014, our fee income from our trustee and custodian services was ₩24 billion and revenue collected as a result of administration of the underlying investments was ₩5₩6 billion.

Other Businesses

Trust Account Management Services

Money Trust Management Services

We provide trust account management services for both specified money trusts and unspecified money trusts, which are trusts the assets of which we generally have broad discretion in investing.trusts. We receive fees for our trust account management services consisting of basic fees that are based upon a percentage of either the net asset value of the assets or the principal under management and, for certain types of trust account operations, performance fees that are based upon the performance of the trust account operations. In 2012,2014, our basic fees ranged from 0.1% to 2.0% of total assets under management depending on the type of trust account. We also charge performance fees with respect to certain types of trust account products. We receive penalty payments when customers terminate their trust accounts prior to the original contract maturity.

We currently provide trust account management services for 20 types of money trusts. The money trusts we manage are generally trusts with a fixed maturity. Approximately 10%7.4% of our money trusts also provide periodic payments of dividends which are added to the assets held in such trusts and not distributed.

Under Korean law, the assets of our trust accounts are segregated from our banking account assets and are not available to satisfy the claims of any of our potential creditors. We are, however, permitted to deposit surplus funds generated by trust assets into our banking accounts.accounts in certain circumstances as set forth under the Trust Act of Korea.

As of December 31, 2012,2014, the total balance of our money trusts was ₩20,985₩29,041 billion (as calculated in accordance with Statement of Korea Accounting Standard No. 5004,Trust Accounts, and the Enforcement Regulations of Financial Investment Services under the Financial Investment Services and Capital Markets Act, which we refer to as an “SKAS basis”). As for unspecified money trust accounts, we have investment discretion over all money trusts, which are pooled and managed jointly for each type of trust account. Specified money trust accounts are established on behalf of individual customers who direct our investment of trust assets.

The following table shows the balances of our money trusts by type as of the dates indicated. Under IFRS, commencing in 2013, we consolidate trust accounts for which we guarantee both the repayment of the principal amount and a fixed rate of interest while we do not consolidate thoseas well as trust accounts for which we guarantee only the repayment of the principal amount.

 

  As of December 31,   As of December 31, 
  2010   2011   2012   2012   2013   2014 
  (in billions of Won)   (in billions of Won) 

Principal and interest guaranteed trusts (1)

  0.2    0.2    0.2    0.2    0.2    0.2  

Principal guaranteed trusts (1)

   2,954     2,892     2,919     2,919     3,070     3,187  

Performance trusts (1)(2)

   10,571     15,304     18,066     18,066     20,842     25,854  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  13,525    18,196    20,985    20,985    23,912    29,041  
  

 

   

 

   

 

   

 

   

 

   

 

 

 

(1) 

Calculated on an SKAS basis.

(2) 

Trusts which are primarily non-guaranteed.

The balance of our money trusts increased 15.3%38.4% between December 31, 20102012 and December 31, 2012.2014. As of December 31, 2012,2014, the trust assets we managed consisted principally of securities investments and loans from the trust accounts. As of December 31, 2012,2014, on an SKAS basis, our trust accounts had invested in securities in the aggregate amount of ₩10,689₩15,906 billion, of which ₩9,119₩13,972 billion was debt securities and derivative-linked securities. Securities investments consist of government-related debt securities, corporate debt securities, including bonds and commercial paper, equity securities, derivative-linked securities and other securities. Loans made by our trust account operations are similar in type to the loans made by our bank account operations. As of December 31, 2012,2014, on an SKAS basis, our trust accounts had made loans in the principal amount of ₩170₩152 billion (excluding loans from the trust accounts to our banking accounts of ₩1,051₩948 billion), which accounted for 0.8%0.52% of our money trust assets. Loans by our money trusts are subject to the same credit approval process as loans from our banking accounts. As of December 31, 2012,2014, substantially all loans from our money trust accounts were collateralized or guaranteed.

Our money trust accounts also invest, to a lesser extent, in equity securities, including beneficiary certificates issued by financial investment companies with a collective investment license. On an SKAS basis, as of December 31, 2012,2014, equity securities in our money trust accounts amounted to ₩1,570₩1,934 billion, which accounted for 7.5%6.6% of our total money trust assets. Of this amount, ₩1,531₩1,883 billion was from specified money trusts and ₩39₩51 billion was from unspecified money trusts.

We continue to offer pension-type money trusts that provide a guarantee of the principal amount of the investment. On an SKAS basis, as of December 31, 2012,2014, the balance of the money trusts for which we guaranteed the principal was ₩2,919₩3,187 billion.

If the income from a money trust for which we provide a guarantee is less than the amount of the payments we have guaranteed, we will need to pay the amount of the shortfall with funds from special reserves maintained with respect to trust accounts followed by basic fees from that money trust and funds from our general banking operations. In 2010, 20112012, 2013 and 2012,2014, we made no payment from our banking accounts to cover shortfalls in our guaranteed trusts. On an SKAS basis, we derived trust fees with regard to trust account management services (including those fees related to property trust management services) of ₩103₩136 billion in 2010, ₩1222012, ₩131 billion in 20112013 and ₩135₩198 billion in 2012.2014.

Property Trust Management Services

We also offer property trust management services, where we manage non-cash assets in return for a fee. Non-cash assets include mostly securities, but can also include other liquid receivables and real estate. Under these arrangements, we render custodial services for the property in question and collect fee income in return.

In 2012,2014, our property trust fees ranged from 0.001% to 0.3% of total assets under management depending on the type of trust accounts. On an SKAS basis, as of December 31, 2012,2014, the aggregate balance of our property trusts decreasedincreased to ₩1,171₩1,879 billion, compared to ₩1,354₩1,377 billion as of December 31, 2011.2013 and ₩1,171 billion as of December 2012.

Under IFRS, the property trusts are not consolidated within our financial statements.

Investment Trust Management

Through KB Asset Management, we offer investment trust products to customers and manage the funds invested by them in investment trusts. As of December 31, 2012,2014, KB Asset Management had ₩22,461₩27,780 billion of assets under management.

Management of the National Housing Fund

The National Housing Fund is a government fund that provides financial support to low-income households in Korea by providing mortgage financing and construction loans for projects to build small-sized housing. The operations of the National Housing Fund include providing and managing National Housing Fund loans, issuing National Housing Fund bonds and collecting subscription savings deposits.

In February 2013, the Ministry of Land, Infrastructure and Transport (formerly the Ministry of Land, Transport and Maritime Affairs) designated us as one of the managers of the National Housing Fund. During the five years preceding such designation, we chose not to participate in the bidding process to become a designated manager of the National Housing Fund and only managed pre-existing Fund accounts. In return for managing such pre-existing Fund accounts, we received quarterly fund management fees, calculated based on activity levels for the relevant quarter. In 2012,2014, we received total fees of ₩28₩23 billion for managing the National Housing Fund, compared to ₩172₩28 billion in 2011 (of which ₩137 billion related to accrued but previously unpaid fees for the period from January 2007 to June 2010).each of 2013 and 2012.

The financial accounting for the National Housing Fund is entirely separate from our financial accounting, and the non-performing loans and loan losses of the National Housing Fund, in general, do not impact our financial condition. Regulations and guidelines for managing the National Housing Fund are issued by the Minister of Land, Infrastructure and Transport pursuant to the Housing Act.

Bancassurance

The Korean government’s liberalization of the bancassurance market in Korea has allowed us to offer insurance products of other institutions since September 2003. We currently market a wide range of bancassurance products and hope to develop additional fee-based revenues by expanding our offering of these products.

Currently, our bancassurance business has alliances with 1617 life insurance companies (including our subsidiary, KB Life Insurance) and nine non-life insurance companies and offers 6866 different products through our branch network. These products are composed of 43 types of life insurance policies such as annuities, savings insurance and variable life insurance, and 2523 types of non-life insurance products. In 2012,2014, our commission income from our bancassurance business amounted to ₩247₩97 billion.

Insurance

Through KB Life Insurance Co., Ltd., we offer a variety of individual and group life insurance products, including annuities, savings insurance, variable life insurance, whole life insurance and term life insurance as well as health insurance. KB Life Insurance utilizes its multi-channel distribution platform to market these products, which includes sales through agents, financial consultants, telemarketers and bancassurance arrangements with commercial banks and other financial institutions.

In June 2014, we entered into a share purchase agreement, which was amended in March 2015, to acquire a 19.47% stake in LIG Insurance Co., Ltd., a publicly listed Korean property and casualty insurance company, and will be required under applicable Korean law to increase our shareholding in LIG Insurance to at least 30% within one year from the date of such acquisition. LIG Insurance provides non-life insurance products, including automobile insurance, property insurance, marine insurance, fire insurance, accident insurance and casualty insurance, as well as long-term care insurance. We expect to achieve synergies between KB Life Insurance and LIG Insurance through cross-selling our life and non-life insurance products and expanding our customer base.

Consumer Finance

We provide consumer finance services through KB Capital Co., Ltd. We acquired 52.02% of the outstanding shares of KB Capital (formerly known as Woori Financial Co., Ltd.) in March 2014. KB Capital provides leasing services and installment finance services for various products, including automobiles, heavy machineries and medical equipment, as well as microlending services. We expect KB Capital to continue to expand our customer base by providing a variety of non-banking financial services to retail customers, as well as synergies through coordinated business operations with our other subsidiaries, including Kookmin Bank.

Distribution Channels

Banking Branch Network

As of December 31, 2012,2014, Kookmin Bank operated a network of 1,1931,161 branches and sub-branches in Korea, which was one of the largest branch networks among Korean commercial banks. An extensive branch network is important to attracting and maintaining retail customers, who use branches extensively and value convenience.

We believe that our extensive branch network in Korea and retail customer base provide us with a source of stable and relatively low cost funding. Approximately 37%37.0% of our branches and sub-branches are located in Seoul, and approximately 24%23.4% of our branches are located in the six next largest cities. The following table presents the geographical distribution of our branch network in Korea as of December 31, 2012:2014:

 

Area

  Number of
Branches
   Percentage   Number of
Branches
   Percentage 

Seoul

   439     36.8   429     37.0

Six largest cities (other than Seoul)

   282     23.6     272     23.4  

Other

   472     39.6     460     39.6  
  

 

   

 

   

 

   

 

 

Total

   1,193     100.0   1,161     100.0
  

 

   

 

   

 

   

 

 

In addition, we have continued to implement the specialization of our branch functions. Of our branch network as of December 31, 2012,2014, we had eight branches that primarily handled large corporate banking.

In order to support our branch network, we have established an extensive network of ATMs, which are located in branches and in unmanned outlets known as “autobanks.” As of December 31, 2012,2014, we had 9,6509,265 ATMs.

We have actively promoted the use of these distribution outlets in order to provide convenient service to customers, as well as to maximize the marketing and sales functions at the branch level, reduce employee costs and improve profitability. The following table sets forth information, for the periods indicated, regarding theaggregate number of transactions conducted using our ATMs amounted to approximately 640 million in 2012, 606 million in 2013 and the fee revenue of our ATMs:573 million in 2014.

   For the Year Ended December 31, 
           2010                   2011                   2012         

Number of transactions (millions)

   611     688     640  

Fee revenue (in billions of Won)

  76    74    58  

Other Distribution Channels

The following table sets forth information, for the periods indicated, on the number of users and transactions and the fee revenue of the other distribution channels for our retail and corporate banking customers, which are discussed below:

 

   For the Year Ended December 31, 
   2010   2011   2012 

Internet banking:

      

Number of users (1)

   10,924,849     12,262,689     14,049,444  

Number of transaction (thousands)

   3,061,468     3,517,163     4,117,653  

Fee revenue (in millions of Won)

  23,287    27,715    28,374  

Phone banking:

      

Number of users (2)

   4,353,808     4,607,803     4,766,251  

Number of transaction (thousands)

   299,163     250,265     213,941  

Fee revenue (in millions of Won)

  11,605    12,284    13,297  
   For the Year Ended December 31, 
   2012   2013   2014 

Internet banking:

      

Number of users (1)

   14,049,444     15,634,113     16,767,588  

Number of transactions (thousands) (2)

   4,117,653     5,024,132     4,569,185  

Phone banking:

      

Number of users (3)

   4,766,251     4,870,204     4,914,616  

Number of transactions (thousands) (2)

   213,941     183,434     165,130  

Smartphone banking:

      

Number of users (4)

   5,460,955     8,002,176     9,484,234  

Number of transactions (thousands) (2)

   3,377,862     6,554,649     7,504,638  

 

(1) 

Number of users is defined as the total cumulative number of personsretail and corporate customers who have registered through our branch offices to use our Internet banking services.

(2) 

Number of transactions includes balance and transaction inquiries, fund transfers and other transactions.

(3)

Number of users is defined as the total cumulative number of personsretail and corporate customers who have registered through our branch offices to use our phone banking services.

(4)

Number of users is defined as the total cumulative number of retail customers who have registered through our branch offices, or the customers’ smartphones, to use our smartphone banking services.

Internet Banking

Our goal is to consolidate our position as a market leader in on-line banking. Our Internet banking services currently include:

 

basic banking services, including fund transfers, balance and transaction inquiries, credit card transaction inquiries, pre-set automatic transfers, product inquiries, on-line bill payments and foreign exchange services;

 

investment services, including opening deposit accounts and investing in funds;

 

processing of loan applications, which allows us to quickly process and approve on-line loan applications;

 

electronic certification services, which permit our Internet banking service users to authenticate transactions on a confidential basis through digital signatures; and

 

wealth management and advisory services, including financial planning and real estate information services.

Phone Banking

We offer a variety of phone banking services, including inter-account fund transfers, balance and transaction inquiries, credit card transaction inquiries, customer service inquiries and bill payments. We also have call centers, which we primarily use to:

 

advise clients with respect to deposits, loans and credit cards and to provide our customers a way to report any emergencies with respect to their accounts;

 

allow our customers to conduct transactions with respect to their accounts, such as balance and transfer inquiries, transfers or payments and opening or closing accounts, processing loans through automated systemsaccounts; and conducting credit card transactions;

 

conduct telemarketing to our customers or potential customers to advertise products or services through phone, fax or text messaging; andservices.

provide automated banking services, mobile services or other services relating to affinity programs.

Mobile & Smartphone Banking

Our“KB Star Banking,” our mobile and smartphone banking services allowapplication for smartphones, allows our customers to use mobile phones and devices, such as smartphones,the flexibility to conduct a numbervariety of financial transactions, including basic bankingbalance and investment activities. There are currently three mobile phone service providers in Korea, SK Telecom, KTtransaction inquiries, fund transfers and LG U+, and we provide our services in association with all three.asset management, anywhere at any time. Our mobile and smartphone banking services currently include:

 

basic banking services, including fund transfers, balance and transaction inquiries, credit card transaction inquiries, bill payments and foreign exchange services;

 

investment services, including investing in savings deposits that are designed specifically for and offered only to smartphone banking customers; and

 

processing of loan applications and bancassurance services; and

mobile stock trading, through which mobile banking customers can use their devices to trade stocks.services.

Other Channels

We provide cash management services, which include automatic transfers, connection services to other financial institutions, real-time firm banking, automatic fund concentration and transmittal of trading information. We have continued to develop our firm banking services and, as of December 31, 2012, we provided cash management services to over 1,771 large corporations and small- and medium-sized enterprises.

Competition

We compete principally with other financial institutions in Korea, including other financial holding companies and nationwide commercial banks, as well as regional banks, development banks, specialized banks and branches of foreign banks operating in Korea and installment finance corporations for mortgage loan products. We also compete for customer funds with other types of financial service institutions, including savings institutions (such as mutual savings and finance companies and credit unions and credit cooperatives), investment institutions (such as merchant banking corporations), life insurance companies and financial investment companies. Competition in the domestic banking industry is generally based on the types and quality of the products and services offered, including the size and location of retail networks, the level of automation and interest rates charged and paid.

Competition has increased significantly in our traditional core businesses, retail banking, small- and medium-sized enterprise banking and credit card lending, contributing to some extent to the asset quality deterioration in retail and small- and medium-sized loans. As a result, our margins on lending activities may decrease in the future.

In addition, general regulatory reforms in the Korean financial industry have increased competition among banks and financial institutions in Korea. As the reform of the financial sector continues, foreign financial institutions, some with greater resources than us, have entered, and may continue to enter, the Korean market either by themselves or in partnership with existing Korean financial institutions and compete with us in providing financial and related services.

In addition, the Korean financial industry is undergoing significant consolidation. A number of significant mergers and acquisitions in the industry have taken place in Korea during the last five years, including the establishment of financial holding companies, which have reduced theThe number of nationwide commercial banks in Korea has decreased from 16 as of December 31, 1997, to seven banks and sixfive financial holding companies as of December 31, 2012.2014. Furthermore, a number of significant mergers and acquisitions in the industry have taken place in Korea over the past decade, including the acquisition of Koram Bank by an affiliate of Citibank in 2004, Standard Chartered Bank’s acquisition of Korea First Bank in April 2005, Chohung Bank’s merger with Shinhan Bank in April 2006, and Hana Financial Group’s acquisition of a controlling interest in Korea Exchange Bank in February 2012. We expect that consolidation2012 and the proposed merger of Hana Bank into Korea Exchange Bank in the financial industry will continue. In particular,second half of 2015. Moreover, as part of the Korean government has announced that itgovernment’s plans to dispose of or reduce its controlling interest inprivatize Woori Finance Holdings Co., Ltd. (the financial holding company of Woori Bank), which may involve salescertain subsidiaries of its subsidiaries. OtherWoori Finance Holdings Co., Ltd. were sold to other financial institutions may seek to acquire or merge with such entities, and Woori Finance Holdings Co., Ltd. itself was merged into Woori Bank in 2014. We expect that consolidation in the financial industry will continue. The

financial institutions resulting from thissuch consolidation may, by virtue of their increased size and business scope, provide significantly greater competition for us. We intend to review potential acquisition opportunities as they arise. We cannot guarantee that we will not be involved in any future mergers or acquisitions.

For additional information, you should read the section entitled “Item 3.D. Risk Factors—Risks relating to competition.”

Information Technology

Pursuant to our establishment as a financial holding company, we are implementing various IT system-related initiatives and upgrades at the group and subsidiary level. We believe that continuous improvement of our IT systems is crucial in supporting our operations and management and providing high-quality customer service. Accordingly, we continue to upgrade and improve our systems through various activities, including projects to develop next generation banking systems for Kookmin Bank, further strengthen system security and timely develop and implement various new IT systems and services (including group-wide software) that support our business operations and risk management activities.

Our mainframe-based banking and credit card IT systems are designed to ensure continuity of services even where there is a failure of the host data center due to a natural disaster or other accidents by utilizing backup systems in disaster recovery data centers. In addition, through the implementation of Parallel Sysplex, a “multi-CPU system,” our bank and credit card systems are designed and operated to be able to process transactions without material interruption in the event of CPU failure. In 2010, we launched a next-generation banking and credit card IT system that is designed to ensure greater reliability in financial transactions and allow more efficient development of new financial products. We also launched a new disaster recovery system to ensure continuity of operations. In addition, we implemented new technologies, including Multi Channel Integration and Enterprise Application Integration systems, to standardize our IT system and better manage IT system operational risk.

In 2011, we launched a mobile weblink to provide online banking services for smartphone users. In addition, we implemented virtual storage technology for our server systems to achieve a more flexible and cost-effective information storage capability.

The integrity of our IT systems, and their ability to withstand potential catastrophic events (such as natural calamities and internal system failures), are crucial to our continuing operations. We currently test our disaster recovery systems on a quarterly basis. For additional information, see “Item 11. Quantitative and Qualitative Disclosures about Market Risk—Operational Risk Management.”

In 2012,2014, we spent approximately ₩324₩478 billion for our IT systems, including expenses related to the construction of new IT systems, implementation of hardware and software technologies and other new systems. As of December 31, 2012,2014, we employed a total of approximately 843973 full-time employees in our IT operations.

Assets and Liabilities

The tables below set out selected financial highlights regarding our banking operations and individual assets and liabilities. Except as otherwise indicated, (i) amounts as of and for the years ended December 31, 2010, 2011, 2012, 2013 and 20122014 are presented on a consolidated basis under IFRS, and (ii) amounts as of and for the years ended December 31, 2008 and 2009 are presented on a consolidated basis under U.S. GAAP and are not comparable to information prepared in accordance with IFRS.

Loan Portfolio

As of December 31, 2012,2014, our total loan portfolio was ₩215,985₩233,902 billion compared to ₩215,555₩221,862 billion atas of December 31, 2011.2013 and ₩216,914 billion as of December 31, 2012. As of December 31, 2012, 94.3%2014, 94.8% of our total loans were Won-denominated loans compared to 93.2% at94.6% as of December 31, 2011.2013 and 94.4% as of December 31, 2012.

Loan Types

The following table presents loans by type as of the dates indicated under IFRS.indicated. Except where we specify otherwise, all loan amounts stated below are before deduction of allowances for loan losses. Total loans reflect our loan portfolio, including past due amounts.

 

  As of December 31,   As of December 31, 
  2010   2011   2012   2010   2011   2012   2013   2014 
  (in billions of Won)   (in billions of Won) 

Domestic:

                

Corporate

                

Small- and medium-sized enterprise

  65,132    68,730    69,810    65,132    68,730    70,471    71,045    71,960  

Large corporate (1)

   23,143     28,509     29,112     23,143     28,509     29,212     29,489     28,918  

Retail

                

Mortgage and home equity

   71,715     75,580     74,460     71,715     75,580     74,463     77,969     86,994  

Other consumer

   27,281     28,275     28,804     27,281     28,275     28,969     29,675     32,255  

Credit cards

   12,413     12,421     11,874     12,413     12,421     11,874     11,784     11,632  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total domestic

   199,684     213,515     214,060     199,684     213,515     214,989     219,962     231,759  

Foreign

   1,693     2,040     1,925     1,693     2,040     1,925     1,900     2,143  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total gross loans

  201,377    215,555    215,985    201,377    215,555    216,914    221,862    233,902  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

(1) 

Large corporate loans include ₩53 billion, ₩35 billion, ₩33 billion, ₩132 billion and ₩33₩191 billion of loans to the Korean government and government related agencies (including the Korea Deposit Insurance Corporation) as of December 31, 2010, 2011, 2012, 2013 and 2012,2014, respectively.

The following table presents loans by type as of the dates indicated under U.S. GAAP. Except where we specify otherwise, all loan amounts stated below are before deduction of allowances for loan losses. Total loans reflect our loan portfolio, including past due amounts.

   As of December 31, 
   2008   2009 
   (in billions of Won) 

Domestic:

    

Corporate

    

Commercial and industrial (1)

  75,140    74,611  

Construction

   10,052     8,097  

Other corporate

   2,951     2,178  

Retail

    

Mortgage and home equity

   69,924     70,678  

Other consumer

   27,592     26,949  

Credit cards

   11,523     11,368  
  

 

 

   

 

 

 

Total domestic

   197,182     193,881  

Foreign:

   2,455     2,344  
  

 

 

   

 

 

 

Total gross loans

  199,637    196,225  
  

 

 

   

 

 

 

(1)

Commercial and industrial loans include ₩19 billion and ₩29 billion of loans to the Korean government and government related agencies (including the Korea Deposit Insurance Corporation) as of December 31, 2008 and 2009, respectively.

Loan Concentrations

On a consolidated basis, our exposure to any single borrower or any singlechaebol is limited by law to 20% and 25%, respectively, of our “net aggregate equity capital,” as defined under the Enforcement Decree of the Financial Holding Company Act. See “—Supervision and Regulation—Principal Regulations Applicable to Financial Holding Companies—Financial Exposure to Any Individual Customer and Major Shareholder.” In addition, Kookmin Bank’s exposure to any single borrower or any singlechaebolis limited by the Bank Act to 20% and 25%, respectively, of its total Tier I and Tier II capital.

20 Largest Exposures by Borrower

As of December 31, 2012,2014, our 20 largest exposures totaled ₩11,273₩11,309 billion and accounted for 4.2%3.9% of our total exposures. The following table sets forth, as of December 31, 2012,2014, our total exposures to these top 20 borrowers or issuers:

 

 Loans     Guarantees
and
Acceptances
    Amounts
Classified
As
Impaired
Loans
  

Loans
     Guarantees
and
Acceptances
    Amounts
Classified
as
Impaired
Loans
 

Company (1)

 Won
Currency
 Foreign
Currency
 Equity
Securities
 Debt
Securities
 Total
Exposures
  Won
Currency
 Foreign
Currency
 Equity
Securities
 Debt
Securities
 Total
Exposures
 
 (in billions of Won)  (in billions of Won) 

Daewoo Shipbuilding & Marine Engineering Co., Ltd.

 22   180   —     —     963   1,165   —    

Mizuho Bank, Ltd.

  —      984    —      —      —      984    —    

POSCO

  —      77    489    205    —      771    —    

Samsung Heavy Industries Co., Ltd.

  —      —      —      10    715    725    —    

Korea Securities Finance Corp.

  —      500    154    30    —      684    —    

Hyundai Capital Services Inc.

  330    —      —      294    —      624    —    

Hyundai Steel Company

  224    239    —      24    136    623    —    

National Agricultural Cooperative Federation

  —      —      —      616    —      616    —    

Hyundai Heavy Industries Co., Ltd.

 —     85   24   —     1,462   1,571    —      —      267    3    —      331    601    —    

POSCO

  —      46    577    197    —      820    —    

Hyundai Steel Company

  425    157    4    41    66    693    —    

Korea Securities Finance Corporation

  —      200    179    226    —      605    —    

Daewoo International Corporation

  —      255    1    35    215    506    —    

Woori Bank

  —      133    3    338    —      474    —    

Shinhan Bank

  —      64    15    516    —      595    —      —      102    —      353    —      455    —    

Woori Bank

  70    118    25    378    —      591    —    

SK C&C Co., Ltd.

  —      —      438    —      —      438    —    

Seoul Metropolitan Rapid Transit Corp.

  —      —      —      430    —      430    —    

NongHyup Bank

  30    37    —      337    —      404    —    

LG Electronics Inc.

  530    —      6    51    —      587    —      390    —      3    6    —      399    —    

Samsung Heavy Industries Co., Ltd.

  —      89    —      10    467    566    —    

Hyundai Capital Services Inc.

  390    —      —      153    —      543    —    

GS Caltex Corporation

  —      356    —      109    69    534    —    

National Agricultural Cooperative Federation

  —      —      —      507    —      507    —    

Daewoo Shipbuilding & Marine Engineering Co., Ltd.

  77    96    2    20    294    489    —    

SK Networks Co., Ltd.

  235    193    —      —      47    475    —    

Shinhan Financial Group

  —      —      —      420    —      420    —    

Seoul Metropolitan Rapid Transit Corporation

  —      —      —      402    —      402    —    

Bank of China

  —      397    —      —      —      397    —    

Samsung Display Co., Ltd.

  100    288    —      —      —      388    —    

Gyeonggi Urban Innovation Corporation

  —      —      —      368    —      368    —    

Woori Investment & Securities Co., Ltd.

  —      350    2    10    —      362    —    

Meritz Securities Co., Ltd.

  —      360    —      —      —      360    —    

SK Energy Co., Ltd.

  —      111    —      91    178    380    —    

Hyundai Securities Co., Ltd.

  —      100    257    —      —      357    —    

Bank of China Limited

  —      341    —      —      —      341    —    

Korean Airlines Co., Ltd.

  1    75    —      12    244    332    —    
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

 1,827   2,799   834   3,408   2,405   11,273   —     997   3,401   1,348   2,781   2,782   11,309   —    
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 

(1) 

Excludes exposures to government-owned or -controlled enterprises or financial institutions, including Bank of Korea, Korea Housing Finance Corporation, Korea Land & Housing Corporation, Korea Deposit Insurance Corporation and Korea Development Bank.

As of December 31, 2012, ten2014, 12 of these top 20 borrowers or issuers were companies belonging to the 3442 largestchaebols in Korea designated as such by the Financial Supervisory Service based on their outstanding exposures.

Exposure to Chaebols

As of December 31, 2012, 7.9%2014, 7.5% of our total exposure was to the 3442 largestchaebols in Korea designated as such by the Financial Supervisory Service based on their outstanding exposures. The following table shows, as of December 31, 2012,2014, our total exposures to the tenchaebolgroups to which we have the largest exposure:

 

  Loans  Equity
Securities  (1)
  Debt
Securities
  Guarantees
and
Acceptances
  Total
Exposures
  Amounts
Classified as
Impaired Loans
 

Chaebol

 Won
Currency
  Foreign
Currency
      
  (in billions of Won) 

Samsung (1)

 884   835   360   228   891   3,198    —    

Hyundai Motors (2)

  916    635    46    397    349    2,343    —    

Hyundai Heavy Industries (3)

  —      156    45    1    1,799    2,001    —    

SK (4)

  560    563    223    257    315    1,918    —    

LG (5)

  1,105    429    28    127    23    1,712    —    

POSCO (6)

  89    144    577    283    382    1,475    —    

GS (7)

  134    424    7    170    269    1,004    —    

Hanwha (8)

  568    50    213    21    14    866    —    

Lotte (9)

  240    81    3    254    121    699    —    

Kumho Asiana(10)

  299    41    150    29    42    561    —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 4,795   3,358   1,652   1,767   4,205   15,777   —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
  Loans  Equity
Securities
  Debt
Securities
  Guarantees
and
Acceptances
  Total
Exposures
  Amounts
Classified as
Impaired Loans
 

Chaebol

 Won
Currency
  Foreign
Currency
      
  (in billions of Won) 

Hyundai Motor (1)

 887   521   11   766   801   2,986   —    

Samsung (2)

  307    645    119    581    1,157    2,809    —    

SK (3)

  237    654    449    417    498    2,255    —    

POSCO (4)

  173    331    525    261    236    1,526    —    

Daewoo Shipbuilding & Marine Engineering (5)

  45    178    —      —      964    1,187    —    

Hyundai Heavy Industries (6)

  43    322    47    —      768    1,180    —    

LG (7)

  631    117    11    163    28    950    —    

Hanwha (8)

  595    40    144    6    111    896    —    

GS (9)

  89    128    2    288    327    834    —    

Lotte (10)

  255    48    25    399    84    811    —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 3,262   2,984   1,333   2,881   4,974   15,434   —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

 

(1)

Includes principally Hyundai Capital Services Inc., Hyundai Steel Company and Hyundai Engineering & Construction Co., Ltd.

(2) 

Includes principally Samsung Heavy Industries Co., Ltd., Samsung DisplayCard and Samsung C&T Corporation.

(3)

Includes principally SK C&C Co., Ltd., SK Energy Co., Ltd. and Samsung Investment Trust ManagementSK Networks Co., Ltd.

(2)(4) 

Includes principally Hyundai Steel Company, Hyundai Capital Services Inc.POSCO, Daewoo International Corporation and Hyundai Motor Company.POSCO Energy Co., Ltd.

(3)(5)

Includes principally Daewoo Shipbuilding & Marine Engineering Co., Ltd., Shinhan Machinery Co., Ltd. and DSME Construction Co., Ltd.

(6) 

Includes principally Hyundai Heavy Industries Co., Ltd., Hyundai Samho Heavy IndustriesMipo Dockyard Co., Ltd. and Hyundai Corporation.

(4)

Includes principally SK Networks Co., Ltd., SK Energy Co., Ltd. and SK C&C Co., Ltd.

(5)

Includes principally LG Electronics Inc., LG Display Co., Ltd. and LG Chemical Ltd.

(6)

Includes principally POSCO, Daewoo International Corporation and POSCO Engineering & ConstructionSamho Heavy Industries Co., Ltd.

(7) 

Includes principally GS Caltex Corporation, GS Engineering & Construction CorporationLG Electronics Inc., LG Chem, Ltd. and GS Power Co., Ltd.LG Uplus Corp.

(8) 

Includes principally Hanwha Engineering & Construction Corp., Hanwha Asset Management Co., Ltd.Corporation and Hanwha Advanced Materials Corporation.

(9) 

Includes principally GS Engineering & Construction Corporation, GS Caltex Corporation, and GS Holdings Corp.

(10)

Includes principally Lotte TradingEngineering & Construction Co., Ltd., Lotte Card Co., Ltd. and Lotte Engineering & ConstructionCapital Co., Ltd.

(10)

Includes principally Kumho Petrochemical Co., Ltd., Kumho Tire Co., Inc. and Asiana Airlines, Inc.

Loan Concentration by Industry

The following table presents the aggregate balance of our domestic and foreign corporate loans, by industry concentration, as of December 31, 20112012, 2013 and 2012:2014:

 

  As of December 31,   As of December 31, 
  2011 2012   2012 2013 2014 

Industry

  Amount   % Amount   %   Amount   % Amount   % Amount   % 
  (in billions of Won, except percentages)   (in billions of Won, except percentages) 

Services

  36,306     36.6 38,650     38.4  38,650     38.1 38,375     37.5 39,385     38.2

Manufacturing

   31,763     32.0    31,319     31.1     31,320     30.8    31,161     30.5    32,694     31.7  

Wholesale and retail

   15,639     15.8    15,125     15.0     15,124     14.9    13,874     13.6    13,287     12.9  

Financial institutions

   5,839     5.9    7,221     7.2     7,291     7.2    10,524     10.3    9,117     8.9  

Construction

   5,675     5.7    4,689     4.7     4,689     4.6    4,428     4.3    3,862     3.8  

Public sector

   311     0.3    520     0.5     520     0.5    655     0.6    755     0.7  

Others

   3,675     3.7    3,250     3.1     3,941     3.9    3,318     3.2    3,871     3.8  
  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Total

  99,208     100.0 100,774     100.0  101,535     100.0 102,335     100.0 102,971     100.0
  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Maturity Analysis

We typically roll over our working capital loans and unsecured consumer loans (other than those payable in installments) after we conduct our normal loan review in accordance with our loan review procedures. Working

capital loans may generally be extended on an annual basis for an aggregate term of five years and unsecured consumer loans may generally be extended for another term of up to 12 months for an aggregate term of 10 years.

The following table sets out the scheduled maturities (time remaining until maturity) of our loan portfolio as of December 31, 2012.2014. The amounts disclosed are before deduction of allowances for loan losses:

 

  1 Year or
Less
   Over 1 year
But Not More

Than 5 Years
   Over 5 Years   Total   1 Year or
Less
   Over 1 Year
But Not More

Than 5 Years
   Over 5 Years   Total 
  (in billions of Won)   (in billions of Won) 

Domestic:

                

Corporate

                

Small- and medium-sized enterprises

  52,290    13,211    4,309    69,810    52,276    13,940    5,744    71,960  

Large corporate

   20,655     6,013     2,444     29,112     20,454     5,721     2,743     28,918  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total corporate

   72,945     19,224     6,753     98,922     72,730     19,661     8,487     100,878  

Retail

                

Mortgage and home equity

   7,928     6,774     59,758     74,460     7,547     6,171     73,276     86,994  

Other consumer

   19,006     6,852     2,946     28,804     18,019     10,699     3,537     32,255  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total retail

   26,934     13,626     62,704     103,264     25,566     16,870     76,813     119,249  

Credit cards

   10,913     788     173     11,874     10,249     1,181     202     11,632  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total domestic

   110,792     33,638     69,630     214,060     108,545     37,712     85,502     231,759  

Foreign:

   1,406     440     79     1,925     1,789     264     90     2,143  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total gross loans

  112,198    34,078    69,709    215,985    110,334    37,976    85,592    233,902  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Interest Rate Sensitivity

The following table shows, as of December 31, 2012,2014, the total amount of loans due after one year, which have fixed interest rates and variable or adjustable interest rates:

 

   As of
December 31, 20122014
 
   (in billions of Won) 

Fixed rate(1)

  16,47519,207  

Variable or adjustable rates(2)

   87,312104,361  
  

 

 

 

Total gross loans

  103,787123,568  
  

 

 

 

 

(1) 

Fixed rate loans are loans for which the interest rate is fixed for the entire term.

(2) 

Variable or adjustable rate loans are loans for which the interest rate is not fixed for the entire term.

For additional information regarding our management of interest rate risk, see “Item 11. Quantitative and Qualitative Disclosures about Market Risk—Market Risk Management—Market Risk Management forNon-Trading Activities.”

Credit Exposures to Companies in Workout, Restructuring or Rehabilitation

Workout is a voluntary procedure through which we, together with the borrower and other creditors, restructure arestore the borrower’s credit terms.financial stability and viability. Previously, workouts were regulated under the prior Corporate

Restructuring Promotion Act, which was enacted in 2007 and expired on December 31, 2010.2013. In April 2011,December 2013, the National Assembly of Korea adopted a newanother Corporate Restructuring Promotion Act, or the New Corporate Restructuring Promotion Act, which became effective on May 19, 2011.January 1, 2014. Workouts that had been initiated under the Corporate Restructuring Promotion Act are also governed by the New Corporate Restructuring Promotion Act effective from May 19, 2011.January 1, 2014. Under the New Corporate Restructuring Promotion Act, which is similar to the Corporate

Restructuring Promotion Act, all creditor financial institutions of a financially troubled borrower are required to participate in a creditors’ committee which is authorized to prohibit such creditor financial institutions from exercising their rights against the borrower, commencing workout procedures or approving a reorganization plan prepared by the borrower. Any decision of the creditors’ committee requires the approval of creditor financial institutions holding not less than 75% of the total debt outstanding of a borrower. An additional approval of creditor financial institutions holding not less than 75% of the secured debt is required with respect to the borrower’s debt restructuring. Once approved, any decision made by the creditors’ committee is binding on all the creditor financial institutions of the borrower. Creditor financial institutions that voted against commencement of workout, debt restructuring or granting of new credit have the right to request the creditor financial institutions that voted in favor of such matters to purchase their claims at a mutually agreed price. In the event that the parties are not able to agree on the terms of purchase, a coordination committee consisting of experts would determine the terms. The creditor financial institutions that oppose a decision made by the coordination committee may request a court to change such decision. The New Corporate Restructuring Promotion Act is scheduled to expire on December 31, 2013.2015.

Upon approval of the workout plan, a credit exposure is initially classified as precautionary or lower and thereafter cannot be classified higher than precautionary with limited exceptions. If a corporate borrower is in workout, restructuring or rehabilitation, we take the status of the borrower into account in valuing our loans to and collateral from that borrower for purposes of establishing our allowances for credit losses.

Korean law also provides for corporate rehabilitation proceedings, which are court-supervised procedures to rehabilitate an insolvent company. Under these procedures, a restructuring plan is adopted at a meeting of interested parties, including creditors of the company. Such restructuring plan is subject to court approval.

A portion of our loans to and debt securities of corporate customers are currently in workout, restructuring or rehabilitation. As of December 31, 2012, ₩8612014, ₩683 billion or 0.3%0.2% of our total loans and debt securities were in workout, restructuring or rehabilitation. This included ₩462₩309 billion of loans to and debt securities of large corporate borrowers and ₩399₩374 billion of loans to and debt securities of small- and medium-sized enterprises.

The following table shows, as of December 31, 2012,2014, our ten largest exposures that were in workout, restructuring or rehabilitation:

 

 Loans 

Equity
Securities
  

Debt
Securities
  
Guarantees
And
Acceptances
  

Total
Exposures
  Amounts
Classified As
Impaired
Loans
  Loans     Guarantees
and
Acceptances
    Amounts
Classified as
Impaired
Loans
 

Company

 Won
Currency
 Foreign
Currency
  Won
Currency
 Foreign
Currency
 Equity
Securities
 Debt
Securities
 Total
Exposures
 
 (in billions of Won)  (in billions of Won) 

Orient Shipyard Co., Ltd.

 53   2   —     —     155   210   210   53   2   —     —     65   120   56  

Kumho Tire Co., Inc

  34    37    83    —      —      154    —    

Kumho Industrial Co., Ltd.

  67    —      11    —      5    83    —      58    —      26    —      13    97    58  

Dongmoon Construction Co., Ltd

  66    —      —      —      —      66    66  

Samho international Co., Ltd.

  40    —      —      6    —      46    40  

Hanil Engineering & Construction Co., Ltd.

  23    —      1    —      22    46    44  

Dongmoon Construction Co., Ltd.

  65    —      —      —      —      65    65  

Keangnam Enterprises, Ltd.

  41    —      6    —      1    48    41  

Samho International Co., Ltd.

  31    —      12    5    —      48    31  

Dongil Construction Co., Ltd.

  42    —      —      —      —      42    42    42    —      —      —      —      42    42  

Hongwon Paper Mfg. Co., Ltd.

  9    7    —      —      1    17    15  

Hyundai Cement Co., Ltd.

  28    3    —      —      —      31    31    1    —      15    —      —      16    1  

Jung Ang Construction Co., Ltd.

  26    —      —      —      —      26    26  

Oriental Precision & Engineering Co., Ltd.

  9    —      9    —      —      18    9  

Young Gwang Stainless Co., Ltd.

  1    9    —      —      3    13    9  

SolarPark Korea Co., Ltd.

  13    —      —      —      —      13    13  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

 388   42   104   6   182   722   468   314   18   59   5   83   479   331  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Provisioning Policy

Under IFRS, weWe establish allowances for loan losses with respect to loans to absorb such losses. We assess individually significant loans on a case-by-case basis and other loans on a collective basis. In addition, if we determine that no objective evidence of impairment exists for a loan, we include such loan in a group of loans with similar credit risk characteristics and assess them collectively for impairment regardless of whether such loan is significant. For individually significant loans, allowances for loan losses are recorded if objective evidence of impairment exists as a result of one or more events that occurred after initial recognition. For collectively assessed loans, we base the level of allowances for loan losses on our evaluation of the risk characteristics of such loans, taking into account such factors as historical loss experience, the financial condition of the borrowers and current economic conditions. If additions or changes to the allowances for loan losses are required, then we record a provision for loan losses, which is included in impairment losses on credit loss and treated as a charge against current income. Credit exposures that we deem to be uncollectible, including actual loan losses, net of recoveries of previously charged-off amounts, are charged directly against the allowances for loan losses. See “Item 5.A. Operating Results—Critical Accounting Policies—Impairment of Loans and Allowances for Loan Losses.”

We generally consider the following loans to be impaired loans:

 

loans that are past due by 90 days or more;

 

loans that are subject to legal proceedings related to collection;

 

loans to a borrower that has received a warning from the Korea Federation of Banks indicating that such borrower has exhibited difficulties in making timely payments of principal and interest;

 

loans to corporate borrowers that are rated C or D according to Kookmin Bank’s internal credit ratings for large companies or small-and medium-sized enterprises;

 

loans to corporate borrowers that are rated CC or below according to Kookmin Bank’s internalfor which account-specific provisions have been made resulting from a significant perceived decline in credit ratings for large companies or small-and medium-sized enterprises as a result of being subject to workout, court receivership, court mediation or similar proceedings;quality; and

 

restructured loans.

Under U.S. GAAP, we established loan loss allowances for corporate loans based on whether a particular loan was identified as impaired or not. Loan loss allowances were established for impaired loans, in general, by discounting the estimated future cash flow (both principal and interest) we expectedwith respect to receive on such loans. Where the entire impaired loan or a portion of the impaired loan was secured by collateral or a guarantee, the fair value of the collateral or the guarantee payment was considered in establishing the level of the allowance. Alternatively, for impaired loans that were considered collateral-dependent,which the amount of impairment was determined by referenceprincipal and interest payable has been materially decreased due to the fair value of the collateral. In addition, for certain foreign corporate loans that were considered impaired, the fair value was determined by reference to observable market prices, when available. We also established allowances for losses for corporate loans that had not been individually identified as impaired. These allowances were based on historical migration and loss information.restructuring.

In the case of consumer loans, we established loan loss allowances under U.S. GAAP based on historical performance, previous loan loss history and charge-off information. Additional factors that management considered when establishing reserves for homogeneous pools of consumer loans included, but were not limited to, economic events, delinquencies and changes in underwriting and credit monitoring policies.

The actual amount of incurred loan losses may vary from loss estimates due to changing economic conditions or changes in industry or geographic concentrations. We have procedures in place to monitor differences between estimated and actual incurred loan losses, which include detailed periodic assessments by senior management of both individual loans and loan portfolios and the use of models to estimate incurred loan losses in those portfolios.

We regularly evaluate the adequacy of the overall allowances for loan losses and we believe that the allowances for loan losses reflect our best estimate of probable loan losses as of each balance sheet date.

Loan Aging Schedule

The following table shows our loan aging schedule (excluding accrued interest) as of the dates indicated under IFRS:indicated:

 

As of December 31,

  Normal
Amount
   % Amount
Past Due
1-3 Months
   % Amount
Past Due
3-6
Months
   % Amount
Past Due 6
Months
or More
   % Total
Amount
   Normal
Amount
   % Amount
Past Due
1-3 Months
   % Amount
Past Due
3-6
Months
   % Amount
Past Due
6 Months
or More
   % Total
Amount
 
  (in billions of Won, except percentages)   (in billions of Won, except percentages) 

2010

  199,013     98.8 752     0.4 608     0.3 1,004     0.5 201,377    199,013     98.8 752     0.4 608     0.3 1,004     0.5 201,377  

2011

   213,515     99.0    860     0.4    327     0.2    853     0.4    215,555     213,515     99.0    860     0.4    327     0.2    853     0.4    215,555  

2012

   213,650     98.9    819     0.4    442     0.2    1,074     0.5    215,985     214,489     98.9    819     0.4    532     0.2    1,074     0.5    216,914  

2013

   219,777     99.1    664     0.3    426     0.2    995     0.4    221,862  

2014

   232,159     99.2    675     0.3    385     0.2    683     0.3    233,902  

Non-Accrual Loans and Past Due Accruing Loans

We generally consider the followingimpaired loans to be non-accrual loans:

loans that are past due by 90 days or more;

loans that are subject to legal proceedings related to collection;

loans to a borrower that has received a warning from the Korea Federation of Banks indicating that such borrower has exhibited difficulties in making timely payments of principal and interest;

loans to corporate borrowers that are rated C or D according to Kookmin Bank’s internal credit ratings for large corporations or small-and medium-sized enterprises;

loans to corporate borrowers that are rated CC or below according to Kookmin Bank’s internal credit ratings for large corporations or small-and medium-sized enterprises as a result of being subject to workout, court receivership, court mediation or similar proceedings; and

restructured loans.

However, we exclude from non-accrual status and continue to accrue interest on loans that are fully secured by cash on deposit or on which there are financial guarantees from the government, Korea Deposit Insurance Corporation or certain financial institutions.

We no longer recognize interest on non-accrual loans from the date the loan is placed on non-accrual status. We reclassify loans as accruing when interest and principal payments are up-to-date and future payments of principal and interest are reasonably assured. We generally do not recognize interest income on non-accrual loans unless collected.

Interest foregone is the interest due on non-accrual loans that has not been accrued in our books of account. For the year ended December 31, 2012,2014, we would have recorded gross interest income of ₩309₩275 billion compared to ₩332 billion for the year ended December 31, 2013, ₩309 billion for the year ended December 31, 2012, ₩336 billion for the year ended December 31, 2011 and ₩328 billion for the year ended December 31, 2010 in each case under IFRS, on loans accounted for on a non-accrual basis throughout the year, or since origination for loans held for part of the year, had we not foregone interest on those loans. The amount of interest income on those loans that was included in our profit for the years ended December 31, 2010, 2011, 2012, 2013 and 2012 under IFRS2014 was ₩194 billion, ₩192 billion, and ₩187 billion, ₩206 billion and ₩175 billion, respectively.

The following table shows, as of the dates indicated, the amount of loans that were placed on a non-accrual basis and accruing loans under IFRS which were past due 90 days or more. The category “accruing but past due 90 days” includes loans which are still accruing interest but on which principal or interest payments are contractually past due 90 days or more.

 

   As of December 31, 
   2010   2011   2012 
   (in billions of Won) 

Loans accounted for on a non-accrual basis

      

Corporate

  2,466    2,021    1,762  

Consumer

   1,012     1,200     1,290  
  

 

 

   

 

 

   

 

 

 

Sub-total

   3,478     3,221     3,052  
  

 

 

   

 

 

   

 

 

 

Accruing loans which are contractually past due 90 days or more as to principal or interest

      

Corporate

   5     4     84  

Consumer

   28     45     97  
  

 

 

   

 

 

   

 

 

 

Sub-total

   33     49     181  
  

 

 

   

 

 

   

 

 

 

Total

  3,511    3,270    3,233  
  

 

 

   

 

 

   

 

 

 

Under U.S. GAAP, we generally placed loans on non-accrual status when payments of interest and/or principal became past due by one day. For the year ended December 31, 2009, we would have recorded gross interest income of ₩278 billion on loans accounted for on a non-accrual basis under U.S. GAAP in accordance with the foregoing throughout the year, or since origination for loans held for part of the year, had we not foregone interest on those loans, compared to ₩413 billion for the year ended December 31, 2008. Under U.S. GAAP, the amount of interest income on those loans that was included in our net income for the years ended December 31, 2008 and 2009 was ₩338 billion and ₩193 billion, respectively.

The following table shows, as of the dates indicated, the amount of loans that were placed on a non-accrual basis and accruing loans under U.S. GAAP which were past due one day or more:

   As of December 31, 
   2008   2009 
   (in billions of Won) 

Loans accounted for on a non-accrual basis

    

Corporate

  1,986    2,243  

Consumer

   3,669     2,124  
  

 

 

   

 

 

 

Sub-total

   5,655     4,367  
  

 

 

   

 

 

 

Accruing loans which are contractually past due one day or more as to principal or interest

    

Corporate (1)

   313     125  

Consumer

   226     124  
  

 

 

   

 

 

 

Sub-total

   539     249  
  

 

 

   

 

 

 

Total

  6,194    4,616  
  

 

 

   

 

 

 

(1)

Includes accruing corporate loans which are contractually past due 90 days or more in the amount of ₩20 billion and ₩40 billion as of December 31, 2008 and 2009, respectively.

  As of December 31, 
  2010  2011  2012  2013  2014 
  (in billions of Won) 

Loans accounted for on a non-accrual basis

     

Corporate

 2,466   2,021   1,851   2,220   1,673  

Consumer

  1,012    1,200    1,290    1,253    1,022  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

  3,478    3,221    3,141    3,473    2,695  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Accruing loans which are contractually past due 90 days or more as to principal or interest

     

Corporate

  5    4    84    98    39  

Consumer

  28    45    97    116    72  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

  33    49    181    214    111  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 3,511   3,270   3,322   3,687   2,806  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Troubled Debt Restructurings

The following table presents, as of the dates indicated, our loans that are “troubled debt restructurings” for which we, for economic or legal reasons relating to the debtor’s financial difficulties, grant a concession to the debtor that we would not otherwise consider. These loans consist principally of corporate loans that have been restructured (through the process of workout, court receivership or composition) and which are accruing interest at rates lower than the original contractual terms as a result of a variation of terms upon restructuring.

 

   As of December 31, 
   2008   2009   2010   2011   2012 
   (in billions of Won) 

Loans classified as “troubled debt restructurings”

  187    116    573    412    465  
   As of December 31, 
   2010   2011   2012   2013   2014 
   (in billions of Won) 

Loans classified as “troubled debt restructurings”

  573    412    465    269    256  

For 2012,2014, interest income that would have been recorded under the original contract terms of restructured loans amounted to ₩58₩30 billion, out of which ₩35₩16 billion was reflected as interest income during 2012.2014.

Potential Problem Loans

We classify potential problem loans as loans that are designated as “early warning loans” and reported to the Financial Services Commission. “Early warning loans” are loans extended to borrowers that have been (i) identified by our early warning system as exhibiting signs of credit risk based on the relevant borrower’s financial data, credit information and/or transactions with banks and, following such identification and (ii) designated by our loan officers as potential problem borrowers based on their evaluation of known information about such borrowers’ possible credit problems. Such loans are required to be reported on a quarterly basis to the Financial Services Commission. If a borrower’s loans are designated as “early warning loans” pursuant to the process described above and included in our quarterly report to the Financial Services Commission, we consider such borrowers to have serious doubt as to their ability to comply with repayment terms in the near future.

As of December 31, 2012,2014, we had ₩3,255₩2,490 billion of potential problem loans.

Other Problematic Interest Earning Assets

We have certain other interest earning assets received in connection with troubled debt restructurings that, if they were loans, would be required to be disclosed as part of the non-accrual, past due or restructuring or potential problem loan disclosures provided above. As of December 31, 2008, 2009, 2010, 2011, 2012, 2013 and 2012,2014, we did not have any debt securities received in connection with troubled debt restructurings on which interest was past due.

Non-Performing Loans

Non-performing loans are defined as loans that are past due by 90 days or more. These loans are generally classified as “substandard” or below. For further information on the classification of non-performing loans under Korean regulatory requirements, see “—Regulatory Reserve for Credit Losses” below.

The following table shows, as of the dates indicated, certain details of our total non-performing loan portfolio under IFRS:portfolio:

 

    As of December 31,   As of December 31, 
    2010 2011 2012   2010 2011 2012 2013 2014 
    (in billions of Won, except percentages)   (in billions of Won, except percentages) 

Total non-performing loans

    1,612   1,180   1,516    1,612   1,180   1,606   1,421   1,068  

As a percentage of total loans

     0.8  0.5  0.7   0.8  0.5  0.7  0.6  0.5

The following table shows, as of the dates indicated, certain details of our total non-performing loan portfolio under U.S. GAAP:

   As of December 31, 
   2008  2009 
   (in billions of Won, except percentages) 

Total non-performing loans

  1,068   1,365  

As a percentage of total loans

   0.5  0.7

We have also issued securities backed by non-performing loans and collateralized bond obligations. Some of these transactions involved transfers of loans through securitizations where control of the loans has not been surrendered and, therefore, are not treated as sale transactions. Instead, the assets remain on our balance sheet with the securitization proceeds treated as secured borrowings.

Analysis of Non-Performing Loans

The following table sets forth, as of the dates indicated, our total non-performing loans by type of borrower under IFRS:borrower:

 

  As of December 31,  As of December 31, 
  2010 2011 2012  2010 2011 2012 2013 2014 
  Amount   % Amount   % Amount   %  Amount % Amount % Amount % Amount % Amount % 
  (in billions of Won, except percentages)  (in billions of Won, except percentages) 

Domestic:

                    

Corporate

                    

Small- and medium sized enterprise

  686     42.5 373     31.6 590     38.9 686    42.5 373    31.6 680    42.4 568    40.0 373    34.9

Large corporate

   241     15.0    84     7.1    97     6.4    241    15.0    84    7.1    97    6.0    158    11.1    137    12.8  
  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total corporate

   927     57.5    457     38.7    687     45.3    927    57.5    457    38.7    777    48.4    726    51.1    510    47.7  

Retail

                    

Mortgage and home equity

   478     29.7    510     43.2    625     41.2    478    29.7    510    43.2    625    38.9    394    27.7    209    19.6  

Other consumer

   163     10.1    132     11.2    137     9.0    163    10.1    132    11.2    137    8.5    152    10.7    186    17.4  
  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total retail

   641     39.8    642     54.4    762     50.2    641    39.8    642    54.4    762    47.4    546    38.4    395    37.0  

Credit cards

   39     2.4    62     5.3    47     3.1    39    2.4    62    5.3    47    2.9    107    7.5    99    9.3  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total domestic

   1,607     99.7    1,161     98.4    1,496     98.6    1,607    99.7    1,161    98.4    1,586    98.7    1,379    97.0    1,004    94.0  

Foreign:

   5     0.3    19     1.6    20     1.4    5    0.3    19    1.6    20    1.3    42    3.0    64    6.0  
  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total non-performing loans

  1,612     100.0 1,180     100.0 1,516     100.0 1,612    100.0 1,180    100.0 1,606    100.0 1,421    100.0 1,068    100.0
  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

The following table sets forth, as of the dates indicated, our total non-performing loans by type of borrower under U.S. GAAP:

   As of December 31, 
   2008  2009 
   Amount   %  Amount   % 
   (in billions of Won, except percentages) 

Domestic:

       

Corporate

       

Commercial and industrial

  556     52.1 899     65.8

Construction

   161     15.1    125     9.2  

Lease financing

   —       —      —       —    

Other corporate

   1     0.1    2     0.2  
  

 

 

   

 

 

  

 

 

   

 

 

 

Total corporate

   718     67.3    1,026     75.2  

Retail

       

Mortgage and home equity

   216     20.2    211     15.4  

Other consumer

   86     8.0    79     5.8  
  

 

 

   

 

 

  

 

 

   

 

 

 

Total retail

   302     28.2    290     21.2  

Credit cards

   29     2.7    23     1.7  

Total domestic

   1,049     98.2    1,339     98.1  

Foreign:

   19     1.8    26     1.9  
  

 

 

   

 

 

  

 

 

   

 

 

 

Total non-performing loans

  1,068     100.0 1,365     100.0
  

 

 

   

 

 

  

 

 

   

 

 

 

Top 20 Non-Performing Loans

As of December 31, 2012,2014, our 20 largest non-performing loans accounted for 23.2%28.5% of our total non-performing loan portfolio. The following table shows, as of December 31, 2012,2014, certain information regarding our 20 largest non-performing loans:

 

  Industry  Gross Principal
Outstanding
   Allowances
for Loan Losses
   Industry  Gross Principal
Outstanding
   Allowances for
Loan  Losses(1)
 
  (in billions of Won)   (in billions of Won) 

Borrower A

  Manufacturing  55    37    Services  63    7  

Borrower B

  Construction   39     22    Construction   37     23  

Borrower C

  Other   35     20    Services   25     2  

Borrower D

  Manufacturing   29     7    Services   24     8  

Borrower E

  Financial institutions   22     1    Manufacturing   22     2  

Borrower F

  Other   17     4    Manufacturing   18     —    

Borrower G

  Construction   17     3    Construction   17     4  

Borrower H

  Service   16     16    Financial institutions   15     15  

Borrower I

  Construction   15     3    Manufacturing   10     1  

Borrower J

  Service   14     1    Manufacturing   9     9  

Borrower K

  Service   13     —      Others   9     —    

Borrower L

  Construction   13     1    Financial institutions   9     9  

Borrower M

  Other   11     1    Others   8     —    

Borrower N

  Manufacturing   10     5    Services   8     1  

Borrower O

  Other   8     —      Others   7     1  

Borrower P

  Construction   8     2    Construction   7     —    

Borrower Q

  Service   8     1    Construction   4     4  

Borrower R

  Service   8     1    Manufacturing   4     4  

Borrower S

  Construction   7     —      Construction   4     —    

Borrower T

  Service   6     1    Wholesale and retail   4     —    
    

 

   

 

     

 

   

 

 

Total

    351    126      304    90  
    

 

   

 

     

 

   

 

 

Most of our loans to companies in workout or restructuring were not classified as non-performing as of December 31, 2012 because such loans had been rescheduled and payments on such rescheduled loans were not past due by more than 90 days.
(1)

If the estimated recovery value of collateral for a non-performing loan is sufficient compared to the outstanding loan balance, we record no allowances for loan losses for such non-performing loan.

Non-Performing Loan Strategy

One of our primary objectives is to prevent our loans from becoming non-performing. Through our corporate credit rating systems, we believe that we have reduced our risks relating to future non-performing loans. Our credit rating systems are designed to prevent our loan officers from extending new loans to borrowers with high credit risks based on the borrower’s credit rating. Our early warning system is designed to bring any sudden increase in a borrower’s credit risk to the attention of our loan officers, who then closely monitor such loans. See “Item 11. Quantitative and Qualitative Disclosures about Market Risk—Credit Risk Management—Credit Review and Monitoring.”

Notwithstanding the above, if a loan becomes non-performing, an officer at the branch level responsible for monitoring non-performing loans will commence a due diligence review of the borrower’s assets, send a notice either demanding payment or stating that we will take legal action and prepare for legal action.

At the same time, we also initiate our non-performing loan management process, which begins with:

 

identifying loans subject to a proposed sale by assessing the estimated losses from such sale based on the estimated recovery value of collateral, if any, for such non-performing loans;

identifying loans subject to charge-off based on the estimated recovery value of collateral, if any, for such non-performing loans and the estimated rate of recovery of unsecured loans; and

 

on a limited basis, identifying corporate loans subject to normalization efforts based on the cash-flow situation of the borrower.

Once the details of a non-performing loan are identified, we pursue early solutions for recovery. While the overall process is the responsibility of Kookmin Bank’s Credit Analysis Group,Division, actual recovery efforts on non-performing loans are handled at the operating branch level.

In addition, we use the services of our wholly-owned loan collection subsidiary, KB Credit Information Co., Ltd., which receives payments from recoveries made on charged-off loans and certain loans that are overdue for over three months (28 days on average in the case of credit card loans). KB Credit Information has over 570140 employees, including legal experts and management employees. The fees that it receives are based on the amounts of non-performing and charged off loans that are recovered. In 2010, 20112012, 2013 and 2012,2014, the amount recovered was ₩329₩589 billion, ₩468₩473 billion and ₩589₩443 billion, respectively.

Methods for resolving non-performing loans include the following:

 

non-performing loans are managed by the operating branches of Kookmin Bank until such loans are charged off;

 

a demand note is dispatched by mail if payment is generally one month past due;

 

calls and visits are made by Kookmin Bank’s operating branches to customers encouraging them to make payments;

 

borrowers who are past due on payments of interest and principal are registered on the Korea Federation of Banks’ database of non-performing loans;

 

for unsecured loans other than credit card loans, the loans are transferred to KB Credit Information for collection on a case-by-case basis;

for secured loans, actions to enforce or protect the security interests (including foreclosure and auction of the collateral) are commenced within four months of such loans becoming past due; and

 

charged off loans are given to KB Credit Information for collection, except for loans where the cost of collection exceeds the possible recovery or where the statute of limitations for collection has expired.

In addition, credit card loans that are in arrears for over 28 days on average are transferred to KB Credit Information for collection.

If a loan becomes non-performing, it is managed by an operating branch of Kookmin Bank until such loan is charged off. However, in order to promote speedy recovery on loans subject to foreclosures and litigation, our policy is to permit the branch responsible for handling these loans to request one of Kookmin Bank’s regional head offices for assistance with litigation proceedings and proceedings related to foreclosure and auction of the collateral.

In addition to making efforts to collect on these non-performing loans, we also undertake measures to reduce the level of our non-performing loans, which include:

 

selling our non-performing loans to third parties, including the Korea Asset Management Corporation and Woori F&I Co., Ltd.;Corporation; and

 

entering into asset securitization transactions with respect to our non-performing loans.

We generally expect to suffer a partial loss on loans that we sell or securitize, to the extent such sales and securitizations are recognized under IFRS as sale transactions.

Pursuant to a memorandum of understanding among the Financial Supervisory Service and seven banks, including Kookmin Bank, a private equity fund was established in June 2011 to acquire approximately ₩1.2 trillion of non-performing bank loans to construction companies in workout, restructuring or rehabilitation. The general partner of the fund is United Asset Management Corp. and the limited partners consist of the seven banks and other investors. The fund purchases non-performing bank loans at market price and the funds required to purchase such loans are contributed or lent by the same banks that sell such loans to the fund. In June 2011, we agreed to make a capital commitment of ₩148 billion and provide a ₩109 billion revolving loan facility to the fund. From June to December 2011, we contributed the entire amount of our capital commitment to the fund in connection with its purchase of ₩148 billion of non-performing loans from us. In September 2012, we agreed to increase our capital commitment to ₩241 billion. From September to December 2012, we contributed ₩44 billion to the fund. Our revolving loan facility to the fund was decreased to ₩55 billion in 2013 and terminated in 2014. We have made no additional capital commitments to the fund in 2013 or 2014.

Allocation and Analysis of Allowances for Loan Losses under IFRS

The following table presents, as of the dates indicated, the allocation of our allowances for loan losses by loan type under IFRS.type. The ratio represents the percentage of allowances for loan losses in each category to total allowances for loan losses.

 

   As of December 31, 
   2010  2011  2012 
   Amount   %  Amount   %  Amount   % 
   (in billions of Won, except percentages) 

Domestic

          

Corporate

          

Small- and medium-sized enterprise

  2,028     54.0 1,533     44.4 1,234     37.7

Large corporate

   863     23.0    910     26.4    999     30.6  
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

 

Total corporate

   2,891     77.0    2,443     70.8    2,233     68.3  
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

 

Retail

          

Mortgage and home equity

   88     2.3    111     3.2    123     3.8  

Other consumer

   432     11.5    524     15.2    564     17.2  
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

 

Total retail

   520     13.8    635     18.4    687     21.0  
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

 

Credit cards

   328     8.7    350     10.2    329     10.1  

Foreign(1)

   17     0.5    20     0.6    19     0.6  
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

 

Total allowances for loan losses

  3,756     100.0 3,448     100.0 3,268     100.0
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

 

(1)

Consists primarily of loans to corporations.

Our total allowances for loan losses were ₩3,756 billion as of December 31, 2010. During 2011, total allowances for loan losses decreased by ₩308 billion, or 8.2%, to ₩3,448 billion as of December 31, 2011. During 2012, total allowances for loan losses decreased by ₩180 billion, or 5.2%, to ₩3,268 billion as of December 31, 2012.

The following table analyzes our allowances for loan losses and loan loss experience under IFRS for each of the years indicated:

   Year Ended December 31, 
   2010  2011  2012 
   (in billions of Won, except percentages) 

Balance at the beginning of the period

  3,269   3,756   3,448  

Amounts charged against income

   2,464    1,645    1,653  

Sale

   (193  (240  (105

Gross charge-offs:

    

Domestic:

    

Corporate

    

Small- and medium-sized enterprise

   1,541    1,274    943  

Large corporate

   55    204    260  

Retail

    

Mortgage and home equity

   37    20    62  

Other consumer

   237    267    391  

Credit cards

   389    413    541  

Foreign:

   20    3    —    
  

 

 

  

 

 

  

 

 

 

Total gross charge-offs

   (2,279  (2,181  (2,197
  

 

 

  

 

 

  

 

 

 

Recoveries:

    

Domestic:

    

Corporate

    

Small-and medium-sized enterprise

   133    162    149  

Large corporate

   1    6    9  

Retail

    

Mortgage and home equity

   14    13    7  

Other consumer

   114    104    96  

Credit cards

   246    204    185  

Foreign:

   4    1    3  
  

 

 

  

 

 

  

 

 

 

Total recoveries

   512    490    449  
  

 

 

  

 

 

  

 

 

 

Net charge-offs

   (1,767  (1,691  (1,748

Other charges

   (17  (22  20  
  

 

 

  

 

 

  

 

 

 

Balance, at the end of the period

  3,756   3,448   3,268  
  

 

 

  

 

 

  

 

 

 

Ratio of net charge-offs during the period to average loans outstanding during the period

   0.9  0.8  0.8

Allocation and Analysis of Allowances for Loan Losses under U.S. GAAP

The following table presents, as of the dates indicated, the allocation of our allowances for loan losses by loan type under U.S. GAAP. The ratio represents the percentage of allowances for loan losses in each category to total allowances for loan losses.

  As of December 31,   As of December 31, 
  2008 2009   2010 2011 2012 2013 2014 
  Amount   % Amount   %   Amount   % Amount   % Amount   % Amount   % Amount   % 
  (in billions of Won, except percentages)   (in billions of Won, except percentages) 

Domestic

       

Domestic:

                

Corporate

                       

Commercial and industrial

  1,707     37.7 2,165     38.1

Construction

   674     5.0    457     4.1  

Other corporate

   26     1.5    25     1.1  

Small- and medium sized enterprise

  2,028     54.0 1,533     44.4 1,234     37.7 1,023     35.8 819     33.4

Large corporate

   863     23.0    910     26.4    999     30.6    785     27.4    656     26.8  
  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

 

Total corporate

   2,407     44.2    2,647     43.3     2,891     77.0    2,443     70.8    2,233     68.3    1,808     63.2    1,475     60.2
  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

 

Retail

                       

Mortgage and home equity

   107     35.0    125     36.0     88     2.3    111     3.2    123     3.8    93     3.3    48     2.0  

Other consumer

   271     13.8    336     13.7     432     11.5    524     15.2    565     17.2    486     17.0    488     19.9  
  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

 

Total retail

   378     48.8    461     49.7     520     13.8    635     18.4    688     21.0    579     20.3    536     21.9  

Credit cards

   213     5.8    202     5.8     328     8.7    350     10.2    329     10.1    410     14.3    390     15.9  

Foreign(1)

   45     1.2    31     1.2  
  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

 

Total domestic

   3,739     99.5    3,428     99.4    3,250     99.4    2,797     97.8    2,401     97.9  

Foreign (1):

   17     0.5    20     0.6    19     0.6    64     2.2    51     2.1  
  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

 

Total allowances for loan losses

  3,043     100.0 3,341     100.0  3,756     100.0 3,448     100.0 3,269     100.0 2,861     100.0 2,452     100.0
  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

 

 

(1) 

Consists primarily of loans to corporations.

The following table analyzes our allowances for loan losses and loan loss experience under U.S. GAAP for each of the years indicated:

 

  Year Ended
December 31,
   Year Ended December 31, 
  2008 2009   2010 2011 2012 2013 2014 
  (in billions of Won,
except percentages)
   (in billions of Won, except percentages) 

Balance at the beginning of the period

  1,864   3,043    3,269   3,756   3,448   3,269   2,861  

Amounts charged against income

   2,142    2,216     2,464    1,645    1,653    1,427    1,211  

Allowance relating to loans repurchased

   3    7  

Sale

   (193  (240  (105  (84  (72

Gross charge-offs:

         

Domestic:

         

Corporate

         

Commercial and industrial

   703    975  

Construction

   140    460  

Other corporate

   5    15  

Small- and medium-sized enterprise

   1,541    1,274    943    691    746  

Large corporate

   55    204    260    454    326  

Retail

         

Mortgage and home equity

   63    33     37    20    62    134    149  

Other consumer

   279    329     237    267    391    447    425  

Credit cards

   375    571     389    413    541    404    427  

Foreign:

   —      —       20    3    —      2    18  
  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

Total gross charge-offs

   (1,565  (2,383   (2,279  (2,181  (2,197  (2,132  (2,091
  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

Recoveries:

         

Domestic:

         

Corporate

         

Commercial and industrial

   98    54  

Construction

   13    10  

Other corporate

   2    1  

Small-and medium-sized enterprise

   133    162    149    145    259  

Large corporate

   1    6    9    —      —    

Retail

         

Mortgage and home equity

   32    12     14    13    7    22    31  

Other consumer

   177    125     114    104    97    105    109  

Credit cards

   277    256     246    204    185    141    131  

Foreign:

   —      —       4    1    3    2    1  
  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

Total recoveries

   599    458     512    490    450    415    531  
  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

Net charge-offs

   (966  (1,925   (1,767  (1,691  (1,747  (1,717  (1,560

Other charges (1)

   (17  (22  20    (34  12  
  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

Balance, at the end of the period

  3,043   3,341  

Balance at the end of the period

  3,756   3,448   3,269   2,861   2,452  
  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

Ratio of net charge-offs during the period to average loans outstanding during the period

   0.5  1.0   0.9  0.8  0.8  0.8  0.7

(1)

The amount for 2014 reflects an increase in allowances for loan losses of ₩83 billion attributable to the addition of KB Capital Co., Ltd. as a consolidated subsidiary in March 2014.

RRegulatoryegulatory Reserve for Credit Losses

If our allowances for credit losses isare deemed insufficient for regulatory purposes, we are required to compensate for the difference by recording a regulatory reserve for credit losses, which is segregated within our retained earnings. Regulatory reserve for credit losses are not available for distribution to shareholders as dividends. The level of regulatory reserve for credit losses required to be recorded is equal to the amount by which our allowances for credit losses under IFRS are less than the greater of (x) the amount of expected loss calculated using the internal ratings-based approach under Basel IIIII and as approved by the Financial Supervisory Service and (y) the required amount of credit loss reserve calculated based on guidelinesstandards prescribed by the Financial Services Commission. As of December 31, 2012,2014, our regulatory reserve for credit losses was ₩2,138₩2,456 billion.

The following tables set forth the Financial Services Commission’s guidelines for the classification of loans and the minimum percentages of the outstanding principal amount of the relevant loans or balances that the credit loss reserve must cover:

 

Loan Classification

 

Loan Characteristics

Normal Loans madeextended to customers whosethat, based on our consideration of their business, financial position and future cash flows, and nature of business are deemed financially sound. No problems in recoverability are expected.do not raise concerns regarding their ability to repay the loans.
Precautionary Loans madeextended to customers whosethat (i) based on our consideration of their business, financial position and future cash flows, and nature of business show potential weakness,risks with respect to their ability to repay the loans, although there isshowing no immediate default risk of non-repayment.or (ii) are in arrears for one month or more but less than three months.
Substandard 

(i) Loans extended to customers whose adversethat, based on our consideration of their business, financial position and future cash flows, and natureare judged to have incurred considerable default risks as their ability to repay has deteriorated; or

(ii) the portion that we expect to collect of businesstotal loans (a) extended to customers that have a direct effect onbeen in arrears for three months or more, (b) extended to customers that have incurred serious default risks due to the repaymentoccurrence of, the loan.among other things, final refusal to pay their debt instruments, entry into liquidation or bankruptcy proceedings or closure of their businesses, or (c) extended to customers who have outstanding loans that are classified as “doubtful” or “estimated loss.”

Doubtful 

Loans exceeding the amount that we expect to collect of total loans to customers whosethat:

(i) based on our consideration of their business, financial position and future cash flows, and nature of business are so weak that significant risk existshave incurred serious default risks due to noticeable deterioration in the recoverability of the loantheir ability to the extent the outstanding amount exceeds any collateral pledged.repay; or

(ii) have been in arrears for three months or more but less than twelve months.

Estimated loss 

Loans where write-off is unavoidable.exceeding the amount that we expect to collect of total loans to customers that:

(i) based on our consideration of their business, financial position and future cash flows, are judged to be accounted as a loss because the inability to repay became certain due to serious deterioration in their ability to repay;

(ii) have been in arrears for twelve months or more; or

(iii) have incurred serious risks of default in repayment due to the occurrence of, among other things, final refusal to pay their debt instruments, liquidation or bankruptcy proceedings or closure of their business.

 

Loan Classifications

  Corporate   Consumer   Credit Card
Balances (1)
   Credit Card Loans  (2)   Corporate  (1)   Consumer   Credit Card
Balances (2)
   Credit Card
Loans (3)
 

Normal

   0.85% or above     1% or above     1.1% or above     2.5% or above     0.85% or above     1% or above     1.1% or above     2.5% or above  

Precautionary

   7% or above     10% or above     40% or above     50% or above     7% or above     10% or above     40% or above     50% or above  

Substandard

   20% or above     20% or above     60% or above     65% or above     20% or above     20% or above     60% or above     65% or above  

Doubtful

   50% or above    55% or above     75% or above     75% or above     50% or above     55% or above     75% or above     75% or above  

Estimated loss

   100%     100%     100%     100%     100%     100%     100%     100%  

 

(1)

Subject to certain exceptions pursuant to the Banking Industry Supervision Regulations of Korea.

(2) 

Applicable for credit card balances from general purchases.

(2)(3) 

Applicable for cash advances, card loans and revolving credit card assets.

Loan Charge-Offs

Basic Principles

We attempt to minimize loans to be charged off by adhering to a sound credit approval process based on credit risk analysis prior to extending loans and a systematic management of outstanding loans. However, if charge-offs are necessary, we charge off loans subject to our charge-off policy at an early stage in order to maximize accounting transparency, to minimize any waste of resources in managing loans which have a low probability of being collected and to reduce our non-performing loan ratio.

Loans To Be Charged Off

Loans are charged off if they are deemed to be uncollectible by falling under any of the following categories:

 

loans for which collection is not foreseeable due to insolvency, bankruptcy, compulsory execution, disorganization, dissolution or the shutting down of the business of the debtor;

 

loans for which collection is not foreseeable due to the death or disappearance of the debtor;

 

loans for which expenses of collection exceed the collectable amount;

 

loans on which collection is not possible through legal or any other means;

 

payments in arrears in respect of credit cards that have been overdue for four payment cyclesa period of six months or more and have been classified as expected loss (excluding instances where there has been partial payment of the overdue balance, where a related balance is not overdue or where a charge off is not possible due to Korean regulations); and

the overdue balance, where a related balance is not overdue or where a charge off is not possible due to Korean regulations), and those that have been overdue for more than six months; and

 

the portion of loans classified as “estimated loss,” net of any recovery from collateral, which is deemed to be uncollectible.

Procedure for Charge-off Approval

In order to charge off corporate loans, an application for a charge-off must be submitted to Kookmin Bank’s Credit Management Department promptly after the corporate loan is classified as estimated loss or deemed uncollectible. The Credit Management Department refers the charge-off application to Kookmin Bank’s Branch Audit Department for their review to ensure compliance with our internal procedures for charge-offs. Then, the Credit Management Department, after reviewing the application to confirm that it meets relevant requirements, seeks an approval from the Financial Supervisory Service for our charge-offs, which is typically granted. Once we receive approval from the Financial Supervisory Service, we must also obtain approval from our senior management to charge off those loans. For accounting purposes, we recognize charge-offs of corporate loans under IFRS prior to approval from the Financial Supervisory Service.

With respect to credit card balances and unsecured retail loans, we follow a different process to determine which credit card balances and unsecured retail loans should be charged off, based on the length of time those loans or balances are past due. We charge off unsecured retail loans deemed to be uncollectible and credit card balances which have been overdue for four payment cyclesa period of six months or more or which have been deemed to be uncollectible under IFRS.

Treatment of Loans Charged Off

Once loans are charged off, we classify them as charged-off loans and remove them from our balance sheet. These loans are managed based on a different set of procedures. We continue our collection efforts in respect of these loans, including through our subsidiary, KB Credit Information, although loans may be charged off before we begin collection efforts in some circumstances.

If a collateralized loan is overdue, we will, typically within one year from the time that such loan became overdue (or after a longer period in certain circumstances), petition a court to foreclose and sell the collateral through a court-supervised auction. If a debtor ultimately fails to repay and the court grants its approval for foreclosure, we will sell the collateral, net of expenses incurred from the auction.

Credit Rehabilitation Programs for Delinquent Consumer Borrowers

In light of the rapid increase in delinquencies in credit card and other consumer credit in recent years, and concerns regarding potential social issues posed by the growing number of individuals with bad credit, the

Korean government has implemented a number of measures intended to support the rehabilitation of the credit of delinquent consumer borrowers. These measures may affect the amount and timing of our collections and recoveries on our delinquent consumer credits.

For example, in March 2009, the Financial Services Commission requested Korean banks, including us, to establish a “pre-workout program,” including a credit counseling and recovery service, for retail borrowers with outstanding short-term debt. TheUnder the pre-workout program, which has been in operation since April 2009, and, following extensions by the Korean government, is expected to continue indefinitely. Under the pre-workout program, maturity extensions and/or interest rate adjustmentsreductions are provided for retail borrowers with total loans of ₩1.5 billion or less (consisting of no more than ₩500 million of unsecured loans and ₩1 billion of secured loans) who are in arrears on their payments for more than 30 days but less than 90 days.

days or for retail borrowers with an annual income of ₩40 million or less who have been in arrears on their payments for more than 30 days on an aggregate basis for the 12 months prior to their application.

OnIn March 29, 2013, in order to support low income consumer borrowers experiencing difficulty in repaying their unsecured long-term debt, the Financial Services Commission announced the establishment of a “National Happiness Fund” to provide one-time relief to such borrowers by:

 

purchasing from creditors unsecured loans of individual borrowers not exceeding ₩100 million in principal amount in the aggregate, which loans have been in arrears for a period of six months or more as of February 28, 2013 and, if requested by the borrower, reducing the balance of such loans by up to 50% and/or extending the maturity of such loans to up to ten years based on the borrower’s expected ability to repay;

 

purchasing from certain creditors student loans of individual borrowers, which loans have been in arrears for a period of six months or more as of February 28, 2013 and, if requested by the borrower, restructuring the balance and/or extending the maturity of such loans based on the borrower’s expected ability to repay or extending the maturity of such loans until the borrower is employed; and

 

for individuals with annual income of ₩40 million or less with loans of a principal amount not exceeding ₩40₩30 million in the aggregate and with an interest rate of 20% or higher, facilitating the refinancing of such loans at lower interest rates, provided that such loans have not been in default during the prior six months as of February 28, 2013.prior to the application for relief.

To date, over 3,800Over 4,000 Korean financial institutions and private lenders, including our subsidiaries, Kookmin Bank, KB Savings Bank and KB Kookmin Card, have signed a memorandum of understanding with the National Happiness Fund to sell eligible loans to the fund. The price and volume of such loans to be sold are subject to further negotiations between the National Happiness Fund and such financial institutions and lenders. The National Happiness Fund plans to acceptaccepted applications from individual borrowers to participate in such relief programs until October 2013.2013 and until January 2014 for individual borrowers of student loans from the Korea Student Aid Foundation.

Investment Portfolio

Investment Policy

We invest in and trade Won-denominated and, to a lesser extent, foreign currency-denominated securities for our own account to:

 

maintain the stability and diversification of our assets;

 

maintain adequate sources of back-up liquidity to match our funding requirements; and

 

supplement income from our core lending activities.

In making securities investments, we take into account a number of factors, including macroeconomic trends, industry analysis and credit evaluation in determining whether to make particular investments in securities.

Our investments in securities are also subject to a number of guidelines, including limitations prescribed under the Financial Holding Company Act and the Bank Act. Under these regulations, a bank holding company may not own (i) more than 5% of the total issued and outstanding shares of another finance-related company, (ii) any shares of its affiliates, other than its direct or indirect subsidiaries or (iii) any shares of a non-finance-related company. In addition, Kookmin Bank must limit its investments in equity securities and bonds with a maturity in excess of three years (other than monetary stabilization bonds issued by the Bank of Korea and national government bonds) to 60.0%100.0% of its total Tier I and Tier II capital amount (less any capital deductions). Generally, Kookmin Bank is also prohibited from acquiring more than 15.0% of the shares with voting rights issued by any other corporation subject to certain exceptions. Pursuant to the Bank Act, a bank and its trust accounts are prohibited from acquiring the shares of a major shareholder (for the definition of “major shareholder,” see “—Supervision and Regulation—Principal Regulations Applicable to Banks—Financial Exposure to Any Individual Customer and Major Shareholders”) of that bank in excess of an amount equal to

1% of the sum of the bank’s Tier I and Tier II capital (less any capital deductions). Further information on the regulatory environment governing our investment activities is set out in “—Supervision and Regulation—Principal Regulations Applicable to Financial Holding Companies—Liquidity,” “—Supervision and Regulation—Principal Regulations Applicable to Financial Holding Companies—Restrictions on Shareholdings in Other Companies,” “—Supervision and Regulation—Principal Regulations Applicable to Banks—Liquidity” and “—Supervision and Regulation—Principal Regulations Applicable to Banks—Restrictions on Shareholdings in Other Companies.”

The following table sets out the definitions of the four categories of securities we hold:

 

Category

  

Classification

Financial assets held for trading  Financial assets bought and held for trading.
Financial assets designated at fair value through profit or loss  Financial assets which were not bought and held for trading but are otherwise designated as at fair value through profit or loss.
Available-for-sale financial assets  Non-derivative financial assets not classified as held-to-maturity, at fair value through profit or loss or loans and receivables.
Held-to-maturity financial assets  Non-derivative financial assets with fixed or determinable payments and fixed maturity dates that the Bank has the positive intent and ability to hold to maturity.

See “Item 5.A. Operating Results—Critical Accounting Policies—Valuation of Securities and Financial Instruments.”

We also hold limited balances of venture capital securities, non-marketable and restricted equity securities and derivative instruments.

Carrying Amount and Market Value

The following table sets out the carrying amount and market value of securities in our securities portfolio as of the dates indicated:

 

 As of December 31,  As of December 31, 
 2010 2011 2012  2012 2013 2014 
 Carrying
Amount
 Market
Value
 Carrying
Amount
 Market
Value
 Carrying
Amount
 Market
Value
  Carrying
Amount
 Market
Value
 Carrying
Amount
 Market
Value
 Carrying
Amount
 Market
Value
 
 (in billions of Won)  (in billions of Won) 

Available-for-sale financial assets:

            

Equity securities

 3,156   3,156   2,643   2,643   2,808   2,808   2,474   2,474   2,899   2,899   3,032   3,032  

Debt securities

            

Korean treasury securities and government agency securities

  6,741    6,741    5,989    5,989    6,256    6,256    6,256    6,256    6,926    6,926    4,702    4,702  

Debt securities issued by financial institutions

  5,759    5,759    6,432    6,432    7,476    7,476    7,476    7,476    5,782    5,782    6,981    6,981  

Corporate debt securities

  4,586    4,586    5,375    5,375    6,526    6,526    6,606    6,606    4,998    4,998    6,120    6,120  

Asset-backed securities

  1,831    1,831    1,757    1,757    1,399    1,399    1,399    1,399    1,208    1,208    1,211    1,211  

Others

  209    209    181    181    176    176    —      —      19    19    346    346  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total available-for-sale

  22,282    22,282    22,377    22,377    24,641    24,641    24,211    24,211    21,832    21,832    22,392    22,392  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Held-to-maturity financial assets:

            

Debt securities

            

Korean treasury securities and government agency securities

  6,340    6,527    5,436    5,676    4,449    4,720    4,449    4,720    4,357    4,537    3,557    3,772  

Debt securities issued by financial institutions

  1,216    1,261    1,125    1,155    1,316    1,338    1,316    1,338    893    902    1,262    1,280  

Corporate debt securities

  5,960    6,155    6,155    6,390    6,213    6,498    6,213    6,498    7,400    7,580    7,278    7,525  

Asset-backed securities

  392    397    339    341    278    281    278    281    367    368    472    474  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total held-to-maturity

  13,908    14,340    13,055    13,562    12,256    12,837    12,256    12,837    13,017    13,387    12,569    13,051  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Financial assets at fair value through profit or loss:

            

Financial assets held for trading

            

Equity securities

  416    416    412    412    855    855    876    876    1,101    1,101    358    358  

Debt securities

            

Korean treasury securities and government agency securities

  743    743    1,508    1,508    1,672    1,672    2,376    2,376    2,085    2,085    3,067    3,067  

Debt securities issued by financial institutions

  2,107    2,107    2,837    2,837    2,499    2,499    4,018    4,018    3,266    3,266    4,049    4,049  

Corporate debt securities

  459    459    586    586    749    749    1,679    1,679    1,760    1,760    1,827    1,827  

Asset-backed securities

  172    172    135    135    20    20    105    105    510    510    319    319  

Others

  56    56    111    111    112    112    114    114    205    205    451    451  

Others

  15    15    28    28    40    40    40    40    40    40    51    51  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Sub-total

  3,968    3,968    5,617    5,617    5,947    5,947    9,208    9,208    8,967    8,967    10,122    10,122  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Financial assets designated at fair value through profit or loss

            

Equity securities

  46    46    134    134    159    159    159    159    116    116    134    134  

Debt securities

  —      —      —      —      —      —      —      —      —      —      —      —    

Derivative-linked securities

  —      —      575    575    193    193    193    193    246    246    502    502  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Sub-total

  46    46    709    709    352    352    352    352    362    362    636    636  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total financial assets at fair value through profit or loss

  4,014    4,014    6,326    6,326    6,299    6,299    9,560    9,560    9,329    9,329    10,758    10,758  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total securities

 40,204   40,636   41,758   42,265   43,196   43,777   46,027   46,608   44,178   44,548   45,719   46,201  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Maturity Analysis

The following table categorizes our debt securities by maturity and weighted average yield as of December 31, 2012:2014:

 

 Within 1
Year
 Weighted
Average
Yield (1)
 Over 1
But
within
5 Years
 Weighted
Average
Yield (1)
 Over 5
But
within
10 Years
 Weighted
Average
Yield (1)
 Over 10
Years
 Weighted
Average
Yield (1)
 Total Weighted
Average
Yield (1)
  Within
1 Year
 Weighted
Average
Yield (1)
 Over 1
But
within 5
Years
 Weighted
Average
Yield (1)
 Over 5
But
within
10 Years
 Weighted
Average
Yield (1)
 Over 10
Years
 Weighted
Average
Yield (1)
 Total Weighted
Average
Yield (1)
 
 (in billions of Won, except percentages)  (in billions of Won, except percentages) 

Available-for-sale financial assets:

                    

Korean treasury securities and government agencies

 820    4.37 4,727    3.92 587    4.00 122    4.49 6,256    4.00 1,076    3.48 3,502    3.26 114    2.57 10    4.30 4,702    3.29

Debt securities issued by financial institutions

  4,203    3.40    3,160    3.56    113    5.37    —      —      7,476    3.49    3,584    2.44    3,326    2.99    71    3.28    —      —      6,981    2.71  

Corporate debt securities

  1,534    4.80    4,237    4.16    682    4.75    73    3.84    6,526    4.37    1,523    3.83    4,444    3.33    140    4.45    13    5.45    6,120    3.48  

Asset-backed securities

  332    3.76    252    3.51    —      —      815    3.99    1,399    3.85    321    2.76    466    2.68    —      —      424    3.21    1,211    2.89  

Others

  —      —      176    7.00    —      —      —      —      176    7.00    153    3.18    —      —      62    4.54    131    4.25    346    3.83  
 

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

Total

 6,889    3.84 12,552    3.95 1,382    4.48 1,010    4.04 21,833    3.95 6,657    2.96 11,738    3.18 387    3.70 578    3.51 19,360    3.13
 

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

Held-to-maturity financial assets:

                    

Korean treasury securities and government agencies

 315    3.86 2,854    4.27 1,168    5.46 112    5.38 4,449    4.58 989    4.63 2,293    4.39 163    3.81 112    5.38 3,557    4.46

Debt securities issued by financial institutions

  765    4.22    531    5.07    20    4.05    —      —      1,316    4.56    636    2.54    573    3.59    53    3.67    —      —      1,262    3.06  

Corporate debt securities

  1,336    4.85    4,186    4.90    671    5.24    20    5.12    6,213    4.92    2,221    4.59    4,337    4.12    581    4.51    139    3.46    7,278    4.28  

Asset-backed securities

  130    3.66    148    4.14    —      —      —      —      278    3.92    270    2.85    202    2.89    —      —      —      —      472    2.87  
 

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

Total

 2,546    4.48 7,719    4.66 1,859    5.37 132    5.34 12,256    4.74 4,116    4.17 7,405    4.13 797    4.31 251    4.32 12,569    4.16
 

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

Financial assets at fair value through profit or loss:

                    

Financial assets held for trading:

                    

Korean treasury securities and government agency securities

 141    3.99 1,212    3.28 317    4.25 2    4.13 1,672    3.52 1,088    3.35 927    3.45 814    3.43 238    2.71 3,067    3.35

Debt securities issued by financial institutions

  1,733    3.50    757    3.58    9    5.25    —      —      2,499    3.53    1,671    2.83    2,069    2.79    269    3.48    40    3.51    4,049    2.86  

Corporate debt securities

  253    3.94    467    4.00    29    3.86    —      —      749    3.97    737    3.48    891    3.42    125    3.82    74    4.71    1,827    3.52  

Asset-backed securities

  20    3.05    —      —      —      —      —      —      20    3.05    144    3.32    165    2.94    10    3.71    —      —      319    3.14  

Others

  112    2.82    —      —      —      —      —      —      112    2.82    451    1.75    —      —      —      —      —      —      451    1.75  
 

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

Sub-total

 2,259    3.54 2,436    3.51 355    4.24 2    4.13 5,052    3.58 4,091    2.98 4,052    3.08 1,218    3.48 352    3.22 9,713    3.10
 

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

Financial assets designated at fair value through profit or loss

 —      —   —      —   —      —   —      —   —      —   —      —     —      —     —      —     —      —     —      —    
 

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

Total

 2,259    3.54 2,436    3.51 355    4.24 2    4.13 5,052    3.58 4,091    2.98 4,052    3.08 1,218    3.48 352    3.22 9,713    3.10
 

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

 

(1) 

The weighted average yield for the portfolio represents the yield to maturity for each individual security, weighted using its carrying amount (which is the amortized cost in the case of held-to-maturity financial assets and the fair value in the case of available-for-sale financial assets and financial assets at fair value through profit or loss).

Concentrations of Risk

As of December 31, 2012,2014, we held the following securities of individual issuers where the aggregate carrying amount of those securities exceeded 10% of our stockholders’ equity at such date, whichdate. As of December 31, 2014, our stockholders’ equity was ₩24,510 billion:₩27,315 billion.

 

   Carrying
Amount
   Market
Value
 
   (in billions of Won) 

Name of issuer:

    

Korean government

  11,376    11,623  

Bank of Korea

   5,468     5,468  
  

 

 

   

 

 

 

Total

  16,844    17,091  
  

 

 

   

 

 

 

   Carrying
Amount
   Market
Value
 
   (in billions of Won) 

Name of issuer:

    

Korean government

  10,192    10,374  

Bank of Korea

   4,006     4,006  
  

 

 

   

 

 

 

Total

  14,198    14,380  
  

 

 

   

 

 

 

The Bank of Korea is controlled by the Korean government.

Funding

We obtain funding for our lending activities from a variety of sources, both domestic and foreign. Our principal source of funding is customer deposits. In addition, we acquire funding through long-term borrowings (comprising debentures and debts), short-term borrowings, including borrowings from the Bank of Korea, and call money.

Our primary funding strategy has been to achieve low-cost funding by increasing the average balances of low-cost retail deposits, in particular demand deposits and time deposits. We also have focused our marketing efforts on higher net worth individuals, who account for a significant portion of the assets in our retail deposit base. Customer deposits accounted for 81.5%83.1% of total funding as of December 31, 2010, 81.3%2012, 83.0% of total funding as of December 31, 20112013 and 82.9%82.4% of total funding as of December 31, 2012.2014.

Our borrowings consist of issuances of debentures and debt from financial institutions, the Korean government and government-affiliated funds. The majority of our debt is long-term, with maturities ranging from one year to 30 years.

Deposits

Although the majority of our deposits are short-term, it has been our experience that the majority of our depositors generally roll over their deposits at maturity, providing us with a stable source of funding.

The following table shows the average balances of our deposits and the average rates paid on our deposits for the periods indicated:

 

  2010 2011 2012   2012 2013 2014 
  Average
Balance(1)
   Average
Rate Paid
 Average
Balance(1)
   Average
Rate Paid
 Average
Balance(1)
   Average
Rate Paid
   Average
Balance (1)
   Average
Rate Paid
 Average
Balance (1)
   Average
Rate Paid
 Average
Balance (1)
   Average
Rate Paid
 
  (in billions of Won, except percentages)   (in billions of Won, except percentages) 

Demand deposits:

                    

Non-interest bearing

  3,348     —     3,249     —     3,094     —      3,075     —     3,252     —     3,486     —    

Interest bearing

   48,919     0.43  53,824     0.58  56,191     0.60   56,154     0.60  60,894     0.47  67,612     0.42

Time deposits

   112,621     3.60    124,713     3.66    133,728     3.68     136,617     3.69    130,286     3.02    130,258     2.70  

Certificates of deposit

   11,044     4.00    1,746     3.89    1,734     3.86     1,735     3.86    1,780     3.03    1,689     2.72  
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Average total deposits

  175,932     2.68 183,532     2.69 194,747     2.73  197,581     2.76 196,212     2.18 203,045     1.89
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

 

(1) 

Average balances are based on daily balances for our banking, credit card and investment and securities operations and monthly or quarterly balances for our other operations.

For a description of our retail deposit products, see “—Business—Retail Banking—Lending Activities—Mortgage and Home Equity Lending” and “—Business—Retail Banking—Deposit-Taking Activities.”

Time Deposits and Certificates of Deposit

The following table presents the remaining maturities of our time deposits and certificates of deposit which had a fixed maturity in excess of ₩100 million as of December 31, 2012:2014:

 

   Time Deposits   Certificates
of Deposit
   Total 
   (in billions of Won) 

Maturing within three months

  29,662    1,026    30,688  

After three but within six months

   18,096     268     18,364  

After six but within 12 months

   21,107     351     21,458  

After 12 months

   1,300     45     1,345  
  

 

 

   

 

 

   

 

 

 

Total

  70,165    1,690    71,855  
  

 

 

   

 

 

   

 

 

 

   Time Deposits   Certificates
of Deposit
   Total 
   (in billions of Won) 

Maturing within three months

  22,410    613    23,023  

After three but within six months

   16,775     363     17,138  

After six but within 12 months

   21,971     567     22,538  

After 12 months

   2,922     —       2,922  
  

 

 

   

 

 

   

 

 

 

Total

  64,078    1,543    65,621  
  

 

 

   

 

 

   

 

 

 

Long-term borrowings

The aggregate amount of contractual maturities of all long-term borrowings (comprising debentures and debt) as of December 31, 20122014 was as follows:

 

   As of December 31, 20122014 
   (in billions of Won) 

Due in 20132015

  7,067

Due in 2014

9,735

Due in 2015

3,0938,781  

Due in 2016

   3,34510,343  

Due in 2017

   2,3595,154

Due in 2018

2,080

Due in 2019

1,133  

Thereafter

   3,9114,618  
  

 

 

 

Gross long-term borrowings

   29,51032,109  

Fair value adjustments

   54

Deferred financing costs

(482

Discount

   (255
  

 

 

 

Total long-term borrowings, net

  29,43732,156  
  

 

 

 

Short-term borrowings

The following table presents information regarding our short-term borrowings (borrowings with an original maturity of one year or less) for the periods indicated:

 

  As of and for the Year Ended December 31,   As of and for the Year Ended December 31, 
  2010 2011 2012   2012 2013 2014 
  (in billions of Won, except percentages)   (in billions of Won, except percentages) 

Call money:

        

Year-end balance

  605   1,141   2,597    2,597   2,648   2,882  

Average balance (1)

   1,810    2,676    4,785     4,788    4,679    4,164  

Maximum balance(2)

   1,959    2,491    5,043     5,043    5,835    5,503  

Average interest rate (3)

   1.38  2.29  2.38

Average interest rate (3)

   2.38  2.12  1.87

Year-end interest rate

   0.40-3.20  0.15-4.48  0.15-2.72   0.15-2.72  0.17-5.23  0.10-3.61

Borrowings from the Bank of Korea: (4)

    

Borrowings from the Bank of Korea: (4)

    

Year-end balance

  931   651   782    782   558   1,003  

Average balance (1)

   982    777    745     745    649    763  

Maximum balance(2)

   1,189    920    953     953    917    1,048  

Average interest rate (3)

   1.22  1.44  1.48

Average interest rate (3)

   1.48  1.08  0.92

Year-end interest rate

   1.25  1.50  1.25   1.25  0.50-1.00  0.50-1.00

Other short-term borrowings: (5)

    

Other short-term borrowings: (5)

    

Year-end balance

  7,856   12,051   7,285    7,382   4,963   9,025  

Average balance (1)

   9,025    10,565    9,670     9,766    6,166    7,460  

Maximum balance(2)

   9,210    12,120    11,677     12,340    7,064    9,164  

Average interest rate (3)

   2.01  2.00  2.08

Average interest rate (3)

   2.11  1.25  1.41

Year-end interest rate

   0.45-7.55  0.53-5.96  0.24-5.47   0.24-5.47  0.00-4.81  0.00-8.62

 

(1) 

Average balances are based on daily balances for our banking, credit card and investment and securities operations and monthly or quarterly balances for our other operations.

(2) 

Maximum balances are based on month-end balances.

(3) 

Average interest rates for the year are calculated by dividing the total interest expense by the average amount borrowed.

(4) 

Borrowings from the Bank of Korea generally mature within one month for borrowings in Won and six months for borrowings in foreign currencies. These short-term borrowings were secured by securities totaling ₩960₩990 billion as of December 31, 2012.2014.

(5) 

Other short-term borrowings include securities sold under repurchase agreement, bills sold, borrowings and debentures. Other short-term borrowings have maturities of one year or less. Securities sold under repurchase agreements were secured by securities totaling ₩3,908₩2,412 billion as of December 31, 2012.2014.

Supervision and Regulation

Principal Regulations Applicable to Financial Holding Companies

General

The Financial Holding Company Act, last amended on June 8, 2010,May 28, 2014, regulates Korean financial holding companies and their subsidiaries. The entities that regulate and supervise Korean financial holding companies and their subsidiaries are the Financial Services Commission and the Financial Supervisory Service.

The Financial Services Commission exerts direct control over financial holding companies pursuant to the Financial Holding Company Act. Among other things, the Financial Services Commission approves the establishment of financial holding companies, issues regulations on the capital adequacy of financial holding companies and their subsidiaries, and drafts regulations relating to the supervision of financial holding companies.

Following the instructions and directives of the Financial Services Commission, the Financial Supervisory Service supervises and examines financial holding companies and their subsidiaries. In particular, the Financial Supervisory Service sets requirements relating to Korean financial holding companies’ liquidity and capital

adequacy ratios and establishes reporting requirements within the authority delegated under the Financial Services Commission regulations. Financial holding companies must submit quarterly reports to the Financial Supervisory Service discussing business performance, financial status and other matters identified in the Enforcement Decree of the Financial Holding Company Act.

Under the Financial Holding Company Act, a financial holding company is a company which primarily engages in controlling its subsidiaries by holding equity stakes in them equal in aggregate to at least 50% of the financial holding company’s aggregate assets based on its balance sheet as of the end of the immediately preceding fiscal year. A company is required to obtain approval from the Financial Services Commission to become a financial holding company.

A financial holding company may engage only in controlling the management of its subsidiaries, as well as certain ancillary activities including:

 

financially supporting its direct and indirect subsidiaries;

 

raising capital necessary for investment in its subsidiaries or providing financial support to its direct and indirect subsidiaries;

 

supporting the business of its direct and indirect subsidiaries for the joint development and marketing of new products;

 

supporting the operations ofproviding data processing, legal, accounting and other resources and services that have been commissioned by its direct and indirect subsidiaries by providing accessso as to data processing, legal and accounting resources;support their operations; and

 

any other businesses exempted from authorization, permission or approval under the applicable laws and regulations.

The Financial Holding Company Act requires every financial holding company (other than a financial holding company that is controlled by another financial holding company) and its subsidiaries to obtain prior approval from the Financial Services Commission before acquiring control of another company or to file a report with the Financial Services Commission within 30 days thereafter in certain cases (including acquiring control of another company whose assets are less than ₩100 billion as of the end of the immediately preceding fiscal year). In addition, the Financial Services Commission must grant permission to liquidate or to merge with any other company before the liquidation or merger. A financial holding company must report to the Financial Services Commission when certain events, including the following, occur:

 

when its officers or largest shareholder changes;

in the case of a bank holding company, when a major shareholder changes;

 

when the shareholding of the controlling shareholder (i.e., the “largest shareholder” or a “principal shareholder,” each as defined in the Financial Holding Company Act) or a person who has a “special relationship” with such controlling shareholder (as defined in the Enforcement Decree of the Financial Holding Company Act) changes by 1% or more of the total issued and outstanding voting shares of the financial holding company;

 

when it changes its corporate name;

 

when there is a cause for its dissolution; and

 

when it or its subsidiaries cease to control any of their respective direct or indirect subsidiaries by disposing of their shares of such direct or indirect subsidiary.

Capital Adequacy

The Financial Holding Company Act does not provide for a minimum paid-in capital requirement related to financial holding companies. However, all financial holding companies are required to maintain a specified level

of solvency. In addition, with respect to the allocation of net profit earned in a fiscal term, a financial holding company must set aside in its legal reserve an amount equal to at least 10% of its net income after tax each time it pays dividends on its net profits earned until its legal reserve reaches at least the aggregate amount of its paid-in capital.

Beginning on January 1, 2007, aA bank holding company, which is a financial holding company controlling banks or other financial institutions conducting banking business as prescribed in the Financial Holding Company Act, is required to maintain a minimum consolidated capital adequacy ratio of 8.0%. “Consolidated capital adequacy ratio” is defined as the ratio of equity capital as a percentage of risk-weighted assets on a consolidated basis, determined in accordance with the Financial Services Commission requirements that have been formulated based on Bank of International Settlements (“BIS”) standards. “Equity capital,” as applicable to bank holding companies, is defined as the sum of common equity Tier I capital, additional Tier III capital and Tier IIIII capital less any deductible items, each as defined under the Regulation on the Supervision of Financial Holding Companies. “Risk-weighted assets” is defined as the sum of credit risk-weighted assets and market risk-weighted assets.

Pursuant to the amended regulations promulgated by the Financial Services Commission in 2013 to implement Basel III, Korean bank holding companies were required to maintain a minimum ratio of common equity Tier I capital to risk-weighted assets of 3.5% and Tier I capital to risk-weighted assets of 4.5% from December 1, 2013, which minimum ratios were increased to 4.0% and 5.5%, respectively, from January 1, 2014 and increased further to 4.5% and 6.0%, respectively, from January 1, 2015. Such requirements are in addition to the pre-existing requirement for a minimum ratio of Tier I and Tier II capital (less any capital deductions) to risk-weighted assets of 8.0%, which remains unchanged. The amended regulations also contemplate an additional capital conservation buffer of 0.625% starting in 2016, with such buffer to increase in stages to 2.5% by 2019.

Liquidity

All financial holding companies are required to match the maturities of their assets and liabilities on a non-consolidated basis in accordance with the Financial Holding Company Act in order to ensure liquidity. Financial holding companies must:

 

maintain a Won liquidity ratio (defined as Won assets due within one month, including marketable securities, divided by Won liabilities due within one month) of not less than 100% on a non-consolidated basis;

 

maintain a foreign currency liquidity ratio (defined as foreign currency liquid assets due within three months divided by foreign currency liabilities due within three months) of not less than 80% on a non-consolidated basis (except that such requirement is not applicable to a financial holding company whose foreign currency liabilities constitute less than 1% of its total assets);

 

maintain a ratio of foreign currency liquid assets due within seven days less foreign currency liabilities due within seven days as a percentage of total foreign currency assets of not less than 0% on a non-consolidated basis (except that such requirement is not applicable to a financial holding company whose foreign currency liabilities constitute less than 1% of its total assets);

 

maintain a ratio of foreign currency liquid assets due within a month less foreign currency liabilities due within a month as a percentage of total foreign currency assets of not less than negative 10% on a non-consolidated basis (except that such requirement is not applicable to a financial holding company whose foreign currency liabilities constitute less than 1% of its total assets); and

non-consolidated basis (except that such requirement is not applicable to a financial holding company whose foreign currency liabilities constitute less than 1% of its total assets); and

 

make quarterly reports regarding their Won liquidity and foreign currency liquidity to the Financial Supervisory Service.

Financial Exposure to Any Individual Customer and Major Shareholder

Subject to certain exceptions, the aggregate credit (as defined in the Financial Holding Company Act, the Bank Act, the Financial Investment Services and Capital Markets Act, the Insurance Business Act, the Mutual

Savings Bank Act and the Specialized Credit Financial Business Act, respectively) of a financial holding company and its direct and indirect subsidiaries that are banks, merchant banks, financial investment companies, insurance companies, savings banks or specialized credit financial business companies (which we refer to as “Financial Holding Company Total Credit”) to a single group of companies that belong to the same conglomerate as defined in the Monopoly Regulations and Fair Trade Act will not be permitted to exceed 25% of net aggregate equity capital (as defined below).

“Net aggregate equity capital” is defined under the Enforcement Decree of the Financial Holding Company Act as the sum of:

(1) in case of a financial holding company, the capital amount as defined in Article 24-3(7), Item 2 of the Enforcement Decree of the Financial Holding Company Act;

(2) in case of a bank, the capital amount as defined in Article 2(1), Item 5 of the Bank Act;

(3) in case of a merchant bank, the capital amount as defined in Article 342(1) of the Financial Investment Services and Capital Markets Act; and

(4) in case of a financial investment company, the capital amount as defined in Article 37(3) of the Enforcement Decree of the Financial Holding CompanyInvestment Services and Capital Markets Act;

(5) in case of an insurance company, the capital amount as defined in Article 2, Item 15 of the Insurance Business Act;

(6) in case of a savings bank, the capital amount as defined in Article 2, Item 4 of the Mutual Savings Bank Act; and

(7) in case of a specialized credit financial business company, the capital amount as defined in Article 2, Item 19 of the Specialized Credit Financial Business Act;

less the sum of:

(1) the amount of shares of direct and indirect subsidiaries held by the financial holding company;

(2) the amount of shares that are cross-held by each direct and indirect subsidiary that is a bank, merchant bank, financial investment company, insurance company, savings bank or specialized credit financial business company; and

(3) the amount of shares of a financial holding company held by such direct and indirect subsidiaries that are banks, merchant banks, financial investment companies, insurance companies, savings banks or specialized credit financial business companies.

The Financial Holding Company Total Credit to a single individual or judicial person may not exceed 20% of the net aggregate equity capital. In addition, the Financial Holding Company Total Credit to a shareholder holding (together with the persons who have a “special relationship” with the shareholder, as defined in the Enforcement Decree of the Financial Holding Company Act) in aggregate more than 10% of the total issued and outstanding voting shares of a financial holding company generally may not exceed the lesser of (x) 25% of the

net aggregate equity capital and (y) the amount of the equity capital of the financial holding company multiplied by the shareholding ratio of the shareholder (together with the persons who have a special relationship with the shareholder).

Further, the total sum of credits (as defined in the Financial Holding Company Act, the Bank Act, the Financial Investment Services and Capital Markets Act, the Insurance Business Act, the Mutual Savings Bank Act and the Specialized Credit Financial Business Act, respectively) of a bank holding company and its direct and indirect subsidiaries that are banks, merchant banks, financial investment companies, insurance companies, savings banks or specialized credit financial business companies as applicable (“Bank Holding Company Total Credit”) extended to a “major shareholder” (as defined below) (together with the persons who have a special

relationship with that major shareholder) will not be permitted to exceed the lesser of (x) 25% of the net aggregate equity capital and (y) the amount of the equity capital of the bank holding company multiplied by the shareholding ratio of the major shareholder, except for certain cases.

“Major shareholder” is defined as:

 

a shareholder holding (together with persons who have a special relationship with that shareholder), in excess of 10% (or in the case of a bank holding company controlling regional banks only, 15%) in the aggregate of the bank holding company’s total issued and outstanding voting shares; or

 

a shareholder holding (together with persons who have a special relationship with that shareholder), more than 4% in the aggregate of the total issued and outstanding voting shares of the bank holding company controlling nationwide banks, (excluding shares subject to the shareholding restrictions on non-financial business group companies as described below), where the shareholder is the largest shareholder or has actual control over the major business affairs of the bank holding company through, for example, appointment and dismissal of the officers pursuant to the Enforcement Decree of the Financial Holding Company Act.

In addition, the total sum of the Bank Holding Company Total Credit granted to all of a bank holding company’s major shareholders must not exceed 25% of the bank holding company’s net aggregate equity capital. Furthermore, any bank holding company that, together with its direct and indirect subsidiaries, intends to extend credit to the bank holding company’s major shareholder in an amount equal to or exceeding the lesser of (x) the amount equivalent to 0.1% of the net aggregate equity capital and (y) ₩5 billion, in any single transaction, must obtain prior unanimous board resolutions and then, immediately after providing the credit, must file a report to the Financial Services Commission and publicly disclose the filing of the report.

Restrictions on Transactions Among Direct and Indirect Subsidiaries and Financial Holding Company

Generally, a direct or indirect subsidiary of a financial holding company may not extend credits (excluding the amount of corporate credit card payments issued by a direct or indirect subsidiary of a financial holding company that is engaged in the banking business) to that financial holding company. In addition, a direct or indirect subsidiary of a financial holding company may not extend credits (excluding the amount of corporate credit card payments issued by a direct or indirect subsidiary of a financial holding company that is engaged in the banking business) to other direct or indirect subsidiaries of the financial holding company in excess of 10% of its capital amount on an individual basis or to those subsidiaries in excess of 20% of its capital amount on an aggregate basis. The subsidiary extending the credit must also obtain an adequate level of collateral depending on the type of such collateral from the other subsidiaries unless the credit is otherwise approved by the Financial Services Commission. The adequate level of collateral for each type of collateral is as follows:

(1) for deposits and installment savings, obligations of the Korean government or the Bank of Korea, obligations guaranteed by the Korean government or the Bank of Korea, obligations secured by securities issued or guaranteed by the Korean government or the Bank of Korea, 100% of the credit extended;

(2) for obligations of municipal governments under the Local Autonomy Act, local public enterprise under the Local Public Enterprises Act and investment institutions and other quasi-investment institutions

under the Basic Act on the Management of Government-Invested Institution or for obligations guaranteed by, or secured by the securities issued or guaranteed by, the aforementioned entities pursuant to the relevant regulations, 110% of the credit extended; and

(3) for any property other than those set forth in paragraphs (1) and (2) above, 130% of the credit extended.

Subject to certain exceptions, a direct or indirect subsidiary of a financial holding company is prohibited from owning the shares of any other direct or indirect subsidiaries (other than those directly controlled by that direct or indirect subsidiary) under the common control of the financial holding company.

Subject to certain exceptions, a direct or indirect subsidiary of a financial holding company is also prohibited from owning the shares of the financial holding company controlling that direct or indirect subsidiary. The transfer of certain assets classified as precautionary or below between a financial holding company and its direct or indirect subsidiary or between the direct and indirect subsidiaries of a financial holding company is prohibited except for:

(1) transfers to a special purpose company, or entrustment with a trust company, for an asset-backed securitization transaction under the Asset-Backed Securitization Act;

(2) transfers to a mortgage-backed securities issuance company for a mortgage securitization transaction;

(3) transfers or in-kind contributions to a corporate restructuring vehicle under the Corporate Restructuring Investment Companies Act; and

(4) transfers to a corporate restructuring company under the Industry Promotion Act.

Disclosure of Management Performance

For the purpose of protecting the depositors and investors in the subsidiaries of financial holding companies, the Financial Services Commission requires financial holding companies to disclose certain material matters including:

(1) financial condition and profit and loss of the financial holding company and its direct and indirect subsidiaries;

(2) fund-raising by the financial holding company and its direct and indirect subsidiaries and the appropriation of such funds;

(3) any sanctions levied on the financial holding company and its direct and indirect subsidiaries under the Financial Holding Company Act or any corrective measures or sanctions under the Law on Improvement of Structure of Financial Industry; and

(4) occurrence of any non-performing assets or financial incident that may have a material adverse effect, or any other event as prescribed in the applicable regulations.

Restrictions on Shareholdings in Other Companies

Generally, a financial holding company may not own (i) more than 5% of the total issued and outstanding shares of another finance-related company, (ii) any shares of its affiliates, other than its direct or indirect subsidiaries or (iii) any shares of a non-finance-related company.

Restrictions on Shareholdings by Direct and Indirect Subsidiaries

Generally, a direct subsidiary of a financial holding company may not control any other company other than, as an indirect subsidiary of the financial holding company:

 

financial institutions established in foreign jurisdictions;

certain financial institutions which are engaged in any business that the direct subsidiary may conduct without any licenses or permits;

 

certain financial institutions whose business is related to the business of the direct subsidiary as described by the Enforcement Decree of the Financial Holding Company Act (for example, a bank subsidiary may control only credit information companies, credit card companies and financial investment companies with a dealing, brokerage, collective investment, investment advice, discretionary investment management and/or trust license);

 

certain financial institutions whose business is related to the financial business as prescribed by the regulations of the Ministry of Strategy and Finance; and

certain companies which are not financial institutions but whose business is related to the financial business of the financial holding company as prescribed by the Enforcement Decree of the Financial Holding Company Act (for example, a finance-related research company or a finance-related information technology company).

Acquisition of such indirect subsidiaries by direct subsidiaries of a financial holding company requires prior permission from the Financial Services Commission or the submission of a report to the Financial Services Commission, depending on the types of the indirect subsidiaries and the amount of total assets of the indirect subsidiaries.

Subject to certain exceptions, an indirect subsidiary of a financial holding company may not control any other company. If an indirect subsidiary of a financial holding company had control over another company at the time it became such an indirect subsidiary, the indirect subsidiary is required to dispose of its interest in the other company within two years from such time.

Restrictions on Transactions between a Bank Holding Company and its Major Shareholder

A bank holding company and its direct and indirect subsidiaries may not acquire (including through their respective trust accounts) shares issued by the bank holding company’s major shareholder in excess of 1% of the net aggregate equity capital (as defined above). In addition, if those entities intend to acquire shares issued by that major shareholder in any single transaction equal to or exceeding the lesser of (x) the amount equivalent to 0.1% of the net aggregate equity capital and (y) ₩5 billion, that entity must obtain prior unanimous board resolutions and then, immediately after the acquisition, file a report to the Financial Services Commission and publicly disclose the filing of the report.

Restriction on Ownership of a Financial Holding Company

Under the Financial Holding Company Act, a financial institution generally may not control a financial holding company. In addition, any single shareholder and persons who have a special relationship with that shareholder may acquire beneficial ownership of up to 10% of the total issued and outstanding shares with voting rights of a bank holding company that controls nationwide banks or 15% of the total issued and outstanding shares with voting rights of a bank holding company that controls only regional banks, subject to certain exceptions. Among others, the Korean government and the Korea Deposit Insurance Corporation are not subject to this limit. “Non-financial business group companies” (as defined below), however, may not acquire the beneficial ownership of shares of a bank holding company controlling nationwide banks in excess of 9%4% of that bank holding company’s outstanding voting shares unless they obtain the approval of the Financial Services Commission and agree not to exercise voting rights in respect of shares in excess of the 9%4% limit, in which case they may acquire beneficial ownership of up to 10%. Any other person (whether a Korean national or a foreign investor) may acquire no more than 10% of total voting shares issued and outstanding of a bank holding company controlling nationwide banks unless they obtain approval from the Financial Services Commission in each instance where the total holding will exceed 10% (or 15% in the case of a bank holding company controlling only regional banks), 25% or 33% of the total voting shares issued and outstanding of that bank holding company controlling nationwide banks.

Non-financial business group companies are required to obtain approval from the Financial Services Commission in order to (i) become the largest shareholder of a bank holding company or (ii) acquire 4% or more of the issued and outstanding shares of voting stock of a bank holding company and participate in the management of such company in the manner prescribed in the Enforcement Decree of the Financial Holding Company Act. If non-financial business group companies hold voting stock of a bank holding company in excess of the foregoing limits as a result of unavoidable circumstances, such as sales by other stockholders’ of their shareholding, such non-financial business group companies are required to obtain approval from the Financial Services Commission to hold the portion of shares that exceeds the limit, dispose of such portion or take measures so that they no longer fall under the definition of “non-financial business group companies” under the Financial Holding Company Act. Non-compliance with such requirement will prohibit non-financial business group companies from exercising their voting rights of the shares that exceed the limit and prompt the issuance of an order by the Financial Services Commission directing such non-financial business group companies to dispose of their shares that exceed the limit.

Furthermore, in the case where a person (including Korean and foreign investors, but excluding certain persons prescribed under the Enforcement Decree of the Financial Holding Company Act) (i) acquires in excess of 4% of the total issued and outstanding voting shares of any financialbank holding company (other than a financialbank holding company controlling only regional banks), (ii) becomes the largest shareholder of such financialbank holding company in which such person has acquired in excess of 4% of the total issued and outstanding voting shares, or (iii) changes its shareholding in such financialbank holding company, in which it has acquired in excess of 4% of the total issued and outstanding voting shares, by 1% or more of the total issued and outstanding voting shares of such financialbank holding company or (iv) is a private equity fund or an investment purpose company holding in excess of 4% of the total outstanding voting shares of a bank holding company and changes its members or shareholders, such person must

file a report on such change with the Financial Services Commission (x) in case of (i) and (iii), within fiveten days thereafter.after the end of the month in which such change occurred, or (y) in case of (ii) and (iv), within ten days after the end of the quarter in which such change occurred.

“Non-financial business group companies” as defined under the Financial Holding Company Act include:

(1) any same shareholder group where the aggregate net assets of all non-financial business companies belonging to that group equals or exceeds 25% of the aggregate net assets of all members of that group;

(2) any same shareholder group where the aggregate assets of all non-financial business companies belonging to that group equals or exceeds ₩2 trillion; or

(3) any mutual fund where a same shareholder group identified in (1) or (2) above beneficially owns and/or exercises the voting rights of more than 9%4% of the total issued and outstanding voting shares of that mutual fund.fund;

(4) any private equity fund (a) where a person falling under any of items (1) through (3) above is a limited partner holding not less than 10% of the total amount of contributions to the private equity fund, or (b) where a person falling under any of items (1) through (3) above is a general partner, or (c) where the total equity of the private equity fund acquired by each affiliate belonging to several enterprise groups subject to the limitation on mutual investment is 30% or more of the total amount of contributions to the private equity fund; or

(5) the investment purpose company concerned, where a private equity fund falling under item (4) above acquires or holds stocks in excess of 4% of the stock or equity of such company or exercises de facto control over significant managerial matters of such company through appointment or dismissal of executives or in any other manner.

Sharing of Customer Information among Financial Holding Company and its Subsidiaries

Under the Act on Use and Protection of Credit Information, any individual customer’s credit information must be disclosed or otherwise used by financial institutions only to determine, establish or maintain existing commercial transactions with them and only after obtaining written consent to use that information. Under the Financial Holding Company Act, a financial holding company and its direct and indirect subsidiaries, however, may share certain credit information of individual customers among themselves for businessinternal management purposes outlined in the Enforcement Decree of the Financial Holding Company Act (such as credit risk management, internal control and customer analysis), without the customers’ written consent.consent, subject to the methods and procedures for provision of such information set forth therein. A subsidiary financial investment company with a dealing and/or brokerage license of a financial holding company may provide that financial holding company and its other direct and indirect subsidiaries information relating to the aggregate amount of cash or securities that a customer of the financial investment company with a dealing and/or brokerage license has deposited, for business purposes.internal management purposes outlined in the Enforcement Decree of the Financial Holding Company Act, subject to the methods and procedures for provision of such information set forth therein. Recent amendments to the Financial Holding Company Act, which became effective on November 29, 2014, limit the scope of credit information that may be shared without the customers’ prior consent and require certain procedures for provision of customer information as prescribed by the Financial Services Commission. Beginning in May 29, 2015, notice must be given to customers at least once a year regarding (i) the provider of customer information, (ii) the recipient of customer information, (iii) the purpose of providing the information and (iv) the categories of the information provided.

Principal Regulations Applicable to Banks

The banking system in Korea is governed by the Bank Act of 1950, as amended (the “Bank Act”) and the Bank of Korea Act of 1950, as amended (the “Bank of Korea Act”). In addition, Korean banks come undersubject to the

regulations and supervision of the Bank of Korea, the Monetary Policy Committee of the Bank of Korea, the Financial Services Commission and its executive body, the Financial Supervisory Service.

The Bank of Korea, established in June 1950 under the Bank of Korea Act, performs the customary functions of a central bank. It seeks to contribute to the sound development of the national economy by price stabilization through establishing and implementing efficient monetary and credit policies. The Bank of Korea acts under instructions of the Monetary Policy Committee, the supreme policy-making body of the Bank of Korea.

Under the Bank of Korea Act, the Monetary Policy Committee’s primary responsibilities are to formulate monetary and credit policies and to determine the operations, management and administration of the Bank of Korea.

The Financial Services Commission, established on April 1, 1998, regulates commercial banks pursuant to the Bank Act, including establishing guidelines on capital adequacy of commercial banks, and preparespromulgates regulations relating to supervision of banks. Furthermore, pursuant to the Amendment to the Government Organization Act and the Bank Act on May 24, 1999, the Financial Services Commission, instead of the Ministry of Strategy and Finance, now regulates market entry into the banking business.

The Financial Supervisory Service was established on January 2, 1999 as a unified body of the former Bank Supervisory Authority (the successor to the Office of Bank Supervision), the Securities Supervisory Board, the Insurance Supervisory Board and the Credit Management Fund. The Financial Supervisory Service is subject to the instructions and directives of the Financial Services Commission and carries out supervision and examination of commercial banks. In particular, the Financial Supervisory Service sets requirements both for the prudent control of liquidity and for capital adequacy and establishes reporting requirements withinpursuant to the authority delegated to it under the Financial Services Commission regulations, pursuant to which banks are required to submit annual reports on financial performance and shareholdings, regular reports on management strategy and non-performing loans, including write-offs, and management of problem companies and plans for the settlement of bad loans.

Under the Bank Act, permissionapproval to commence a commercial banking business or a long-term financing business must be obtained from the Financial Services Commission. Commercial banking business is defined as the lending of funds acquired predominantly from the acceptance of demand deposits for a period not exceeding one year or subject to the limitation established by the Financial Services Commission, for a period between one year and three years. Long-term financing business is defined as the lending, for periods in excess of one year, of funds acquired predominantly from paid-in capital, reserves or other retained earnings, the acceptance of time deposits with maturities of at least one year, or the issuance of bondsdebentures or other securities.bonds. A bank wishing to enter into any business other than commercial banking and long-term financing businesses, such as the financial investmenttrust business, with a trust license, must obtain permissionapproval from the Financial Services Commission. PermissionApproval to merge with any other banking institution, to liquidate, to spin off, to close a banking business or to transfer all or a part of a business must also be obtained from the Financial Services Commission.

If the Korean governmentFinancial Services Commission deems oura bank’s financial condition to be unsound or if we faila bank fails to meet the applicable capital adequacy ratio set forth under Korean law, the governmentFinancial Services Commission may order:

admonitions, warnings or reprimands with respect to its officers and employees;

 

capital increases or reductions;

stock cancellations or consolidations;

transfers of business;

sales of assets;

closures of branch offices;

mergers with other financial institutions;

suspensions of a part or all of business operation; or

 

assignments of contractual rights and obligations relating to financial transactions.transactions;

a suspension of performance by its officers of their duties and the appointment of receivers;

stock cancellations or consolidations;

disposals of property holdings;

closures of subsidiaries or branch offices or downsizing;

mergers with other financial institutions;

acquisition of such bank by a third party; or

suspensions of a part or all of its business operations.

Capital Adequacy

The Bank Act requires nationwide banks, such as us, to maintain a minimum paid-in capital of ₩100 billion and regional banks to maintain a minimum paid-in capital of ₩25 billion. All banks, including foreign bank branches in Korea, are also required to maintain a prescribed solvency position. A bank must also set aside in its legal reserve an amount equal to at least 10% of the net income after tax each time it pays dividends on net profits earned until its legal reserve reaches at least the aggregate amount of its paid-in capital.

Under the Enforcement Detailed RulesRegulation on the Supervision of Banking Business, the capital of a bank is divided into two categories, Tier I and Tier II capital. Tier I capital (core capital) consists of among other things, shareholders’(i) common equity Tier I capital, including paid-in capital, capital surplus and retained earnings related to common equity and accumulated other comprehensive gains and losses, and (ii) additional Tier I capital, including paid-in capital and capital surplus related to hybrid Tier I capital instruments.instruments that, among other things, qualify as contingent capital and are subordinated to subordinated debt. Tier II capital (supplementary capital) consists of, among other things, revaluation reserves, gains on valuationcapital and capital surplus from the issuance of investment securities (up to certain limits),Tier II capital, allowances for loan losses set aside foron loans classified as normal“normal” or precautionary (up to certain limits), perpetual“precautionary,” subordinated debt cumulative preferred shares and certain other subordinated debt.capital securities which meet the standards prescribed by the governor of the Financial Supervisory Service under Article 26(2) of the Regulation on the Supervision of Banking Business.

All banks must meet minimum ratios of Tier I and Tier II capital (less any capital deductions) to risk-weighted assets, determined in accordance with Financial Services Commission requirements that have been formulated based on BIS standards. These standardsrequirements were adopted and became effective in 1996, and were amended effective January 1, 2008 upon the implementation by the Financial Supervisory Service of Basel II. AllUnder such requirements, all domestic banks and foreign bank branches must meet a minimum ratio of Tier I and Tier II capital (less any capital deductions) to risk-weighted assets of 8%. In July and September 2012,2013, the Financial Services Commission announced its planspromulgated amended regulations implementing Basel III in Korea, pursuant to implement a new set of regulations that will, among other things, requirewhich Korean banks to comply with stricter minimum capital ratio requirements beginning in 2013 and additional minimum capital conservation buffer requirements starting in 2016. Under the proposed regulations, Korean banks will bebank holding companies were required to maintain a minimum ratio of common equity Tier I common capital (which principally includes equity capital, capital surplus and retained earnings less reserve for credit losses) to risk-weighted assets of 3.5% and Tier I capital to risk-weighted assets of 4.5% infrom December 1, 2013, which minimum ratios are to increasewere increased to 4.0% and 5.5%, respectively, infrom January 1, 2014 and increased further to 4.5% and 6.0%, respectively, infrom January 1, 2015. Such requirements would beare in addition to the existingpre-existing requirement for a minimum ratio of Tier I and Tier II capital (less any capital deductions) to risk-weighted assets of 8.0%, which will remainremains unchanged. The proposedamended regulations also contemplate an additional capital conservation buffer of 0.625% starting in 2016, with such buffer to increase in stages to 2.5% by 2019. In December 2012, however,

Under the Financial Services Commission announced that the implementation of the proposed Basel III measures in Korea will be delayed pending the implementation of Basel III in the European Union, the United States and other countries.

In November 2002, the Financial Services Commission amended the Enforcement Detailed RulesRegulation on the Supervision of the Banking Business, to include a more conservative risk-weighting system for certain newly extended home mortgage loans, which set the risk-weighted ratios of Korean banks in respect of home mortgage loans between 50% and 70% depending on the borrower’s debt ratio and whether the home mortgage loans are overdue. In June 2007 and in February 2012, the Financial Services Commission further amended the Enforcement Detailed Rules on the Supervision of the Banking Business and, as a result, the following risk-weight ratios must be applied by Korean banks in respect of home mortgage loans:

 

 (1)for those banks which adopted a standardized approach for calculating credit risk capital requirements, a risk-weight ratio of 35% (only in the case where the loan is fully secured by a first ranking mortgage) and, with respect to high-risk home mortgage loans, 50% or 70%; and

 

 (2)for those banks which adopted an internal ratings-based approach for calculating credit risk capital requirements, a risk-weight ratio calculated with reference to the probability of default, loss given default and exposure at default, each as defined under the Enforcement Detailed RulesRegulation on the Supervision of the Banking Business.

Liquidity

All banks are required to ensure adequate liquidity by matching the maturities of their assets and liabilities in accordance with the RulesRegulation on the Supervision of the Banking Business. Banks may not invest an amount exceeding 60%100% of their Tier I and Tier II capital (less any capital deductions) in stocksequity securities and certain other securities with a maturityredemption period of over three years. This stipulation does not apply to Korean government bonds, or to Monetary Stabilization Bonds issued by the Bank of Korea.Korea or debentures and stocks referred to in items 1 and 2, respectively, of paragraph (6) of Article 11 of the Act on the Improvement of the Structure of the Financial Industry. The Financial Services Commission also requires each Korean bank to:

 

maintain a Won liquidity coverage ratio (defined as Wonthe ratio of highly liquid assets due within one month, including marketable securities, divided by Won liabilities due within one month)to total net cash outflows over a one-month period) of not less than 80%, from January 1, 2015 until December 31, 2015, with such minimum liquidity coverage ratio to increase in increments of 5% per annum to 100% and to make monthly reports to the Financial Supervisory Service;by 2019;

 

maintain a foreign currency liquidity ratio (defined as the ratio of foreign currency liquid assets due within three months divided byto foreign currency liabilities due within three months) of not less than 85%;

 

maintain a ratio of foreign currency liquid assets due within seven days less foreign currency liabilities due within seven days, divided by total foreign currency assets, of not less than negative 3%;

 

maintain a ratio of foreign currency liquid assets due within a month less foreign currency liabilities due within a month, divided by total foreign currency assets, of not less than negative 10%; and

 

submit monthly reports with respect to the maintenance of these ratios.

The Monetary Policy Committee of the Bank of Korea is empowered to fix and alter minimum reserve requirements that banks must maintain against their deposit liabilities. The current minimum reserve ratio is:

 

7% of average balances for Won currency demand deposits outstanding;

 

0% of average balances for Won currency employee asset establishment savings deposits, employee long-term savings deposits, employee house purchase savings deposits, long-term house purchase savings deposits, household long-term savings deposits and employee preferential savings deposits outstanding;outstanding (with respect to employee-related deposits, only if such deposits were made prior to February 28, 2013); and

 

2% of average balances for Won currency time anddeposits, installment savings deposits, mutual installments, housing installments and certificates of deposit outstanding.

For foreign currency deposit liabilities, a 2% minimum reserve ratio is applied to time deposits with a maturity of one month or longer, certificates of deposit with a maturity of 30 days or longer and savings deposits with a maturity of six months or longer and a 7% minimum reserve ratio is applied to demand deposits and other deposits. A 1% minimum reserve ratio applies to deposits in offshore accounts, immigrant accounts and resident accounts opened by foreign exchange banks as well as foreign currency certificates of deposit held by account holders of such offshore accounts, immigrant accounts and resident accounts opened by foreign exchange banks.

Furthermore, pursuant to the Regulation on the Supervision of the Banking Business, foreign exchange agencies, including our subsidiary, Kookmin Bank, are required to hold “foreign currency safe assets” in an aggregate amount that is not less than the lower of (i) the product of (x) its total foreign currency-denominated debt maturing in one year or less multiplied by 2/12 and (y) an amount equal to one minus the “lowest rollover ratio” and (ii) 2% of its total foreign currency-denominated assets as shown in the balance sheet for the immediately preceding quarter. The “lowest rollover ratio” of a foreign exchange agency means the ratio of (A) its total debt with a maturity of one year or less (excluding overnight money) incurred in a particular month to (B) its total debt with maturity of one year or less (excluding overnight money) payable in that particular month, and is calculated by taking the lowest three month average from a period to be designated by the governor of the Financial Supervisory Service. Under the regulation,Regulation on the Supervision of Banking Business, foreign currency

currency-denominated debt maturing in one year or less includes financial bonds, borrowings, call monies and repurchase selling denominated in foreign currencies and such other similar debt instruments denominated in a foreign currency as designated by the governor of the Financial Supervisory Service. “Foreign currency safe assets” are defined as cash denominated in foreign currency, deposits denominated in foreign currency with a central bank or financial institutions rated A or above, bonds issued or guaranteed by a

government or central bank rated A or above or corporate bonds issued or guaranteed by corporations rated A or above. Under the regulation,Regulation on the Supervision of Banking Business, Kookmin Bank is also required to maintain a minimum “mid- to long-term foreign exchange funding ratio” of 100%. “Mid-to long term foreign exchange funding ratio” refers to the ratio of (1) the total outstanding amount of foreign exchange borrowing with a maturity of more than one year to (2) the total outstanding amount of foreign exchange lending with a maturity of one year or more.

Financial Exposure to Any Individual Customer and Major Shareholder

Under the Bank Act, subject to certain exceptions, the sum of large exposures by a bank—in other words, the total sum of its credits to single individuals, juridical persons or business groups that exceed 10% of the sum of Tier I and Tier II capital (less any capital deductions)—generally must not exceed five times the sum of Tier I and Tier II capital (less any capital deductions). In addition, subject to certain exceptions, banks generally may not extend credit (including loans, guarantees, purchases of securities (only in the nature of a credit) and any other transactions that directly or indirectly create credit risk) in excess of 20% of the sum of Tier I and Tier II capital (less any capital deductions) to a single individual or juridical person, or grant credit in excess of 25% of the sum of Tier I and Tier II capital (less any capital deductions) to a single group of companies as defined in the Monopoly Regulations and Fair Trade Act.

Amendments to the Bank Act which became effective on July 28, 2002 strengthened restrictions on extending credits to a major shareholder. A “major shareholder” is defined as:

 

a shareholder holding (together with persons who have a special relationship with that shareholder) in excess of 10%; (or 15% in the case of regional banks) in the aggregate of the bank’s total issued and outstanding voting shares; or

 

a shareholder holding (together with persons who have a special relationship with thatsuch shareholder) in excess of 4% in the aggregate of the bank’s (excluding regional banks) total issued and outstanding voting shares of a bank (excluding shares subject to the shareholding restrictions on “non-financial business group companies” as described below), where thesuch shareholder is the largest shareholder or has actual control over the major business affairs of the bank through, for example, appointment and dismissal of the officers pursuant to the Enforcement Decree of the Bank Act. Non-financial business group companies primarily consist of: (i) any single shareholding group whose non-financial company assets comprise no less than 25% of its aggregate net assets; (ii) any single shareholding group whose non-financial company assets comprise no less than ₩2 trillion in aggregate; or (iii) any mutual fund of which any single shareholding group identified in (i) or (ii) above, owns more than 9% of the total issued and outstanding shares.

Under these amendments, banks may not extend credits to a major shareholder (together with persons who have a special relationship with that shareholder) in an amount greater than the lesser of (x) 25% of the sum of the bank’s Tier I and Tier II capital (less any capital deductions) and (y) the relevant major shareholders’ shareholding ratio multiplied by the sum of the bank’s Tier I and Tier II capital (less any capital deductions). In addition, the total sum of credits granted to all major shareholders must not exceed 25% of the bank’s Tier I and Tier II capital (less any capital deductions).

Interest Rates

Korean banks generally depend on deposits as their primary funding source. Under the Act on Registration of Credit Business and Protection of Finance Users, interest rates on loans made by registered banks in Korea

may not exceed 39%34.9% per annum. Historically, interest rates on deposits and lending rates were regulated by the Monetary Policy Committee. Controls on deposit interest rates in Korea have been gradually reduced and, in February 2004, the Korean government removed restrictions on all interest rates, except for the prohibition on interest payments on current account deposits. This deregulation process has increased competition for deposits based on interest rates offered and, therefore, may increase a bank’s interest expense.

Lending to Small- and Medium-sized Enterprises

In order to obtain funding from the Bank of Korea at concessionary rates for their small- and medium-sized enterprise loans, banks are required to allocate a certain minimum percentage of any quarterly increase in their Won currency lending to small- and medium-sized enterprises. Currently, this minimum percentage is 45% in the case of nationwide banks and 60% in the case of regional banks. If a bank does not comply with this requirement, the Bank of Korea may:

 

require the bank to prepay all or a portion of funds provided to that bank in support of loans to small- and medium-sized enterprises; or

 

lower the bank’s credit limit.

Disclosure of Management Performance

For the purpose of protecting depositors and investors in commercial banks, the Financial Services Commission requires commercial banks to publicly disclose certain material matters, including:

 

financial condition and profit and loss of the bank and its subsidiaries;

 

fund raising by the bank and the appropriation of such funds;

 

any sanctions levied on the bank under the Bank Act or any corrective measures or sanctions under the Law on Improvement of Structure of Financial Industry; and

 

except as may otherwise have been disclosed by a bank or its financial holding company listed on the KRX KOSPI Market in accordance with the Financial Investment Services and Capital Markets Act, occurrence of any of the following events listed below or any other event as prescribed by the applicable regulations:

 

 (i)loans bearing no profit made to a single business group in an amount exceeding 10% of the sum of the bank’s Tier I and Tier II capital (less any capital deductions) as of the end of the previous month (where the loan exposure to that borrower is calculated aspursuant to the sumcriteria under the Detailed Regulation on the Supervision of substandard credits, doubtful credits and estimated loss credits)the Banking Business), unless the loan exposure to that group is not more than ₩4 billion;

 

 (ii)the occurrence of any financial incident involving embezzlement, malfeasance or misappropriation of funds in an amount exceeding 1% of the sum of the bank’s Tier I and Tier II capital (less any capital deductions), unless the bank has lost or expectswith respect to lose not more thanwhich damages are expected to exceed ₩1 billion, as a result of thator any financial incident orregarding which the governor of the Financial Supervisory Service has made a public announcement regarding the incident;announcement; and

 

 (iii)any loss due to court judgments or similar decisions in civil proceedings in an amount exceeding 1% of the sum of the bank’s Tier I and Tier II capital (less any capital deductions) as of the end of the previous month, unless the loss is not more than ₩1 billion.

Restrictions on Lending

Pursuant to the Bank Act, commercial banks may not provide:

 

loans directly or indirectly secured by a pledge of a bank’s own shares;

 

loans directly or indirectly to enable a natural or juridical person to buy the bank’s own shares;

loans to any of the bank’s officers or employees, other thande minimis loans of up to (i) ₩20 million in the case of a general loan, (ii) ₩50 million in the case of a general loan plus a housing loan or (iii) ₩60 million in the aggregate for general loans, housing loans and loans to pay damages arising from wrongful acts of employees in financial transactions;

 

loans to any of the bank’s officers or employees, other than petty loans of up to ₩20 million in the case of a general loan, ₩50 million in the case of a general loan plus a housing loan or ₩60 million in the aggregate for general loans, housing loans and loans to pay damages arising from wrongful acts of employees in financial transactions;

credit (including loans) secured by a pledge of shares of a subsidiary corporation of the bank or to enable a natural or juridical person to buy shares of a subsidiary corporation of the bank; or

 

loans to any officers or employees of a subsidiary corporation of the bank, other than general loans of up to ₩20 million or general and housing loans of up to ₩50 million in the aggregate.

Recent Regulations Relating to Retail Household Loans

The Financial Services Commission has implemented a number of changes in recent years to the mechanisms by which a bank evaluates and report itsregulations relating to retail household loan balances and has proposed implementing further changes. Due to a rapid increase inlending by banks. Under the number of loans secured by homes and other forms of housing, the Financial Services Commission and the Financial Supervisory Service implemented regulations designed to curtail extension of new or refinanced loans secured by housing, including the following:currently applicable regulations:

 

as to loans secured by a collateral of housing (including apartments) located nationwide, the loan-to-value ratio (the aggregate principal amount of loans secured by such collateral over the appraised value of the collateral) should not exceed 60%;

 

as to loans secured by collateral of housing (including apartments) located in areas of excessive investment or housing (excluding apartments) located in areas of high speculation, in each case, as designated by the government, (i) the loan-to-value ratio for loans with a maturity of not more than three years should not exceed 50% and (ii) the loan-to-value ratio for loans with a maturity of more than three years should not exceed 60%;

 

as to loans secured by collateral of housing located outside of Seoul, Incheon and Gyeong-gi province, which housing was offered for sale on or before June 10, 2008 and with respect to which a sale contract is executed and earnest money deposit paid during the period between June 11, 2008 and June 30, 2009, the loan-to-value ratio should not exceed 70%;

 

as to loans secured by apartments located in areas of high speculation as designated by the government, (i) the loan-to-value ratio for loans with a maturity of not more than ten years should not exceed 40%; and (ii) the loan-to-value ratio for loans with a maturity of more than ten years should not exceed (a) 40%, if the price of such apartment is over ₩600 million, and (b) 60%, if the price of such apartment is ₩600 million or lower;

as to loans secured by collateral of housing (regardless of housing type or location) to be amortized over a period of ten years, further requirements relating to which are set forth in the Regulation on the Supervision of Banking Business, the loan-to-value ratio should not exceed 70%;

 

as to loans secured by apartments with appraisal value of more than ₩600 million in areas of high speculation as designated by the government or certain metropolitan areas designated as areas of excessive investment by the government, the borrower’s debt-to-income ratio (calculated as (i) the aggregate annual total payment amount of (x) the principal of and interest on loans secured by such apartment(s) and (y) the interest on other debts of the borrower over (ii) the borrower’s annual income) should not exceed 40%;

 

as to apartments located in areas of high speculation as designated by the government, a borrower is permitted to have only one new loan secured by such apartment;

 

where a borrower has two or more loans secured by apartments located in areas of high speculation as designated by the government, the loan with the earliest maturity date must be repaid first and the number of loans must be eventually reduced to one; and

 

in the case of a borrower (i) whose spouse already has a loan secured by housing or (ii) who is single and under 30 years old, the debt-to-income ratio of the borrower in respect of loans secured by apartment(s) located in areas of high speculation as designated by the government should not exceed 40%.

See “Item 3D. Risk Factors—Risks relating to government regulation and policy—Government regulation of retail lending, particularly mortgage and home equity lending, has recently become more stringent, which may adversely affect our retail banking operations.”

Restrictions on Investments in Property

A bank may not invest in securities set forth below in excess of 60%100% of the sum of the bank’s Tier I and Tier II capital (less any capital deductions):

 

debt securities (within the meaning of paragraph (3) of Article 4 of the Financial Investment Services and Capital Markets Act) the maturity of which exceeds three years, but excluding government bonds, monetary stabilization bonds issued by the Bank of Korea and bonds within the meaning of item 2, paragraph (6) of Article 11 of the LawAct on the Improvement of the Structure of the Financial Industry;

 

equity securities, but excluding securities within the meaning of item 1, paragraph (6) of Article 11 of the LawAct on the Improvement of the Structure of the Financial Industry;

 

derivatives linked securities (within the meaning of paragraph (7) of Article 4 of the Financial Investment Services and Capital Markets Act) the maturity of which exceeds three years; and

 

beneficiary certificates, investment contracts and depositary receipts (within the meaning of paragraph (2) of Article 4 of the Financial Investment Services and Capital Markets Act) the maturity of which exceeds three years.

A bank may possess real estate property only to the extent necessary for the conduct of its business, unless thebusiness. The aggregate value of thatsuch property doesmay not exceed 60% of the sum of the bank’s Tier I and Tier II capital (less any capital deductions). Any property that a bank acquires by exercising its rights as a secured party, or which a bank is prohibited from acquiring under the Bank Act, must be disposed of within one year.

Restrictions on Shareholdings in Other Companies

Under the Bank Act, a bank may not own more than 15% of shares outstanding with voting rights of another corporation, except where, among other reasons:

 

that corporation engages in a category of financial businesses set forth by the Financial Services Commission; or

 

the acquisition of shares by the bank is necessary for the corporate restructuring of thesuch corporation and is approved by the Financial Services Commission.

 

In the above exceptional cases, the total investment in corporations in which the bank owns more than 15% of the outstanding shares with voting rights may not exceed (i) 15% of the sum of Tier I and Tier II capital (less any capital deductions), or (ii) 30% of the sum of Tier I and Tier II capital (less any capital deductions) ifwhere the bank meets certain management conditions as set forth inacquisition satisfies the applicable rules adoptedrequirements determined by the Financial Services Commission.

The Bank Act provides that a bank using its bank accounts and its trust accounts mayis not permitted to acquire the shares of another corporation that is aissued by the major shareholder of thesuch bank in excess of an amount equal to 1% of the sum of Tier I and Tier II capital (less any capital deductions).

Restrictions on Bank Ownership

Under the Bank Act, a single shareholder and persons who have a special relationship with that shareholder generally may acquire beneficial ownership of no more than 10% of a nationwide bank’s total issued and outstanding shares with voting rights and no more than 15% of a regional bank’s total issued and outstanding shares with voting rights. The Korean government, the Korea Deposit Insurance Corporation and bank holding companies qualifying under the Financial Holding Company Act are not subject to this limit. However, pursuant to an amendment to the Bank Act which became effective on February 14, 2014, non-financial business group companies may not acquire beneficial ownership of shares of a nationwide bank in excess of 9%4% (or 15% in the

case of a regional bank) of that bank’s outstanding voting shares, unless they satisfy certain requirements set forth by the Enforcement Decree of the Banking Act, obtain the approval of the Financial Services Commission and agree not to exercise voting rights in respect of shares in excess of the 9%4% limit (or the 15% limit in the case of a regional bank), in which case they may acquire beneficial ownership of up to 10% of a nationwide bank’s outstanding voting shares.

Non-financial business group companies are required to obtain approval from the Financial Services Commission in order to (i) become the largest shareholder of a bank or (ii) acquire 4% or more of the issued and outstanding shares of voting stock of a bank and participate in the management of a bank in the manner prescribed in the Enforcement Decree of the Bank Act. If Such amendment grants an exception for non-financial business group companies hold voting stock of a bank in excesswhich, at the time of the foregoing limits as a result of unavoidable circumstances, such as sales by other stockholders’ of their shareholding, such non-financial business group companies are required to obtain approval from the Financial Services Commission to hold the portion of sharesenactment of the bank that exceeds the limit, dispose of such portion or take measures so that they no longer fall under the definition of “non-financial business group companies” under the Bank Act. Non-compliance with such requirement will prohibit non-financial business group companies from exercising their voting rightsamended provisions, held more than 4% of the shares that exceed the limit and prompt the issuance of an order by the Financial Services Commission directing such non-financial business group companies to dispose of their shares that exceed the limit.a bank.

In addition, if a foreign investor, as defined in the Foreign Investment Promotion Act, owns in excess of 4% of a nationwide bank’s outstanding voting shares, non-financial business group companies may acquire beneficial ownership of up to 10% (or 15% in the case of a regional bank) of that bank’s outstanding voting shares, and in excess of 10% (or 15% in the case of a regional bank), 25% or 33% of that bank’s outstanding voting shares with the approval of the Financial Services Commission in each instance, up to the number of shares owned by the foreign investor. Any other person (whether a Korean national or a foreign investor), with the exception of non-financial business group companies described above, may acquire no more than 10% of a nationwide bank’s total voting shares issued and outstanding, unless they obtain approval from the Financial Services Commission in each instance where the total holding will exceed 10% (or 15% in the case of regional banks), 25% or 33% of the bank’s total voting shares issued and outstanding provided that, in addition to the foregoing threshold shareholding ratios, the Financial Services Commission may, at its discretion, designate a separate and additional threshold shareholding ratio.

Deposit Insurance System

The Depositor Protection Act provides insurance for certain deposits of banks in Korea through a deposit insurance system. Under the Depositor Protection Act, all banks governed by the Bank Act are required to pay an insurance premium to the Korea Deposit Insurance Corporation on a quarterly basis. Thebasis and the rate is determined under the Enforcement Decree to the Depositor Protection Act, and may not exceed 0.5% of the bank’s insurable deposits in any given year. The current insurance premium is 0.02% of insurable deposits for each quarter.Act. If the Korea Deposit Insurance Corporation makes a payment on an insured amount, it will acquire the depositors’ claims with respect to that payment amount. The Korea Deposit Insurance Corporation insures a maximum of ₩50 million per individual for deposits and interest in a single financial institution, regardless of when the deposits were made and the size of the deposits.

Laws and Regulations Governing Other Business Activities

A bank must register with the Ministry of Strategy and Finance to enter the foreign exchange business, which is governed by the Foreign Exchange Transaction Law.Act of Korea. A bank must obtain the permission of the Financial Services Commission to enter the securities business, which is governed by regulations under the Financial Investment Services and Capital Markets Act. Under these laws, a bank may engage in the foreign exchange business, securities repurchase business, governmental/public bond underwriting business and governmental bond dealing business.

Trust Business

A bank must obtain approval from the Financial Services Commission to engage in trust businesses. The Trust Act and the Financial Investment Services and Capital Markets Act govern the trust activities of banks, and they are subject to various legal and accounting procedures and requirements, including the following:

 

under the Trust Act, assets accepted in trust by a bank in Korea must be segregated from other assets in the accounts of that bank; and

depositors and other general creditors cannot obtain or assert claims against the assets comprising the trust accounts in the event the bank is liquidated or wound-up.

The bank must make a special reserve of 25% or more of fees from each unspecified money trust account for which a bank guarantees the principal amount and a fixed rate of interest until the total reserve for that account equals 5% of the trust amount. Since January 1999, the Korean government has prohibited Korean banks from offering new guaranteed fixed rate trust account products whose principal and interest are guaranteed.

Under the Financial Investment Services and Capital Markets Act, which became effective in February 2009, a bank with a trust business license (such as Kookmin Bank) is permitted to offer both specified money trust account products and unspecified money trust account products. Previously, banks were not permitted to offer unspecified money trust account products pursuant to the Indirect Investment Asset Management Act, which is no longer in effect following the effectiveness of the Financial Investment Services and Capital Markets Act.

Credit Card Business

General

In order to enter the credit card business, a company must register with the Financial Services Commission. Credit card businesses are governed by the Specialized Credit Financial Business Act, enacted on August 28, 1997 and last amended on June 1, 2012,January 20, 2015, which sets forth specific requirements with respect to the credit card business as well as generally prohibiting unsound business practices relating to the credit card business which may infringe on the rights of credit card holders or negatively affect the soundness of the credit card industry. Credit card companies, including our wholly-owned subsidiary, KB Kookmin Card Co., Ltd., are regulated by the Financial Services Commission and the Financial Supervisory Service.

Disclosure and Reports

Under the Specialized Credit Financial Business Act and the regulations thereunder, a credit card company is required to disclose on a periodic and on-going basis certain material matters and events. In addition, a credit card company must submit its business reports with respect to its results of operations to the Governor of the Financial Supervisory Service within one month from the end of each quarter.

Restrictions on Funding

Under the Specialized Credit Financial Business Act and the regulations thereunder, a credit card company must ensure that its total assets do not exceed an amount equal to six times its equity capital. However, if a credit card company is unable to comply with such limit upon the occurrence of unavoidable events, such as drastic changes in the domestic and global financial markets, such limit may be adjusted through a resolution of the Financial Services Commission.

Risk of Loss Due to Lost, Stolen, Forged or Altered Credit Cards

Under the Specialized Credit Financial Business Act, a credit card company is liable for any loss arising from the unauthorized use of credit cards or debit cards after it has received notice from the holder of the loss or theft of the card. A credit card company is also responsible for any losses resulting from the use of forged or altered credit cards, debit cards and pre-paid cards. A credit card company may, however, transfer all or part of this latter risk of loss to holders of credit card in the event of willful misconduct or gross negligence by holders of credit card if the terms and conditions of the agreement entered between the credit card company and members of such cards specifically provide for that transfer.

For these purposes, disclosure of a customer’s password that is made intentionally or through gross negligence, or the transfer of or giving as collateral of the credit card or debit card, is considered willful misconduct or gross negligence. However, a disclosure of a cardholder’s password that is made under irresistible

force or threat to cardholder or his/her relatives’ life or health will not be deemed as willful misconduct or negligence of the cardholder.

Each credit card company must institute appropriate measures to fulfill these obligations, such as establishing provisions, purchasing insurance or joining a cooperative association.

Pursuant to the Enforcement Decree to Specialized Credit Financial Business Act, a credit card company will be liable for any losses arising from loss or theft of a credit card (which was not from the holder’s willful misconduct or negligence) during the period beginning 60 days before the notice by the holder to the credit card company.

Pursuant to the Specialized Credit Financial Business Act, the Financial Services Commission may either restrict the limit or take other necessary measures against the credit card company with respect to such matters as the maximum limits on the amount per credit card, details of credit card terms and conditions, management of credit card merchants and collection of claims, including the following:

 

maximum limits for cash advances on credit cards;

 

use restrictions on debit cards with respect to per day or per transaction usage;

 

aggregate issuance limits and maximum limits on the amount per card on pre-paid cards; and

 

other matters prescribed by the Enforcement Decree to the Specialized Credit Financial Business Act.

Lending Ratio in Ancillary Business

Pursuant to the Enforcement Decree to the Specialized Credit Financial Business Act, issued in December 2003, a credit card company must maintain an aggregate quarterly average outstanding lending balance to credit cardholders (including cash advances and credit card loans, but excluding restructured loans) no greater than the sum of (i) its aggregate quarterly average outstanding credit card balance arising from the purchase of goods and services and (ii) the aggregate quarterly debit card transaction volume.

Issuance of New Cards and Solicitation of New Cardholders

The Enforcement Decree to the Specialized Credit Financial Business Act establishes the conditions under which a credit card company may issue new cards and solicit new members. New credit cards may be issued only to the following persons:

 

persons who are at least 2019 years old when they apply for a credit card;

 

persons whose capability to pay bills as they come due has been verified using standards established by the credit card company; and

 

in the case of minors who are at least 18 years and younger than 20 years,old, persons who submit documents evidencing employment as of the date of the credit card application, such as an employment certificate, or persons for whom the issuance of a credit card is necessitated by governmental policies, such as financial aid.

In addition, a credit card company may not solicit credit card members by:

 

providing economic benefits or promising to provide economic benefits in excess of 10% of the annual credit card fee (in the case of credit cards with annual fees that are less than the average of the annual fees charged by the major credit cards in Korea, the annual fee will be deemed to be equal to such average annual fee) in connection with issuing a credit card;

soliciting applicants on roads, public places or along corridors used by the general public;

 

soliciting applicants through visits, except those visits made upon prior consent and visits to a business area;

soliciting applicants through the Internet without verifying whether the applicant is who he or she purports to be, by means of a certified digital signature under the Digital Signature Act; and

 

soliciting applicants through pyramid sales methods.

Compliance Rules on Collection of Receivable Claims

Pursuant to Supervisory Regulation on the Specialized Credit Financial Business, a credit card company may not:

 

exert violence or threaten violence;

 

inform a related party (a guarantor of the debtor, blood relative or fiancée of the debtor, a person living in the same household as the debtor or a person working in the same workplace as the debtor) of the debtor’s obligations without just cause;

 

provide false information relating to the debtor’s obligation to the debtor or his or her related parties;

 

threaten to sue or sue the debtor for fraud despite lack of affirmative evidence to establish that the debtor has submitted forged or false documentation with respect to his/her capacity to make payment;

 

visit or telephone the debtor during late evening hours (between the hours of 9:00 p.m. and 8:00 a.m.); and

 

utilize other uncustomary methods to collect the receivables that interfere with the privacy or the peace in the workplace of the debtor or his or her related parties.

Regulations on Class Actions Regarding Securities

The Law on Class Actions Regarding Securities was enacted as of January 20, 2004 and last amended on March 31, 2010.May 28, 2013. The Law on Class Actions Regarding Securities governs class actions suits instituted by one or more representative plaintiff(s) on behalf of 50 or more persons who claim to have been damaged in a capital markets transaction involving securities issued by a listed company in Korea.

Applicable causes of action with respect to such suits include:

 

claims for damages caused by misleading information contained in a securities statement;

 

claims for damages caused by the filing of a misleading business report, semi-annual report, or quarterly report;

 

claims for damages caused by insider trading or market manipulation; and

 

claims instituted against auditors for damages caused by accounting irregularities.

Any such class action may be instituted upon approval from the presiding court and the outcome of such class action will have a binding effect on all potential plaintiffs who have not joined the action, with the exception of those who have filed an opt out notice with such court.

Financial Investment Services and Capital Markets Act

On July 3, 2007, the National Assembly of Korea passed the Financial Investment Services and Capital Markets Act, a new law consolidating six laws regulating capital markets. The Financial Investment Services and Capital Markets Act became effective in February 2009. Prior to the effective date, certain procedural matters were initiated from July 2008, as discussed further below.

The following is a summary of the major changes introduced under the Financial Investment Services and Capital Markets Act.

Consolidation of Capital Markets-Related Laws

Prior to the effectiveness of the Financial Investment Services and Capital Markets Act, there were separate laws regulating various types of financial institutions depending on the type of financial institution (for example, securities companies, futures companies, trust business companies and asset management companies) and subjecting financial institutions to different licensing and ongoing regulatory requirements (for example, the Korean Securities and Exchange Act, the Futures Business Act and the Indirect Investment Asset Management Business Act). By applying one uniform set of rules to the same financial business having the same economic function, the Financial Investment Services and Capital Markets Act attempts to improve and address issues caused by the current regulatory system under which the same economic function relating to capital markets-related businesses are governed by multiple regulations. To this end, the Financial Investment Services and Capital Markets Act categorizes capital markets-related businesses into six different functions, as follows:

 

dealing (trading and underwriting of “financial investment products” (as defined below)),

 

brokerage (brokerage of financial investment products),

 

collective investment (establishment of collective investment schemes and the management thereof),

 

investment advice,

 

discretionary investment management, and

 

trusts (together with the five businesses set forth above, the “Financial Investment Businesses”).

Therefore, all financial businesses relating to financial investment products have been reclassified as one or more of the Financial Investment Businesses described above, and financial institutions are subject to the regulations applicable to their relevant Financial Investment Business(es), irrespective of the type of the financial institution (for example, in principle, derivative businesses conducted by former securities companies and futures companies are subject to the same regulations under the Financial Investment Services and Capital Markets Act).

The banking business and insurance business are not subject to the Financial Investment Services and Capital Markets Act and continue to be regulated under separate laws. However, they may become subject to the Financial Investment Services and Capital Markets Act if their activities involve any financial investment businesses requiring a license pursuant to the Financial Investment Services and Capital Markets Act.

Comprehensive Definition of Financial Investment Products

In an effort to encompass the various types of securities and derivative products available in the capital markets, the Financial Investment Services and Capital Markets Act sets forth a comprehensive term “financial investment products,” defined to mean all financial products with a risk of loss in the invested amount (in contrast to “deposits,” which are financial products for which the invested amount is protected or preserved). Financial investment products are classified into two major categories: (i) “securities” (relating to financial investment products where the risk of loss is limited to the invested amount) and (ii) “derivatives” (relating to financial investment products where the risk of loss may exceed the invested amount). As a result of the general and open-ended manner in which financial investment products are defined, any future financial product could potentially come within the scope of the definition of financial investment products, thereby enabling Financial Investment Companies (as defined below) to handle a broader range of financial products. Under the Financial Investment Services and Capital Markets Act, securities companies, asset management companies, futures companies and other entities engaging in any Financial Investment Business are classified as “Financial Investment Companies.”

New License System and the Conversion of Existing Licenses

Under the Financial Investment Services and Capital Markets Act, Financial Investment Companies are able to choose what Financial Investment Business to engage in (via a “check the box” method set forth in the

relevant license application), by specifying the desired (i) Financial Investment Business, (ii) financial investment product and (iii) target customers to which financial investment products may be sold or dealt to (i.e., general investors or professional investors). Licenses will be issued under the specific business sub-categories described in the foregoing sentence. For example, it would be possible for a Financial Investment Company to obtain a license to engage in the Financial Investment Business of (i) dealing (ii) over the counter derivatives products (iii) only with sophisticated investors.

Financial institutions that engage in business activities constituting a Financial Investment Business are required to take certain steps, such as renewal of their license or registration, in order to continue engaging in such business activities. Financial institutions that are not licensed Financial Investment Companies are not permitted to engage in any Financial Investment Business, subject to the following exceptions: (i) banks and insurance companies are permitted to engage in certain categories of Financial Investment Business; and (ii) other financial institutions that engaged in any Financial Investment Business prior to the effective date of the Financial Investment Services and Capital Markets Act (whether in the form of a concurrent business or an incidental business) are permitted to continue such Financial Investment Business for a period not exceeding six months commencing on the effective date of the Financial Investment Services and Capital Markets Act.

Expanded Business Scope of Financial Investment Companies

Under the previous regulatory system in Korea, it was difficult for a financial institution to explore a new line of business or expand upon its existing line of business. For example, a financial institution licensed as a securities company generally was not permitted to engage in the asset management business. In contrast, under the Financial Investment Services and Capital Markets Act, pursuant to the integration of its current businesses involving financial investment products into a single Financial Investment Business, a licensed Financial Investment Company is permitted to engage in all types of Financial Investment Businesses, subject to satisfying relevant regulations (for example, maintaining an adequate “Chinese Wall,” to the extent required). As to incidental businesses (i.e., a financial related business which is not a Financial Investment Business), the Financial Investment Services and Capital Markets Act generally allows a Financial Investment Company to freely engage in such incidental businesses by shifting away from the previous positive-list system towards a more comprehensive system. In addition, a Financial Investment Company is permitted to outsource marketing activities by contracting “introducing brokers” that are individuals but not employees of the Financial Investment Company. Financial Investment Companies are permitted (i) to engage in foreign exchange businesses related to their Financial Investment Business and (ii) to participate in the settlement network, pursuant to an agreement among the settlement network participants.

Improvement in Investor Protection Mechanism

While the Financial Investment Services and Capital Markets Act widens the scope of financial businesses in which financial institutions are permitted to engage, a more rigorous investor-protection mechanism is also imposed upon Financial Investment Companies dealing in financial investment products. The Financial Investment Services and Capital Markets Act distinguishes general investors from sophisticated investors and provides new or enhanced protections to general investors. For instance, the Financial Investment Services and Capital Markets Act expressly provides for a strict know-your-customer rule for general investors and imposes an obligation that Financial Investment Companies should market financial investment products suitable to each general investor, using written explanatory materials. Under the Financial Investment Services and Capital Markets Act, a Financial Investment Company could be liable if a general investor proves (i) damage or losses relating to such general investor’s investment in financial investment products solicited by such Financial Investment Company and (ii) the absence of the requisite written explanatory materials, without having to prove fault or causation. With respect to conflicts of interest between Financial Investment Companies and investors,

the Financial Investment Services and Capital Markets Act expressly requires (i) disclosure of any conflict of interest to investors and (ii) mitigation of conflicts of interest to a comfortable level or abstention from the relevant transaction.

Other Changes of Securities/Fund Regulations

The Financial Investment Services and Capital Markets Act also affected various securities regulations including those relating to public disclosure, insider trading and proxy contests, which were previously governed by the Korean Securities and Exchange Act. For example, the 5% and 10% reporting obligations under the Korean Securities and Exchange Act has become more stringent. The Indirect Investment and Asset Management Business Act strictly limited the kind of vehicles that could be utilized under a collective investment scheme, restricting the range of potential vehicles to trusts and corporations, and the type of funds that can be used for investments. However, under the Financial Investment Services and Capital Markets Act, these restrictions have been significantly liberalized, permitting all vehicles that may be created under Korean law, such as limited liability companies or partnerships, to be used for the purpose of collective investments and allowing investment funds to be much more flexible as to their investments.

 

Item 4.C.Organizational Structure

The following chart provides an overview of our structure, including our significant subsidiaries and our ownership of such subsidiaries as of the date of this annual report:

 

LOGOLOGO

Our largest subsidiary is Kookmin Bank, the assets of which represented approximately 91.4%89.3% of our total assets as of December 31, 2012.2014. The following table provides summary information for our operating subsidiaries that are consolidated in our consolidated financial statements as of and for the year ended December 31, 2012,2014, including their consolidated total assets, operating revenue, profit (loss) and total equity:

 

Subsidiaries

  Total Assets   Operating
Revenue
   Profit (Loss) Total Equity   Total Assets   Operating Revenue   Profit (Loss) Total Equity 
  (in millions of Won)   (in millions of Won) 

Kookmin Bank

  257,748,697    19,273,344    1,416,142   19,957,555    275,453,664    16,283,978    1,029,041   21,940,473  

KB Kookmin Card Co., Ltd.

   14,046,174     2,921,167     291,592    3,079,633  

KB Kookmin Card Co., Ltd. .

   15,886,769     2,864,957     332,701    3,480,455  

KB Investment & Securities Co., Ltd.

   3,357,196     1,083,947     18,741    545,129     4,131,568     578,345     25,624    576,740  

KB Life Insurance Co., Ltd.

   5,987,928     1,944,103     16,606    393,201  

KB Asset Management Co., Ltd.

   164,595     89,541     35,885    127,040  

KB Life Insurance Co., Ltd. .

   7,680,184     1,453,057     6,537    583,725  

KB Asset Management Co., Ltd. .

   254,481     105,234     49,560    201,940  

KB Real Estate Trust Co., Ltd.

   201,572     52,021     21,446    166,209     204,888     50,283     14,818    183,958  

KB Investment Co., Ltd.

   504,480     39,878     5,474    123,442  

KB Investment Co., Ltd. .

   225,353     33,371     1,382    134,784  

KB Credit Information Co., Ltd.

   30,422     58,584     331    22,791     28,805     38,796     (1,605  20,850  

KB Data Systems Co., Ltd.

   25,519     78,021     (1,461  14,758     31,397     59,129     367    14,523  

KB Savings Bank Co., Ltd.

   646,674     62,237     (34,860  136,420  

KB Savings Bank Co., Ltd. .

   772,676     56,712     (15,079  152,794  

KB Capital Co., Ltd. (1)

   4,023,965     250,042     29,990    411,815  

(1)

KB Capital Co., Ltd. (formerly known as Woori Financial Co., Ltd.) was added as a subsidiary in March 2014 as a result of our purchase of 52.02% of its shares.

Further information regarding our subsidiaries is provided below:

 

  

Kookmin Bank was established in Korea in 2001 as a result of the merger of the former Kookmin Bank (established in 1963) and H&CB (established in 1967). Kookmin Bank provides a wide range of banking and other financial services to individuals, small- and medium-sized enterprises and large corporations in Korea. As of December 31, 2012,2014, Kookmin Bank was one of the largest commercial banks in Korea based upon total assets (including loans) and deposits. As of December 31, 2012,2014, Kookmin Bank had approximately 27.128.7 million customers, with 1,1931,161 branches nationwide.

 

  

KB Kookmin Card Co., Ltd. was established in March 2011 as a separate entity upon the completion of a horizontal spin-off of Kookmin Bank’s credit card business, to provide credit card services.

 

  

KB Investment & Securities Co., Ltd., was established in Korea in 1995 to provide various investment banking services. KB Investment & Securities was formerly known as Hannuri Investment & Securities Co., Ltd. and was acquired by Kookmin Bank on March 11, 2008. In March 2011, KB Investment & Securities was merged with KB Futures Co., Ltd., with KB Investment & Securities as the surviving entity.

 

  

KB Life Insurance Co., Ltd., was established in Korea in April 2004 to provide life insurance and wealth management products primarily through our branch network.

 

  

KB Asset Management Co., Ltd. was established in Korea in April 1988 as a subsidiary of Citizens Investment Trust Company to provide investment advisory services.

 

KB Capital Co., Ltd., which provides leasing services and installment finance services, was formerly known as Woori Financial Co., Ltd. and was acquired by us on March 20, 2014.

KB Savings Bank Co., Ltd. was established in Korea in January 2012 to provide small-loan finance services. KB Savings Bank was established in connection with our purchase of assets and assumption of liabilities of Jeil Savings Bank in January 2012. We acquired Yehansoul Savings Bank, which provided small-loan finance services, in September 2013 and merged it with KB Savings Bank in January 2014, with KB Savings Bank as the surviving entity.

  

KB Real Estate Trust Co., Ltd. was established in Korea in December 1996 to provide real estate development and brokerage services by managing trusts related to the real estate industry.

 

  

KB Investment Co., Ltd. was established in Korea in March 1990 to invest in and finance small- and medium-sized enterprises.

 

  

KB Credit Information Co., Ltd. was established in Korea in October 1999 to collect delinquent loans and to check credit history.

 

  

KB Data Systems Co., Ltd.was established in Korea in September 1991 to provide software services to us and other financial institutions.

 

KB Savings Bank Co., Ltd. was established in Korea in January 2012 to provide small-loan finance services. KB Savings Bank was established in connection with our purchase of assets and assumption of liabilities of Jeil Savings Bank in January 2012.

Item 4.D.Property, Plants and Equipment

Our registered office and corporate headquarters are located at 9-1, 2-ga,84, Namdaemoon-ro, Jung-gu,Seoul 100-703, Korea. The following table presents information regarding certain of our properties in Korea:

 

Type of facility/building

  

Location

  Area
(square meters)
 

Registered office and corporate headquarters

  

9-1, 2-ga,84, Namdaemoon-ro,

Jung-gu, Seoul 100-703

   1,749  

Kookmin Bank headquarters building

  36-3, Yeouido-dong,

26, Gukjegeumyung-ro 8-gil,

Yeongdeungpo-gu, Seoul

150-758

   5,354  

KB Kookmin Card headquarters building

  Jongro-gu, Seoul   3,797  

Kookmin Bank Trainingtraining institute

  Ilsan   207,659  

Kookmin Bank Trainingtraining institute

  Daecheon   4,158  

Kookmin Bank Trainingtraining institute

  Sokcho   15,584  

Kookmin Bank Trainingtraining institute

  Cheonan   196,649  

Kookmin Bank IT center

  Gangseo-gu, Seoul   13,116  

Kookmin Bank IT center

  Yeouido, Seoul   5,928  

Kookmin Bank IT center

  Yeouido, Seoul   2,006  

Kookmin Bank ITsupport center

  Seongbuk-gu, Seoul   4,748  

As of December 31, 2012,2014, we had a countrywide network of 1,1931,161 banking branches and sub-branches, as well as 83121 branches and sub-branches and 6 representative offices for our other operations including credit information, real estate,card, investment banking and insurance-related businesses. Approximately one-quarter of these facilities are housed in buildings owned by us, while the remaining branches are leased properties. Lease terms are generally from two to three years and seldom exceed five years. We also have subsidiaries in Cambodia, China, Hong Kong and the United Kingdom and branches of Kookmin Bank in Osaka and Tokyo in Japan, Auckland in New Zealand, New York in the United States and Ho Chi Minh City in Vietnam, as well as a branch of Kookmin Bank Cambodia PLC in Phnom Penh and branches of KoominKookmin Bank (China) Ltd. in Beijing, Guangzhou, Harbin and Suzhou in China. We also have representative offices of Kookmin Bank in Mumbai in India, Yangon in Myanmar and Hanoi in Vietnam. We do not own any material properties outside of Korea.

The net carrying amount of all the properties owned by us at December 31, 20122014 was ₩2,895₩2,826 billion.

 

Item 4A.UNRESOLVED STAFF COMMENTS

We do not have any unresolved comments from the U.S. Securities and Exchange Commission staff regarding our periodic reports under the Securities Exchange Act of 1934, as amended, or the Exchange Act.

Item 5.OPERATING AND FINANCIAL REVIEW AND PROSPECTS

 

Item 5.A.Operating Results

Overview

The following discussion is based on our consolidated financial statements, which have been prepared in accordance with IFRS as issued by the IASB. The consolidated financial statements include the accounts of subsidiaries over which substantive control is exercised through majority ownership of voting stock and/or other means. Investments in jointly controlled entities and associates (companies over which we have the ability to exercise significant influence) are accounted for by the equity method of accounting.

Trends in the Korean Economy

Our financial position and results of operations have been and will continue to be significantly affected by financial and economic conditions in Korea. Substantial growth in lending in Korea to small- and medium-sized

enterprises in recent years, and financial difficulties experienced by such enterprises as a result of, among other things, adverse economic conditions in Korea and globally, from the second half of 2008, have generally led to increasing delinquencies and a deterioration in overall asset quality in the credit exposures of Korean banks to small- and medium-sized enterprises. In 2012,2014, we recorded charge-offs of ₩943₩746 billion in respect of our loans to small- and medium-sized enterprises, compared to charge-offs of ₩1,274₩691 billion in 2011.2013 and charge-offs of ₩943 billion in 2012. In light of the difficult financial condition and liquidity position of small- and medium-sized enterprises in Korea since the second half of 2008, the Korean government introduced measures intended to encourage Korean banks to provide financial support to small- and medium-sized enterprise borrowers. See “Item 3.D. Risk Factors—Risks relating to our small- and medium-sized enterprise loan portfolio—We have significant exposure to small- and medium-sized enterprises, and any financial difficulties experienced by these customers may result in a deterioration of our asset quality and have an adverse impact on us.”

In recent years, commercial banks, consumer finance companies and other financial institutions in Korea have also made significant investments and engaged in aggressive marketing in retail lending (including mortgage and home equity loans), leading to substantially increased competition in this segment. Furthermore, in 2014, the Korean government announced several measures to encourage consumer spending and revive the housing market in Korea, including loosening regulations on mortgage lending, which contributed to an increase in our portfolio of retail loans from ₩107,644 billion as of December 31, 2013 to ₩119,249 billion as of December 31, 2014. The rapid growth in retail lending, together with adverse economic conditions since the second half of 2008, have generally ledin recent years, may lead to increasing delinquencies and a deterioration in asset quality. In 2012,2014, we recorded charge-offs of ₩574 billion and provision for loan losses of ₩340 billion in respect of our retail loan portfolio, compared to charge-offs of ₩581 billion and provision for loan losses of ₩361 billion in 2013 and charge-offs of ₩453 billion and provision for loan losses of ₩402 billion in respect of our retail loan portfolio, compared to charge-offs of ₩287 billion and provision for loan losses of ₩296 billion in 2011. In June 2011, the Korean government announced a set of policy objectives to curtail the rapid growth of consumer lending by commercial banks, consumer finance companies and other financial institutions, as well as measures to encourage the increased use of fixed interest rates in consumer lending and to strengthen the protection of retail borrowers.2012. See “Item 3.D. Risk Factors—Risks relating to our retail credit portfolio.”

The Korean economy is closely tied to, and is affected by developments in, the global economy. While the rate of deterioration of the global economy since the commencement of the global financial crisis in 2008 has slowed, with some signs of stabilization and improvement, the overall prospects for the Korean and global economy in 20132015 and beyond remain uncertain. Starting in the second half of 2011, the global financial markets have experienced significant volatility as a result of, among other things, things:

the financial difficulties affecting many governments worldwide, in particular in Cyprus, Greece, Spain, Italysouthern Europe and Portugal. In addition, recent Latin America;

the slowdown of economic growth in China and other major emerging market economies;

interest rate fluctuations amid speculation that the U.S. Federal Reserve would raise interest rates, as well as reductions in policy rates by an increasing number of central banks, including the Bank of Korea; and

political and social instability in various countries in the Middle East and Northern Africa, including in Egypt, Libya,Iraq, Syria and Yemen, have resulted in volatility and uncertaintyas well as in the global energy markets. Any of these or other developments could potentially trigger another financialUkraine and economic crisis. In light of the recent slowdown in Korea’s growth and uncertain global economic prospects, the Bank of Korea reduced its policy rate to 3.00% in July 2012 and further reduced such rate to 2.75% in October 2012 to support Korea’s economy. Furthermore, in response to China’s slowing gross domestic product growth rates that began in 2011, the Chinese government implemented stimulus measures, including a decrease in the benchmark interest rate for deposits and loans as announced by the People’s Bank of China in June 2012, but the overall impact of such stimulus measures remains uncertain. Although China’s economy began to show signs of recovery in the fourth quarter of 2012, falling real estate price levels in certain urban areas, excess liquidity and China’s investment-driven growth may lead to an economic correction. Russia.

In light of the high level of interdependence of the global economy, any of the foregoing developments could have a material adverse effect on the Korean economy and financial markets, and in turn on our business, financial condition and results of operations.

We are also exposed to adverse changes and volatility in global and Korean financial markets as a result of our liabilities and assets denominated in foreign currencies and our holdings of trading and investment securities, including structured products. Since the second half of 2008, theThe value of the Won relative to major foreign currencies in general and the U.S. dollar in particular has fluctuated widely.widely in recent years. See “Item 3.A. Selected Financial Data—Exchange Rates.” A depreciation of the Won will increase our cost in Won of servicing our foreign currency-denominated debt, while continued exchange rate volatility may also result in foreign exchange losses for us. Furthermore, as a result of adverse global and Korean economic conditions, there has been significant volatility in securities prices, including the stock prices of Korean and foreign companies in which we hold an

interest. Such volatility has resulted in and may lead to further trading and valuation losses on our trading and investment securities portfolio as well as impairment losses on our investments accounted for under the equity method, including our noncontrolling equity stake in JSC Bank CenterCredit, a Kazakhstan bank, the initial stake in which we acquired in 2008. See “Item 4.B. Business Overview—Capital Markets Activities and International Banking—International Banking.”

As a result of volatile conditions and weakness in the Korean and global economies, as well as factors such as the uncertainty surrounding the global financial markets, fluctuations in oil and commodity prices, interest and exchange rate fluctuations, higher unemployment, lower consumer confidence, increases inincreased inflation rates,volatility, potential tightening of fiscal and monetary policies and continued tensions with North Korea, the economic outlook for the financial services sector in Korea in 20132015 and for the foreseeable future remains uncertain.

Acquisitions

In January 2012, we established KB Savings Bank to provide small-loan finance services to retail customers. KB Savings Bank was established in connection with our purchase of the assets of Jeil Savings Bank and assumption of its liabilities pursuant to a purchase and assumption agreement among Jeil Savings Bank, the Korea Deposit Insurance Corporation and us. In May 2012, pursuant to the purchase and assumption agreement, we transferred to the Korea Deposit Insurance Corporation a portion of the assets we purchased and related liabilities we assumed. In connection with such purchase and assumption (and after giving effect to the transfer to the Korea Deposit Insurance Corporation), we recognized an acquisition of ₩2,546 billion of assets and an assumption of ₩2,654 billion of liabilities and also ₩108 billion of goodwill. See

In June 2013, we purchased ING Insurance International II B.V.’s 49% interest in KB Life Insurance Co., Ltd. for ₩167 billion, as a result of which KB Life Insurance Co., Ltd. became our wholly-owned subsidiary.

In September 2013, we purchased 100% of the shares of Yehansoul Savings Bank from the Korea Deposit Insurance Corporation for ₩38 billion. In connection with such purchase, we recognized an acquisition of ₩470 billion of assets and an assumption of ₩439 billion of liabilities and also ₩7 billion of goodwill. In January 2014, KB Savings Bank merged with Yehansoul Savings Bank, with KB Savings Bank as the surviving entity.

In March 2014, we acquired 52.02% of the outstanding shares of Woori Financial Co., Ltd., a publicly listed Korean consumer finance company, from Woori Finance Holdings Co., Ltd. for ₩280 billion, and subsequently renamed the entity KB Capital Co., Ltd.

In addition, in June 2014, we entered into a share purchase agreement, which was amended in March 2015, to acquire 19.47% of the outstanding shares of LIG Insurance Co., Ltd., a publicly listed Korean property and casualty insurance company, from a group of individual shareholders for ₩645 billion. Pursuant to applicable Korean law, we will be required to increase our shareholding in LIG Insurance to at least 30% within one year

from the date of such acquisition. As of December 31, 2014, LIG Insurance had total assets of ₩23,929 billion and total equity of ₩1,785 billion, and in 2014, its total revenues amounted to ₩10,878 billion and its profit for the year amounted to ₩139 billion.

Changes in Accounting Policies

Pursuant to the adoption of IFRS 10,Consolidated Financial Statements, which is effective beginning in 2013, our consolidated financial statements as of and for the years ended December 31, 2013 and 2014 include trust accounts for which we guarantee only the repayment of principal, as well as certain other entities, which were not previously subject to consolidation, while excluding certain other entities that were previously consolidated. We included in our scope of consolidation those entities with respect to which (i) we had existing rights that gave us the current ability to direct the relevant activities of such entities, (ii) we had exposure or rights to variable returns from our investment in such entities and (iii) we had the ability to use our power over such entities to affect the amount of our returns. Our consolidated financial statements as of and for the year ended December 31, 2012 have been restated to retroactively apply this change.

Upon the adoption of IFRS 10,Consolidated Financial Statements, in 2013, we applied the standard described above and consolidated five asset-backed securitization specialty companies and seven funds (including a subsidiary of a fund), while excluding KB-Glenwood Private Equity Fund 1, NPS KBIC Private Equity No. 1 and KBIC Private Equity Fund No. 3 from our scope of consolidation. The asset-backed securitization specialty companies that were consolidated in 2013 are Samho Kyungwon Co., Ltd., Taejon Samho The First Co., Ltd., Prince DCM Co., Ltd. and KH First Co., Ltd. The funds that were consolidated in 2013 are KB Hope Sharing BTL Private Special Asset, Hanbando BTL Private Special Asset Fund 1, Global Logistics Infra Private Fund 1, Global Logistics Infra Private Fund 2, KB Mezzanine Private Securities Fund 1, KB Private Real Estate Securities Fund 1 (NPL), K Star KTB ETF (Bond) and Woori KA First Asset Securitization (a subsidiary of KB Private Real Estate Securities Fund 1 (NPL)). For further information regarding changes in our consolidated subsidiaries, see Note 4440 of the notes to our consolidated financial statements included elsewhere in this annual report.

In addition, in 2014, we changed our accounting policy with respect to uncertain tax positions. Prior to January 1, 2014, we had recognized our uncertain tax positions in the financial statements based on the guidance in International Accounting Standards 37, or IAS 37,Provisions, Contingent Liabilities and Contingent Assets, which allows recognition of the best estimate of expenditures as tax expenses if the uncertain tax position is probable of resulting in an additional payment to the tax authorities. Under IAS 37, however, tax benefits are recognized only when it has become virtually certain that a tax refund from a claim for rectification or an appeal for refund of amounts claimed from the tax authorities will occur. Beginning in 2014, we recognize our uncertain tax positions in the financial statements based on the guidance in International Accounting Standards 12, or IAS 12,Income Taxes, which allows recognition of tax payments as current income tax assets to the extent it is probable that they will be recovered from the tax authorities. Our consolidated financial statements as of and for the years ended December 31, 2012 and 2013 have been restated to retroactively apply such change in our accounting policy.

For further information regarding these and other changes to our accounting policies and their effect on our consolidated financial statements, see Note 2.1 of the notes to our consolidated financial statements included elsewhere in this annual report.

Changes in Securities Values, Exchange Rates and Interest Rates

Fluctuations of exchange rates, interest rates and stock prices affect, among other things, the demand for our products and services, the value of and rate of return on our assets, the availability and cost of funding and the financial condition of our customers. The following table shows, for the dates indicated, the stock price index of all equities listed on the KRX KOSPI Market as published in the KOSPI, the Won to U.S. dollar exchange rates and benchmark Won borrowing interest rates.

 

 June 30,
2008
 Dec. 30,
2008
 June 30,
2009
 Dec. 30,
2009
 June 30,
2010
 Dec. 30,
2010
 June 30,
2011
 Dec. 29,
2011
 June 29,
2012
 Dec. 31,
2012
  June 30,
2010
 Dec. 30,
2010
 June 30,
2011
 Dec. 29,
2011
 June 29,
2012
 Dec. 31,
2012
 June 28,
2013
 Dec. 31,
2013
 June 30,
2014
 Dec. 31,
2014
 

KOSPI

  1,674.92    1,124.47    1,390.07    1,682.77    1,698.29    2,051.00    2,100.69    1,825.74    1,854.01    1,997.05 (4)   1,698.29    2,051.00    2,100.69    1,825.74    1,854.01 (4)   1,997.05    1,863.32    2,011.34 (5)   2,002.21    1,915.59 (6) 

₩/US$ exchange rates (1)

 1,046.8   1,262.0   1,273.5   1,163.7   1,220.9   1,130.6   1,066.3   1,158.5   1,141.2   1,063.2   1,220.9   1,130.6   1,066.3   1,158.5   1,141.2   1,063.2   1,141.5   1,055.3   1,011.6   1,090.9  

Corporate bond rates (2)

  6.88  8.12  5.61  5.70  4.96  4.30  4.49  4.22  3.94  3.44  4.96  4.30  4.49  4.22  3.94  3.44  3.54  3.64  3.42  2.87

Treasury bond rates (3)

  5.90  3.41  4.16  4.41  3.86  3.38  3.76  3.34  3.30  2.82  3.86  3.38  3.76  3.34  3.30  2.82  2.88  2.86  2.68  2.10

 

(1) 

Represents the noon buying rate on the dates indicated.

(2) 

Measured by the yield on three-year Korean corporate bonds rated as A+ by the Korean credit rating agencies.

(3) 

Measured by the yield on three-year treasury bonds issued by the Ministry of Strategy and Finance of Korea.

(4) 

As of December 28, 2012, the last day of trading for the KRX KOSPI Market in 2012.

(5)

As of December 30, 2013, the last day of trading for the KRX KOSPI Market in 2013.

(6)

As of December 30, 2014, the last day of trading for the KRX KOSPI Market in 2014.

Critical Accounting Policies

The notes to our consolidated financial statements contain a summary of our significant accounting policies, including a discussion of recently issued accounting pronouncements. Certain of these policies are critical to the portrayal of our financial condition, since they require management to make difficult, complex or subjective judgments, some of which may relate to matters that are inherently uncertain. We discuss these critical accounting policies below.

Impairment of Loans and Allowances for Loan Losses

We evaluate our loan portfolio for impairment on an ongoing basis. We have established allowances for loan losses, which are available to absorb probable losses that have been incurred in our loan portfolio as of the balance sheet date. If we believe that additions or changes to the allowances for loan losses are required, we record a provision for loan losses (as part of our provision for credit losses), which is treated as a charge against current income. Loan exposures that we deem to be uncollectible, including actual loan losses, net of recoveries of previously written-off amounts, are charged directly against the allowances for loan losses.

Our accounting policies for losses arising from the impairment of loans and allowances for loan losses are described in Note 3.6 of the notes to our consolidated financial statements. We base the level of our allowances for loan losses on an evaluation of the risk characteristics of our loan portfolio. The evaluation considers factors such as historical loss experience, the financial condition of our borrowers and current economic conditions.

Allowances represent our management’s best estimate of losses incurred in the loan portfolio as of the balance sheet date. Our management is required to exercise judgment in making assumptions and estimates when calculating loan allowances on both individually and collectively assessed loans.

The determination of the allowances required for loans which are deemed to be individually significant often requires the use of considerable management judgment concerning such matters as economic conditions, the financial performance of the counterparty and the value of any collateral held for which there may not be a readily accessible market. Once we have identified loans as impaired, we generally value them either based on the present value of expected future cash flows discounted at the loan’s effective interest rate or, as a practical expedient, at a loan’s observable market price or the fair value of the collateral if a loan is collateral dependent. The actual amount of the future cash flows and their timing may differ from the estimates used by our management and consequently may cause actual losses to differ from the reported allowances.

The allowances for portfolios of smaller-balance homogenous loans, such as those to individuals and small business customers, and for those loans which are individually significant but for which no objective evidence of impairment exists, are determined on a collective basis. The collective allowances are calculated on a portfolio basis using statistical models which incorporate numerous estimates and judgments. We perform a regular review of the models and underlying data and assumptions.

Our consolidated financial statements for the year ended December 31, 20122014 included total allowances for loan losses of ₩3,268₩2,452 billion as of that date. Our total loan charge-offs, net of recoveries, amounted to ₩1,748₩1,560 billion and we recorded a provision for loan losses (which forms a part of the provision for credit losses, together with provisions for unused loan commitments, acceptances and guarantees, financial guarantee contracts and other financial assets) of ₩1,653₩1,211 billion in 2012.2014.

We believe that the accounting estimates related to our impairment of loans and allowances for loan losses are a “critical accounting policy” because: (1) they are highly susceptible to change from period to period because they require us to make assumptions about future default rates and losses relating to our loan portfolio; and (2) any significant difference between our estimated loan losses (as reflected in our allowances for loan losses) and actual loan losses could require us to take an additional provision which, if significant, could have a material impact on our profit. Our assumptions about estimated losses require significant judgment because actual losses have fluctuated in the past and are expected to continue to do so, based on a variety of factors.

Valuation of Financial Instruments

Our accounting policy for determining the fair value of financial instruments is described in Notes 3.3 and 6 of the notes to our consolidated financial statements.

The best evidence of fair value is a quoted price in an actively traded market. In the event that the market for a financial instrument is not active, a valuation technique is used. The majority of valuation techniques employ only observable market data and, as such, the reliability of the fair value measurement is high. However, certain financial instruments are valued on the basis of valuation techniques that feature one or more significant market inputs that are unobservable. Valuation techniques that rely to a greater extent on unobservable inputs require a higher level of management judgment to calculate a fair value than those based wholly on observable inputs.

Valuation techniques used to calculate fair values are discussed in Note 6.26.1 of the notes to our consolidated financial statements. The main assumptions and estimates which our management considers when applying a model with valuation techniques are:

 

The likelihood and expected timing of future cash flows on the instrument. These cash flows are usually governed by the terms of the instrument, although judgment may be required when the ability of the counterparty to service the instrument in accordance with the contractual terms is in doubt. Future cash flows may be sensitive to changes in market rates.

 

Selecting an appropriate discount rate for the instrument. The determination of this rate is based on an assessment of what a market participant would regard as the appropriate spread of the rate for the instrument over the appropriate risk-free rate.

 

Judgment to determine what model to use to calculate fair value in areas where the choice of valuation model is particularly subjective (for example, valuation of complex derivative products).

The financial instruments carried at fair value have been categorized under the three levels of the IFRS fair value hierarchy as follows:

 

Level 1: Quoted prices in active markets for identical assets or liabilities.

 

Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities.

 

Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Fair value is a market-based measure considered from the perspective of a market participant. As such, even when market assumptions are not readily available, our own assumptions are intended to reflect those that market participants would use in pricing the asset or liability at the measurement date.

For financial instruments traded in the over-the-counter market, we measure the fair value of such instruments as the arithmetic mean of prices obtained from Korea Asset Pricing (an affiliate of Fitch Ratings), KIS Pricing (an affiliate of Moody’s Investors Service) and NICE Pricing Service,and Information, all three of which are recognized as major qualified independent pricing services in Korea. There are extremely rare cases where we do not receive price quotes from all three of the pricing services described above. In such cases, we contact the pricing service which did not submit a price quote to discuss the reason why it cannot provide a price and, following such discussion, we use the arithmetic mean of only the prices obtained from the other pricing services so long as there is no reason to believe that the prices that have been submitted are inadequate. We generally do not adjust the prices we obtain from these independent pricing services, as the variance among such prices is insignificant in most cases (primarily because most of the financial instruments we hold consist of government bonds and highly-rated corporate bonds, there is a high volume of transactions in the over-the-counter market and actual transaction prices are monitored and referenced by the pricing services).

Our consolidated financial statements for the year ended December 31, 20122014 included financial assets measured at fair value using a valuation technique of ₩18,598₩22,411 billion, representing 56.4%63.8% of total financial

assets measured at fair value, and financial liabilities measured at fair value using a valuation technique of ₩2,535₩2,778 billion, representing 64.7%76.9% of total financial liabilities measured at fair value. As used herein, the fair value using a valuation technique means the fair value at Level 2 and Level 3 in the fair value hierarchy.

We believe that the accounting estimates related to the determination of the fair value of financial instruments are a “critical accounting policy” because: (1) they may be highly susceptible to change from period to period based on factors beyond our control; and (2) any significant difference between our estimate of the fair value of these financial instruments on any particular date and either their estimated fair value on a different date or the actual proceeds that we receive upon sale of these financial instruments could result in valuation losses or losses on disposal which may have a material impact on our profit. Our assumptions about the fair value of financial instruments we hold require significant judgment because actual valuations have fluctuated in the past and are expected to continue to do so, based on a variety of factors.

Deferred Income Tax Assets

Our accounting policy for the recognition of deferred income tax assets is described in Notes 3.21 and 16 of the notes to our consolidated financial statements. The recognition of deferred income tax assets relies on an assessment of the probability and sufficiency of future taxable profits, future reversals of existing taxable temporary differences and ongoing tax planning strategies.

We recognize deferred income tax assets and liabilities for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, unused tax losses and unused tax credits. Deferred income tax assets are recognized only to the extent it is probable that sufficient taxable profit will be available against which those deductible temporary differences, unused tax losses or unused tax credits can be utilized. This assessment requires significant management judgment and assumptions. In determining the amount of deferred income tax assets, we use historical tax capacity and profitability information and, if relevant, forecasted operating results, based upon approved business plans, including a review of the eligible carry-forward periods, available tax planning opportunities and other relevant considerations.

Our consolidated financial statements for the year ended December 31, 20122014 included deferred income tax assets and liabilities of ₩18₩16 billion and ₩130₩93 billion, respectively, as of that date, after offsetting of ₩903₩1,236 billion of deferred income tax liabilities and assets.

We believe that the estimates related to our recognition and measurement of deferred income tax assets are a “critical accounting policy” because: (1) they may be highly susceptible to change from period to period based on our assumptions regarding our future profitability; and (2) any significant difference between our estimates of future profits on any particular date and estimates of such future profits on a different date could result in an income tax expense or benefit which may have a material impact on our profit from period to period. Our assumptions about our future profitability require significant judgment and are inherently subjective.

Results of Operations

Net Interest Income

The following table shows, for the periods indicated, the principal components of our net interest income:

 

 Year Ended December 31, Percentage Change  Year Ended December 31, Percentage Change 
 2010 2011 2012 2011/2010 2012/2011  2012 2013 2014 2013/2012 2014/2013 
 (in billions of Won, except percentages) (%)  (in billions of Won, except percentages) (%) 

Interest income

          

Cash and interest earning deposits in other banks

 38   75   160    97.4  113.3 160   146   190    (8.8)%   30.1

Loans

  11,512    12,412    12,568    7.8    1.3    12,624    10,942    10,325    (13.3  (5.6

Financial investments (debt securities) (1)

  1,502    1,469    1,428    (2.2  (2.8  1,426    1,269    1,120    (11.0  (11.7
 

 

  

 

  

 

    

 

  

 

  

 

   

Total interest income

  13,052    13,956    14,156    6.9    1.4    14,210    12,357    11,635    (13.0  (5.8
 

 

  

 

  

 

    

 

  

 

  

 

   

Interest expense

          

Deposits

  4,709    4,945    5,319    5.0    7.6    5,450    4,279    3,845    (21.5  (10.1

Debts

  306    399    464    30.4    16.3    460    365    342    (20.7  (6.3

Debentures

  1,863    1,508    1,257    (19.1  (16.6  1,262    1,190    1,032    (5.7  (13.3
 

 

  

 

  

 

    

 

  

 

  

 

   

Total interest expense

  6,878    6,852    7,040    (0.4  2.7    7,172    5,834    5,219    (18.7  (10.5
 

 

  

 

  

 

    

 

  

 

  

 

   

Net interest income

 6,174   7,104   7,116    15.1    0.2   7,038   6,523   6,416    (7.3  (1.6
 

 

  

 

  

 

    

 

  

 

  

 

   

Net interest margin (2)

  2.58  2.88  2.74    2.71  2.51  2.39  

 

(1) 

Consists of debt securities in our available-for-sale and held-to-maturity financial asset portfolios.

(2) 

The ratio of net interest income to average interest earning assets. See “Item 3.A. Selected Financial Data—Profitability ratios and other data.”

Comparison of 20122014 to 20112013

Interest income.income. Interest income increased 1.4%decreased 5.8% from ₩13,956₩12,357 billion in 20112013 to ₩14,156₩11,635 billion in 2012,2014, primarily as a result of a 1.3% increase5.6% decrease in interest on loans. The average balance of our interest earning assets increased 5.2% from ₩246,627 billion in 2011 to ₩259,422 billion in 2012, principally due to the growth in our loan portfolio. The effect of this increase was offset in part by a 20 basis point decrease in averageAverage yields on our interest earning assets decreased 42 basis points from 5.66%4.76% in 20112013 to 5.46%4.34% in 2012,2014, which reflected a decrease in the general level of interest rates in Korea in 2012.

2014 compared to 2013. The 1.3% increase in interest on loans from ₩12,412 billion in 2011 to ₩12,568 billion in 2012effect of this decrease was primarily the result of an 8.0%partially offset by a 3.3% increase in the average volume of our interest earning assets from ₩259,645 billion in 2013 to ₩268,330 billion in 2014, principally due to growth in our loan portfolio.

The 5.6% decrease in interest on loans from ₩10,942 billion in 2013 to ₩10,325 billion in 2014 was primarily the result of:

a 43 basis point decrease in the average yields on corporate loans from ₩94,486 billion4.50% in 20112013 to ₩102,083 billion4.07% in 2012,2014, which was partially offset by a 25 basis point decrease in average yields on such loans from 5.43% in 2011 to 5.18% in 2012. The1.3% increase in the average volume of corporatesuch loans was principally duefrom ₩100,614 billion in 2013 to an increase₩101,875 billion in loans to SOHO customers which reflected our focus on marketing to this segment2014;

a 77 basis point decrease in 2012, while the average yields foron credit card receivables from 10.70% in 2013 to 9.93% in 2014, which was enhanced by a 2.6% decrease in the average volume of such receivables from ₩11,611 billion in 2013 to ₩11,312 billion in 2014;

a 47 basis point decrease in the average yields on mortgage loans from 4.10% in 2013 to 3.63% in 2014, which was partially offset by an 8.2% increase in the average volume of such loans from ₩44,514 billion in 2013 to ₩48,160 billion in 2014; and

a 45 basis point decrease in the average yields on home equity loans from 4.25% in 2013 to 3.80% in 2014, which was partially offset by a 5.8% increase in the average volume of such loans from ₩30,275 billion in 2013 to ₩32,030 billion in 2014.

The average yields on corporate loans, credit card receivables, mortgage loans and home equity loans decreased mainly as a result of the decrease in the general level of interest rates in Korea applicable to such loans and receivables from 20112013 to 2012.

Overall,2014. The increase in the average volume of corporate loans mainly reflected our increased marketing efforts as well as increased demand for such loans increased 4.4%, from ₩211,673 billion in 2011Korea. The decrease in the average volume of credit card loans was principally due to ₩221,056 billioninitiatives by the Korean government to encourage the use of debit cards instead of credit cards. The increase in 2012, whilethe average volume of mortgage loans was mainly a result of initiatives by the Korean government to revive the housing market in Korea by loosening regulations on mortgage lending in 2014. The increase in the average volume of home equity loans mainly reflected the loosening of the maximum loan-to-value ratios, to which our home equity loans are subject, by the Korean government in 2014.

Overall, the average yields on our loans decreased by 1745 basis points from 5.86%4.96% in 20112013 to 5.69%4.51% in 2012.2014, while the average volume of our loans increased 3.9% from ₩220,401 billion in 2013 to ₩228,989 billion in 2014.

Debt securities in our financial investments portfolio consist of available-for-sale debt securities and held-to-maturity debt securities, including debt securities issued by government-owned or -controlled enterprises or financial institutions and debt securities issued by Korean banks and other financial institutions. Interest on debt securities in our financial investments portfolio decreased 2.8%11.7% from ₩1,469₩1,269 billion in 20112013 to ₩1,428₩1,120 billion

in 20122014, primarily as a result of a 2426 basis point decrease in average yields on such debt securities from 4.50%3.81% in 20112013 to 4.26%3.55% in 2012,2014, which was partially offsetenhanced by a 2.6% increase5.4% decrease in the average volume of such debt securities from ₩32,655₩33,339 billion in 20112013 to ₩33,499₩31,530 billion in 2012.2014. The decrease in average yields on such debt securities was primarily due to thea decrease in the general level of interest rates in Korea for debt securities while the increasefrom 2013 to 2014. The decrease in the average volume of such debt securities mainlyprimarily reflected our increaseddecreased purchases of Korean treasury securities andsuch debt securities issued by government agencies and financial institutions.due to the lower interest rate environment in Korea in 2014.

Interest expense.Interest expense increased 2.7%decreased 10.5% from ₩6,852₩5,834 billion in 20112013 to ₩7,040₩5,219 billion in 20122014 primarily due to a 7.6% increase10.1% decrease in interest expense on deposits, which was partially offsetenhanced by a 16.6%13.3% decrease in interest expense on debentures. The average volume of interest bearing liabilities increased 4.8% from ₩227,158 billion in 2011 to ₩238,056 billion in 2012, which mainly reflected an increase in the average volume of deposits. The effect of this increase was partially offset by a decrease of 6 basis points in the average cost of interest bearing liabilities decreased by 33 basis points from 3.02%2.45% in 20112013 to 2.96%2.12% in 2012,2014, which was driven mainly by the lower interest rate environment in Korea in 2012.2014. The effect of this decrease was offset in part by a 3.5% increase in the average volume of interest-bearing liabilities from ₩238,452 billion in 2013 to ₩246,692 billion in 2014, which mainly reflected an increase in the average volume of debentures.

The 7.6% increase10.1% decrease in interest expense on deposits from ₩4,945₩4,279 billion in 20112013 to ₩5,319₩3,845 billion in 20122014 was primarily due to a 7.2% increase in the average volume of time deposits from ₩124,713 billion in 2011 to ₩133,728 billion in 2012, while the average cost of such deposits remained relatively stable at 3.68% in 2012 compared to 3.66% in 2011. The increase in the average volume of time deposits mainly reflected continuing demand for lower-risk financial products from our customers. Overall, the average volume of our deposits increased by 6.3% from ₩180,283 billion in 2011 to ₩191,653 billion in 2012, while the average cost of our deposits increased by 4 basis points from 2.74% in 2011 to 2.78% in 2012 as the relative proportion of higher interest rate deposit products in our total deposit portfolio increased in light of the continuing rate-based competition in the Korean banking industry for deposits.

The 16.6% decrease in interest expense on debentures from ₩1,508 billion in 2011 to ₩1,257 billion in 2012 resulted from a 15.5% decrease in the average volume of long-term debentures from ₩25,352 billion in 2011 to ₩21,432 billion in 2012 as well as a 1732 basis point decrease in the average cost of long-term debenturestime deposits from 5.57%3.02% in 20112013 to 5.40%2.70% in 2012.2014. The decrease in the average volume of long-term debentures mainly reflected our decreased use of long-term debentures to meet our funding needs, while the decrease in the average cost of suchtime deposits mainly reflected a decrease in the general level of interest rates in Korea from 2013 to 2014. Overall, the average cost of our deposits decreased by 29 basis points from 2.22% in 2013 to 1.93% in 2014, while the average volume of our deposits increased 3.4% from ₩192,960 billion in 2013 to ₩199,559 billion in 2014.

The 13.3% decrease in interest expense on debentures from ₩1,190 billion in 2013 to ₩1,032 billion in 2014 was primarily attributablemainly due to a 102 basis point decrease in the average cost of debentures from 4.70% in 2013 to 3.68% in 2014, which was offset in part by a 10.8% increase in the average volume of debentures from ₩25,319 billion in 2013 to ₩28,048 billion in 2014. The decrease in the average cost of debentures mainly reflected the

general decrease in market interest rates in Korea, including for suchlong-term debentures, in 2012.2014. The increase in the average volume of debentures was principally due to the addition of KB Capital as a consolidated subsidiary in March 2014.

Net interest margin.Net interest margin represents the ratio of net interest income to average interest earning assets. Our overall net interest margin decreased from 2.88%2.51% in 20112013 to 2.74%2.39% in 2012,2014, as a 0.2% increase1.6% decrease in our net interest income from ₩7,104₩6,523 billion in 20112013 to ₩7,116₩6,416 billion in 20122014 was outpaced byenhanced a 5.2%3.3% increase in the average volume of our interest earning assets from ₩246,627₩259,645 billion in 20112013 to ₩259,422₩268,330 billion in 2012.2014. The growth in average interest earning assets outpacedexceeded a 4.8%3.5% increase in average interest bearing liabilities from ₩227,158₩238,452 billion in 20112013 to ₩238,056₩246,692 billion in 2012,2014, while the increasedecrease in interest income more than offset the increaseoutpaced a decrease in interest expense, resulting in an increasea decrease in net interest income. However, ourOur net interest spread, which represents the difference between the average yield on our interest earning assets and the average cost of our interest bearing liabilities, declined from 2.64%2.31% in 20112013 to 2.50%2.22% in 2012.2014. The decline in our net interest spread reflected a larger decrease in the average yield of our interest earning assets, relative to the decrease in the average cost of our interest bearing liabilities, primarily due to the earlier adjustment of interest rates on interest earning assets compared to interest rates on interest bearing liabilities in the context of the lower interest rate environment, as well as the continuing rate-based competition in the Korean banking industry for the marketing of both loan and deposit products.

Comparison of 20112013 to 20102012

Interest income.Interest income increased 6.9%decreased 13.0% from ₩13,052₩14,210 billion in 20102012 to ₩13,956₩12,357 billion in 2011,2013, primarily as a result of a 7.8% increase13.3% decrease in interest on loans. The average balance of our interest earning assets

increased 3.1% decreased 0.2% from ₩239,273₩260,120 billion in 20102012 to ₩246,627₩259,645 billion in 2011,2013, principally due to the growtha decrease in our loan portfolio. The effect of this increasedecrease was enhanced by a 2170 basis point increasedecrease in average yields on our interest earning assets from 5.45%5.46% in 20102012 to 5.66%4.76% in 2011,2013, which reflected an increasea decrease in the general level of interest rates in Korea in 2011.2013.

The 7.8% increase13.3% decrease in interest on loans from ₩11,512₩12,624 billion in 20102012 to ₩12,412₩10,942 billion in 20112013 was primarily the result of:

 

a 10.8% increase68 basis point decrease in the average volume of home equityyields on corporate loans from ₩26,524 billion5.18% in 20102012 to ₩29,399 billion4.50% in 2011,2013, which was enhanced by a 41 basis point increase in average yields on such loans from 4.74% in 2010 to 5.15% in 2011;

a 54 basis point increase in average yields on mortgage loans from 4.42% in 2010 to 4.96% in 2011, which was partially offset by a 1.2%2.1% decrease in the average volume of such loans from ₩44,322₩102,773 billion in 20102012 to ₩43,790₩100,614 billion in 2011;2013;

 

a 2.7% increase82 basis point decrease in the average volume of corporate loans from ₩92,018 billion in 2010 to ₩94,486 billion in 2011, which was enhanced by a 6 basis point increase in average yields on such loans from 5.37% in 2010 to 5.43% in 2011; and

a 35 basis point increase in average yields on other consumer loans from 7.11%7.28% in 20102012 to 7.46%6.46% in 2011,2013, which was enhancedpartially offset by a 3.9%2.7% increase in the average volume of such loans from ₩28,075₩29,721 billion in 20102012 to ₩29,179₩30,536 billion in 2011.2013;

a 76 basis point decrease in the average yields on mortgage loans from 4.86% in 2012 to 4.10% in 2013, which was partially offset by a 0.2% increase in the average volume of such loans from ₩44,444 billion in 2012 to ₩44,514 billion in 2013; and

an 84 basis point decrease in the average yields on home equity loans from 5.09% in 2012 to 4.25% in 2013, which was partially offset by a 0.3% increase in the average volume of such loans from ₩30,170 billion in 2012 to ₩30,275 billion in 2013.

The average yields for corporate loans, other consumer loans, mortgage loans and home equity loans mortgage loans, corporate loans and other consumer loans increaseddecreased mainly as a result of the increasedecrease in the general level of interest rates in Korea applicable to such loans from 20102012 to 2011.2013. The increase in the average volume of home equity loans mainly reflected higher demand for such loans in Korea. The decrease in the average volume of mortgage loans was primarily a result of initiatives by the Korean government to reduce household debt by tightening rules on mortgage lending in 2011. The increase in the average volume of corporate loans was primarily due to our increased marketing efforts as well as increased demand for suchto improve the asset quality of our corporate loans in anticipationby applying more stringent standards to the origination of higher funding costs duenew loans and renewal of existing loans to growing adverse conditions in the global financial markets beginning in the second half of 2011.corporate customers. The increase in the average volume of other consumer loans was principally due to higher demand for such loans in Korea. The increase in the average volume of mortgage loans was primarily a result of an increase in loans relating to key money deposits. The increase in the average volume of home equity loans mainly reflected higher demand for such loans in Korea.

Overall, the average volume of our loans increased 3.3%decreased 0.7%, from ₩204,945₩221,930 billion in 20102012 to ₩211,673₩220,401 billion in 2011, and2013, while the average yields on our loans increaseddecreased by 2473 basis points, from 5.62%5.69% in 20102012 to 5.86%4.96% in 2011.2013.

Interest on debt securities in our financial investments portfolio decreased 2.2%11.0% from ₩1,502₩1,426 billion in 20102012 to ₩1,469₩1,269 billion in 20112013 primarily as a result of a 1346 basis point decrease in average yields on such debt securities from 4.63%4.27% in 20102012 to 4.50%3.81% in 2011, as2013, which was enhanced by a 0.1% decrease in the average volume of such debt securities remained relatively steady at ₩32,655from ₩33,382 billion in 2011 compared2012 to ₩32,449₩33,339 billion in 2010.2013. The decrease in average yields on such debt securities was primarily due to an increasethe decrease in the proportiongeneral level of monetary stabilization bondsinterest rates in our financial investments portfolio, which typically feature relatively lower yields compared to other types ofKorea for debt securities in our financial investments portfolio.from 2012 to 2013.

Interest expense.Interest expense decreased 0.4%18.7% from ₩6,878₩7,172 billion in 20102012 to ₩6,852₩5,834 billion in 2011,2013 primarily due mainly to a 19.1%21.5% decrease in interest expense on debentures. Such decreasedeposits, which was substantially offsetenhanced by a 5.0% increase in interest expense on deposits and a 30.4% increase20.7% decrease in interest expense on debts. The average volume of interest bearing liabilities increased 1.6%decreased 1.0% from ₩223,504₩240,831 billion in 20102012 to ₩227,158₩238,452 billion in 2011, principally due to an increase2013, which mainly reflected a decrease in the average volume of deposits. The effect of this increasedecrease was partially offsetenhanced by a decrease of 653 basis points in the average cost of interest bearing liabilities from 3.08%2.98% in 20102012 to 3.02%2.45% in 2011,2013, which was driven mainly by an increase in the proportion of deposits and debts, which typically feature relatively lower interest rates compared to debentures, in our funding portfolio.

The 19.1% decrease in interest expense on debentures from ₩1,863 billion in 2010 to ₩1,508 billion in 2011 resulted primarily from a 21.5% decrease in the average volume of long-term debentures from ₩32,313 billion in 2010 to ₩25,352 billion in 2011. The effect of such decrease was partially offset by a 7 basis point increase in the average cost of long-term debentures from 5.50% in 2010 to 5.57% in 2011. The decrease in the average volume of long-term debentures mainly reflected decreased use of long-term debentures to meet our funding needs, while the increase in the average cost of such debentures was primarily attributable to the general increase in market interest ratesrate environment in Korea including for such debentures.in 2013.

The 5.0% increase21.5% decrease in interest expense on deposits from ₩4,709₩5,450 billion in 20102012 to ₩4,945₩4,279 billion in 20112013 was primarily due to:

to a 10.7% increase67 basis point decrease in the average volumecost of time deposits from ₩112,621 billion3.69% in 20102012 to ₩124,713 billion3.02% in 2011,2013, which was enhanced by a 6 basis point increase in the average cost of such deposits from 3.60% in 2010 to 3.66% in 2011; and

a 15 basis point increase in the average cost of demand deposits from 0.43% in 2010 to 0.58% in 2011, which was enhanced by a 10.0% increase4.6% decrease in the average volume of such deposits from ₩48,919₩136,617 billion in 20102012 to ₩53,824₩130,286 billion in 2011.

2013. The effect of such increases was partially offset by an 84.2% decrease in the average volume of certificates of deposit from ₩11,044 billion in 2010 to ₩1,746 billion in 2011, which was enhanced by an 11 basis point decrease in the average cost of such deposits from 4.00% in 2010 to 3.89% in 2011.

The increase in the average volume of time deposits and demand deposits mainly reflected higher demand in Korea for lower-risk financial products as well as deposit products from larger commercial banks as opposed to smaller and higher-risk savings banks, in light of continued financial market volatility in 2011.

The increase in the average cost of demand deposits and time deposits was principally due to the increasedecrease in the general level of interest rates in Korea in 2011.from 2012 to 2013. The decrease in the average volume of certificates of deposit resulted primarily from our continuing effortstime deposits was principally due to convert our certificates of deposit into other depositsa decrease in order to comply with new loan-to-deposit ratio requirements set by the Financial Supervisory Service, which exclude certificates of deposit from the calculation of totaltime deposits for purposescorporate customers. Overall, the average cost of determining compliance with such ratio requirements.our deposits decreased by 58 basis points from 2.80% in 2012 to 2.22% in 2013, while the average volume of our deposits decreased by 0.8% from ₩194,506 billion in 2012 to ₩192,960 billion in 2013.

The 20.7% decrease in interest expense on debts from ₩460 billion in 2012 to ₩365 billion in 2013 resulted from a 30 basis point decrease in the average cost of debts from 2.11% in 2012 to 1.81% in 2013, which was enhanced by a 7.3% decrease in the average volume of debts from ₩21,773 billion in 2012 to ₩20,173 billion in 2013. The decrease in the average cost of certificates of deposit mainly reflected our decreased emphasisdebts was primarily attributable to the general decrease in marketing certificates of deposit, which resultedmarket interest rates in lower pricing of such deposits.

Overall,Korea, including for short-term borrowings and call money, in 2013, while the decrease in the average volume of debts mainly reflected a decrease in the use of short-term borrowings to meet our deposits increased by 4.5% from ₩172,584 billion in 2010 to ₩180,283 billion in 2011, while the average cost of our deposits remained relatively steady at 2.74% in 2011 compared to 2.73% in 2010.funding needs.

Net interest margin.Our overall net interest margin increaseddecreased from 2.58%2.71% in 20102012 to 2.88%2.51% in 2011,2013, as a 15.1% increase7.3% decrease in our net interest income from ₩6,174₩7,038 billion in 20102012 to ₩7,104₩6,523 billion in 20112013 outpaced a 3.1% increase0.2% decrease in the average volume of our interest earning assets from ₩239,273₩260,120 billion in 20102012 to ₩246,627₩259,645 billion in 2011.2013. The growthdecrease in average interest earning assets was outpaced by a 1.6% increase1.0% decrease in average interest bearing liabilities from ₩223,504₩240,831 billion in 20102012 to ₩227,158₩238,452 billion in 2011,2013, while the increasedecrease in interest expense was more than offset by a decrease in interest income, more than offset the increase in interest expense, resulting in an increasea decrease in net interest income. The magnitude of this increase was enhanced by an increase in ourOur net interest spread which represents the difference between the average yield on our interest earning assets and the average cost of our interest bearing liabilities,declined from 2.37%2.48% in 20102012 to 2.64%2.31% in 2011.2013. The increasedecline in our net interest spread reflected an increasea larger decrease in the average yield of our interest earning assets, which reflected an increase inrelative to the general level of interest rates in Korea in 2011, coupled with a decrease in the average cost of our interest bearing liabilities, from 2010primarily due to 2011, which was driven mainly by an increasethe earlier adjustment of interest rates on interest earning assets compared to interest rates on interest bearing liabilities in the proportioncontext of deposits and debts, which typically feature relativelythe lower interest rates compared to debentures,rate environment, as well as the continuing rate-based competition in our funding portfolio.the Korean banking industry for the marketing of loan products.

Provision for Credit Losses

Provision for credit losses includes provision for loan losses, provision for unused loan commitments, provision for acceptances and guarantees, provision for financial guarantee contracts and provision for other financial assets, in each case net of reversal of provisions.Forprovisions. For a discussion of our loan loss provisioning policy, see “Item 4.B. Business Overview—Assets and Liabilities—Loan Portfolio—Provisioning Policy.”

In accordance with the guidelines of the Financial Supervisory Service, if our provision for loan losses is deemed insufficient for regulatory purposes, we compensate for the difference by recording a regulatory reserve for credit losses, which is segregated within retained earnings. See “Item 4.B. Business Overview—Assets and Liabilities—Loan Portfolio—Regulatory Reserve for Credit Losses” and Note 26 of the notes to our consolidated financial statements included elsewhere in this annual report.

Comparison of 20122014 to 20112013

Our provision for credit losses increased 6.3%decreased 14.9% from ₩1,513₩1,443 billion in 20112013 to ₩1,608₩1,228 billion in 2012,2014, primarily due to an increasea decrease in provision for loan losses in respect of our retailcorporate loans and credit card receivables. Such decrease resulted mainly from an improvement in lightthe overall asset quality of higher delinquenciessuch loans and receivables reflecting a decrease in delinquency rates.

Our write-offs, net of recoveries, decreased 9.1% from ₩1,717 billion in 2013 to ₩1,560 billion in 2014, primarily due to a an increase in recoveries from written-off corporate loans.

Our reversal of provision for acceptances and guarantees and unused loan commitments increased from ₩8 billion in 2013 to ₩21 billion in 2014, due mainly to an increase in reversal of provision for acceptances and guarantees issued on behalf of construction companies, as well as an increase in reversal of provision for unused loan commitments.

Comparison of 2013 to 2012

Our provision for credit losses decreased 10.2% from ₩1,607 billion in 2012 to ₩1,443 billion in 2013, primarily due to an improvement in the overall asset quality of our retail loan portfolio,loans reflecting adverse economic conditionsa decrease in Korea.delinquency rates.

Our loan write-offs, net of recoveries, increased 3.4%decreased 1.7% from ₩1,691 billion in 2011 to ₩1,748₩1,747 billion in 2012 to ₩1,717 billion in 2013, primarily due to an increasea decrease in write-offs of unsecured loans made to retail borrowers.credit card receivables.

Our reversal of provision for acceptances and guarantees and unused loan commitments decreased from reversal of provision of ₩130 billion in 2011 to a reversal of provision of ₩91 billion in 2012 to ₩8 billion in 2013, due primarily to a decrease in reversal of provision for refund guarantees issued on behalf of shipbuilding companies.

Comparison of 2011 to 2010

Our provision for credit losses decreased 47.3% from ₩2,871 billion in 2010 to ₩1,513 billion in 2011, primarily due to a decrease in provision for loan losses in respect of our corporate loans. Such decrease resulted mainly from an improvement in the overall asset quality of our corporate loans.

Our loan write-offs, net of recoveries, decreased 4.3% from ₩1,767 billion in 2010 to ₩1,691 billion in 2011, primarily due to a decrease in write-offs of loans to corporate borrowers.

Our provision for acceptances and guarantees and unused loan commitments changed from a provision of ₩318 billion in 2010 to a reversal of provision of ₩130 billion in 2011, due primarily to reversal of provision for refund guarantees issued on behalf of shipbuilding companies.

Allowances for Loan Losses

Under IFRS, weWe establish allowances for loan losses with respect to loans to absorb such losses. We assess individually significant loans on a case-by-case basis and other loans on a collective basis. In addition, if we determine that no objective evidence of impairment exists for a loan, we include such loan in a group of loans with similar credit risk characteristics and assess them collectively for impairment regardless of whether such loan is significant. For further information on allowances for loan losses, see “—Critical Accounting Policies—Impairment of Loans and Allowances for Loan Losses” and “Item 4.B. Business Overview—Assets and Liabilities—Loan Portfolio—Allocation and Analysis of Allowances for Loan Losses under IFRS.Losses.

Corporate Loans.The following table shows, for the periods indicated, certain information regarding our impaired corporate loans:

 

  As of December 31,   As of December 31, 
  2010 2011 2012   2012 2013 2014 

Impaired corporate loans as a percentage of total corporate loans

   3.0  2.3  2.3   2.3  2.8  2.0

Allowances for loan losses for corporate loans as a percentage of total corporate loans

   3.2    2.5    2.2     2.2    1.8    1.5  

Allowances for loan losses for corporate loans as a percentage of impaired corporate loans

   106.8    107.3    98.1     94.5    65.5    72.7  

Net charge-offs of corporate loans as a percentage of total corporate loans

   1.6    1.3    1.0     1.0    1.0    0.8  

During 2014, impaired corporate loans and allowances for loan losses for corporate loans, each as a percentage of total corporate loans, decreased primarily due to a decrease in our impaired corporate loans, which mainly reflected our efforts to improve the asset quality of our corporate loan portfolio. Such decrease in our impaired corporate loans outpaced a decrease in allowance for loan losses for corporate loans, which caused the level of allowances for loan losses for corporate loans as a percentage of impaired corporate loans to increase during 2014.

During 2013, impaired corporate loans as a percentage of total corporate loans increased due to a reclassification of impaired corporate loans to include all loans for which account-specific provisions have been made, while allowances for loan losses for corporate loans as a percentage of total corporate loans decreased primarily as a result of an improvement in the overall asset quality of our corporate loans, resulting in a decrease in allowance for loan losses for corporate loans as a percentage of impaired corporate loans.

During 2012, impaired corporate loans as a percentage of total corporate loans remained relatively constant. Allowances for loan losses for corporate loans, as a percentage of total corporate loans and as a percentage of impaired corporate loans, respectively, decreased during 2012 primarily as a result of a decrease in our allowances for loan losses for such loans, which mainly reflected an increase in the relative proportion of such loan amounts that are secured by collateral.

During 2011, impaired corporate loans and allowances for loan losses for corporate loans, each as a percentage of total corporate loans, decreased due to decreases in our impaired corporate loans and allowances for loan losses for such loans. However, allowances for loan losses for corporate loans as a percentage of impaired corporate loans increased during 2011 as a result of the deterioration in the asset quality of loans to the construction and shipbuilding sectors, which led to a worse overall mix of impaired corporate loans.

Retail Loans.The following table shows, for the periods indicated, certain information regarding our impaired retail loans:

 

  As of December 31,   As of December 31, 
  2010 2011 2012   2012 2013 2014 

Impaired retail loans as a percentage of total retail loans

   1.0  1.0  1.1   1.1  1.0  0.6

Allowances for loan losses for retail loans as a percentage of total retail loans

   0.5    0.6    0.7     0.7    0.5    0.5  

Allowances for loan losses for retail loans as a percentage of impaired retail loans

   51.4    59.9    58.1     58.1    56.7    70.1  

Net charge-offs of retail loans as a percentage of total retail loans

   0.1    0.2    0.3     0.3    0.4    0.4  

During 2014, impaired retail loans as a percentage of total retail loans decreased as the effect of a decrease in our impaired retail loans, which reflected an improvement in the asset quality of our retail loan portfolio, was enhanced by an increase in the amount of our total retail loans. Such decrease in our impaired retail loans outpaced a decrease in allowance for loan losses for retail loans, which caused the level of allowances for loan losses for retail loans as a percentage of impaired retail loans to increase during 2014.

During 2013, impaired retail loans as a percentage of total retail loans remained relatively constant. However, an improvement in the asset quality of our existing impaired retail loans led to a better overall mix of impaired loans, which caused the level of allowances for loan losses as a percentage of both total retail loans and impaired retail loans to decrease.

During 2012, impaired retail loans as a percentage of total retail loans increased as the effect of an increase in our impaired retail loans, which reflected a deterioration in the asset quality of our retail loan portfolio due to adverse economic conditions in Korea in 2012, was enhanced by a slight decrease in the amount of our total retail loans. Allowances for loan losses for retail loans as a percentage of total retail loans similarly increased during 2012 as the effect of an increase in allowances for retail loans, reflecting the deterioration in the asset quality of our retail loan portfolio, was enhanced by the decrease in the amount of our total retail loans. However, an improvement in the asset quality of our existing impaired retail loans reflecting our increased charge-offs of such loans in 2012 led to a better overall mix of impaired retail loans, which caused the level of allowances for loan losses for retail loans as a percentage of impaired retail loans to decrease.

During 2011, impaired retail loans as a percentage of total retail loans remained relatively constant. However, a deterioration in the asset quality of our existing impaired retail loans led to a worse overall mix of impaired retail loans, which caused the level of allowances for loan losses as a percentage of both total retail loans and impaired retail loans to increase.

Credit Card Balances.The following table shows, for the periods indicated, certain information regarding our impaired credit card balances:

 

 ��As of December 31,   As of December 31, 
  2010 2011 2012   2012 2013 2014 

Impaired credit card balances as a percentage of total credit card balances

   0.6  0.9  1.0   1.0  1.8  1.7

Allowances for loan losses for credit card balances as a percentage of total credit card balances

   2.6    2.8    2.8     2.8    3.5    3.4  

Allowances for loan losses for credit card balances as a percentage of impaired credit card balances

   418.3    327.9    272.9     272.9    196.4    195.3  

Net charge-offs as a percentage of total credit card balances

   1.1    1.7    3.0     3.0    2.2    2.5  

During 2014, impaired credit card balances as a percentage of total credit card balances decreased slightly as the rate of decrease in our impaired credit card balances outpaced the rate of decrease in the amount of our total credit card balances. Allowances for loan losses for credit card balances as a percentage of both total credit card balances and impaired credit card balances similarly decreased slightly during 2014, primarily as a result of an improvement in the asset quality of our existing impaired credit card balances.

During 2013, impaired credit card balances as a percentage of total credit card balances increased primarily due to an increase in impaired credit card balances, which mainly reflected a decrease in charge-off of such balances due to a change in our charge-off policy in 2013 which increased the delinquency period for credit card balances before charge-off from three months to six months. Allowances for loan losses for credit card balances as a percentage of total credit card balances increased during 2013 mainly as a result of an increase in impaired credit card balances. Allowance for loan losses for credit card balances as a percentage of impaired credit card balances decreased during 2013 as the increase in impaired credit card balances outpaced the increase in allowance for loans losses for credit card balances.

During 2012, impaired credit card balances as a percentage of total credit card balances increased slightly primarily due to the effect of a decrease in our total credit card balances while the amount of our impaired credit card balances remained relatively steady. Allowances for loan losses for credit card balances, which decreased during 2012 mainly as a result of a decrease in our total credit card balances as well as increased charge-offs (which, in turn, principally reflected increased delinquencies in our credit card portfolio from the second half of 2011 becoming subject to charge off in 2012), remained relatively constant as a percentage of total credit card balances and decreased as a percentage of impaired credit card balances.

During 2011, impaired credit card balances and allowances for loan losses for credit card balances, each as a percentage of total credit card balances, increased due to growth in our impaired credit card balances and allowances for loan losses for credit card balances. However, the increase in our impaired credit card balances outpaced the increase in our allowances for loan losses for credit card balances, resulting in a decrease in the level of allowances for loan losses for credit card balances as a percentage of impaired credit card balances.

Net Fee and Commission Income

The following table shows, for the periods indicated, the components of our net fee and commission income:

 

  Year Ended December 31, Percentage Change   Year Ended December 31, Percentage Change 
  2010 2011 2012 2011/2010 2012/2011   2012 2013 2014 2013/2012 2014/2013 
  (in billions of Won) (%)   (in billions of Won) (%) 

Fee and commission income

  2,482   2,830   2,779    14.0  (1.8)%   2,754   2,657   2,666    (3.5)%   0.3

Fee and commission expense

   (777  (1,035  (1,186  33.2    14.6     (1,187  (1,178  (1,283  (0.8  8.9  
  

 

  

 

  

 

     

 

  

 

  

 

   

Net fee and commission income

  1,705   1,795   1,593    5.3    (11.3  1,567   1,479   1,383    (5.6  (6.5
  

 

  

 

  

 

     

 

  

 

  

 

   

Comparison of 20122014 to 20112013

Our net fee and commission income decreased 11.3%6.5% from ₩1,795₩1,479 billion in 20112013 to ₩1,593₩1,383 billion in 2014, primarily due to an 8.9% increase in fee and commission expense from ₩1,178 in 2013 to ₩1,283 in 2014.

Our fee and commission income remained relatively constant at ₩2,666 billion in 2014 compared to ₩2,657 billion in 2013, as increases in trust and other fiduciary fees and debit card related fees and commissions were offset by decreases in agent activity fees and commissions from transfer agent services. Trust and other fiduciary fees increased 43.5% from ₩161 billion in 2013 to ₩231 billion in 2014 primarily due to an increase in sales of equity linked securities. Debit card related fees and commissions increased 14.1% from ₩256 billion in 2013 to ₩292 billion in 2014, which mainly reflected the impact of the government initiative to encourage the use of debit cards instead of credit cards. Credit card related fees and commissions received decreased from ₩1,127 billion in 2013 to ₩1,107 billion in 2014. Agent activity fees decreased 23.7% from ₩207 billion in 2013 to ₩158 billion in 2014 principally as a result of reduced bancassurance activities, while commissions from transfer agent services decreased 16.3% from ₩178 billion in 2013 to ₩149 billion in 2014 primarily due to a decrease in sales of beneficiary certificates.

The 8.9% increase in fee and commission expense was primarily due to a 48.8% increase in other fees and commissions paid from ₩125 billion in 2013 to ₩186 billion in 2014 and a 4.9% increase in credit card and debit card related fees and commissions paid from ₩934 billion in 2013 to ₩980 billion in 2014. The increase in other fees and commissions paid resulted mainly from an increase in investment banking related fees and commissions. The increase in credit card and debit card related fees and commissions paid resulted primarily from an increase in debit card related fees and commissions, including fees paid to value-added network providers, reflecting the increased use of debit cards.

Comparison of 2013 to 2012

Our net fee and commission income decreased 5.6% from ₩1,567 billion in 2012 asto ₩1,479 billion in 2013, primarily due to a 1.8%3.5% decrease in fee and commission income from ₩2,830 billion in 2011 to ₩2,779₩2,754 billion in 2012 to ₩2,657 billion in 2013, which was enhancedpartially offset by a 14.6% increase0.8% decrease in fee and commission expense from ₩1,035₩1,187 billion in 20112012 to ₩1,186₩1,178 billion in 2012.2013. The 1.8%3.5% decrease in fee and commission income was mainly the result of a decreasedecreases in other business account commission on consignmentagent activity fees, mostly related to bancassurance activities, from ₩174 billion in 2011 to ₩30₩285 billion in 2012 which principally reflected our receipt in 2011 of ₩137to ₩207 billion in accrued but unpaid2013 and in credit card related fees and commissions received from ₩1,180 billion in 2012 to ₩1,127 billion in 2013, which mainly reflected the Ministry of Land, Infrastructure and Transport (relating to our managementimpact of the National Housing Fundnew government initiative to encourage the use of check cards instead of credit cards. Check card related fees and commissions increased from January 2007₩218 billion in 2012 to June 2010) which was not repeated₩256 billion in 2012.2013.

The 14.6% increase0.8% decrease in fee and commission expense was primarily due to an increasea decrease in credit card and debit card related fees and commissions paid from ₩842 billion in 2011 to ₩997 billion in 2012 whichto ₩934 billion in 2013. The effect of such decrease was partially offset by

a 3.2%62.3% increase in credit card related feesother fee and commissions receivedcommission expenses from ₩1,142 billion in 2011 to ₩1,180₩77 billion in 2012 which is recorded as part of fee and commission income. The 18.4% increase in credit card related fees and commissions paid resulted mainly from increases in benefits and rewards provided to our credit card users and marketing expenses.

Comparison of 2011 to 2010

Our net fee and commission income increased 5.3% from ₩1,705₩125 billion in 2010 to ₩1,795 billion in 2011, as a 14.0%2013, mainly resulting from an increase in fee and commission incomeexpenses from ₩2,482 billion in 2010 to ₩2,830 billion in 2011 outpaced a 33.2% increase in fee and commission expense from ₩777 billion in 2010 to ₩1,035 billion in 2011. The 14.0% increase in fee and commission income was mainly the result of an increase in other business account commission on consignment from ₩44 billion in 2010 to ₩174 billion in 2011 and an increase in agent activity fees from ₩136 billion in 2010 to ₩238 billion in 2011. The almost three-fold increase in other business account commission on consignment mainly resulted from our receipt of ₩137 billion in accrued but unpaid fees from the Ministry of Land, Infrastructure and Transport relating to our management of the National Housing Fund from January 2007 to June 2010.The 75.0% increase in agent activity fees was principally due to an increase in our commission income from our bancassurance business.

The 33.2% increase in fee and commission expense was primarily due to an increase in credit card related fees and commissions paid from ₩541 billion in 2010 to ₩842 billion in 2011, which was partially offset by a 9.4% increase in credit card related fees and commissions received from ₩1,044 billion in 2010 to ₩1,142 billion in 2011, which is recorded as part of fee and commission income. The 55.7% increase in credit card related fees and commissions paid resulted mainly from increases in benefits and rewards provided to our credit card users and marketing expenses.factored receivables.

For further information regarding our net fee and commission income, see Note 28 of the notes to our consolidated financial statements included elsewhere in this annual report.

Net Gain on Financial Assets and Liabilities at Fair Value through Profit or Loss

The following table shows, for the periods indicated, the components of our net gain on financial assets and liabilities at fair value through profit or loss:

 

  Year Ended December 31, Percentage Change   Year Ended December 31, Percentage Change 
  2010 2011 2012 2011/2010 2012/2011   2012 2013 2014 2013/2012 2014/2013 
  (in billions of Won) (%)   (in billions of Won) (%) 

Net gain on financial assets held-for-trading

  361   181   276    (49.9)%   52.5  437   250   414    (42.8)%   65.6

Net gain on derivatives held-for-trading

   570    907    456    59.1    (49.7   456    544    98    19.3    (82.0

Net loss on financial liabilities held-for-trading

   (117  (59  (44  (49.6  (25.4   (44  (15  (62  (65.9  313.3  

Net gain on financial instruments designated at fair value through profit or loss

   1    7    (37  600.0    N/M (1)    (37  (22  (11  (40.5  (50.0
  

 

  

 

  

 

     

 

  

 

  

 

   

Net gain on financial assets and liabilities at fair value through profit or loss

  815   1,036   651    27.1    (37.2  812   757   439    (6.8  (42.0
  

 

  

 

  

 

     

 

  

 

  

 

   

(1)

“N/M” means not meaningful.

Comparison of 20122014 to 20112013

Our net gain on financial assets and liabilities at fair value through profit or loss decreased 37.2%42.0% from ₩1,036₩757 billion in 20112013 to ₩651₩439 billion in 2012,2014, primarily as a result of a 49.7%an 82.0% decrease in net gain on derivatives held-for-trading from ₩907₩544 billion in 20112013 to ₩456₩98 billion in 2012,2014, which was offset in part by a 52.5%65.6% increase in net gain on financial assets held-for-trading from ₩181₩250 billion in 20112013 to ₩276₩414 billion in

2012. 2014. The decrease in net gain on derivatives held-for-trading was principally due to a 49.1%76.2% decrease in net gain on currency derivatives held-for-trading from ₩886₩517 billion in 20112013 to ₩451₩123 billion in 2012.2014. The increase in net gain on financial assets held-for-trading mainly reflected a 14.4%94.6% increase in net gain on debt securities held-for-trading from ₩208₩222 billion in 20112013 to ₩238₩432 billion in 2012.2014.

Comparison of 20112013 to 20102012

Our net gain on financial assets and liabilities at fair value through profit or loss increased 27.1%decreased 6.8% from ₩815₩812 billion in 20102012 to ₩1,036₩757 billion in 2011,2013, primarily as a result of a 59.1% increase in net gain on derivatives held-for-trading from ₩570 billion in 2010 to ₩907 billion in 2011, which was offset in part by a 49.9%42.8% decrease in net gain on financial assets held-for-trading from ₩361₩437 billion in 20102012 to ₩181₩250 billion in 2011.2013, which was offset in part by a 19.3% increase in net gain on derivatives held-for-trading from ₩456 billion in 2012 to ₩544 billion in 2013. The decrease in net gain on financial assets held-for-trading was principally due to a 43.1% decrease in net gain on debt securities held-for-trading from ₩390 billion in 2012 to ₩222 billion in 2013. The increase in net gain on derivatives held-for-trading was principally due tomainly reflected a 25.1%16.4% increase in net gain on currency derivatives held-for-trading from ₩708₩444 billion in 20102012 to ₩886₩517 billion in 2011. The decrease in net gain on financial assets held-for-trading mainly reflected a 35.0% decrease in net gain on debt securities held-for-trading from ₩320 billion in 2010 to ₩208 billion in 2011.2013.

For further information regarding our net gain on financial assets and liabilities at fair value through profit or loss, see Note 29 of the notes to our consolidated financial statements included elsewhere in this annual report.

General and Administrative Expenses

The following table shows, for the periods indicated, the components of our general and administrative expenses:

 

   Year Ended December 31,   Percentage Change 
   2010   2011   2012   2011/2010  2012/2011 
   (in billions of Won)   (%) 

Employee compensation and benefits (1)

  2,979    2,393    2,474     (19.7)%   3.4

Depreciation and amortization

   348     342     328     (1.7  (4.1

Other general and administrative expenses (1)

   1,040     1,197     1,083     15.1    (9.5
  

 

 

   

 

 

   

 

 

    

General and administrative expenses

  4,367    3,932    3,885     (10.0  (1.2
  

 

 

   

 

 

   

 

 

    

(1)

In 2012, in line with other major financial institutions in Korea, we reclassified as employee benefits expenses certain employee-related expenses that had previously been classified as other general and administrative expenses. Corresponding amounts for the years ended December 31, 2010 and 2011 have been restated accordingly. For details regarding such reclassification, see Notes 3.20.5 and 31 of the notes to our consolidated financial statements included elsewhere in this annual report.

   Year Ended December 31,   Percentage Change 
   2012   2013   2014   2013/2012  2014/2013 
   (in billions of Won)   (%) 

Employee compensation and benefits

  2,442    2,534    2,593     3.8  2.3

Depreciation and amortization

   328     287     261     (12.5  (9.1

Other general and administrative expenses

   1,076     1,163     1,155     8.1    (0.7
  

 

 

   

 

 

   

 

 

    

General and administrative expenses

  3,846    3,984    4,010     3.6    0.7  
  

 

 

   

 

 

   

 

 

    

Comparison of 20122014 to 20112013

Our general and administrative expenses decreased 1.2%increased 0.7% from ₩3,932₩3,984 billion in 20112013 to ₩3,885₩4,010 billion in 2012,2014, primarily as a result of a 9.5% decrease in other general and administrative expenses from ₩1,197 billion in 2011 to ₩1,083 billion in 2012, which was partially offset by a 3.4%2.3% increase in employee compensation and benefits from ₩2,393₩2,534 billion in 20112013 to ₩2,474₩2,593 billion in 2012. The2014, which was offset in part by a 9.1% decrease in other generaldepreciation and administrative expenses was principally the result of a 50.3% decrease in tax and duesamortization from ₩145₩287 billion in 20112013 to ₩72₩261 billion in 2012, which reflected refunds of previously levied education taxes as a result of claims filed by Kookmin Bank.2014. The increase in employee compensation and benefits was principally due to a 25.9%3.6% increase in other salaries and short-term employee benefits from ₩522₩1,641 billion in 20112013 to ₩657₩1,700 billion in 2012,2014, which mainly reflected an increase in contributionsthe average wage of our employees. The 9.1% decrease in depreciation and amortization was principally due to internal funds for employee welfare.a decrease in the depreciation and amortization of software.

Comparison of 20112013 to 20102012

Our general and administrative expenses decreased 10.0%increased 3.6% from ₩4,367₩3,846 billion in 20102012 to ₩3,932₩3,984 billion in 2011,2013, primarily as a result of a 19.7% decrease3.8% increase in employee compensation and benefits from ₩2,979₩2,442 billion in 2012 to ₩2,534 billion in 2013, which was enhanced by an 8.1% increase in other general and administrative

2010 to ₩2,393expenses from ₩1,076 billion in 2011. Such decrease2012 to ₩1,163 billion in 2013. The increase in employee compensation and benefits was principally due to a 98.2% decrease2.7% increase in terminationsalaries and short-term employee benefits from ₩654₩1,598 billion in 20102012 to ₩12₩1,641 billion in 2011,2013, which mainly reflected special termination benefits paidan increase in the fourth quarteraverage wage of 2010our employees. The 8.1% increase in connection with our voluntary early retirement program,other general and administrative expenses was principally due to a 95.8% increase in tax and dues from ₩72 billion in 2012 to ₩141 billion in 2013, which wasprimarily reflected refunds of previously levied education taxes in 2012 as a result of claims filed by Kookmin Bank which were not repeated in 2011.2013.

Net Other Operating Expenses

The following table shows, for the periods indicated, the components of our net other operating expenses:

 

  Year Ended December 31, Percentage Change   Year Ended December 31, Percentage Change 
  2010 2011 2012 2011/2010 2012/2011   2012 2013 2014 2013/2012 2014/2013 
  (in billions of Won) (%)   (in billions of Won) (%) 

Other operating income

  3,773   3,684   3,390    (2.4)%   (8.0)%   3,286   3,137   3,100    (4.5)%   (1.2)% 

Other operating expenses

   (4,841  (4,776  (4,845  (1.3  1.4     (4,818  (4,442  (4,141  (7.8  (6.8
  

 

  

 

  

 

     

 

  

 

  

 

   

Net other operating expenses

  (1,068 (1,092 (1,455  2.2    33.2    (1,532 (1,305 (1,041  (14.8  (20.2
  

 

  

 

  

 

     

 

  

 

  

 

   

Comparison of 20122014 to 20112013

Our net other operating expenses increased 33.2%decreased 20.2% from ₩1,092₩1,305 billion in 20112013 to ₩1,455₩1,041 billion in 2012,2014 as an 8.0%a 6.8% decrease in other operating expenses from ₩4,442 billion in 2013 to ₩4,141 billion in 2014 outpaced a 1.2% decrease in other operating income from ₩3,684₩3,137 billion in 20112013 to ₩3,390₩3,100 billion in 2012 was enhanced by a 1.4% increase in other operating expenses from ₩4,776 billion in 2011 to ₩4,845 billion in 2012.2014.

Other operating income includes principally gain on foreign exchange transactions, income related to insurance, gain on sale of available-for-sale financial assets and other income. The 8.0%1.2% decrease in other operating income was attributable mainly to a 29.9% decrease in gain on foreign exchange transactions from ₩1,563 billion in 2011 to ₩1,096 billion in 2012 and a 72.8%51.3% decrease in gain on sale of available-for-sale financial assets from ₩552₩189 billion in 20112013 to ₩150₩92 billion in 2012,2014 and a 15.3% decrease in other income from ₩262 billion in 2013 to ₩222 billion in 2014, the effect of which was partially offset by a 71.1%7.5% increase in income related to insurancegain on foreign exchange transactions from ₩1,011₩1,387 billion in 20112013 to ₩1,730₩1,491 billion in 2012.2014. The decrease in gain on sale of available-for-sale financial assets was principally due to gains realized in 2013 from sales of shares of Hyundai Merchant Co., Ltd. and Kumho Petrochemical Co., Ltd. held by us, which were not repeated in 2014. The decrease in other income was mainly due to a decrease in gain on sales of loans. The increase in gain on foreign exchange transactions, which was mainly the result of reducedincreased exchange rate volatility, and a decrease in the relative proportion of foreign currency-denominated assets and liabilities on our balance sheet, was more than offsetenhanced by a corresponding decrease in loss on foreign exchange transactions, which is recorded as part of other operating expenses. On a net basis, ourwe recognized a net gain on foreign exchange transactions of ₩34 billion in 2014 compared to a net loss on foreign exchange transactions decreased 50.9% from ₩645of ₩280 billion in 2011 to ₩317 billion in 2012. The decrease in gain on sale of available-for-sale financial assets primarily reflected gains from the disposal of our shares of Hyundai Engineering and Construction Co., Ltd. in 2011 not being repeated in 2012. The increase in income related to insurance, which was principally due to premiums and reinsurance income generated in 2012, was more than offset by a corresponding increase in expense related to insurance, which is recorded as part of other operating expenses.2013.

Other operating expenses include principally loss on foreign exchange transactions, expenses related to insurance, loss on sale of available-for-sale financial assets and other expenses. The 1.4% increase6.8% decrease in other operating expenses was primarily the result of a 67.5% increase in expense related to insurance from ₩1,088 billion in 2011 to ₩1,822 billion in 2012, and was partially offset by a 36.0%12.6% decrease in loss on foreign exchange transactions from ₩2,208₩1,667 billion in 20112013 to ₩1,413₩1,457 billion in 2012. The increase in expense related to insurance reflected an increase in policy reserves during 2012.2014. The decrease in loss on foreign exchange transactions, which was principallymainly due to reduced exchange rate volatility and a decrease in the relative proportionvolume of our foreign currency-denominated assets and liabilities on our balance sheet,currency transactions, was partially offsetenhanced by a corresponding decreasean increase in gain on foreign exchange transactions, which is recorded as part of other operating income as discussed above.

Comparison of 20112013 to 20102012

Our net other operating expenses increased 2.2%decreased 14.8% from ₩1,068₩1,532 billion in 20102012 to ₩1,092₩1,305 billion in 2011,2013, as a 2.4%7.8% decrease in other operating expenses from ₩4,818 billion in 2012 to ₩4,442 billion in 2013 outpaced a 4.5% decrease in other operating income from ₩3,773₩3,286 billion in 20102012 to ₩3,684₩3,137 billion in 2011 outpaced a 1.3% decrease in other operating expenses from ₩4,841 billion in 2010 to ₩4,776 billion in 2011.2013.

The 2.4%4.5% decrease in other operating income was attributable mainly to a 21.1%28.7% decrease in gain on foreign exchange transactionsincome related to insurance from ₩1,981₩1,730 billion in 20102012 to ₩1,563₩1,234 billion in 2011,2013, the effect of which was partially offset by a 206.7%26.8% increase in gaingains on sale of available-for-sale financial assetsforeign exchange transaction from ₩180₩1,094 billion in 20102012 to ₩552₩1,387 billion in 2011. 2013.

The decrease in income related to insurance was mainly the result of a decrease in demand for insurance products in 2013, which was substantially offset by a corresponding decrease in expense related to insurance, which is recorded as part of other operating expenses. On a net basis, our net expense related to insurance increased 35.9% from ₩92 billion in 2012 to ₩125 billion in 2013. The increase in gain on foreign exchange transactions, which was principally due to reducedmainly the result of increased exchange rate volatility, was partiallymore than offset by a corresponding decreaseincrease in loss on foreign exchange transactions, which is recorded as part of other operating expenses. On a net basis, our net loss on foreign exchange transactions increased 61.3% from ₩400 billion in 2010 to ₩645 billion in 2011. The increase in gain on sale of available-for-sale financial assets was principally due to gains from disposal of our shares of Hyundai Engineering and Construction Co., Ltd. in 2011.

The 1.3%7.8% decrease in other operating expenses was primarily the result of a 7.3%25.4% decrease in loss on foreign exchange transactionsexpense related to insurance from ₩2,381₩1,822 billion in 20102012 to ₩2,208₩1,359 billion in 2011, the effect of2013, which was enhanced by a 36.6% decrease in expense related to available-for-sale financial assets from ₩298 billion in 2012 to ₩189 billion in 2013. The decrease in expense related to insurance reflected a decrease in policy reserves due to a decrease in insurance products sold. The decrease in expense related to available-for-sale financial assets, which was principally due to a decrease in impairment on available-for-sale financials assets, was partially offset by an 8.4% increase in other expenses from ₩1,300 billion in 2010revenue related to ₩1,409 billion in 2011. The decrease in loss on foreign exchange transactions, which reflected reduced exchange rate volatility, was more than offset by a corresponding decrease in gain on foreign exchange transactions,available-for-sale financial assets, which is recorded as part of other operating income as discussed above. The increase in other expenses was principally due to an increase in provision for derivatives.

Expenses related to available-for-sale financial assets include impairment loss on such assets, which increased 6.0% from ₩48 billion in 2010 to ₩51 billion in 2011. Unrealized gains and losses (other than impairment losses) on available-for-sale and held-to-maturity financial assets are recorded in our consolidated statements of financial position as part of accumulated other comprehensive income, under total equity. In 2011, we recorded a net decrease in the value of such financial investments of ₩243 billion as part of other accumulated other comprehensive income (loss), principally as a result of a decrease in unrealized gain on our shares of Hyundai Engineering and Construction following our disposal of such shares in 2011 and realization of a gain, which was recorded as part of other operating income as discussed above.income.

For further information regarding our net other operating expenses, see Note 30 of the notes to our consolidated financial statements included elsewhere in this annual report.

Income Tax Expense (Benefit)

Our income tax expense is calculated by adding or subtracting changes in deferred income tax liabilities and assets to income tax amounts payable for the period. Deferred income tax assets are recognized for deductible temporary differences, unused tax losses and unused tax credits, while deferred income tax liabilities are recognized for taxable temporary differences. Temporary differences are those between the carrying values of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred income tax assets, including unused tax losses and credits, are recognized only to the extent it is probable that sufficient taxable profit will be available against which such deferred income tax assets can be utilized.Seeutilized. See “—Critical Accounting Policies—Deferred Income Tax Assets.”

In 2014, we changed our accounting policy with respect to uncertain tax positions based on the guidance in IAS 12,Income Taxes, which allows recognition of tax payments as current income tax assets to the extent it is probable that they will be recovered from the tax authorities. Our consolidated financial statements as of and for the years ended December 31, 2012 and 2013 have been restated to reflect such change in accounting policy. See “—Overview—Changes in Accounting Policies” and Note 2.1 of the notes to our consolidated financial statements included elsewhere in this annual report.

Comparison of 20122014 to 20112013

Income tax expense decreased by 34.0%10.2% from ₩832₩541 billion in 20112013 to ₩549₩486 billion in 2012,2014, primarily due to a decrease in our profit beforeadjustments recognized in 2014 for current tax of prior years, as well as a change in income tax.tax expense (benefit) recognized directly in equity relating to the value of available-for-sale financial assets from an income tax expense of ₩8 billion in 2013 to an income tax benefit of ₩79 billion in 2014. The statutory tax rate was 24.2% in 20112013 and 2012.2014. Our effective tax rate was 24.3%25.6% in 20122014 compared to 25.5%29.8% in 2011.2013.

Comparison of 20112013 to 20102012

Income tax expense changedincreased 4.0% from an income tax benefit of ₩71₩520 billion in 20102012 to an income tax expense of ₩832₩541 billion in 2011, mainly as a result of2013, primarily due to an increase in our profit before income tax, as well as adjustments recognized in 20102013 for current tax of prior years, which reduced our tax payable by ₩172 billion in 2010.years. The statutory tax rate was 24.2% in 20102012 and 2011.2013. Our effective tax rate was 25.5%29.8% in 20112013 compared to an effective tax benefit rate of 47.2%22.6% in 2010.2012.

See Note 33 of the notes to our consolidated financial statements included elsewhere in this annual report.

Profit for the Year

As a result of the above, our profit for the year was ₩1,712₩1,415 billion in 2012,2014, compared to ₩2,429₩1,275 billion in 20112013 and ₩220₩1,779 billion in 2010.2012.

Results by Principal Business Segment

We compile and analyze financial information for our business segments based upon segment information used by our management for the purposes of resource allocation and performance evaluation. We are organized into six major business segments: retail banking operations, corporate banking operations, other banking operations, credit card operations, investment and securities operations and life insurance operations.

The following table shows, for the periods indicated, our results of operations by segment:

 

  Profit (Loss) (1)
for the Year Ended December 31,
 Total Operating Revenue (2)
for the Year Ended December 31,
   Profit (1)(2)
for the Year Ended December 31,
   Total Operating Revenue (3)
for the Year Ended December 31,
 
  2010 2011 2012 2010   2011 2012   2012   2013   2014   2012   2013   2014 
  (in billions of Won)   (in billions of Won) 

Retail banking operations

  422   909   686   2,994    3,267   3,041    686    178    110    3,041    2,454    2,212  

Corporate banking operations

   (675  465    238    2,363     2,287    1,953     238     157     383     1,953     1,732     1,710  

Other banking operations

   (360  553    492    637     1,634    1,315     555     496     536     1,297     1,486     1,481  

Credit card operations

   764    441    292    1,361     1,402    1,287     291     384     333     1,287     1,421     1,281  

Investment and securities operations

   40    26    18    138     163    152     18     12     26     143     115     141  

Life insurance operations

   18    19    17    116     115    131     17     9     7     131     102     105  

Other

   80    (45  (16  17     (25  25     48     61     115     33     144     266  
  

 

  

 

  

 

  

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total(3)(4)

  289   2,368   1,727   7,626    8,843   7,904    1,853    1,297    1,510    7,885    7,454    7,196  
  

 

  

 

  

 

  

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

(1) 

After deduction of income tax allocated to each segment.

(2) 

The amounts for 2014 reflect a change in our accounting policies with respect to uncertain tax positions in 2014. Corresponding amounts for 2012 and 2013 have been restated to retroactively apply such change. See “—Overview—Changes in Accounting Policies.”

(3)

Represents operating revenue from external customers. See Note 5 of the notes to our consolidated financial statements.

(3)(4) 

Prior to adjustments for consolidation, inter-segment transactions and certain differences in classification under our management reporting system.

Retail Banking Operations

This segment consists of retail banking services provided by Kookmin Bank. The following table shows, for the periods indicated, our income statement data for this segment:

 

  Year Ended December 31, Percentage Change   Year Ended December 31, Percentage Change 
  2010 2011 2012 2011/2010 2012/2011   2012 2013 2014 2013/2012 2014/2013 
  (in billions of Won) (%)   (in billions of Won) (%) 

Income statement data

            

Interest income

  5,050   5,723   5,682    13.3  (0.7)%   5,682   4,786   4,433    (15.8)%   (7.4)% 

Interest expense

   (2,696  (2,944  (3,158  9.2    7.3     (3,158  (2,773  (2,353  (12.2  (15.1

Net fee and commission income

   647    635    696    (1.9  9.6     696    612    525    (12.1  (14.2

Net gain (loss) from financial assets and liabilities at fair value through profit or loss

   (104  (2  (15  (98.1  650.0  

Net other operating income (expense)

   98    (200  (235  N/M (1)   17.5  

Net loss from financial assets and liabilities at fair value through profit or loss

   (15  (2  (20  (86.7  900.0  

Net other operating expense

   (235  (261  (421  11.1    61.3  

General and administrative expenses

   (2,147  (1,758  (1,673  (18.1  (4.8   (1,673  (1,740  (1,696  4.0    (2.5

Provision for credit losses

   (264  (302  (392  14.4    29.8     (392  (358  (304  (8.7  (15.1

Net other non-operating revenue (expense)

   (2  33    —      N/M (1)   N/M (1) 
  

 

  

 

  

 

     

 

  

 

  

 

   

Profit (loss) before income tax

   582    1,185    905    103.6    (23.6

Tax income (expense) (2)

   (160  (276  (219  72.5    (20.7

Profit before income tax

   905    264    164    (70.8  (37.9

Tax expense

   (219  (86  (54  (60.7  (37.2
  

 

  

 

  

 

     

 

  

 

  

 

   

Profit for the year

  422   909   686    115.4  (24.5)%   686   178   110    (74.1  (38.2
  

 

  

 

  

 

     

 

  

 

  

 

   

(1)

“N/M” means not meaningful.

(2)

Beginning in 2012, segment tax income (expense) is calculated to represent the portion of Kookmin Bank’s income tax allocated to this segment based on Kookmin Bank’s management accounts. Corresponding amounts for prior periods, including profit for the year attributable to this segment, have been restated accordingly.

Comparison of 20122014 to 20112013

Our profit before income tax for this segment decreased 23.6%37.9% from ₩1,185₩264 billion in 20112013 to ₩905₩164 billion in 2012.2014.

Interest income from our retail banking operations decreased 0.7%7.4% from ₩5,723₩4,786 billion in 20112013 to ₩4,433 billion in 2014. This decrease was principally due to decreases in the average yields on mortgage, home equity and other consumer loans, mainly reflecting a decrease in the general level of interest rates in Korea from 2013 to 2014, which were partially offset by increases in the average volume of such loans from 2013 to 2014.

Our largest and most important funding source is deposits from retail customers, which represent more than half of our total deposits. Interest expense for this segment decreased 15.1% from ₩2,773 billion in 2013 to ₩2,353 billion in 2014. This decrease was primarily due to a decrease in the average cost of time deposits held by retail customers, which mainly reflected a decrease in the general level of interest rates in Korea from 2013 to 2014.

Net fee and commission income attributable to this segment decreased 14.2% from ₩612 billion in 2013 to ₩525 billion in 2014, mainly due to decreases in fee and commission income from bancassurance operations and sales of beneficiary certificates as agents.

Net loss from financial assets and liabilities at fair value through profit or loss attributable to this segment increased tenfold from ₩2 billion in 2013 to ₩20 billion in 2014, principally as a result of an increase in valuation loss on derivatives.

Net other operating expense attributable to this segment increased 61.3% from ₩261 billion in 2013 to ₩421 billion in 2014, mainly as a result of an increase in expenses related to inter-segment borrowings.

General and administrative expenses attributable to this segment decreased 2.5% from ₩1,740 billion in 2013 to ₩1,696 billion in 2014, primarily due to a decrease in education taxes, reflecting a decrease in interest income. Education taxes are levied on revenues of financial institutions.

Provision for credit losses decreased 15.1% from ₩358 billion in 2013 to ₩304 billion in 2014, mainly due to an improvement in the asset quality of retail loans, reflecting a decrease in delinquency rates.

Comparison of 2013 to 2012

Our profit before income tax for this segment decreased 70.8% from ₩905 billion in 2012 to ₩264 billion in 2013.

Interest income from our retail banking operations decreased 15.8% from ₩5,682 billion in 2012.2012 to ₩4,786 billion in 2013. This decrease was principally due to a decrease in the average yields on mortgage, home equity and other consumer loans, mainly reflecting a decrease in the general level of interest rates in Korea in 2012.2013.

Our largest and most important funding source is deposits from retail customers, which represent more than half of our total deposits. Interest expense for this segment increased 7.3%decreased 12.2% from ₩2,944 billion in 2011 to ₩3,158 billion in 2012.2012 to ₩2,773 billion in 2013. This increasedecrease was primarily due to an increasea decrease in the average volumecost of time deposits held by retail customers, which mainly reflected continuing demanda decrease in the general level of interest rates in Korea for lower-risk financial products.in 2013.

Net fee and commission income attributable to this segment increased 9.6%decreased 12.1% from ₩635 billion in 2011 to ₩696 billion in 2012 to ₩612 billion in 2013, mainly due to an increasea decrease in fee and commission income from bancassurance operations.

Net loss from financial assets and liabilities at fair value through profit or loss attributable to this segment increased more than six-folddecreased 86.7% from ₩15 billion in 2012 to ₩2 billion in 2011 to ₩15 billion in 2012,2013, principally as a result of an increasea decrease in valuation loss on derivatives.

Net other operating expense attributable to this segment increased 17.5%11.1% from ₩200 billion in 2011 to ₩235 billion in 2012 to ₩261 billion in 2013, mainly as a result of an increase in expenses related to inter-segment borrowings.

General and administrative expenses attributable to this segment decreased 4.8%increased 4.0% from ₩1,758 billion in 2011 to ₩1,673 billion in 2012 to ₩1,740 billion in 2013, principally due to a decreasean increase in employee benefit expenses, which reflected lower performance-based payments.salary expense.

Provision for credit losses increased 29.8%decreased 8.7% from ₩302 billion in 2011 to ₩392 billion in 2012 to ₩358 billion in 2013, due mainly reflecting a deteriorationto an improvement in the asset quality of retail loans in 2012 due to adverse economic conditions in Korea.

Net other non-operating revenue attributable to this segment changed from revenue of ₩33 billion in 2011 to none in 2012, as the recognition of other non-operating revenue in 2011 from the liquidation of certain retail loan-related special purpose vehicles was not repeated in 2012.

Comparison of 2011 to 2010

Our profit before income tax for this segment increased 103.6% from ₩582 billion in 2010 to ₩1,185 billion in 2011.

Interest income from our retail banking operations increased 13.3% from ₩5,050 billion in 2010 to ₩5,723 billion in 2011. This increase was principally due to an increase in the average yields on mortgage, home equity and other consumer loans, mainly reflecting the increase in the general level of interest rates in Korea applicable to such loans from 2010 to 2011, and an increase in the average volume of home equity and other consumer loans primarily due to an increase in demand for such loans.

Interest expense for this segment increased 9.2% from ₩2,696 billion in 2010 to ₩2,944 billion in 2011. This increase was principally due to an increase in the average volume of time deposits held by retail customers, mainly reflecting higher demand in Korea for lower-risk financial products as well as deposit products from larger commercial banks as opposed to smaller and higher-risk savings banks, in light of continued financial market volatility in 2011. Such increase was enhanced by an increase in the average cost of time deposits and demand deposits held by retail customers, which was principally due to the increase in the general level of interest rates in Korea in 2011.

Net fee and commission income attributable to this segment remained relatively constant at ₩635 billion in 2011 compared to ₩647 billion in 2010.

Net loss from financial assets and liabilities at fair value through profit or loss attributable to this segment decreased 98.1% from ₩104 billion in 2010 to ₩2 billion in 2011, principally as a result of a decrease in valuation loss on derivatives.

Net other operating income attributable to this segment changed from an income of ₩98 billion in 2010 to an expense of ₩200 billion in 2011, mainly as a result of an increase in expenses related to inter-segment borrowings.

General and administrative expenses attributable to this segment decreased 18.1% from ₩2,147 billion in 2010 to ₩1,758 billion in 2011, principally due to special termination benefits paid in the fourth quarter of 2010 in connection with Kookmin Bank’s voluntary early retirement program, which was not repeated in 2011.

Provisiondelinquency rates for credit losses increased 14.4% from ₩264 billion in 2010 to ₩302 billion in 2011, mainly reflecting a deterioration in the asset quality of retail loans and an increase in charge-offs of such loans.

Net other non-operating revenue (expense) attributable to this segment changed from net other non-operating expenses of ₩2 billion in 2010 to net other non-operating revenue of ₩33 billion in 2011, principally due to other non-operating revenue recognized from the liquidation of certain retail loan-related special purpose vehicles in 2011.

Corporate Banking Operations

This segment consists of corporate banking services provided by Kookmin Bank. The following table shows, for the periods indicated, our income statement data for this segment:

 

   Year Ended December 31,  Percentage Change 
   2010  2011  2012  2011/2010  2012/2011 
   (in billions of Won)  (%) 

Income statement data

      

Interest income

  4,906   5,107   5,190    4.1  1.6

Interest expense

   (2,354  (2,548  (2,597  8.2    1.9  

Net fee and commission income

   280    243    233    (13.2  (4.1

Net gain (loss) from financial assets and liabilities at fair value through profit or loss

   (4  (2  (1  (50.0  (50.0

Net other operating income (expense)

   (473  (555  (871  17.3    56.9  

General and administrative expenses

   (846  (729  (792  (13.8  8.6  

Provision for credit losses

   (2,393  (1,007  (853  (57.9  (15.3

Net other non-operating revenue (expense)

   (4  114    6    N/M (1)   (94.7
  

 

 

  

 

 

  

 

 

   

Profit (loss) before income tax

   (888  623    315    N/M (1)   (49.4

Tax income (expense) (2)

   213    (158  (77  N/M (1)   (51.3
  

 

 

  

 

 

  

 

 

   

Profit (loss) for the year

  (675 465   238    N/M (1)   (48.8)% 
  

 

 

  

 

 

  

 

 

   

(1)

“N/M” means not meaningful.

(2)

Beginning in 2012, segment tax income (expense) is calculated to represent the portion of Kookmin Bank’s income tax allocated to this segment based on Kookmin Bank’s management accounts. Corresponding amounts for prior periods, including profit for the year attributable to this segment, have been restated accordingly.

   Year Ended December 31,  Percentage Change 
   2012  2013  2014  2013/2012  2014/2013 
   (in billions of Won)  (%) 

Income statement data

      

Interest income

  5,190   4,391   4,009    (15.4)%   (8.7)% 

Interest expense

   (2,597  (1,840  (1,560  (29.1  (15.2

Net fee and commission income

   233    241    237    3.4    (1.7

Net gain (loss) from financial assets and liabilities at fair value through profit or loss

   (1  —      —      (100.0  —    

Net other operating expense

   (871  (1,055  (906  21.1    (14.1

General and administrative expenses

   (792  (822  (711  3.8    (13.5

Provision for credit losses

   (853  (706  (567  (17.2  (19.7

Net other non-operating revenue

   6    1    2    (83.3  100.0  
  

 

 

  

 

 

  

 

 

   

Profit before income tax

   315    210    504    (33.3  140.0  

Tax expense

   (77  (53  (121  (31.2  128.3  
  

 

 

  

 

 

  

 

 

   

Profit for the year

  238   157   383    (34.0  143.9  
  

 

 

  

 

 

  

 

 

   

Comparison of 20122014 to 20112013

Our profit before income tax for this segment decreased 49.4%increased 140.0% from ₩623₩210 billion in 20112013 to ₩315₩504 billion in 2012.2014.

Interest income from our corporate banking operations increased 1.6%decreased 8.7% from ₩5,107₩4,391 billion in 20112013 to ₩5,190₩4,009 billion in 2012.2014. This increasedecrease was principally due to an increase in the average volume of corporate loans, mainly reflecting our increased marketing efforts to SOHO customers. The effect of such increase was offset in part by a decrease in the average yieldyields on corporate loans, mainly reflecting the lower interest rate environment in Korea in 2012.

Interest expense for this segment increased 1.9% from ₩2,548 billion2014, which was offset in 2011 to ₩2,597 billion in 2012. This increase was principally due topart by an increase in the average volume of such loans.

Interest expense for this segment decreased 15.2% from ₩1,840 billion in 2013 to ₩1,560 billion in 2014. This decrease was principally due to a decrease in the average cost of time deposits held by corporate customers, which mainly reflecting continuing demand for such depositsreflected a decrease in Korea.the general level of interest rates in Korea from 2013 to 2014.

Net fee and commission income attributable to this segment decreased 4.1%1.7% from ₩243₩241 billion in 20112013 to ₩237 billion in 2014, primarily due to decreases in foreign currency related fees and guarantee fees.

Net other operating expense attributable to this segment decreased 14.1% from ₩1,055 in 2013 to ₩906 billion in 2014, mainly as a result of a decrease in expenses related to inter-segment borrowings.

General and administrative expenses attributable to this segment decreased 13.5% from ₩822 billion in 2013 to ₩711 billion in 2014, principally due to a decrease in labor expenses allocated to this segment based on the relative volume of loans attributable to this segment.

Provision for credit losses decreased 19.7% from ₩706 billion in 2013 to ₩567 billion in 2014, due mainly to an overall improvement in the asset quality of corporate loans, reflecting a decrease in delinquency rates.

Net other non-operating revenue attributable to this segment increased from ₩1 billion in 2013 and ₩2 billion in 2014.

Comparison of 2013 to 2012

Our profit before income tax for this segment decreased 33.3% from ₩315 billion in 2012 to ₩210 billion in 2013.

Interest income from our corporate banking operations decreased 15.4% from ₩5,190 billion in 2012 to ₩4,391 billion in 2013. This decrease was principally due to a decrease in the average yields on corporate loans, mainly reflecting the lower interest rate environment in Korea in 2013, which was enhanced by a decrease in the average volume of such loans.

Interest expense for this segment decreased 29.1% from ₩2,597 billion in 2012 to ₩1,840 billion in 2013. This decrease was principally due to a decrease in the average cost of time deposits held by corporate customers, which mainly reflected a decrease in the general level of interest rates in Korea in 2013.

Net fee and commission income attributable to this segment increased 3.4% from ₩233 billion in 2012 to ₩241 billion in 2013, due primarily to a decreasean increase in miscellaneous corporate banking fee income.commissions on management of retirement annuity pensions.

Net loss from financial assets and liabilities at fair value through profit or loss attributable to this segment decreased from ₩2 billion in 2011 toby ₩1 billion in 2012.from 2012 to 2013.

Net other operating expense attributable to this segment increased 56.9%21.1% from ₩555 billion in 2011 to ₩871 billion in 2012 to ₩1,055 billion in 2013, mainly as a result of an increase in expenses related to inter-segment borrowings.

General and administrative expenses attributable to this segment increased 8.6%3.8% from ₩729 billion in 2011 to ₩792 billion in 2012 to ₩822 billion in 2013, principally due to increasesan increase in rental expenses and service fees.the average wages of our employees in this segment.

Provision for credit losses decreased 15.3%17.2% from ₩1,007 billion in 2011 to ₩853 billion in 2012 to ₩706 billion in 2013, due mainly reflectingto an increaseoverall improvement in the relative proportionasset quality of corporate loan amounts that are secured by collateral.loans reflecting a decrease in delinquency rates for corporate loans.

Net other non-operating revenue attributable to this segment decreased 94.7%83.3% from ₩114 billion in 2011 to ₩6 billion in 2012 as the recognition of other non-operating revenue in 2011 from the liquidation of corporate loan-related special purpose vehicles was not repeated in 2012.

Comparison of 2011 to 2010

Our profit before income tax for this segment changed from a loss of ₩888₩1 billion in 2010 to a profit of ₩623 billion in 2011.

Interest income from our corporate banking operations increased 4.1% from ₩4,906 billion in 2010 to ₩5,107 billion in 2011. This increase was principally2013, primarily due to an increase in the average volume of corporate loans, mainly reflecting our increased marketing efforts as well as increased demand for such loans in anticipation of higher funding costs due to growing adverse conditions in the global financial markets beginning in the second half of 2011. Such increase was enhanced by an increase in the average yield on corporate loans, mainly reflecting the increase in the general level of interest rates in Korea applicable to such loans from 2010 to 2011.

Interest expense for this segment increased 8.2% from ₩2,354 billion in 2010 to ₩2,548 billion in 2011. This increase was principally due to an increase in the average volume of time deposits held by corporate customers, mainly reflecting higher demand in Korea for such deposits. Such increase was enhanced by an increase in the average cost of time deposits held by corporate customers, which was principally due to the increase in the general level of interest rates in Korea in 2011.

Net fee and commission income attributable to this segment decreased 13.2% from ₩280 billion in 2010 to ₩243 billion in 2011, due primarily to a decrease in fee and commission income from project financing operations.

Net gain from financial assets and liabilities at fair value through profit or loss attributable to this segment decreased by ₩2 billion from ₩4 billion in 2010 to ₩2 billion in 2011.

Net other operating expense attributable to this segment increased 17.3% from ₩473 billion in 2010 to ₩555 billion in 2011, mainly as a result of an increase in expenses related to inter-segment borrowings.

General and administrative expenses attributable to this segment decreased 13.8% from ₩846 billion in 2010 to ₩729 billion in 2011, principally due to special termination benefits paid in the fourth quarter of 2010 in connection with Kookmin Bank’s voluntary early retirement program, which was not repeated in 2011.

Provision for credit losses decreased 57.9% from ₩2,393 billion in 2010 to ₩1,007 billion in 2011, mainly reflecting an overall improvement in the asset quality of corporate loans.

Net other non-operating revenue (expense) attributable to this segment changed from net other non-operating expenses of ₩4 billion in 2010 to net other non-operating revenue from Kookmin Bank (China) Ltd., a subsidiary of ₩114 billion in 2011, mainly reflecting other non-operating revenue recognized from the liquidation of corporate loan-related special purpose vehicles in 2011.Kookmin Bank.

Other Banking Operations

This segment primarily consists of Kookmin Bank’s banking operations other than retail and corporate banking operations, including treasury activities and Kookmin Bank’s “back office” administrative operations. The following table shows, for the periods indicated, our income statement data for this segment:

 

  Year Ended December 31, Percentage Change   Year Ended December 31, Percentage Change 
  2010 2011 2012 2011/2010 2012/2011   2012 2013 2014 2013/2012 2014/2013 
  (in billions of Won) (%)   (in billions of Won) (%) 

Income statement data

            

Interest income

  1,582   1,529   1,606    (3.4)%   5.0  1,623   1,418   1,261    (12.6)%   (11.1)% 

Interest expense

   (1,305  (854  (828  (34.6  (3.0   (961  (822  (819  (14.5  (0.4

Net fee and commission income

   73    503    345    589.0    (31.4   324    252    316    (22.2  25.4  

Net gain (loss) from financial assets and liabilities at fair value through profit or loss

   846    994    612    17.5    (38.4

Net gain from financial assets and liabilities at fair value through profit or loss

   757    693    376    (8.5  (45.7

Net other operating income (expense)

   (597  (318  (139  (46.7  (56.3   (144  261    558    N/M (1)   113.8  

General and administrative expenses

   (963  (886  (840  (8.0  (5.2   (811  (835  (966  3.0    15.7  

Provision (reversal of provision) for credit losses

   (66  17    (49  N/M (1)   N/M (1) 

Share of profit (loss) of associates and joint ventures

   (209  1    (6  N/M (1)   N/M (1) 

Net other non-operating revenue (expense)

   (16  (193  (70  1,106.3    (63.7

Provision for credit losses

   (49  (1  (17  (98.0  1,600.0  

Share of profit (loss) of associates

   (6  (203  18    3,283.3    N/M (1) 

Net other non-operating expense

   (71  (25  (35  (64.8  40.0  
  

 

  

 

  

 

     

 

  

 

  

 

   

Profit (loss) before income tax

   (655  793    631    N/M (1)   (20.4   662    738    692    11.5    (6.2

Tax income (expense) (2)

   295    (240  (139  N/M (1)   (42.1

Tax expense (2)

   (107  (242  (156  126.2    (35.5
  

 

  

 

  

 

     

 

  

 

  

 

   

Profit (loss) for the year

  (360 553   492    N/M (1)   (11.0)% 

Profit for the year (2)

  555   496   536    (10.6  8.1  
  

 

  

 

  

 

     

 

  

 

  

 

   

 

(1) 

“N/M” means not meaningful.

(2) 

BeginningThe amounts for 2014 reflect a change in 2012, segmentour accounting policies with respect to uncertain tax income (expense) is calculated to represent the portion of Kookmin Bank’s income tax allocated to this segment based on Kookmin Bank’s management accounts.positions in 2014. Corresponding amounts for prior periods, including profit for the year attributable to this segment,2012 and 2013 have been restated accordingly.to retroactively apply such change. See “—Overview—Changes in Accounting Policies.”

Comparison of 20122014 to 20112013

Our profit before income tax for this segment decreased 20.4%6.2% from ₩793₩738 billion in 20112013 to ₩631₩692 billion in 2012.2014.

Interest income from our other banking operations increased 5.0%decreased 11.1% from ₩1,529₩1,418 billion in 20112013 to ₩1,606₩1,261 billion in 2012.2014. This increasedecrease was attributable primarily to an increasea decrease in the average volume ofyields on debt securities in Kookmin Bank’s financial investments portfolio, whichdue mainly reflected increased purchases of low-risk debt securities suchto the lower interest rate environment in Korea in 2014, as Korean treasury securities and debt securities issued by government agencies and financial institutions.

Interest expense for this segment decreased 3.0% from ₩854 billion in 2011 to ₩828 billion in 2012. This decrease was principally due towell as a decrease in the average volume of long-term debentures, which mainly reflected decreased use of long-term debenturessuch debt securities.

Interest expense for this segment remained relatively constant at ₩819 billion in 2014 compared to meet Kookmin Bank’s funding needs.₩822 billion in 2013.

Net fee and commission income attributable to this segment decreased 31.4%increased 25.4% from ₩503₩252 billion in 20112013 to ₩345₩316 billion in 2012,2014, mainly because a one-timedue an increase other fees and commissions received, as well as an increase in management fees receivedfee and commission income from the National Housing Fund in 2011, which was dueproviding agency services to the payment of unpaid management fees from prior years claimed by Kookmin Bank, was not repeated in 2012.affiliates.

Net gain from financial assets and liabilities at fair value through profit or loss attributable to this segment decreased 38.4%45.7% from ₩994₩693 billion in 20112013 to ₩612₩376 billion in 2012,2014, principally as a result of a decrease in net gain on derivatives held-for-trading.

Net other operating expense attributable to this segment decreased 56.3%income increased 113.8% from ₩318₩261 billion in 20112013 to ₩139₩558 billion in 2012,2014, mainly as a result of an increase in income from inter-segment lending.

General and administrative expenses attributable to this segment decreased 5.2%increased 15.7% from ₩886₩835 billion in 20112013 to ₩840₩966 billion in 2012,2014, principally due to a decreasean increase in employee benefit expenses, which reflected lower performance-based payments.salary expense.

Provision for credit losses changedincreased seventeen-fold from a reversal of provision of₩1 billion in 2013 to ₩17 billion in 2011 to a provision of ₩49 billion in 2012,2014, mainly reflecting an increase in provisionsprovision for receivables from derivatives transactions.

Share of profit (loss) of associates and joint venturesattributable to this segment changed from a loss of ₩203 billion in 2013 to a profit of ₩1₩18 billion in 2011 to a loss of ₩6 billion in 2012,2014, principally as a result of recognition of additional impairment lossesa decrease in loss on equity method investments from Kookmin Bank’s investment in JSC Bank CenterCredit in 2012.CenterCredit.

Net other non-operating expense attributable to this segment decreased 63.7%increased 40.0% from ₩193₩25 billion in 20112013 to ₩70₩35 billion in 2012,2014, primarily due to an increase other non-operating expense related to satisfaction of judgments in gains on sales of tangible assets.legal proceedings with respect to which the actual payments made were greater than the litigation allowances established.

Comparison of 20112013 to 20102012

Our profit before income tax for this segment changedincreased 11.5% from a loss of ₩655₩662 billion in 20102012 to a profit of ₩793₩738 billion in 2011.2013.

Interest income from our other banking operations decreased 3.4%12.6% from ₩1,582₩1,623 billion in 20102012 to ₩1,529₩1,418 billion in 2011.2013. This decrease was attributable primarily to a decrease in the average yields on debt securities in Kookmin Bank’s financial investments portfolio, due mainly to an increasethe lower interest rate environment in the proportion of monetary stabilization bondsKorea in such portfolio, which typically feature relatively lower yields compared to other types of debt securities in such portfolio.2013.

Interest expense for this segment decreased 34.6%14.5% from ₩1,305₩961 billion in 20102012 to ₩854₩822 billion in 2011.2013. This decrease was principally due to a decrease in the average volumecost of long-term debentures, which mainly reflected decreased use of long-term debentures to meet Kookmin Bank’s funding needs. Suchthe decrease was partially offset by an increase in the average costgeneral level of such debentures, which was primarily attributable to the general increase in market interest rates in Korea including for such debentures.in 2013.

Net fee and commission income attributable to this segment increased almost six-folddecreased 22.2% from ₩73₩324 billion in 20102012 to ₩503₩252 billion in 2011,2013, mainly due primarily to increasesdecreases in commission income received from KB Kookmin Card, which was spun-off from Kookmin Bank in March 2011,brokerage fees and management fees received from the National Housing Fund.participation fees.

Net gain from financial assets and liabilities at fair value through profit or loss attributable to this segment increased 17.5%decreased 8.5% from ₩846₩757 billion in 20102012 to ₩994₩693 billion in 2011,2013, principally as a result of an increasea decrease in net gaingains on derivativesfinancial instruments held-for-trading.

Net other operating income (expense) changed from a net expense attributable to this segment decreased 46.7% from ₩597of ₩144 billion in 20102012 to ₩318a net income of ₩261 billion in 2011,2013, mainly as a result of an increase in income from inter-segment lending.

General and administrative expenses attributable to this segment decreased 8.0%increased 3.0% from ₩963₩811 billion in 20102012 to ₩886₩835 billion in 2011,2013, principally due to an increase in special termination benefits paid in the fourth quarter of 2010 in connection with Kookmin Bank’s voluntary early retirement program, which was not repeatedas well as an increase in 2011salary expense.

Provision for credit losses changeddecreased by ₩48 billion from a provision of ₩66₩49 billion in 20102012 to a reversal of provision of ₩17₩1 billion in 2011,2013, mainly reflecting a decrease in provision for receivables from derivativesderivative transactions.

Share of profitloss of associates and joint ventures changedincreased by ₩197 billion from a loss of ₩209₩6 billion in 20102012 to a profit of ₩1₩203 billion in 2011,2013, principally as a result of a decrease in impairment loss on Kookmin Bank’s investment in JSC Bank CenterCredit as well as a decrease in loss on investments in other associates.

Net other non-operating expenses attributable to this segment increased more than eleven-fold from ₩16 billion in 2010 to ₩193 billion in 2011, primarily as a result of an increase in charitable donations made byloss on equity method investments from Kookmin Bank.Bank’s investment in JSC Bank CenterCredit.

Net other non-operating expense attributable to this segment decreased 64.8% from ₩71 billion in 2012 to ₩25 billion in 2013, primarily due to an increase in net other non-operating income, including income from employment insurance support and interest on delinquent leasehold deposits.

Credit Card Operations

This segment consists of credit card activities which were conducted by Kookmin Bank in 2010 and January and February of 2011. In March 2011, Kookmin Bank’s credit card business was spun-off to KB Kookmin Card, a newly established company. As such, since March 2011, our credit card activities have been conducted by KB Kookmin Card. The following table shows, for the periods indicated, our income statement data for this segment:

 

   Year Ended December 31,  Percentage Change 
   2010  2011  2012  2011/2010  2012/2011 
   (in billions of Won)  (%) 

Income statement data

      

Interest income

  ��1,318   1,381   1,388    4.8  0.5

Interest expense

   (477  (480  (414  0.6    (13.8

Net fee and commission income

   589    242    158    (58.9  (34.7

Net other operating income (expense)

   (68  (18  (83  (73.5  361.1  

General and administrative expenses

   (224  (346  (347  54.5    0.3  

Provision for credit losses

   (129  (207  (315  60.5    52.2  

Net other non-operating revenue (expense)

   1    (1  (4  N/M (1)   300.0  
  

 

 

  

 

 

  

 

 

   

Profit before income tax

   1,010    571    383    (43.5  (32.9

Tax income (expense) (2)

   (246  (130  (91  (47.2  (30.0
  

 

 

  

 

 

  

 

 

   

Profit for the year

  764   441   292    (42.3)%   (33.8)% 
  

 

 

  

 

 

  

 

 

   

(1)

“N/M” means not meaningful.

(2)

Represents the portion of Kookmin Bank’s income tax for 2010 and January and February of 2011 allocated to this segment based on profit before income tax, and income tax attributable to KB Kookmin Card for March to December of 2011 and for 2012.

   Year Ended December 31,  Percentage Change 
   2012  2013  2014  2013/2012  2014/2013 
   (in billions of Won)  (%) 

Income statement data

      

Interest income

  1,388   1,436   1,354    3.5  (5.7)% 

Interest expense

   (414  (379  (360  (8.5  (5.0

Net fee and commission income

   158    185    95    17.1    (48.6

Net other operating expense

   (83  (39  (32  (53.0  (17.9

General and administrative expenses

   (349  (354  (341  1.4    (3.7

Provision for credit losses

   (315  (345  (278  9.5    (19.4

Net other non-operating expense

   (4  (2  (5  (50.0  150.0  
  

 

 

  

 

 

  

 

 

   

Profit before income tax

   381    502    433    31.8    (13.7

Tax expense

   (90  (118  (100  31.1    (15.3
  

 

 

  

 

 

  

 

 

   

Profit for the year

  291   384   333    32.0    (13.3
  

 

 

  

 

 

  

 

 

   

Comparison of 20122014 to 20112013

Our profit before income tax for this segment decreased by 32.9%13.7% from ₩571₩502 billion in 20112013 to ₩383₩433 billion in 2012.2014.

Interest income from our credit card operations remained relatively constant at ₩1,388decrease 5.7% from ₩1,436 billion in 2012 compared2013 to ₩1,381₩1,354 billion in 2011.2014. This decrease was primarily due to a decrease in average yields on credit card receivables, mainly reflecting the lower interest rate environment in Korea in 2014, which was enhanced by a decrease in the average volume of such receivables.

Interest expense for this segment decreased 13.8%5.0% from ₩480₩379 billion in 20112013 to ₩414₩360 billion in 2012.2014. This decrease was primarily due to decreased funding costs for this segment in light of the lower interest rate environment in Korea in 2012.2014.

Net fee and commission income attributable to this segment decreased 34.7%48.6% from ₩242₩185 billion in 20112013 to ₩158₩95 billion in 2012,2014, which resulted mainly from an increase in credit card-relatedcard and debit card related fee and commission expenses. Such increase was principally due to an increase in debit card related fee and commission expenses, principallyincluding fees paid to value-added network providers, reflecting the increased marketing activities in 2012.use of debit cards.

Net other operating expense attributable to this segment increased 361.1%decreased 17.9% from ₩18₩39 billion in 20112013 to ₩83₩32 billion in 2012,2014, primarily as a result ofdue to a decrease in income from sales of written-off credit card loans and receivables.accumulated reward points that are recognized as other operating expense, reflecting a change in our rewards program in 2014.

General and administrative expenses attributable to this segment remained relatively constant at ₩347decreased 3.7% from ₩354 billion in 2012 compared2013 to ₩346₩341 billion in 2011.2014, mainly due to a decrease in other general and administrative expenses, including communication expenses and supplies expenses.

Provision for credit losses increased 52.2%decreased 19.4% from ₩207₩345 billion in 20112013 to ₩315₩278 billion in 2012,2014, mainly reflecting increased delinquencies as well as decreased recoveries on charged-offdue to an improvement in the overall asset quality of our credit card loans and receivables.receivables, reflecting a decrease in delinquency rates.

Net other non-operating expense attributable to this segment increased 300.0%150.0% from ₩1₩2 billion in 20112013 to ₩4₩5 billion in 2012,2014, primarily due to an increase in miscellaneous other non-operating expense, which resulted mainly from an increase in expenses related to management of credit card receivables, as well as an increase in charitable donations by KB Kookmin Card.

Comparison of 20112013 to 20102012

Our profit before income tax for this segment decreasedincreased by 43.5%31.8% from ₩1,010₩381 billion in 20102012 to ₩571₩502 billion in 2011.2013.

Interest income from our credit card operations increased 4.8%by 3.5% from ₩1,318₩1,388 billion in 20102012 to ₩1,381₩1,436 billion in 2011.2013. This increase was primarily due to an increase in interest income from factored receivables, reflecting an increase in the average volume of credit card loans, which mainly reflected an increase in demand for such loans.receivables.

Interest expense for this segment remained relatively constant at ₩480decreased 8.5% from ₩414 billion in 2011 compared2012 to ₩477₩379 billion in 2010.2013. This decrease was primarily due to decreased funding costs for this segment in light of the lower interest rate environment in Korea in 2013.

Net fee and commission income attributable to this segment decreased 58.9%increased 17.1% from ₩589₩158 billion in 20102012 to ₩242₩185 billion in 2011, due primarily to2013, which resulted mainly from an increase in fee and commission expense paid to Kookmin Bank by KB Kookmin Card for, among other things, assisting with certain credit card operations and recruiting new credit card members through Kookmin Bank’s branch network after the spin-off of Kookmin Bank’s credit card business and the establishment of KB Kookmin Card in March 2011.income from check cards.

Net other operating expense attributable to this segment decreased 73.5%53.0% from ₩68₩83 billion in 20102012 to ₩18₩39 billion in 2011, mainly as a result of2013, primarily due to an increase in other operating income resulting from saleproceeds from sales of written-off credit card loans and receivables.to the National Happiness Fund.

General and administrative expenses attributable to this segment increased 54.5%1.4% from ₩224₩349 billion in 20102012 to ₩346₩354 billion in 2011, principally2013, mainly due to increasesan increase in employee benefits and other administrative expenses.salary expense.

Provision for credit losses increased 60.5%9.5% from ₩129₩315 billion in 20102012 to ₩207₩345 billion in 2011,2013, mainly reflecting decreasesa decrease in the asset qualityreversal of certain corporate purchasing card accounts and in recoveries on charged-offprovisions primarily due to our sale of written-off credit card loans to the National Happiness Fund and receivables.an increase in impaired credit card balances due to a change in our charge-off policy in 2013 which increased the delinquency period for credit card balances before charge-off from three months to six months.

Net other non-operating revenue (expense)expense attributable to this segment changeddecreased 50.0% from net other non-operating revenue of ₩1₩4 billion in 20102012 to net other non-operating expenses of ₩1₩2 billion in 2011.2013, primarily due to a decrease in charitable donations by KB Kookmin Card.

Investment and Securities Operations

This segment consists primarily of securities brokerage, investment banking, securities investment and trading and other capital markets services conducted by KB Investment & Securities. In March 2011, KB Investment & Securities was merged with KB Futures, with KB Investment & Securities as the surviving entity.

Accordingly, the income statement data for this segment for 2011 reflect the results of operations of KB Futures for the period in 2011 following the merger. The following table shows, for the periods indicated, our income statement data for this segment:

 

  Year Ended December 31, Percentage Change   Year Ended December 31, Percentage Change 
  2010 2011 2012 2011/2010 2012/2011   2012 2013 2014 2013/2012 2014/2013 
  (in billions of Won) (%)   (in billions of Won) (%) 

Income statement data

            

Interest income

  33   42   38    27.3  (9.5)%   38   41   45    7.9  9.8

Interest expense

   (29  (29  (19  0.0    (34.5   (19  (17  (27  (10.5  58.8  

Net fee and commission income

   52    83    86    59.6    3.6     86    76    76    (11.6  —    

Net gain (loss) from financial assets and liabilities at fair value through profit or loss

   72    50    39    (30.6  (22.0

Net other operating income (expense)

   7    14    15    100.0    7.1  

Net gain from financial assets and liabilities at fair value through profit or loss

   39    19    47    (51.3  147.4  

Net other operating income

   5    1    5    (80.0  400.0  

General and administrative expenses

   (90  (118  (128  31.1    8.5     (118  (96  (103  (18.6  7.3  

Provision (reversal of provision) for credit losses

   2    (6  (4  N/M (1)   (33.3

Net other non-operating revenue (expense)

   6    (2  (3  N/M (1)   50.0  

Provision for credit losses

   (4  (5  (4  25.0    (20.0

Net other non-operating expense

   (3  (2  —      (33.3  (100.0
  

 

  

 

  

 

     

 

  

 

  

 

   

Profit before income tax

   53    34    24    (35.8  (29.4   24    17    39    (29.2  129.4  

Tax income (expense) (2)

   (13  (8  (6  (38.5  (25.0

Tax expense (1)

   (6  (5  (13  (16.7  160.0  
  

 

  

 

  

 

     

 

  

 

  

 

   

Profit for the year

  40   26   18    (35.0)%   (30.8)%   18   12   26    (33.3  116.7  
  

 

  

 

  

 

     

 

  

 

  

 

   

 

(1)

“N/M” means not meaningful.

(2) 

Represents income tax attributable to KB Investment & Securities.

Comparison of 20122014 to 20112013

Our profit before income tax for this segment increased 129.4% from ₩17 billion in 2013 to ₩39 billion in 2014.

Interest income from this segment increased 9.8% from ₩41 billion in 2013 to ₩45 billion in 2014. This increase was primarily due to an increase in the average volume of loans secured by securities.

Interest expense for this segment increased 58.8% from ₩17 billion in 2013 to ₩27 billion in 2014, which mainly reflected an increase in the average volume of repurchase agreements.

Net fee and commission income attributable to this segment remained constant at ₩76 billion in 2013 and 2014.

Net gain from financial assets and liabilities at fair value through profit or loss attributable to this segment increased 147.4% from ₩19 billion in 2013 to ₩47 billion in 2014, principally as a result of an increase in net gain on financial assets held-for-trading and derivatives held-for-trading.

Net other operating income attributable to this segment increased five-fold from ₩1 billion in 2013 to ₩5 billion in 2014, principally as a result of an increase in net gain on foreign exchange transactions.

General and administrative expenses attributable to this segment increased 7.3% from ₩96 billion in 2013 to ₩103 billion in 2014, principally due to an increase in performance-based salary expense.

Provision for credit losses decreased 20.0% from ₩5 billion in 2013 to ₩4 billion in 2014.

Net other non-operating expense attributable to this segment decreased from ₩2 billion in 2013 to nil in 2014.

Comparison of 2013 to 2012

Our profit before income tax for this segment decreased 29.4%29.2% from ₩34 billion in 2011 to ₩24 billion in 2012.2012 to ₩17 billion in 2013.

Interest income from this segment decreased 9.5%increased 7.9% from ₩42 billion in 2011 to ₩38 billion in 2012.2012 to ₩41 billion in 2013. This decreaseincrease was primarily due to a decreasean increase in the average volume of bonds purchased under repurchase agreements.available-for-sale financial assets.

Interest expense for this segment decreased 34.5%10.5% from ₩29 billion in 2011 to ₩19 billion in 2012 to ₩17 billion in 2013, which mainly reflected a general decrease in the average cost of our debts in light of the lower interest rate environment in Korea, which was enhanced by a decrease in the average volume of call money and bonds sold under repurchase agreements.customers’ deposits.

Net fee and commission income attributable to this segment increased 3.6%decreased 11.6% from ₩83 billion in 2011 to ₩86 billion in 2012 to ₩76 billion in 2013, principally as a result of an increasea decrease in commissions relating to securities repurchase agreementunderwriting activities.

Net gain from financial assets and liabilities at fair value through profit or loss attributable to this segment decreased 22.0%51.3% from ₩50 billion in 2011 to ₩39 billion in 2012 to ₩19 billion in 2013, principally as a result of a decrease in net gainsgain on securitiesfinancial assets held-for-trading and derivatives held-for-trading.

Net other operating income attributable to this segment remained relatively constant at ₩15decreased 80.0% from ₩5 billion in 2012 compared to ₩14₩1 billion in 2011.2013, primarily as a result of a reversal of provisions for litigation in 2012 that was not repeated in 2013.

General and administrative expenses attributable to this segment increased 8.5%decreased by 18.6% from ₩118 billion in 20112012 to ₩128₩96 billion in 2012, primarilyand 2013, principally due to an increasea decrease in service fees paid in connection with securities brokerage operations.performance-based salary expense.

Provision for credit losses decreased 33.3%increased 25.0% from ₩6 billion in 2011 to ₩4 billion in 2012 mainly reflecting an increaseto ₩5 billion in reversal of provisions relating to loans purchased.2013.

Net other non-operating expense attributable to this segment increaseddecreased 33.3% from ₩2₩3 billion in 20112012 to ₩3₩2 billion in 2012.

Comparison of 2011 to 2010

Our profit before income tax for this segment decreased 35.8% from ₩53 billion in 2010 to ₩34 billion in 2011.

Interest income from this segment increased 27.3% from ₩33 billion in 2010 to ₩42 billion in 2011. This increase was primarily due to an increase in the average volume of reserves for claims of customers’ deposits and deposits for exchange-traded derivatives, principally as a result of KB Investment & Securities’ merger with KB Futures in March 2011, which was enhanced by an increase in the average interest rates in respect of such reserves and deposits.

Interest expense for this segment remained relatively constant at ₩29 billion in 2010 and 2011.

Net fee and commission income attributable to this segment increased 59.6% from ₩52 billion in 2010 to ₩83 billion in 2011, principally as a result of an increase in brokerage commissions, which mainly resulted from KB Investment & Securities’ merger with KB Futures in March 2011.

Net gain from financial assets and liabilities at fair value through profit or loss attributable to this segment decreased 30.6% from ₩72 billion in 2010 to ₩50 billion in 2011, principally as a result of an increase in net loss on derivatives held-for-trading.

Net other operating income attributable to this segment increased 100.0% from ₩7 billion in 2010 to ₩14 billion in 2011.

General and administrative expenses attributable to this segment increased 31.1% from ₩90 billion in 2010 to ₩118 billion in 2011, principally due to increases in bonus payments to employees and advertising expenses.

Provision for credit losses decreased from a reversal of provision of ₩2 billion in 2010 to a provision of ₩6 billion in 2011.

Net other non-operating revenue (expense) attributable to this segment changed from net other non-operating revenue of ₩6 billion in 2010 to net other non-operating expenses of ₩2 billion in 2011, primarily due to the recognition in 2011 of impairment losses on membership interests held by KB Investment & Securities.

Life Insurance Operations

This segment consists of life insurance and wealth management services provided by KB Life Insurance. We currently hold a 51.0% voting interest in KB Life Insurance, which is accounted for as a consolidated subsidiary under IFRS as issued by the IASB. The following table shows, for the periods indicated, our income statement data for this segment:

 

  Year Ended December 31, Percentage Change   Year Ended December 31, Percentage Change 
  2010 2011 2012 2011/2010 2012/2011   2012 2013 2014 2013/2012 2014/2013 
  (in billions of Won) (%)   (in billions of Won) (%) 

Income statement data

            

Interest income

  128   162   192    26.6  18.5  192   200   227    4.2  13.5

Interest expense

   —      —      —      —      —       —      —      —      —      —    

Net gain (loss) from financial assets and liabilities at fair value through profit or loss

   3    —      8    N/M (1)   N/M (1) 

Net other operating income (expense)

   (71  (95  (132  33.8    38.9  

Net gain from financial assets and liabilities at fair value through profit or loss

   8    18    10    125.0    (44.4

Net other operating expense

   (132  (154  (163  16.7    5.8  

General and administrative expenses

   (36  (42  (45  16.7    7.1     (45  (51  (60  13.3    17.6  

Provision for credit losses

   —      (1  —      N/M (1)   (100.0   —      (1  (1  N/M (1)   —    

Net other non-operating revenue (expense)

   (1  —      (1  N/M (1)   N/M (1) 

Net other non-operating expense

   (1  —      (1  (100.0  N/M (1) 
  

 

  

 

  

 

     

 

  

 

  

 

   

Profit before income tax

   23    24    22    4.3    (8.3   22    12    12    (45.5  —    

Tax income (expense) (2)

   (5  (5  (5  —      —    

Tax expense (2)

   (5  (3  (5  (40.0  66.7  
  

 

  

 

  

 

     

 

  

 

  

 

   

Profit for the year

  18   19   17    5.6  (10.5)%   17   9   7    (47.1  (22.2
  

 

  

 

  

 

     

 

  

 

  

 

   

 

(1) 

“N/M” means not meaningful.

(2) 

Represents income tax attributable to KB Life Insurance.

Comparison of 20122014 to 20112013

Our profit before income tax for this segment decreased 8.3% from ₩24remained constant at ₩12 billion in 2011 to ₩22 billion in 2012.2013 and 2014.

Interest income forfrom this segment increased 18.5%13.5% from ₩162₩200 billion in 20112013 to ₩192₩227 billion in 2012,2014, primarily due to an increase in the average volume of available-for-saleheld-to-maturity debt securities held by KB Life Insurance, particularly corporate debt securities and Korean treasury securities and government agency debt securities.

Net gain from financial assets and liabilities at fair value through profit or loss attributable to this segment changeddecreased 44.4% from ₩18 billion in 2013 to ₩10 billion in 2014, which mainly reflected a gaindecrease in gains on sales of less thanbeneficiary certificates.

Net other operating expense attributable to this segment increased 5.8% from ₩154 billion in 2013 to ₩163 billion in 2014, principally due to a decrease in income related to insurance as the number of insurance policies cancelled or partially withdrawn increased, mainly reflecting a downturn in the economy.

General and administrative expenses attributable to this segment increased 17.6% from ₩51 billion in 2013 to ₩60 billion in 2014, primarily due to increases in rental expense and salary expense.

Provision for credit losses remained constant at ₩1 billion in 20112013 and 2014.

Net other non-operating expense attributable to athis segment changed from nil in 2013 to ₩1 billion in 2014.

Comparison of 2013 to 2012

Our profit before income tax for this segment decreased 45.5% from ₩22 billion in 2012 to ₩12 billion in 2013.

Interest income for this segment increased 4.2% from ₩192 billion in 2012 to ₩200 billion in 2013, primarily due to an increase in the average volume of held-to-maturity debt securities held by KB Life Insurance, particularly government agency debt securities.

Net gain offrom financial assets and liabilities at fair value through profit or loss attributable to this segment increased 125.0% from ₩8 billion in 2012 to ₩18 billion in 2013, which mainly reflected an increase in gains on sales of beneficiary certificates.

Net other operating expense attributable to this segment increased 38.9%16.7% from ₩95 billion in 2011 to ₩132 billion in 2012 to ₩154 billion in 2013, principally due to increasesan increase in policy reserves relating to single premium life insurance products sold in 2012.the amortization expense of deferred acquisition costs.

General and administrative expenses attributable to this segment increased 7.1%13.3% from ₩42 billion in 2011 to ₩45 billion in 2012 to ₩51 billion in 2013, primarily due to increased salariesan increase in expenses relating to tax and overhead expenses resulting from the opening of new branch offices in 2012.dues.

Provision for credit losses changed from provisions ofnil in 2012 to ₩1 billion in 2011 to less than ₩1 billion in 2012.2013.

Net other non-operating expense attributable to this segment increaseddecreased from less than ₩1 billion in 20112012 to ₩1 billionnil in 2012.

Comparison of 2011 to 2010

Our profit before income tax for this segment remained relatively steady at ₩24 billion in 2011 compared to ₩23 billion in 2010.

Interest income for this segment increased 26.6% from ₩128 billion in 2010 to ₩162 billion in 2011, primarily due to an increase in the average volume of available-for-sale debt securities held by KB Life Insurance, which was partially offset by a decrease in the average yield on such debt securities.

Net gain from financial assets and liabilities at fair value through profit or loss attributable to this segment decreased by ₩3 billion from 2010 to 2011.

Net other operating expense attributable to this segment increased 33.8% from ₩71 billion in 2010 to ₩95 billion in 2011, principally due to a decrease in premium income from individual life insurance products.

General and administrative expenses attributable to this segment increased 16.7% from ₩36 billion in 2010 to ₩42 billion in 2011, reflecting increased marketing activities by KB Life Insurance.

Provision for credit losses increased by ₩1 billion from 2010 to 2011.

Net other non-operating revenue (expense) attributable to this segment decreased from net other non-operating expenses of ₩1 billion in 2010 to less than ₩1 billion in 2011.2013.

Other

“Other” includes the operations of our holding company and all of our subsidiaries that were consolidated under IFRS as issued by the IASB as of December 31, 20122014 except Kookmin Bank, KB Kookmin Card, KB Investment & Securities and KB Life Insurance, including principally KB Asset Management, KB Real Estate Trust, KB Investment, KB Credit Information, KB Data System, and, commencing in 2012, KB Savings Bank.Bank and KB Capital (commencing in 2014). See “—Overview—Acquisitions.” The following table shows, for the periods indicated, our income statement data for this segment:

 

  Year Ended December 31, Percentage Change   Year Ended December 31, Percentage Change 
  2010 2011 2012 2011/2010 2012/2011   2012 2013 2014 2013/2012 2014/2013 
  (in billions of Won) (%)   (in billions of Won) (%) 

Income statement data

            

Interest income

  80   66   85    (17.5)%   28.8  123   106   326    (13.8)%   207.5

Interest expense

   (61  (49  (47  (19.7  (4.1   (47  (25  (123  (46.8  392.0  

Net fee and commission income

   92    96    102    4.3    6.3     97    118    134    21.6    13.6  

Net gain (loss) from financial assets and liabilities
at fair value through profit or loss

   2    (4  8    N/M (1)   N/M (1) 

Net gain from financial assets and liabilities at fair value through profit or loss

   25    29    26    16.0    (10.3

Net other operating income

   30    54    40    80.0    (25.9   37    40    70    8.1    75.0  

General and administrative expenses

   (114  (115  (135  0.9    17.4     (133  (142  (189  6.8    33.1  

Provision (reversal of provision) for credit losses

   (21  (8  6    (61.9  N/M (1)    6    (28  (57  N/M (1)   103.6  

Share of profit of associates and joint ventures

   —      2    1    N/M (1)   (50.0

Share of loss of associates

   —      (38  (14  N/M (1)   (63.2

Net non-operating revenue (expense)

   84    (85  (62  N/M (1)   (27.1   (45  31    (25  N/M (1)   N/M (1) 
  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

   

Profit (loss) before income tax

   92    (43  (2  N/M (1)   (95.3

Tax income (expense) (2)

   (12  (2  (14  (83.3  600.0  

Profit before income tax

   63    91    148    44.4    62.6  

Tax expense (2)

   (15  (30  (33  100.0    10.0  
  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

   

Profit (loss) for the year

  80   (45 (16  N/M (1)   (64.4)% 

Profit for the year

  48   61   115    27.1    88.5  
  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

   

 

(1) 

“N/M” means not meaningful.

(2) 

Represents income tax attributable to our holding company and all of our subsidiaries that were consolidated under IFRS as issued by the IASB except Kookmin Bank, KB Kookmin Card, KB Investment & Securities and KB Life Insurance.

Comparison of 20122014 to 20112013

Our lossprofit before income tax for this segment decreased 95.3%increased 62.6% from ₩43₩91 billion in 20112013 to ₩2₩148 billion in 2012.2014.

Interest income attributable to this segment increased 28.8%207.5% from ₩66₩106 billion in 20112013 to ₩85₩326 billion in 2012.2014. This increase was primarily due to an increase in interest on loans, mainly reflecting the inclusionaddition of KB Savings Bank inCapital to this segment from 2012.2014.

Interest expense attributable to this segment decreased 4.1%increased 392.0% from ₩49₩25 billion in 20112013 to ₩47₩123 billion in 2012,2014, principally reflecting a decrease in interest expense at our holding company level resulting from the repayment of outstanding debentures and borrowings by our holding company in 2012, the effect of which was offset in part by the inclusionaddition of KB Savings Bank inCapital to this segment from 2012.2014.

Net fee and commission income attributable to this segment increased 6.3%13.6% from ₩96₩118 billion in 20112013 to ₩102₩134 billion in 2012,2014, mainly as the result of an increaseincreases in investment trust-relatedrental fees received byand lease fees, mainly reflecting the addition of KB Asset Management.Capital to this segment from 2014.

Net gain from financial assets and liabilities at fair value through profit or loss attributable to this segment changeddecreased 10.3% from a net loss of ₩4₩29 billion in 20112013 to a net gain of ₩8₩26 billion in 2012,2014, principally due to a decrease in net gain on valuation of derivatives held by KB Mezzanine Private Securities Fund I, which was partially offset by an increase in gainsnet gain on currency forwardsvaluation of KB Investment.financial assets held for trading by KStar KTB ETF (Bond).

Net other operating income attributable to this segment decreased 25.9%increased 75.0% from ₩54 billion in 2011 to ₩40 billion in 2012,2013 to ₩70 billion in 2014, primarily as a result of a decreasean increase in gain on disposalother operating income from sales of available-for-sale equity securitiesnon-performing loans held by KB Investment.Capital and KB Savings Bank.

General and administrative expenses attributable to this segment increased 17.4%33.1% from ₩115₩142 billion in 20112013 to ₩135₩189 billion in 2012,2014, which mainly reflected the inclusionaddition of KB Savings Bank inCapital to this segment from 2012.2014.

Provision for credit losses increased 103.6% from ₩28 billion in 2013 to ₩57 billion in 2014, principally reflecting the addition of KB Capital to this segment from 2014.

Share of loss of associates attributable to this segment decreased 63.2% from ₩38 billion in 2013 to ₩14 billion in 2014, primarily due to a decrease in impairment losses attributable to this segment.

Net other non-operating revenue (expense) attributable to this segment changed from a provisionrevenue of ₩8₩31 billion in 20112013 to an expense of ₩25 billion in 2014, primarily due to a reversal of provision of ₩6 billiondecrease in 2012, principally due toother non-operating revenue from KB Asset Management, which was enhanced by an increase in reversal of KB Real Estate Trust’s provision for creditimpairment losses resulting from continuing improvements in the asset quality of trust accounts heldon goodwill recognized by KB Real Estate Trust, as well as reversal of provision for credit losses relating to KB Savings Bank which reflected collections made on KB Savings Bank’s non-performing loans in 2012.

Share of profit of associates and joint ventures attributable to this segment decreased by ₩1 billion from 2011 to 2012.

Net other non-operating expense attributable to this segment decreased 27.1% from ₩85 billion in 2011 to ₩62 billion in 2012, primarily due to the recognition of significant impairment losses in 2011 on membership interests held by our holding company which was not repeated in 2012.Bank.

Comparison of 20112013 to 20102012

Our profit before income tax for this segment changedincreased 44.4% from a profit of ₩92₩63 billion in 20102012 to a loss of ₩43₩91 billion in 2011.2013.

Interest income attributable to this segment decreased 17.5%13.8% from ₩80₩123 billion in 20102012 to ₩66₩106 billion in 2011.2013. This decrease was primarily due to a decrease in the average volume of due from banks held by our holding company, which mainly resulted from a decrease in deposits held by the holding company at Kookmin Bank, which the holding company used in 2011attributable to repay ₩750 billion of its outstanding debentures.KB Savings Bank.

Interest expense attributable to this segment decreased 19.7%46.8% from ₩61₩47 billion in 20102012 to ₩49₩25 billion in 2011, due mainly to2013, principally reflecting a decrease in the average volume of debentures issued by our holding company, which reflected its repayment of ₩750 billion of its outstanding debentures in 2011.time deposits attributable to KB Savings Bank.

Net fee and commission income attributable to this segment increased 4.3%21.6% from ₩92₩97 billion in 20102012 to ₩96₩118 billion in 2011.2013, mainly as the result of an increase in fees received by KB Asset Management.

Net gain from financial assets and liabilities at fair value through profit or loss attributable to this segment changedincreased 16.0% from a net gain of ₩2₩25 billion in 20102012 to a net loss of ₩4₩29 billion in 2011.2013, principally due to an increase in gain on valuation of derivatives held by KB Mezzanine Private Securities Fund 1.

Net other operating income attributable to this segment increased 80.0%8.1% from ₩30₩37 billion in 20102012 to ₩54₩40 billion in 2011,2013, primarily as a result of an increase in gain on disposalother operating income from sales of available-for-sale equity securitiesnon-performing loans held by KB Investment.Savings Bank.

General and administrative expenses attributable to this segment remained relatively constant at ₩115increased 6.8% from ₩133 billion in 2011 compared2012 to ₩114₩142 billion 2010.in 2013, which mainly reflected an increase in salary expense for KB Asset Management and the inclusion of Yehansoul Savings Bank in this segment in 2013.

Provision for credit losses attributable to this segment decreased 61.9%changed from ₩21a reversal of provision of ₩6 billion in 20102012 to ₩8a provision of ₩28 billion in 2011, mainly reflecting a decrease2013, principally due to an increase in KB Real Estate Trust’s provision for credit losses resulting from both an improvement inrelating to the asset qualitytrust account lending activities of trust accounts held by KB Real Estate Trust and a decrease in the average volume of such trust accounts.Trust.

Share of profit of associates and joint ventures attributable to this segment increased by ₩2changed from nil in 2012 to a loss of ₩38 billion from 2010in 2013, primarily due to 2011.an increase in impairment losses attributable to this segment.

Net other non-operating revenue (expense) attributable to this segment changed from netan expense of ₩45 billion in 2012 to a revenue of ₩31 billion in 2013, primarily due to an increase in other non-operating revenue of ₩84 billion in 2010 to net other non-operating expenses of ₩85 billion in 2011 as a result of a variety of factors, including the recognition of impairment losses in 2011 on membership interests held by our holding company.from KB Asset Management.

Item 5.B.Liquidity and Capital Resources

Financial Condition

Assets

The following table sets forth, as of the dates indicated, the principal components of our assets:

 

  As of December 31, Percentage Change   As of December 31, Percentage Change 
  2010 2011 2012 2011/2010 2012/2011   2012 2013 2014 2013/2012 2014/2013 
  (in billions of Won) (%)   (in billions of Won) (%) 

Cash and due from financial institutions

  6,830   9,178   10,568    34.4  15.1  10,593   14,793   15,424    39.6  4.3

Financial assets at fair value through profit or loss

   4,014    6,326    6,299    57.6    (0.4   9,560    9,329    10,758    (2.4  15.3  

Derivative financial assets

   2,595    2,449    2,025    (5.6  (17.3   2,091    1,819    1,968    (13.0  8.2  

Financial investments

   36,190    35,432    36,897    (2.1  4.1     36,467    34,849    34,961    (4.4  0.3  

Loans:

            

Loans to banks

   2,819    3,988    4,398    41.5    10.3     4,398    6,335    6,208    44.0    (2.0
  

 

  

 

  

 

     

 

  

 

  

 

   

Loans to customers other than banks:

            

Loans in Won

   173,245    184,211    184,959    6.3    0.4     185,889    189,516    200,345    2.0    5.7  

Loans in foreign currencies

   4,381    4,141    3,538    (5.5  (14.6   3,538    3,055    2,624    (13.7  (14.1

Domestic import usance bills

   2,611    4,278    3,595    63.8    (16.0   3,595    2,978    3,694    (17.2  24.0  

Off-shore funding loans

   962    893    754    (7.2  (15.6   754    670    665    (11.1  (0.7

Call loans

   143    1,093    1,193    664.3    9.1     1,193    697    292    (41.6  (58.1

Bills bought in Won

   22    104    30    372.7    (71.2   30    14    7    (53.3  (50.0

Bills bought in foreign currencies

   2,227    2,723    2,522    22.3    (7.4   2,522    1,588    1,958    (37.0  23.3  

Guarantee payments under payment guarantee

   191    57    45    (70.2  (21.1   45    38    13    (15.6  (65.8

Credit card receivables in Won

   12,410    12,420    11,871    0.1    (4.4   11,871    11,782    11,629    (0.7  (1.3

Credit card receivables in foreign currencies

   1    1    3    0.0    200.0     3    2    3    (33.3  50.0  

Bonds purchased under repurchase agreements

   230    830    1,251    260.9    50.7     1,251    1,683    1,082    34.5    (35.7

Privately placed bonds

   2,135    816    604    (61.8  (26.0   604    732    743    21.2    1.5  

Factored receivables

   —      —      1,221    —      —       1,221    2,772    2,793    127.0    0.8  

Lease receivables

   —      —      860    —      N/M (1) 

Loans for installment credit

   —      —      985    —      N/M (1) 
  

 

  

 

  

 

     

 

  

 

  

 

   

Total loans to customers other than banks

   198,558    211,567    211,586    6.6    0.0     212,516    215,527    227,693    1.4    5.6  

Less:

            

Allowances for loan losses

   (3,756  (3,448  (3,268  (8.2  (5.2   (3,269  (2,861  (2,451  (12.5  (14.3
  

 

  

 

  

 

     

 

  

 

  

 

   

Total loans, net

   197,621    212,107    212,716    7.3    0.3     213,645    219,001    231,450    2.5    5.7  

Property and equipment

   3,150    3,186    3,104    1.1    (2.6   3,100    3,061    3,083    (1.3  0.7  

Other assets (1)

   8,371    8,923    10,398    6.6    16.5  

Other assets (2)(3)

   10,614    9,316    10,712    (12.2  15.0  
  

 

  

 

  

 

     

 

  

 

  

 

   

Total assets

  258,771   277,601   282,007    7.3  1.6  286,070   292,168   308,356    2.1    5.5  
  

 

  

 

  

 

     

 

  

 

  

 

   

 

(1)

“N/M” means not meaningful.

(2) 

Includes investments in associates and joint ventures, investment properties, intangible assets, current income tax assets, deferred income tax assets, assets held for sale and other assets.

(3)

The amount as of December 31, 2014 reflects a change in our accounting policy with respect to uncertain tax positions in 2014. Corresponding amounts as of December 31, 2012 and 2013 have been restated to retroactively apply such change. See “—Overview—Changes in Accounting Policies” and Note 2.1 of the notes to our consolidated financial statements included elsewhere in this annual report.

For further information on our assets, see “Item 4.B. Business Overview—Assets and Liabilities.”

Comparison of 20122014 to 20112013

Our total assets increased 1.6%5.5% from ₩277,601₩292,168 billion as of December 31, 20112013 to ₩282,007₩308,356 billion as of December 31, 2014, principally due to a 5.7% increase in loans from ₩219,001 billion as of December 31, 2013 to ₩231,450 billion as of December 31, 2014. This increase in loans was mainly the result of a 5.7% increase in loans in Won from ₩189,516 billion as of December 31, 2013 to ₩200,345 billion as of December 31, 2014, which was offset in part by a 35.7% decrease in bonds purchased under repurchase from ₩1,683 billion as of December 31, 2013 to ₩1,082 billion as of December 31, 2014, a 14.1% decrease in loans in foreign currencies from ₩3,055 billion as of December 31, 2013 to ₩2,624 billion as of December 31, 2014 and a 58.1% decrease in call loans from ₩697 billion as of December 31, 2013 to ₩292 billion as of December 31, 2014.

Comparison of 2013 to 2012

Our total assets increased 2.1% from ₩286,070 billion as of December 31, 2012 principally due to a 4.1% increase in financial investments from ₩35,432₩292,168 billion as of December 31, 20112013, principally due to ₩36,897a 2.5% increase in loans from ₩213,645 billion as of December 31, 2012 to ₩219,001 billion as of December 31, 2013 and a 15.1%39.6% increase in cash and due from financial institutions from ₩9,178₩10,593 billion as of December 31, 20112012 to ₩10,568₩14,793 billion as of December 31, 2012

and a 16.5% increase in other assets from ₩8,923 billion as of December 31, 2011 to ₩10,397 billion as of December 31, 2012.2013. The effect of these increases was partially offset by a 17.3%4.4% decrease in derivative financial assetsinvestments from ₩2,449₩36,467 billion as of December 31, 20112012 to ₩2,025₩34,849 billion as of December 31, 2012.

Comparison of 2011 to 2010

Our total2013 and a 12.2% decrease in other assets increased 7.3% from ₩258,771₩10,604 billion as of December 31, 20102012 to ₩277,601₩9,316 billion as of December 31, 2011, principally due to a 6.3% increase in loans in Won from ₩173,245 billion as of December 31, 2010 to ₩184,211 billion as of December 31, 2011, a 34.4% increase in cash and due from financial institutions from ₩6,830 billion as of December 31, 2010 to ₩9,178 billion as of December 31, 2011 and a 57.6% increase in financial assets at fair value through profit or loss from ₩4,014 billion as of December 31, 2010 to ₩6,326 billion as of December 31, 2011. The effect of these increases was partially offset by a 61.8% decrease in privately placed bonds from ₩2,135 billion as of December 31, 2010 to ₩816 billion as of December 31, 2011 and a 2.1% decrease in financial investments from ₩36,190 billion as of December 31, 2010 to ₩35,432 billion as of December 31, 2011.2013.

Liabilities and Equity

The following table sets forth, as of the dates indicated, the principal components of our liabilities and our equity:

 

  As of December 31,   Percentage Change   As of December 31,   Percentage Change 
  2010 2011   2012   2011/2010 2012/2011   2012   2013   2014   2013/2012 2014/2013 
  (in billions of Won)   (%)   (in billions of Won)   (%) 

Liabilities:

                 

Financial liabilities at fair value through profit or loss

  1,295   1,388    1,851     7.2  33.4  1,851    1,115    1,819     (39.8)%   63.1

Deposits

   179,862    190,337     194,403     5.8    2.1     197,346     200,882     211,549     1.8    5.3  

Debts

   11,745    16,824     15,970     43.2    (5.1   15,965     14,101     15,865     (11.7  12.5  

Debentures

   29,107    27,070     24,132     (7.0  (10.9   24,270     27,040     29,201     11.4    8.0  

Provisions

   1,020    798     670     (21.8  (16.0   670     678     614     1.2    (9.4

Other liabilities (1)

   16,076    18,084     20,277     12.5    12.1     20,886     22,369     21,795     7.1    (2.6
  

 

  

 

   

 

      

 

   

 

   

 

    

Total liabilities

   239,105    254,501     257,303     6.4    1.1     260,988     266,185     280,843     2.0    5.5  
  

 

  

 

   

 

      

 

   

 

   

 

    

Equity:

                 

Capital stock

   1,932    1,932     1,932     —      —       1,932     1,932     1,932     —      —    

Capital surplus

   15,990    15,842     15,840     (0.9  (0.0   15,840     15,855     15,855     0.1    —    

Accumulated other comprehensive income

   431    191     360     (55.7  88.5     295     336     461     13.9    37.2  

Retained earnings(2)

   2,621    4,953     6,377     89.0    28.8     6,820     7,860     9,067     15.2    15.4  

Treasury shares

   (2,477  —       —       N/M (2)   —    
  

 

  

 

   

 

      

 

   

 

   

 

    

Equity attributable to stockholders

   18,497    22,918     24,509     23.9    6.9     24,887     25,983     27,315     4.4    5.1  

Non-controlling interests

   1,169    182     195     (84.4  7.1     195     —       198     (100.0  N/M (3) 
  

 

  

 

   

 

      

 

   

 

   

 

    

Total equity

   19,666    23,100     24,704     17.5    6.9     25,082     25,983     27,513     3.6    5.9  
  

 

  

 

   

 

      

 

   

 

   

 

    

Total liabilities and equity

  258,771   277,601    282,007     7.3  1.6  286,070    292,168    308,356     2.1    5.5  
  

 

  

 

   

 

      

 

   

 

   

 

    

 

(1) 

Includes derivative financial liabilities, current income tax liabilities, deferred income tax liabilities, defined benefit liabilities and other liabilities.

(2) 

The amount as of December 31, 2014 reflects a change in our accounting policy with respect to uncertain tax positions in 2014. Corresponding amounts as of December 31, 2012 and 2013 have been restated to retroactively apply such change. See “—Overview—Changes in Accounting Policies” and Note 2.1 of the notes to our consolidated financial statements included elsewhere in this annual report.

(3)

N/M =M” means not meaningful.

Comparison of 20122014 to 20112013

Our total liabilities increased 1.1%5.5% from ₩254,501₩266,185 billion as of December 31, 20112013 to ₩257,303₩280,843 billion as of December 31, 2012.2014. The increase was primarily due to increasesa 5.3% increase in deposits and other liabilities. Our deposits

increased 2.1% from ₩190,337₩200,882 billion as of December 31, 20112013 to ₩194,403₩211,549 billion as of December 31, 2012,2014. Our deposits increased mainly as a result of an increase in demand deposits.

Our other liabilitiestotal equity increased 12.1%5.9% from ₩18,084₩25,983 billion as of December 31, 20112013 to ₩20,277₩27,513 billion as of December 31, 2012, principally due to an increase in liabilities related to our life insurance business (mainly policy reserves).

Our total equity increased by 6.9% from ₩23,100 billion as of December 31, 2011 to ₩24,704 billion as of December 31, 2012.2014. This increase resulted principally from an increase in our retained earnings, which was attributable to the profit we generated in 2012.2014.

Comparison of 20112013 to 20102012

Our total liabilities increased 6.4%2.0% from ₩239,105₩260,988 billion as of December 31, 20102012 to ₩254,501₩266,185 billion as of December 31, 2011.2013. The increase was primarily due to increases in deposits and debts.debentures. Our deposits increased 5.8%1.8% from ₩179,862₩197,346 billion as of December 31, 20102012 to ₩190,337₩200,882 billion as of December 31, 2011,2013, mainly as a result of an increase in time deposits in Won.demand deposits. Our debtsdebentures increased 43.2%11.4% from ₩11,745₩24,270 billion as of December 31, 20102012 to ₩16,824₩27,040 billion as of December 31, 2011,2013, principally due to an increase in borrowings.our debentures in Won and an increase in discount or premium on debentures in Won.

Our total equity increased by 17.5%3.6% from ₩19,666₩25,082 billion as of December 31, 20102012 to ₩23,100₩25,983 billion as of December 31, 2011.2013. This increase resulted principally from our sale of approximately 43.3 million treasury shares (with a carrying value of ₩2,477 billion) in 2011, as well as an increase in our retained earnings, which was attributable to the profit we generated in 2011.2013.

Liquidity

Our primary source of funding has historically been and continues to be deposits. Deposits amounted to ₩179,862₩197,346 billion, ₩190,337₩200,882 billion and ₩194,403₩211,549 billion as of December 31, 2010, 20112012, 2013 and 2012,2014, which represented approximately 81.5%83.1%, 81.3%83.0% and 82.9%82.4% of our total funding, respectively. We have been able to use customer deposits to finance our operations generally, including meeting a portion of our liquidity requirements. Although the majority of deposits are short-term, it has been our experience that the majority of our depositors generally roll over their deposits at maturity, thus providing us with a stable source of funding. However, in the event that a substantial number of our depositors do not roll over their deposits or otherwise decide to withdraw their deposited funds, we would need to place increased reliance on alternative sources of funding, some of which may be more expensive than customer deposits, in order to finance our operations. See “Item 3.D. Risk Factors—Risks relating to liquidity and capital management—Our funding is highly dependent on short-term deposits, which dependence may adversely affect our operations.” In particular, we may increase our utilization of alternative funding sources such as short-term borrowings and cash and cash equivalents (including funds from maturing loans), as well as liquidating our positions in financial assets and using the proceeds to fund parts of our operations, as necessary.

We also obtain funding through debentures and debts to meet our liquidity needs. Debentures represented 13.2%10.2%, 11.6%11.2% and 10.3%11.4% of our total funding as of December 31, 2010, 20112012, 2013 and 2012,2014, respectively. Debts represented 5.3%6.7%, 7.2%5.8% and 6.8%6.2% of our total funding as of December 31, 2010, 20112012, 2013 and 2012,2014, respectively. For further information on our sources of funding, see “Item 4.B. Business Overview—Assets and Liabilities—Funding.”

The Financial Services Commission of Korea requires each financial holding company and bank in Korea to maintain specific Won and foreign currency liquidity ratios. These ratios require us and Kookmin Bank to keep

the ratio of liquid assets to liquid liabilities above certain minimum levels. For a description of these requirements, see “Item 4.B. Business Overview—Supervision and Regulation—Principal Regulations Applicable to Financial Holding Companies—Liquidity” and “Item 4.B. Business Overview—Supervision and Regulation—Principal Regulations Applicable to Banks—Liquidity.”

We are exposed to liquidity risk arising from withdrawals of deposits and maturities of our debentures and debts, as well as the need to fund our lending, trading and investment activities and the management of our trading positions. The goal of liquidity management is for us to be able, even under adverse conditions, to meet all of our liability repayments on time and fund all investment opportunities. For an explanation of how we manage our liquidity risk, see “Item 11. Quantitative and Qualitative Disclosures about Market Risk—Liquidity Risk Management.”

We are a financial holding company, and substantially all of our operations are in our subsidiaries. Accordingly, we rely on distributions from our subsidiaries, direct borrowings and issuances of debt and equity securities to fund our liquidity obligations. We received aggregate dividends of ₩95₩688 billion, ₩0₩282 billion and ₩688₩509 billion from our subsidiaries in 2010, 20112012, 2013 and 2012,2014, respectively. See “Item 3.D. Risk Factors—Risks relating to our financial holding company structure and strategy.”

Contractual Cash Obligations

The following table sets forth our contractual cash obligations (excluding short-term borrowings) as of December 31, 2012.2014.

 

  Payments Due by Period   Payments Due by Period 
  Total   1 Year
or Less
   1-3
Years
   3-5
Years
   More
Than

5 Years
   Total   1 Year or
Less
   1-3 Years   3-5
Years
   More
Than
5 Years
 
  (in billions of Won)   (in billions of Won) 

Long-term borrowing obligations(1) (2)

  33,718    8,071    14,798    6,166    4,683  

Long-term borrowing obligations (1)(2)

  34,756    9,552    16,776    3,806    4,622  

Operating lease obligations(3)

   264     118     86     17     43     262     124     82     22     34  

Capital lease obligations

   3     2     1     —       —       25     19     3     2     1  

Pension obligations

   86     86     —       —       —       195     195     —       —       —    

Deposits(2) (4)

   137,570     129,239     6,657     977     697  

Deposits (2)(4)

   140,225     127,291     8,302     1,365     3,267  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  171,641    137,516    21,542    7,160    5,423    175,463    137,181    25,163    5,195    7,924  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

(1) 

Includes debt and debentures with original maturities of one year or more.

(2) 

Includes estimated future interest payments, which have been estimated using contractual interest rates and scheduled contractual maturities of the outstanding debt obligations and borrowings as of December 31, 2012.2014. In order to calculate future interest payments on debt with floating rates, we used contractual interest rates as of December 31, 2012.2014.

(3) 

This line item is not included within our consolidated statements of financial position.

(4) 

Excluding demand deposits.

Commitments and Guarantees

The following table sets forth our commitments and guarantees as of December 31, 2012.2014. These commitments and guarantees are not included within our consolidated statements of financial position.

 

  Payments Due by Period   Payments Due by Period 
  Total   1 Year
or Less
   1-3
Years
   3-5
Years
   More
Than

5 Years
   Total   1 Year or
Less
   1-3
Years
   3-5
Years
   More
Than
5 Years
 
  (in billions of Won)   (in billions of Won) 

Financial guarantees (1)

  1,610    265    1,237    108    —      4,460    1,055    3,283    58    64  

Confirmed acceptances and guarantees

   5,174     3,811     1,230     113     20     5,159     3,174     1,664     244     77  

Commitments

   93,193     92,329     555     306     3     96,317     94,399     1,117     431     370  

Trust fund guarantees

   2,919     608     443     322     1,546  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  102,896    97,013    3,465    849    1,569    105,936    98,628    6,064    733    511  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

(1) 

Includes ₩1,305₩3,883 billion of irrevocable commitments to provide contingent liquidity credit lines to special purpose entities for which we serve as the administrator. See Note 39 of the notes to our consolidated financial statements.

Capital Adequacy

Kookmin Bank is subject to capital adequacy requirements of the Financial Services Commission capital adequacy requirements applicable to Korean banks, which have beenbanks. The requirements applicable prior to December 2013 were formulated based on and are consistent in all material respects with, the “International Convergence of Capital Measurement and Capital Standards, a Revised Framework,” also known as Basel II, which was first published by the Basel Committee ofon Banking Supervision, Bank for International Settlements in 2004 and implemented2004. The requirements applicable commencing in December 2013 pursuant to amended Financial Services Commission regulations promulgated in July 2013 were formulated based on Basel III, which was first introduced by the Basel Committee on Banking Supervision, Bank for International Settlements in December 2009. Under the amended Financial Services Commission regulations, all banks in Korea beginning in 2008. Kookmin Bank isare required to maintain acertain minimum ratioratios of common equity Tier I capital, total Tier I capital and total Tier I and Tier II capital to risk-weighted assets, as determined by a specified formula, of 8.0%.assets. See “Item 4.B. Business Overview—Supervision and Regulation—Principal Regulations Applicable to Banks—Capital Adequacy and Allowances.Adequacy.

As of December 31, 2012,2014, Kookmin Bank’s total Tier I and Tier II capital adequacy ratio was 14.40%15.97%.

The following table sets forth a summary of Kookmin Bank’s capital and capital adequacy ratios as of December 31, 20112012 based on Basel II and 2012.as of December 31, 2013 and 2014 based on Basel III.

 

  As of December 31,   As of December 31, 
  2011 (1) 2012 (1)   2012 (1) 2013 2014 
  (in billions of Won,
except percentages)
   

(in billions of Won,

except percentages)

 

Tier I capital:

  14,954   16,141    16,141   18,502   19,621  

Common equity Tier I capital

   —      18,502    19,621  

Paid-in capital

   2,022    2,022     2,022    2,022    2,022  

Capital reserves

   5,043    5,042     5,042    5,220    5,220  

Retained earnings

   8,542    9,622     9,622    11,237    12,260  

Non-controlling interests in consolidated subsidiaries

   8    1     1    —      —    

Others

   (661  (546   (546  23    119  

Additional Tier I capital

   —      —      —    

Tier II capital:

   4,714    5,250     5,250    4,122    3,801  

Revaluation reserves

   177    177     177    —      —    

Allowances for credit losses(1)

   490    402  

Allowances for credit losses (2)

   987    843    886  

Hybrid debt

   136    73     73    43    31  

Subordinated debt (2)

   2,943    3,611  

Subordinated debt

   3,611 (3)   3,236    2,884  

Valuation gain on investment securities

   66    83     83    —      —    

Others

   902    904     319    —      —    

Total core and supplementary capital

   19,668    21,391     21,391    22,624    23,422  

Risk-weighted assets

   145,185    148,544     148,544    146,743    146,690  

Credit risk:

       

On-balance sheet

   127,489    127,462     127,462    125,044    124,325  

Off-balance sheet

   5,340    6,622     6,622    6,787    8,128  

Market risk

   2,193    4,693     4,693    4,012    3,445  

Operational risk

   10,163    9,767     9,767    10,900    10,792  

Capital adequacy ratio

   13.55  14.40

Tier I capital

   10.30    10.87  

Tier II capital

   3.25    3.53  

Total Tier I and Tier II capital adequacy ratio

   14.40  15.42  15.97

Tier I capital adequacy ratio

   10.87  12.61  13.38

Common equity Tier I capital adequacy ratio

   —      12.61  13.38

Tier II capital adequacy ratio

   3.53  2.81  2.59

 

(1) 

AllowanceWith effect from December 1, 2013, the Financial Services Commission adopted amended guidelines that implemented capital adequacy requirements in Korea based on Basel III. Amounts and ratios as of December 31, 2012 were computed in accordance with previously applicable guidelines based on Basel II and therefore are not directly comparable to corresponding amounts and ratios as of December 31, 2013 and 2014.

(2)

Under the standardized approach, allowances for credit losses in respect of credits classified as normal or precautionary are used to calculate Tier II capital only to the extent they represent up to 1.25% of credit risk-weighted assets. Under the internal ratings-based approach, allowances for credit losses, less estimated losses, are used to calculate Tier II capital only to the extent they represent up to 0.6% of credit risk-weighted assets.

(2)(3) 

Subordinated debt up to an amount equal to 50% of Tier I capital may be used in the calculation of Tier II capital.

In December 2009, the Basel Committee on Banking Supervision introduced a new set of measures to supplement Basel II which include, among others, a requirement for higher minimum capital, introduction of a leverage ratio as a supplementary measure to the capital adequacy ratio and flexible capital requirements for different phases of the economic cycle. Additional details regarding such new measures, including an additional capital conservation buffer and countercyclical capital buffer, liquidity coverage ratio and other supplemental measures, were announced by the Group of Governors and Heads of Supervision of the Basel Committee on

Banking Supervision in September 2010. After further impact assessment and observation periods, the Basel Committee on Banking Supervision will begin phasing in the new set of measures, referred to as Basel III, starting from 2013. In September 2012, the Financial Services Commission announced its plans to implement a new set of regulations that will, among other things, require Korean banks to comply with stricter minimum capital ratio requirements beginning in 2013 and additional minimum capital conservation buffer requirements starting in 2016. Under the proposed regulations, Korean banks will be required to maintain a minimum ratio of Tier I common capital (which principally includes equity capital, capital surplus and retained earnings less reserve for credit losses) to risk-weighted assets of 3.5% and Tier I capital to risk-weighted assets of 4.5% in 2013, which minimum ratios are to increase to 4.0% and 5.5%, respectively, in 2014 and 4.5% and 6.0%, respectively, in 2015. Such requirements would be in addition to the existing requirement for a minimum ratio of Tier I and Tier II capital (less any capital deductions) to risk-weighted assets of 8.0%, which will remain unchanged. The proposed regulations also contemplate an additional capital conservation buffer of 0.625% starting in 2016, with such buffer to increase to 2.5% by 2019. In December 2012, however, the Financial Services Commission announced that the implementation of the proposed Basel III measures in Korea will be delayed pending the implementation of Basel III in the European Union, the United States and other countries. Accordingly, the timing and scope of implementation in Korea of Basel III measures remain uncertain. The implementation of Basel III in Korea may have a significant effect on the capital requirements of Korean financial institutions, including us.

In addition, we, as a bank holding company, are required under theto maintain certain minimum capital adequacy requirementsratios pursuant to applicable regulations of the Financial Services CommissionCommission. See “Item 4.B. Business Overview—Supervision and Regulation—Principal Regulations Applicable to maintain a minimum consolidated capital adequacy ratio of 8.0%. “Consolidated capital adequacy ratio” is defined as the ratio of equity capital as a percentage of risk-weighted assets on a consolidated basis, determined in accordance with the Financial Services Commission requirements that have been formulated based on Bank of International Settlements standards. “Equity capital,” as applicable to bank holding companies, is defined as the sum of Tier I capital, Tier II capital and Tier III capital less any deductible items (each as defined under the Regulation on the Supervision of Financial Holding Companies). “Risk-weighted assets” is defined as the sum of credit risk-weighted assets and market risk-weighted assets.Companies—Capital Adequacy.”

The following table sets forth a summary of our consolidated capital adequacy ratio as of December 31, 20112013 and 2012,2014, based on applicable IFRS and applicable regulatory reporting standards:

 

   As of December 31, 
   2011  2012 
   (in billions of Won) 

Risk-weighted assets

  192,813   193,510  

Equity capital

   25,063    26,907  

Consolidated capital adequacy ratio

   13.00  13.90
   As of December 31, 
   2013  2014 
   

(in billions of Won,

except percentages)

 

Tier I capital

   

Common equity Tier I capital

  22,694   24,062  

Additional Tier I capital

   —      186  
  

 

 

  

 

 

 

Total Tier I capital

  22,694   24,248  

Tier II capital

   4,603    4,099  
  

 

 

  

 

 

 

Risk-weighted assets

  177,514   182,486  
  

 

 

  

 

 

 

Total Tier I and Tier II capital adequacy ratio

   15.38  15.53

Tier I capital adequacy ratio

   12.78  13.29

Common equity Tier I capital adequacy ratio

   12.78  13.19

Tier II capital adequacy ratio

   2.60  2.24

Recent Accounting Pronouncements

See Note 2 of the notes to our consolidated financial statements included elsewhere in this annual report for a description of recent accounting pronouncements under IFRS as issued by the IASB that have been issued but are not yet effective.

 

Item 5.C.Research and Development, Patents and Licenses, etc.

Not applicable.

 

Item 5.D.Trend Information

These matters are discussed under Item 5.A. and Item 5.B. above where relevant.

Item 5.E.Off-Balance Sheet Arrangements

See “Item 5B. Liquidity and Capital Resources—Financial Condition—Contractual Cash Obligations” and “Item 5B. Liquidity and Capital Resources—Financial Condition—Commitments and Guarantees.”

 

Item 5.F.Tabular Disclosure of Contractual Obligations

See “Item 5B. Liquidity and Capital Resources—Financial Condition—Contractual Cash Obligations.”

 

Item 5.G.Safe Harbor

See “Forward-Looking Statements.”

Item 6.DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

 

Item 6.A.Directors and Senior Management

Board of Directors

Our board of directors, currently consisting of twoone executive directors,director, one non-standing director and nineseven non-executive directors, has the ultimate responsibility for the management of our affairs.

Our articles of incorporation provide that:

 

we may have no more than 30 directors;

 

the number of executive directors must be less than 50% of the total number of directors; and

 

we have five or more non-executive directors.

The term of office for each director is renewable and is subject to the Korean Commercial Code, the Financial Holding Company Act and related regulations.

Our board of directors meets on a regular basis to discuss and resolve material corporate matters. Additional extraordinary meetings may also be convened at the request of any director or any committee that serves under the board of directors.

The names and positions of our directors are set forth below. The business address of all of the directors is our registered office at 9-1, 2-ga,84, Namdaemoon-ro, Jung-gu, Seoul 100-703, Korea.

Executive DirectorsDirector

The table below identifies our executive directorsdirector as of the date of this annual report:

 

Name

 Date of Birth 

Position

 Director Since End of Term

Yoon-Dae EuhJong Kyoo Yoon

 May 22,
1945October 13, 1955
 Chairman and Chief Executive Officer July 13, 2010November 21, 2014 July 12, 2013

Young Rok Lim

March 30,
1955
PresidentMarch 25, 2011July 12, 2013November 20, 2017

Our executive directors dodirector does not have any significant activities outside KB Financial Group.

Yoon-Dae EuhJong Kyoo Yoonis our chairman and chief executive officer. Previously, he wasHe has been an executive director since November 2014. Mr. Yoon also serves as the chairmanpresident and chief executive officer of the Presidential Council on Nation Branding, the chairmanKookmin Bank. He previously served as our deputy president, chief financial officer and chief risk officer, a senior advisor of the steering committeeKim & Chang, a senior executive vice president, chief financial officer and chief strategic officer of Korea Investment Corporation, president of Korea University, a member of the Public Fund Oversight CommissionKookmin Bank and a monetary board membersenior partner of the Bank ofSamil PricewaterhouseCoopers Korea. Dr. EuhMr. Yoon received a B.A. in business administration from KoreaSungkyunkwan University, an M.B.A. from Korea University, an M.B.A. from the Asian Institute of Management and a Ph.D. in international finance from the University of Michigan at Ann Arbor.

Young Rok Limis our president. He previously served as the vice minister and deputy minister of the former Ministry of Finance and Economy and the director-general of the Financial Policy Bureau at the former Ministry of Finance and Economy. He received a B.A. in literature and an M.A. in public administration from Seoul National University, an M.A. in economics from Vanderbilt University and a Ph.D. in economicsbusiness administration from HanyangSungkyunkwan University.

Non-standing Director

The table below identifies our non-standing director as of the date of this annual report:

 

Name

 Date of Birth 

Position

 Director Since End of Term

Byong Deok MinHong Lee

 May 8, 1954April 7, 1958 Non-standing director; President and ChiefSenior Executive OfficerVice President of Kookmin Bank March 25, 201127, 2015 July 12, 2013March 26, 2017

Byong Deok MinHong Leehas been a non-standing director since March 2011.2015. He has also served as thea senior executive vice president and chief executive officerthe head of the sales group at Kookmin Bank since 2010. He2015. Mr. Lee previously served as a senior executive vice president of the Consumer Banking Groupcorporate banking division at Kookmin Bank. He received a B.A. in business administrationlinguistics from Dongguk University.Seoul National University and an M.B.A. from Helsinki School of Economics.

Non-executive Directors

Our non-executive directors are selected based on the candidates’ talentsknowledge and skillsexperience in diverse areas, such as financial services, accounting, finance, law finance, economy,and regulation, risk management, human resources and accounting.information technology. All nineseven non-executive directors below were nominated by our Non-executive Director Nominating Committee and approved by our shareholders.

The table below identifies our non-executive directors as of the date of this annual report:

 

Name

 

Date of Birth

 

Position

 

Director Since

 Year Term Ends  (1)

Kyung Jae LeeYoung Hwi Choi

 January 30, 1939Non-executive DirectorMarch 26, 20102014

Jae Wook Bae

March 30,October 28, 1945 Non-executive Director March 25, 201127, 2015 20142016

Young Jin KimWoon Youl Choi

 December 11, 1949April 2, 1950 Non-executive Director March 25, 201127, 2015 20142016

Kun Ho HwangSuk Ryul Yoo

 January 23, 1951April 21, 1950 Non-executive Director March 23, 201227, 2015 20142016

Jong CheonMichael Byungnam Lee

 February 3, 1951September 24, 1954 Non-executive Director March 25, 201127, 2015 20142016

Seung Hee KohJae Ha Park

 June 26, 1955Non-executive DirectorMarch 26, 20102014

Young Kwa Kim

December 13, 1955Non-executive DirectorMarch 22, 20132015

Young Nam Lee

September 3,November 25, 1957 Non-executive Director March 26, 201027, 2015 20142016

Jae Mok ChoEunice Kyonghee Kim

 January 5, 1961March 29, 1959 Non-executive Director March 27, 20092015 20142016

Jong Soo Han

October 16, 1960Non-executive DirectorMarch 27, 20152016

 

(1) 

The date on which each term will end will be the date of the general stockholders’ meeting in the relevant year unless otherwise specified.

Kyung Jae Leehas been a non-executive director and the chairman of our board of directors since March 2010. He previously served as the chief executive officer of the Industrial Bank of Korea, the chief executive officer of the Korea Financial Telecommunications & Clearings Institute and director and statutory auditor of the Bank of Korea. He received a B.A. in economics from Seoul National University, an M.A. in economics from New York University and a Ph.D. in economics from Kookmin University.

Jae Wook BaeYoung Hwi Choi has been a non-executive director since March 2011. He is currently a lawyer at Baejaewook Legal Office.2015. He previously served as the presidential secretary for the Boardpresident and chief executive officer of Audit and Inspection,Shinhan Financial Group Co., Ltd., a directordeputy president of the Central Investigation Division of the Supreme Prosecutors’ OfficeShinhan Bank and a chief prosecutordeputy director at the Geochang Branchformer Ministry of the Changwon District Prosecutors’ Office. HeFinance. Mr. Choi received a B.A. in laweconomics from Seoul National University and an M.A. in comparative law from the University of Michigan.Sungkyunkwan University.

Young Jin KimWoon Youl Choi has been a non-executive director since March 2011.2015. He is currently a professor at Seoul NationalSogang University. HeMr. Choi previously served as an outside directorexecutive vice president of Samsung Asset Management, directorSogang University, a member of the Korea ExchangeMonetary Board, the president of the Korea Money and Finance Association and the president of the Korea FinanceKorean Securities Association. He received a B.A. in business administration from Seoul National University, an M.B.A. from Columbia University and a D.B.A. in finance from Indiana Graduate School of Business.

Kun Ho Hwang has been a non-executive director since March 2012. He was previously the chairman of the Korea Financial Investment Association, the chief executive officer of Meritz Securities Co., Ltd. and the deputy president of Daewoo Securities Co., Ltd. He received a B.A. in business administration from Seoul National University and an M.A.M.B.A. and a Ph.D. in economicsfinance from Rutgers University.the University of Georgia.

Jong Cheon LeeSuk Ryul Yoo has been a non-executive director since March 2011.2015. He is currently a professor at Soongsil University. He was previously served as the chairman of the Korea AccountingCredit Finance Association a non-standing director of Korea Gas Corporation and an advisory member at the former Ministry of Finance and Economy. He received a B.A. and an M.A. in business administration from Seoul National University and a Ph.D. in accounting from the University of Illinois.

Seung Hee Koh has been a non-executive director since March 2010. He is currently a professor at Sookmyung Women’s University. He was previously an advisor at the Fair Trade Commission of Korea and the chairmanpresident and chief executive officer of the Finance Accounting Department at the Korea Accounting Association. HeSamsung Total Petrochemicals Co., Ltd., Samsung Card Co., Ltd., Samsung Life Insurance Co., Ltd., Samsung Securities Co., Ltd. and Samsung Capital Co., Ltd. Mr. Yoo received a B.A. in business administration from Seoul National University and an M.B.A.M.S. in industrial engineering from Indiana UniversityKorea Advanced Institute of Science and a Ph.D. in business administration from University of Oklahoma.Technology.

Young Kwa KimMichael Byungnam Lee has been a non-executive director since March 2013.2015. He is currently the president and chief executive officer of LG Academy. Mr. Lee previously served as an executive vice president of human resources at LG Corporation, a vice president of LG Academy and an assistant professor at Georgia State University and California State University. He received a B.A. in economics from Sogang University, an M.L.H.R. from Ohio Statement University and a Ph.D. in industrial relations from the University of Minnesota.

Jae Ha Park has been a non-executive director since March 2015. He is currently a senior advisorresearch fellow at the Korea Institute of Finance. Mr. Park previously served as a deputy dean of the Asian Development Bank Institute, a vice president of the Korea SecuritiesInstitute of Finance, Corporation, where he previously served as the president and chief executive officer. He also served as the commissioner in the Financial Intelligence Unit at the Financial Services Commission and as the director generala vice chairman of the Economic Cooperation Bureau atKorea Money and Finance Association and a senior counselor to the Minister of the former Ministry of Finance and Economy. He has also served as a non-executive director of Shinhan Bank, Daewoo Securities Co., Ltd. and Jeonbuk Bank. Mr. Park received a B.A. in economics from Seoul National University and a Ph.D. in economics from University of Hawaii.Pennsylvania State University.

Young Nam LeeEunice Kyonghee Kim has been a non-executive director since March 2010.2015. She is currently the chief executive officer of Novas EZ Co., Ltd. Shea professor at Ewha Law School. Ms. Kim previously served as the chairmandeputy chief executive officer and chief compliance officer of Hana

Financial Group Inc., a managing director and chief compliance officer of Citibank Japan Inc., an executive vice president and chief legal officer of Citibank Korea Venture Business Women’s Association,Inc. and a membervice-chairperson of the Financial Development Deliberation Committee and directorInternational Association of the Korea Small Business Institute.Korean Lawyers. She received a diplomaB.A. in managementChinese studies and administrative science from Dong Pusan College and completed courses in business administration at AjouYale University and the Korea Advanced Institute of Science and Technology.a J.D. from Yale Law School.

Jae Mok ChoJongsoo Han has been a non-executive director since March 2009.2015. He is currently the Chief Executive Office of Ace Research Co., Ltd. He wasa professor at Ewha Womans University. Mr. Han previously served as a member of the Seoul Advisory CommitteeKorea Accounting Deliberating Council of the Financial Services Commission, a vice president of Korea Accounting Association and a member of the Korea Accounting Standards Board. Mr. Han received a B.A. in business administration and an adjunct professor of Hanyang University. He receivedM.B.A. from Yonsei University and a B.A., M.A. and Ph.D. in psychologyaccounting from Keimyung University.Joseph M. Katz Graduate School of Business, University of Pittsburgh.

Any director having an interest in a transaction that is subject to approval by the board of directors may not vote at the meeting during which the board approves the transaction.

Executive Officers

The table below identifies our senior executive officers who are not executive directors as of the date of this annual report:

 

Name

  

Date of Birth

  

Position

Jong Kyoo YoonJong-Hee Yang

June 10,1961Deputy President; Financial Planning Department, Investor Relations Department and Human Resources Department

Jeong Rim Park

November 27, 1963Deputy President; Risk Management Department

Ki Heon Kim

  October 13,17, 1955  Deputy President; Chief Financial OfficerDigital Finance Department

Wang Ky KimJae Hong Park

  March 19, 1955April 10, 1967  Deputy President; Chief Public Relations OfficerSenior Managing Director; Marketing & Synergy Planning Department, Strategic Planning Department and KB Research

Seok Heung Ryu

January 26, 1957Deputy President; Chief Information Officer

Min HoKi Bum Lee

  April 3, 1965November 24, 1957  Deputy President; Chief Compliance OfficerSenior Managing Director; Audit Department and Information Security Department

Won Keun Yang

September 17, 1956Deputy President; Head of KB Research

Dong ChangYoung-Tae Park

  February 23, 1952Deputy President

Yong Jin Cho

February 1, 1961December 24,1961  Managing Director; Chief Human Resources Officer

Kyung Sub Han

December 20, 1958Managing Director; Chief Risk Officer

Dong Cheol Lee

October 4, 1961Managing Director; Head of StrategicMarketing & Synergy Planning Department

Kyu Sul Choi

  August 16, 1960  Managing Director; Head of Investor Relations Department

Kyung Yup Cho

September 9, 1961Managing Director; KB Research

Ki Hwan Kim

March 20, 1963Managing Director; Public Relations Department

Minkyu Chung

February 7, 1970Managing Director and Chief Compliance Officer

None of the executive officers has any significant activities outside KB Financial Group.

Jong Kyoo YoonJong-Hee Yangis a deputy president and oversees the chief financial officer. He also serves as a non-standing director of Kookmin Bank.Financial Planning Department, Investor Relations Department and Human Resources Department. He previously served as a senior advisor at Kim & Chang law firm, a senior executive vice president,managing director, the chief financial officer, chief strategyinformation security officer and retail bankingthe head officer of Kookmin Bankour Office of the Board of Directors and a senior partner and financial service leader of Samil PricewaterhouseCoopers. HeStrategic Planning Department. Mr. Yang received a B.A. and a Ph.D. in business administration from Sungkyungkwan University and an M.A. in business administrationKorean history from Seoul National University.

Wang Ky KimJeong Rim Parkis a deputy president and oversees the chief public relations officer. HeRisk Management Department. She also serves as a senior executive vice president of Kookmin Bank and heads its risk management group. Ms. Park previously served as an assistant minister and spokesman for the Prime Minister of Korea, a member of the Deliberation Committee for National Audit Request at the Board of Audit and Inspection of Korea, an executivesenior managing director of International Herald Tribune—Joongang DailyKookmin Bank and a reporter at Joongang Ilbo. Heheaded its wealth management division. She received a B.A. in journalism from Korea Universitybusiness administration and an M.B.A. in strategic management of information and telecommunications from AjouSeoul National University.

Seok Heung RyuKi Heon Kimis a deputy president and oversees the chief information officer.Digital Finance Department. He also serves as a senior executive vice president of Kookmin Bank and head ofheads its Information Technology Group. Heinformation technology group. Mr. Kim previously served as a general manageran expert for the financial services division of Kookmin Bank’s IT Development DepartmentSamsung SDS Co., Ltd. and the head of Kookmin Bank’s Development Management Department and Infra-development Department.branch offices of Peace Bank of Korea. He received a B.A. in electronic engineeringaccounting from HongikHanyang University.

Min Ho Lee is a deputy president and the chief compliance officer. He previously served as a standing senior legal advisor and the general manager of the legal department of Kookmin Bank and a senior attorney at Kim & Chang law firm. He received a B.A. in economics and an M.B.A. from Seoul National University and an LL.M. from Columbia Law School.

Won Keun YangJae Hong Parkis a deputy presidentsenior managing director and oversees the head ofMarketing & Synergy Planning Department, Strategic Planning Department and KB Research. He previously served as a management advisor at Daewoo Securities, a standing audit committee member at Woori Bank, an executive director of the Korea Deposit Insurance Corporation and the head of researchthe future strategy department at Hanwha Life Insurance Co., Ltd., the head of the global business department at Samsung Fire & Marine Insurance Co., Ltd. and a research fellowpartner at Korea Institute of Finance.McKinsey & Company. He received a B.A. in economics from Korea University and a Ph.D. in finance from Georgia State University.

Dong Chang Parkis a deputy president. He previously served as the president of Korea Global Banking Research Institute, a global strategy advisor at Hana Financial Group, a visiting fellow at Korea Institute of Finance, an executive vice president of LG Investment & Securities and the president and chief executive officer

of LG Petro Bank in Poland. He received a B.A. in law from Seoul National University, an M.B.A. from Korea University and a Ph.D. in economics from Hankuk University of Foreign Studies.Princeton University.

Yong Jin ChoKi-Bum Lee is a senior managing director and oversees Audit Department and the Information Security Department. He also serves as a non-standing director of KB Kookmin Card Co., Ltd. Mr. Lee previously served as our chief risk officer, the head of Kookmin Bank’s audit department, the chief compliance officer of Kookmin Bank and the head of Gyeongseo and Bucheon regional offices of Kookmin Bank. He received a B.A. in German language and literature from Sogang University.

Young-Tae Parkis a managing director and heads the chief human resources officer. He previously served as a general manager of the Management Support Office and the Human Resources Department and the head of Kookmin Bank’s Seojamsil and Nakseongdae branches. He received a B.A. in public administration from Korea University and an M.A. in human resources management from Sungshin Woman’s University Graduate School.

Kyung Sub Han is a managing director and the chief risk officer.Marketing & Synergy Planning Department. He previously served as the head of Kookmin Bank’s Risk Management Department.marketing department and the head of several branch offices of Kookmin Bank. He received a B.A. in mechanics from Inha University and an M.B.A.M.S. in financial engineeringeconomics from Korea Advanced Institute of Science and Technology (KAIST).

Dong Cheol Lee is a managing director and the head of the Strategic Planning Department. He previously served as the head of the Financial Planning and Management Department, the head of Kookmin Bank’s Taepyoungro branch and the general manager of Kookmin Bank’s Strategic Planning Department. He received a B.A. in law from Korea University and an LL.M. from Tulane University Law School.University.

Kyu Sul Choi is a managing director and the head ofheads the Investor Relations Department. He previously served as the head of Kookmin Bank’s Investor Relations Departmentinvestor relations department and Assetasset and Liability Management Departmentliability management department and the head of Korea First Bank’s treasury department. He received a B.A. in business administration from Yonsei University.

Kyung Yup Cho is a managing director and heads KB Research. He previously served as a senior editor at MaeKyung Media Group and the head of financial news, political news, social affairs and international news at Maeil Business Newspaper. He received a B.A. in business administration and a Ph.D. in business administration from Yonsei University.

Ki Hwan Kim is a managing director and heads the Public Relations Department. He also serves as a senior managing director of Kookmin Bank and heads its consumer protection group. Mr. Kim previously served as the head of Kookmin Bank’s human resource department. He received a B.A. in economics from Seoul National University.

Minkyu Chung is a managing director and our chief compliance officer. He previously served as a vice chief public prosecutor at the Supreme Prosecutors’ Office of Korea and a managing partner at the law firm of The Firm. He received a B.A. in law from Seoul National University.

 

Item 6.B.Compensation

The aggregate remuneration paid and benefits-in-kind granted by us to our chairman and chief executive officer, our other executive and non-standing directors, our non-executive directors and our executive officers for the year ended December 31, 20122014 was ₩6,158₩3,578 million. In addition, for the year ended December 31, 2012,2014, we set aside ₩329₩183 million for allowances for severance and retirement benefits for our chairman and chief executive officer, the other executive directors and our executive officers.

The compensation of our directors who received total annual compensation exceeding ₩500 million in 2014 was as follows:

Name

Position

Total Compensation
in 2014 (1)

Long-term Incentive Compensation for
Payment Subsequent to 2014

(In millions of Won)

Young-Rok Lim

Former Chairman and Chief Executive Officer

766None

(1)

Includes earned income and performance based short-term incentive payments made in the first quarter of 2014 with respect to services performed in 2013.

Pursuant to a resolution of our board of directors, effective January 7, 2015, Woong-Won Yoon, our former deputy president and chief financial officer, was appointed a business management advisor for a term of one year. We do not have service contracts with any of our other directors or officers providing for benefits upon termination of their employment with us.

Kookmin Bank granted stock options to its president and chief executive officer, other directors and executive officers, as well as employees. In connection with the comprehensive stock transfer in September 2008 pursuant to which we were established, such stock options were converted into stock options with respect to our common stock. See “Item 6.E. Share Ownership—Stock Options.” For all of the options granted, upon their exercise, we are required to pay in cash the difference between the exercise price and the market price of our common stock at the date of exercise. Generally, upon vesting, options may be exercised from after three years from the grant date up to eight years after such date, once restrictions on the exercise of options, including continued employment for at least two years from the grant date, lapse.

In 2012,2014, we recognized a reversal ofdid not recognize any compensation expense of ₩2,204 million for the stock options granted under our stock option plan. For additional information regarding our compensation expense in connection with our stock option plan, see Note 31 to our consolidated financial statements included elsewhere in this annual report.

In 2008, we also established a stock grant plan. Pursuant to this plan, we have entered into performance share agreements with certain of our directors, executive officers and other senior management, whereby we may grant shares of our common stock (or the equivalent monetary amount based on the market value of such shares at the time of the grant) within specified periods as long-term incentive performance shares in accordance with pre-determined performance targets.Seetargets. See “Item 6.E. Share Ownership—Performance Share Agreements.” In 2012,2014, we recognized ₩16,075₩11,422 million as compensation expense for the disbursements made under such agreements.

Item 6.C.Board Practices

See “Item 6.A. Directors and Senior Management” above for information concerning the terms of office and contractual employment arrangements with our directors and executive officers.

Committees of the Board of Directors

We currently have the following committees that serve under the board:

 

the Audit Committee;

 

the Board SteeringCorporate Governance Committee;

 

the Management Strategy Committee;

the Group Risk Management Committee;

 

the Evaluation and& Compensation Committee;

 

the Non-executive Director Nominating Committee; and

 

the Audit Committee Member Nominating Committee.

Each committee member is appointed by the board of directors, except for members of the Audit Committee, who are elected at the general meeting of stockholders.

Audit Committee

The committee currently consists of fivefour non-executive directors, Kyung Jae Lee, Jae Wook Bae, Young JinHwi Choi, Woon Youl Choi, Eunice Kyonghee Kim Jong Cheon Lee and Seung Hee Koh.Jongsoo Han. The chairperson of the Audit Committee is Jong Cheon Lee.Woon Youl Choi. The committee oversees our financial reporting and approves the appointment of our independent registered public accounting firm. The committee also reviews our financial information, auditor’s examinations, key financial statement issues, the plans and evaluation of internal control and the administration of our financial affairs by the

board of directors. In connection with the general meetings of stockholders, 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 stockholders. The committee holds regular meetings every quarter.

Board Steering Committee

The committee currently consists of six non-executive directors, Kyung Jae Lee, Jae Wook Bae, Kun Ho Hwang, Jong Cheon Lee and Young Nam Lee, together with our chairman and chief executive officer, Yoon-Dae Euh. The chairperson of the Board Steering Committee is Kyung Jae Lee. The committee is responsible for ensuring the efficient operation of the board and the facilitation of the board’s functions. The committee is also responsible for discussion and review of overall matters with respect to the governance of us and our subsidiaries, promoting the efficiency and active function of the board and each committee. The committee holds regular meetings every quarter.

Management StrategyCorporate Governance Committee

The committee currently consists of one non-standing director, Byong Deok Min,Hong Lee, and three non-executive directors, Young Kwa Kim, Young NamHwi Choi, Woon Youl Choi and Michael Byungnam Lee, and Jae Mok Cho, andtogether with our chairman and chief executive officer, Yoon-Dae Euh.Jong Kyoo Yoon. The chairperson of the Corporate Governance Committee is Jong Kyoo Yoon. The committee is Young Nam Lee. The committee reviews visionresponsible for establishing and mid-long term management strategy, the annual business plan, the annual budget plan, new strategic businesses, major financial strategymonitoring procedures for our chairman candidate cultivation and major issues with respect tosuccession program, as well as for candidate cultivation and succession programs for chief executive officers of our management.subsidiaries. The committee holds regular meetings every quarter.annually.

Group Risk Management Committee

The committee currently consists of one executivenon-standing director, Young Rok Lim,Hong Lee, and fourthree non-executive directors, Suk Ryul Yoo, Jae Wook Bae, Young Jin Kim, Kun Ho HwangHa Park and Jong Cheon Lee.Eunice Kyonghee Kim. The chairperson of the Group Risk Management Committeecommittee is Jae Wook Bae.Ha Park. The Group Risk Management Committee oversees and makes determinations on all issues relating to our comprehensive risk management function. In order to ensure our stable financial condition and to maximize our profits, the committee monitors our overall risk exposure and reviews our compliance with risk policies and risk limits. In addition, the committee reviews risk and control strategies and policies, evaluates whether each risk is at an adequate level, establishes or abolishes risk management divisions and reviews risk-based capital allocations. The committee holds regular meetings every quarter.

Evaluation and& Compensation Committee

The committee currently consists of fivefour non-executive directors, Kun Ho Hwang, Seung Hee Ko, Young Kwa Kim, Young NamMichael Byungnam Lee, Suk Ryul Yoo, Jae Ha Park and Jae Mok Cho.Jongsoo Han. The chairperson of the committee is Kun Ho Hwang.Michael Byungnam Lee. The Evaluation and Compensation Committee reviews compensation schemes and compensation levels of us and our subsidiaries. The committee is also responsible for deliberating and deciding the compensation of directors, evaluating management’s performance and implementing management training programs, as well as deciding and supervising the performance-based annual salary of the president and the executive officers of us and our subsidiaries. The committee holds regular meetings every quarter.

Non-executive Director Nominating Committee

The committee currently has no members.consists of three non-executive directors, Suk Ryul Yoo, Young Hwi Choi and Woon Youl Choi, together with our chairman and chief executive officer, Jong Kyoo Yoon. The last meetingchairperson of the committee was on March 22, 2013 to nominate Young Kwa Kim as a new non-executive director and Kyung Jae Lee, Jae Wook Bae, Young Jin Kim, Jong Cheon Lee, Seung Hee Koh, Young Nam Lee and Jae Mok Cho for re-appointment as non-executive directors.is Suk Ryul Yoo. The committee overseesis responsible for the selectionmanagement and evaluation of a pool of non-executive director candidates and recommends them annually sometime priorrecommendation of the non-executive director candidates to be nominated at the annual general stockholders meeting. The term of office of its members is from the first meeting of theshareholders. The committee held to nominate the non-executive directors until the nominated non-executive directors are appointed.holds regular meetings semi-annually.

Audit Committee Member Nominating Committee

The committee currently has no members. The last meeting of the committee was on March 22, 2013February 27, 2015 to nominate Kyung Jae Lee, Jae Wook Bae, Young JinHwi Choi, Woon Youl Choi, Eunice Kyonghee Kim Jong Cheon Lee and Seung Hee KohJongsoo Han as new Audit Committee members. The committee oversees the selection of Audit Committee member candidates and recommends them annually sometime prior to the general stockholders meeting. The term of office of its members is from the first meeting of the committee held to nominate the Audit Committee members until the Audit Committee members are appointed.

Item 6.D.Employees

As of December 31, 2012,2014, we had a total of 157168 full-time employees, excluding 12seven executive officers, at our financial holding company.

The following table sets forth information regarding our employees at both our financial holding company and our subsidiaries as of the dates indicated:

 

     As of December 31,      As of December 31, 
     2010   2011   2012      2012   2013   2014 

KB Financial Group

  Full-time employees(1)   155     148     157    Full-time employees (1)   157     151     168  
  Contractual employees   —       —       —      Contractual employees   —       —       —    
  Managerial employees   124     121     127    Managerial employees   127     116     131  
  Members of Korea Financial Industry Union   —       —       —      Members of Korea Financial Industry Union   —       —       —    

Kookmin Bank

  Full-time employees(1)   16,615     16,080     16,358    Full-time employees (1)   16,358     16,617     20,758  
  Contractual employees   6,017     5,769     5,438    Contractual employees   5,713     5,136     903  
  Managerial employees   11,647     11,278     11,382    Managerial employees   11,383     11,539     11,561  
  Members of Korea Financial Industry Union   18,728     17,389     17,149    Members of Korea Financial Industry Union   17,149     17,123     16,977  

Other subsidiaries

  Full-time employees(1)   1,113     2,508     2,724    Full-time employees (1)   2,724     2,786     3,186  
  Contractual employees   190     542     541    Contractual employees   541     137     355  
  Managerial employees   662     1,450     1,554    Managerial employees   1,554     1,554     1,765  
  Members of Korea Financial Industry Union   97     1,334     1,370    Members of Korea Financial Industry Union   1,370     1,509     1,324  

 

(1) 

Excluding executive officers.

We consider our relations with our employees to be satisfactory. We and our subsidiaries each have a joint labor-management council which serves as a forum for ongoing discussions between our management and employees. At threefive of our subsidiaries, Kookmin Bank, KB Kookmin Card, andKB Capital, KB Real Estate Trust and KB Credit Information, our employees have a labor union. Every year, the unions at Kookmin Bank, KB Kookmin Card, andKB Capital, KB Real Estate Trust and KB Credit Information and their respective managements negotiate and enter into new collective bargaining agreements and negotiate annual wage adjustments.

Our compensation packages consist of base salary and base bonuses. We also provide performance-based compensation to employees and management officers, including those of our subsidiaries, depending on level of responsibility of the employee or officer and business of the relevant subsidiary. Typically, executive officers, heads of regional headquarters and employees in positions that require professional skills, such as fund managers and dealers, are compensated depending on their individual annual performance evaluation. Also, Kookmin Bank has implemented a profit-sharing system in order to enhance the performance of Kookmin Bank’s employees. Under this system, Kookmin Bank pays bonuses to its employees, in addition to the base salary and depending on Kookmin Bank’s annual performance.

We provide a wide range of benefits to our employees, including our executive directors. Specific benefits provided may vary for each of our subsidiaries but generally include medical insurance, employment insurance, workers compensation, employee and spouse life insurance, free medical examinations, child tuition and fee reimbursement, disabled child financial assistance and reimbursement for medical expenses, and other benefits may be provided depending on the subsidiary.

In accordance with the National Pension Act, we contribute an amount equal to 4.5% of employee wages, and each employee contributes 4.5% of his or her wages, into each employee’s personal pension account. In addition, in accordance with the Guarantee of Worker’s Retirement Benefits Act, we have adopted a retirement pension plan for our employees. Contributions under the retirement pension plan are deposited annually into a financial institution, and an employee may elect to receive a monthly pension or a lump-sum amount upon retirement. Our retirement pension plan isplans are provided in the form of a defined benefit plan whichand a defined contribution plan. The defined benefit plan guarantees a certain payout at retirement, according to a fixed formula based on the employee’s average salary and the number of years for which the employee has been a plan member. The defined contribution plan, in which the employer’s contribution is determined in advance based on one twelfth of an employee’s total annual pay, is managed directly by the employees. Under Korean law, we may not terminate the employment of full-time employees except under certain limited circumstances.

In June 2009, we established an employee stock ownership plan. All of our employees are eligible to participate in this plan. We are not required to, and do not, make cash contributions to this plan. Members of our employee stock ownership association have pre-emptive rights to acquire up to 20% of our shares issued in public offerings by us pursuant to the Financial Investment Services and Capital Markets Act. In August 2009, we offered to members of our employee stock ownership association 6,000,000 of the 30,000,000 new shares of common stock to be issued in our rights offering to our existing shareholders, and the entire amount was subscribed by members of our employee stock ownership association. The employee stock ownership association held 3,179,7942,452,081 shares of our common stock as of December 31, 2012.2014.

Employees of Kookmin Bank have been eligible to participate in its employee stock ownership plan, which will be terminated once all of our common stock held by the plan (which the plan received following the transfer of Kookmin Bank shares held by it as a result of the comprehensive stock transfer pursuant to which we were established) have been distributed to the relevant Kookmin Bank employees at the requests of such employees following the expiration of the required holding periods. As of December 31, 2012,2014, Kookmin Bank’s employee stock ownership association held 957,111814,050 shares of our common stock.

In order to develop our next generation of leaders and enhance the operational capability of our employees at each of our subsidiaries, we operate various employee training programs. These programs, which are aimed at cultivating financial specialists with higher levels of management and business skills, developing regional experts for increased global capabilities and enhancing employee loyalty, comprise a number of customized programs such as training courses for employees of different positions, domestic and foreign MBA courses and intensive human resources development programs for high performers to cultivate future leaders. For example, Kookmin Bank offers training programs at its employees’ worksites to facilitate access to training, as well as a foreign regional expert training program and a global language training course. We also provide financial and other support for our employees to develop their finance-related knowledge and skills by enrolling in training courses or engaging in self-study programs. The broad spectrum of training programs, combined with the state-of-the-art technologies such as cyber training, satellite broadcasting and mobile-learning, maximizes the level of exposure of the trainees to the contents of the programs. We also believe that our training scheme based on classified training courses and a development evaluation system has facilitated systemic development of employee skills and a spontaneous learning environment.

Item 6.E.Share Ownership

Common Stock

As of March 31, 2013,2015, the persons who are currently our directors or executive officers, as a group, held an aggregate of 49,12410,592 shares of our common stock, representing approximately 0.013%0.003% of the issued shares of our common stock as of such date. None of these persons individually held more than 1% of the outstanding shares of our common stock as of such date. The following table presents information regarding our directors and executive officers who beneficially owned our shares as of March 31, 2013.2015.

 

Name of Executive Officer or Director(1)

  Number of Shares of
Common Stock

Yoon-Dae Euh

30,770

Young Rok Lim

3,648

Byong Deok Min

3,475

Kun Ho Hwang

500

Dong Chang Park

200 

Jong Kyoo Yoon

   5,300  

Wang Ky Kim

1,000

Seok Heung Ryu

127

Min HoHong Lee

   1,700459  

Won KeunJong-Hee Yang

   260914  

Yong Jin ChoJeong Rim Park

   473540  

Kyung Sup Han

632

Dong CheolKi Bum Lee

   203600

Young-Tae Park

450  

Kyu Sul Choi

   8361,506

Kyung Yup Cho

500

Ki Hwan Kim

321

Minkyu Chung

2  
  

 

 

 

Total

   49,12410,592  
  

 

 

 

(1)

On April 7, 2015, Michael Byungnam Lee, our non-executive director, acquired 1,020 share of our common stock on the Korea Exchange.

Stock Options

We have not, following our establishment pursuant to a comprehensive stock transfer in September 2008, granted any stock options with respect to our capital stock to our directors, executive officers and employees. Prior to our establishment, Kookmin Bank granted stock options with respect to its common stock to its directors, executive officers and employees. In connection with the comprehensive stock transfer, in September 2008, such stock options with respect to Kookmin Bank common stock were converted into stock options with respect to our common stock. As of March 31, 2015, all of such stock options granted to Kookmin Bank’s directors, executive officers and employees have been exercised and there are no stock options outstanding as of such date. For all of thesuch options granted, upon their exercise, we arewere required to pay in cash the difference between the exercise price and the market price of our common stock at the date of exercise. The following table is the breakdown of such stock options granted to Kookmin Bank’s directors, executive officers and employees. It describes the grant date, position, exercise period and price and the number of options as of March 31, 2013, not including previously issued options which are no longer exercisable as of such date.

      Exercise Period   Exercise
Price
  Number
of
Granted
Options (1)
   Number of
Exercised
Options
   Number of
Exercisable
Options
 

Grant Date

  

Position When Granted

  From   To        

22-Jul-05

  

Senior Executive Vice President

   23-Jul-08     22-Jul-13     49,200    29,441     0     29,441  

23-Aug-05

  

Employee

   24-Aug-08     23-Aug-13     53,000    7,212     0     7,212  

24-Mar-06

  

Chief Audit Executive

   25-Mar-09     24-Mar-14     77,900    19,917     0     19,917  

24-Mar-06

  

8 Non-executive Directors

   25-Mar-09     24-Mar-14     77,779 (2)   126,710     0     126,710  

24-Mar-06

  

5 Senior Executive Vice Presidents

   25-Mar-09     24-Mar-14     76,623 (2)   260,448     0     260,448  

24-Mar-06

  

15 Employees

   25-Mar-09     24-Mar-14     77,083 (2)   344,576     0     344,576  

28-Apr-06

  

Employee

   29-Apr-09     28-Apr-14     81,900    25,613     0     25,613  

27-Oct-06

  

Employee

   28-Oct-09     27-Oct-14     76,600    18,987     0     18,987  

8-Feb-07

  

4 Senior Executive Vice Presidents

   9-Feb-10     8-Feb-15     77,100    55,594     0     55,594  

8-Feb-07

  

26 Employees

   9-Feb-10     8-Feb-15     77,100    601,904     0     601,904  

23-Mar-07

  

Non-executive Director

   24-Mar-10     23-Mar-15     84,500    15,246     0     15,246  
         

 

 

     

 

 

 
          1,505,648     0     1,505,648  
         

 

 

     

 

 

 

(1)

Some numbers of the granted options have been adjusted due to the merger and the early retirement of the grantees.

(2)

Weighted average of the exercise price of all granted options.

Performance Share Agreements

In March 2009, our shareholders approved at the annual general meeting of shareholders the disbursement of a maximum of 250,000 shares of our common stock (or the equivalent monetary amount based on the market value of such shares at the time of disbursement), between September 29, 2008 and September 28, 2011, to our directors as long-term incentive performance shares over the term of their office in accordance with the performance targets set forth in the performance share agreements between us and such directors. In June 2009, we paid ₩24 million, the equivalent monetary amount for 733 shares of our common stock, to our former non-executive director, Kee Young Chung. In March 2010, our shareholders approved at the annual general meeting of shareholders the disbursement of a maximum of 250,000 shares of our common stock (or the equivalent monetary amount based on the market value of such shares at the time of disbursement), between September 29, 2009 and September 28, 2012, to our directors as long-term incentive performance shares over the term of their office in accordance with the performance targets set forth in the performance share agreements between us and such directors. In April 2010, we paid an aggregate of ₩184 million, the equivalent monetary amount for 3,563 shares of our common stock, to our former non-executive directors, Dam Cho and Bo Kyung Byun. In November 2010, we paid ₩110 million, the equivalent monetary amount for 2,149 shares of our common stock, to our former non-executive director, Chee Joong Kim. In January 2011, we paid ₩133 million, the equivalent monetary amount for 2,323 shares of our common stock, to our former non-executive director, Chan Soo Kang. In April 2011, we paid an aggregate of ₩229 million, the equivalent monetary amount for 4,056 shares of our common stock, to our former non-executive directors, Suk Sig Lim and Jacques Kemp. Future disbursementsIn April 2013, we paid an aggregate of shares or₩96 million, the equivalent monetary amount will be madefor 2,543 shares of our common stock, to such directors uponour former non-executive director, Sang Moon Ham. In April 2014, we paid an aggregate of ₩115 million, the completionequivalent monetary amount for 3,090 shares of their terms based on their performance. Inour common stock, to our former non-executive director, Jae Mok Cho. Since January 2010, in accordance with the best practice guidelines for outside directors of banking institutions announced by the Korea Federation of Banks, which have been replaced with the Financial Corporate Governance Code issued by the Financial Services Commission in January 2010,December 2014, we have since not entered into any performance share agreements with our non-executive directors.

We have also entered into performance share agreements with certain of our executive officers and senior management who are not directors, pursuant to which we may grant shares of our common stock (or the equivalent monetary amount based on the market value of such shares at the time of the grant) within specified periods as long-term incentive performance shares in accordance with pre-determined performance targets.

We expect that further actual disbursements under the performance share agreements with our senior management and directors other than non-executive directors will generally be in the form of cash disbursements of equivalent monetary amounts based on the market value of our shares at such time.

Item 7.MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

 

Item 7.A.Major Shareholders

The following table presents information regarding the beneficial ownership of our shares at December 31, 20122014 by each person or entity known to us to own beneficially more than 5% of our issued and outstanding shares.

Except as otherwise indicated, each stockholder identified by name has:

 

sole voting and investment power with respect to its shares; and

 

record and beneficial ownership with respect to its shares.

 

Beneficial Owner

  Number of Shares of
Common Stock
   Percentage of
Total Outstanding
Shares of
Common Stock (%) (1)
   Number of Shares of
Common Stock
   Percentage of
Total Outstanding
Shares of
Common
Stock (%) (1)
 

Korean National Pension Service

   36,383,211     9.42

Bank of New York Mellon (2)

   35,026,464     9.07   32,474,273     8.41

Korean National Pension Service

   33,158,257     8.58

ING Bank N.V (3).

   19,401,044     5.02

 

(1) 

Calculated based on 386,351,693 shares of our common stock outstanding as of December 31, 2012.2014.

(2) 

As depositary bank.

(3)

On February 15, 2013, ING Bank N.V. sold all of its stake in our company.

Other than as set forth above, no other person or entity known by us to be acting in concert, directly or indirectly, jointly or separately, owned 5.0% or more of the issued shares of our common stock or exercised control or could exercise control over us as of December 31, 2012.2014. None of our major stockholders has different voting rights from our other stockholders.

 

Item 7.B.Related Party Transactions

As of December 31, 2012,2014, we had an aggregate of ₩5,747₩2,530 million in loans outstanding to our executive officers and directors and Kookmin Bank’s executive officers and directors. In addition, as of such date, we had loans outstanding to various companies whose directors or executive officers were serving concurrently as our directors or executive officers. See Note 43 of the notes to our consolidated financial statements included elsewhere in this annual report. All of these loans were made in the ordinary course of business, on substantially the same terms, including interest rate and collateral, as those prevailing at the time for comparable transactions with other persons and did not involve more than the normal risk of collectibility or present other unfavorable features.

None of our directors or officers have or had any interest in any transactions effected by us that are or were unusual in their nature or conditions or significant to our business which were effected during the current or immediately preceding year or were effected during an earlier year and remain in any respect outstanding or unperformed.

In December 2002, we formally extended our strategic alliance agreement with ING Bank N.V., replacing its prior investment agreement with H&CB. In August 2003, our board approved and ratified an amended and restated strategic alliance agreement with ING Bank N.V. As a result, subject to the conditions set forth in such strategic alliance agreement, we were required to cause one nominee of ING Bank N.V. to be appointed as a non-executive director and to cause another nominee of ING Bank N.V. to be appointed as an executive director, and ING Groep N.V. was required to maintain certain minimum beneficial ownership levels in our common stock, among other things.

In August 2003, we amended and restated our joint venture agreement with ING Insurance International B.V. and ING Life Insurance Company, Korea, Ltd. This agreement established the terms of the joint venture between us and ING Insurance International with respect to ING Life Insurance Company, Korea. In December 2008, we sold all of our remaining stake in ING Life Insurance Company, Korea and our joint venture agreement with ING Insurance International and ING Life Insurance Company, Korea was terminated.

In August 2003, we also amended certain provisions in our joint venture agreement with ING Insurance International B.V. and KB Asset Management Co., Ltd. This agreement expanded and established the terms of the joint venture between us and ING Insurance International with respect to KB Asset Management.

In April 2004, we established a new wholly-owned insurance subsidiary, KB Life Insurance Co., Ltd., to which we contributed the acquired assets and liabilities of Hanil Life Insurance. KB Life focuses on bancassurance, and offers life insurance and wealth management products primarily through our branch network. ING Insurance International B.V. purchased a 49% interest in KB Life in January 2005 and subsequently assigned such interest to its affiliate, ING Insurance International II B.V., in December 2011. In February 2013, ING Bank N.V. sold its entire stake in our company and the joint venture agreement between ING Insurance International II B.V. and us was terminated.

In April 2008, Kookmin Bank and KB Asset Management Co., Ltd. entered into an agreement with ING Bank N.V. and ING Insurance International B.V. related to the planned establishment of KB Financial Group through a comprehensive stock transfer. Pursuant to this agreement and subject to certain conditions, ING Bank N.V. and ING Insurance International approved and agreed to support the stock transfer. The parties also agreed, among others, that the stock transfer shall not constitute a change of control or termination event for purposes of various agreements in effect between the parties and that Kookmin Bank and ING Bank N.V. agree to effect an assignment of Kookmin Bank’s rights and obligations under the amended and restated strategic alliance agreement to KB Financial Group. Such assignment was effected in September 2008 pursuant to an assignment and assumption agreement among Kookmin Bank, ING Bank N.V. and KB Financial Group.

In connection with the “comprehensive stock transfer” under Korean law pursuant to which we were established, ING Insurance International B.V., which previously held a 20% equity interest in KB Asset Management Co., Ltd. transferred all of its shares of KB Asset Management common stock to us in September 2008 and in return received 1,290,815 shares of our common stock in accordance with a specified stock transfer ratio.

In March 2013, our amended and restated strategic alliance agreement with ING Bank N.V. was terminated following the sale by ING Bank N.V. of its entire stake in our company in February 2013.

 

Item 7.C.Interests of Experts and Counsel

Not applicable.

 

Item 8.FINANCIAL INFORMATION

 

Item 8.A.Consolidated Statements and Other Financial Information

See “Item 18. Financial Statements” and pages F-1 through F-163.F-185.

Legal Proceedings

Excluding the legal proceedings discussed below, we and our subsidiaries are not a party to any legal or administrative proceedings and no proceedings are known by any of us or our subsidiaries to be contemplated by governmental authorities or third parties, which, if adversely determined, may have a material adverse effect on our consolidated financial condition or results of operations.

In August 2006, the Korean government filed a lawsuit seeking ₩321 billion in damages for excessive fees paid for lottery operations against Kookmin Bank, Ernst & Young Han Young, Korea Lottery Service Inc. and Kookmin Bank’s and their relevant employees. In April 2009, the Seoul Central District Court dismissed the government’s claim. In May 2009, the government appealed the case to the Seoul High Court, which dismissed the appeal in September 2010. In October 2010, the government appealed the case to the Supreme Court of Korea, which dismissed the appeal in November 2012.

During the first half of 2007, the National Tax Service of Korea completed a tax audit in respect of Kookmin Bank for the fiscal years 2002, 2003, 2004 and 2005, as a result of which Kookmin Bank was assessed ₩190 billion (including residence tax) for tax deficiencies. In addition, during the second half of 2007, the National Tax Service of Korea assessed additional income taxes for prior years amounting to ₩292 billion (including residence tax) for tax deficiencies. Kookmin Bank paid the entire amount of such additional assessments in 2007, but filed an appeal with the National Tax Tribunal with respect to tax assessments made in 2007 amounting to ₩482 billion (including residence tax), which dismissed the appeal in March 2010. In June 2010, Kookmin Bank filed an appeal with the Seoul Administrative Court, which ruled in favor of Kookmin Bank on April 1, 2011. On April 19, 2011, the National Tax Service of Korea appealed this case to the Seoul High Court, which ruled in favor of Kookmin Bank on January 12, 2012. On January 30, 2012, the National Tax Service of Korea appealed this case to the Supreme Court, where it is currently pending.which ruled in favor of Kookmin Bank on January 15, 2015.

Since November 2008, certain of Kookmin Bank’s customers have filed lawsuits against it in connection with its sales of foreign currency derivatives products known as “KIKO” (which stands for “knock-in knock-out”), which are intended to operate as hedging instruments against fluctuations in the exchange rate between the Won and the U.S. dollar. Due to the significant depreciation of the Won against the U.S. dollar in 2008 and 2009, customers who have purchased KIKO products from Kookmin Bank are required to make large payments to it. Seven companiesTwelve lawsuits were filed six lawsuits against Kookmin Bank alleging that the contracts under which the relevant KIKO products were sold should be invalidated and that Kookmin Bank should return payments received thereunder. FourEight of the lawsuits were dismissedruled in favour of Kookmin Bank by the Seoul Central District Court and not appealed. OfIn two of the two remaining cases, one was ruledlawsuits, rulings were issued in favor of Kookmin Bank by the Seoul High Court in February 2013. The2013 and November 2014 and not appealed. In one of the lawsuits, the Supreme Court of Korea ruled in favor of Kookmin Bank in May 2014. As of April 3, 2015, the amount of the otherone remaining claim, as of March 31, 2013,which is pending at the Seoul High Court, was approximately ₩4.7 billion and may increase in the event of future depreciation of the Won against the U.S. dollar.₩0.7 billion. Additional lawsuits, as well as motions for preliminary injunctions, may be filed against Kookmin Bank with respect to KIKO products, and the final outcome of such litigation remains uncertain.

In January 2008, the Korea Fair Trade Commission instituted certain amendments to standard loan policy conditions for mortgage loan agreements to require banks to be responsible for the payment of mortgage registration expenses when issuing mortgage loans. Subsequently, the Korea Federation of Banks and 16 banks, including Kookmin Bank, filed a lawsuit against the Korea Fair Trade Commission to prevent the implementation of such amendments. In August 2010, the Supreme Court ruled in favor of the Korea Fair Trade Commission. Since such ruling in August 2010, certain of Kookmin Bank’s customers have filed 118133 lawsuits against Kookmin Bank, as of March 31, 2013,April 3, 2015, alleging that it should return the mortgage registration expenses paid by such customers under mortgage loan agreements that did not reflect the amendments instituted by the Korea Fair Trade Commission in January 2008. As of March 31, 2013, fiveApril 3, 2015, 132 such lawsuits had been ruled in favor of Kookmin Bank by the trial court, all of which wereconcluded and one lawsuit was appealed and were pending in the appellate court, and the remaining 113 lawsuits were pending in the relevant trial courts.court. The aggregate amount of claimed damages in the 118 lawsuits,one remaining lawsuit, as of March 31, 2013,April 3, 2015, was approximately ₩7₩0.7 billion. Additional lawsuits may be filed against Kookmin Bank with respect to its mortgage loans, and the final outcome of such litigation remains uncertain.

In July 2010, Fairfield Sentry Limited, or Fairfield, which is currently in liquidation and whose assets were directly or indirectly invested with Bernard L. Madoff Investment Securities LLC, or BLMIS, filed a lawsuit in the Supreme Court of the State of New York against Kookmin Bank, which acted as a nomineetrustee bank for its clients who invested in Fairfield. Fairfield seeks restitution of approximately US$42 million paid to Kookmin Bank in connection with share redemptions on the ground that such payments were made by mistake, based on inflated

values resulting from BLMIS’ fraud. The case is currently pending at such court. Fairfield has filed similar actions against numerous other fund investors to seek recovery of redemption payments.

In May 2012, the trustee appointed for the liquidation of BLMIS filed a lawsuit against Kookmin Bank in the United States Bankruptcy Court for the Southern District of New York. The trustee seeks recovery of approximately US$42 million, which amount is alleged to be equal to the amount of funds that were redeemed from Fairfield between June 2004 and January 2006 by Kookmin Bank. The trustee alleges that Fairfield was a “feeder fund” that invested in BLMIS and redemptions from such BLMIS feeder fund are avoidable and recoverable under the U.S. Bankruptcy Code and New York law. The case is currently pending at such court. The trustee has filed similar clawback actions against numerous other institutions.

In November 2012, Kookmin Bank filed a lawsuit against the Export-Import Bank of Korea and other creditor financial institutions comprising the creditors’ committee of a Korean shipbuilding company which is a borrower of Kookmin Bank and is currently in workout. Kookmin Bank voted against extending new credit to such borrower and exercised its right to dissent and appraisal.appraisal rights. Kookmin Bank disagreed with the creditors’ committee on the liquidation valueis seeking ₩103 billion as compensation for damages and payment of the debt securitiespurchase price of the borrowerdebt held by Kookmin Bank and seeks ₩111 billion in damages.Bank. In November 2012, the Export-Import Bank of Korea and other creditor financial institutions of the borrower filed a counter lawsuit against Kookmin Bank seeking ₩46 billion in damages in connection with the borrower’s debt restructuring plan. The case is currently pending atIn August 2014, the Seoul Central District Court.Court ruled partially in favor of Kookmin Bank in its lawsuit against the Export-Import Bank of Korea and other creditor financial institutions of the borrower, but ruled against Kookmin Bank in the counter lawsuit brought against Kookmin Bank. Both cases have been appealed to the Seoul High Court, where they are currently pending.

Commencing in November 2013, Kookmin Bank was subject to a number of investigations by the Financial Supervisory Service and other governmental authorities concerning alleged issues with Kookmin Bank’s internal controls and possible legal violations by Kookmin Bank and its employees.

In November 2013, Kookmin Bank filed a complaint against the former head and two former employees of its Tokyo Branch for allegedly extending illegal loans under borrowed names. Each of the Financial Supervisory Service and the Financial Services Agency of Japan launched an investigation into the allegations.

The Financial Supervisory Service launched an investigation into alleged embezzlement of funds by employees at Kookmin Bank’s headquarters, who have since been dismissed, through the presentation for payment of forged Korean government housing bonds.

In May 2014, the Financial Supervisory Service launched an investigation into a dispute between Kookmin Bank and us regarding the replacement of Kookmin Bank’s main computing system.

In August 2014, the Financial Supervisory Agency of Japan suspended Kookmin Bank from conducting new transactions at its branches in Japan for four months from September 2014 to January 2015. Furthermore, in August 2014, the Financial Supervisory Service imposed disciplinary sanctions on Kookmin Bank and a number of its officers, directors and employees, including the then chief executive officer of Kookmin Bank. In September 2014, the Financial Services Commission imposed a disciplinary sanction on our then chief executive officer. Both the chief executive officer of Kookmin Bank and our chief executive officer, as well as a number of our respective outside directors, subsequently resigned from their posts and have been replaced. In September 2014, the Financial Supervisory Service completed its investigation into Kookmin Bank and us with respect to such allegations.

Furthermore, in February 2014, the Financial Services Commission suspended the new credit card issuance and other related activities of KB Kookmin Card for three months from February to May 2014, in response to an incident involving the misappropriation of the personal information of a large number of its customers by an employee of the Korea Credit Bureau in the first half of 2013. Specifically, during such suspension period, KB Kookmin Card was prohibited from engaging in the following activities:

adding new subscribers for credit cards, prepaid cards and debit cards or issuing such types of cards (except as permitted by the chairman of the Financial Services Commission for public policy purposes);

providing new or additional credit lines to credit card customers; and

providing new services through mail order or telemarketing channels or related to travel or insurance products.

In connection with the misappropriation incident, as of February 28, 2015, certain of KB Kookmin Card’s customers have filed a total of 101 lawsuits against KB Kookmin Card with the aggregate amount of claimed damages amounting to approximately ₩52 billion. The final outcome of such lawsuits remains uncertain. In addition, KB Kookmin Card could become subject to additional litigation and regulatory sanctions, and may also incur significant costs relating to the compensation of customers for losses incurred as a result of the fraudulent use of the misappropriated personal information.

Dividends

Dividends must be approved by the stockholders at the annual general meeting of stockholders. Cash dividends may be paid out of retained earnings that have not been appropriated to statutory reserves. See “Item 10.B. Memorandum and Articles of Association—Description of Capital Stock—Dividends and Other Distributions.”

The table below sets forth, for the periods indicated, the dividend per share of common stock and the total amount of dividends declared and paid by us in respect of the years ended December 31, 2010, 2011, 2012, 2013 and 2012.2014. The dividends set out for each of the years below were paid within 30 days after our annual stockholders meeting, which is held no later than March of the following year.

 

Fiscal Year

  Dividends per
Common Share (1)
   Dividends per
Preferred Share
   Total Amount of Cash
Dividends Paid
 
                   (in millions of Won) 

2010  (2)

  120    US$0.11     —       —      41,163  

2011  (3)

   720     0.62     —       —       278,173  

2012  (4)

   600     0.56     —       —       231,811  

Fiscal Year

  Dividends per
Common Share (1)
   Dividends per
Preferred Share
   Total Amount of Cash
Dividends Paid
 
                   (in millions of Won) 

2010 (2)

  120    US$0.11     —       —      41,163  

2011 (3)

   720     0.62     —       —       278,173  

2012 (4)

   600     0.56     —       —       231,811  

2013 (5)

   500     0.47     —       —       193,176  

2014 (6)

   780     0.72     —       —       301,354  

 

(1) 

Won amounts are expressed in U.S. dollars at the noon buying rate in effect at the end of the relevant periods as quoted by the Federal Reserve Bank of New York in the United States.

(2) 

On February 10, 2011, our board of directors passed a board resolution recommending a cash dividend of ₩120 per common share (before dividend tax), representing 2.4% of the par value of each share, for the fiscal year ended December 31, 2010. This resolution was approved and ratified by our stockholders on March 25, 2011.2011.

(3) 

On February 9, 2012, our board of directors passed a board resolution recommending a cash dividend of ₩720 per common share (before dividend tax), representing 14.4% of the par value of each share, for the fiscal year ended December 31, 2011. This resolution was approved and ratified by our stockholders on March 23, 2012.

(4) 

On February 7, 2013, our board of directors passed a board resolution recommending a cash dividend of ₩600 per common share (before dividend tax), representing 12.0% of the par value of each share, for the fiscal year ended December 31, 2012. This resolution was approved and ratified by our stockholders on March 22, 2013.

(5)

On February 7, 2014, our board of directors passed a board resolution recommending a cash dividend of ₩500 per common share (before dividend tax), representing 10.0% of the par value of each share, for the fiscal year ended December 31, 2013. This resolution was approved and ratified by our stockholders on March 28, 2014.

(6)

On February 5, 2015, our board of directors passed a board resolution recommending a cash dividend of ₩780 per common share (before dividend tax), representing 15.6% of the par value of each share, for the fiscal year ended December 31, 2014. This resolution was approved and ratified by our stockholders on March 27, 2015.

Future dividends will depend upon our revenues, cash flow, financial condition and other factors. As an owner of ADSs, you will be entitled to receive dividends payable in respect of the shares of common stock represented by such ADSs.

For a description of the tax consequences of dividends paid to our stockholders, see “Item 10.E. Taxation—United States Taxation” and “—Korean Taxation—Taxation of Dividends.”

Item 8.B.Significant Changes

Not applicable.

 

Item 9.THE OFFER AND LISTING

 

Item 9.A.Offering and Listing Details

Market Price Information

The principal trading market for our common stock is the KRX KOSPI Market. Our common stock has been listed on the KRX KOSPI Market since October 10, 2008, and the ADSs have been listed on the New York Stock Exchange under the symbol “KB” since September 29, 2008. The ADSs are identified by the CUSIP number 48241A105.

Kookmin Bank’s common stock was listed on the KRX KOSPI Market on November 9, 2001, and was suspended from trading from September 25, 2008 and de-listed on October 10, 2008 in connection with the comprehensive stock transfer pursuant to which we were established. Kookmin Bank ADSs were listed on the New York Stock Exchange from November 1, 2001 to September 26, 2008. The Kookmin Bank ADSs were identified by the CUSIP number 50049M109.

The table below sets forth, for the periods indicated, the high and low closing prices and the average daily volume of trading activity on the KRX KOSPI Market for Kookmin Bank common stock with respect to the periods up to and including the third quarter of 2008 and for our common stock with respect to the subsequent periods, and the high and low closing prices and the average daily volume of trading activity on the New York Stock Exchange for Kookmin Bank ADSs with respect to the periods up to and including the third quarter of 2008 and for our ADSs with respect to the subsequent periods.

 

  KRX KOSPI Market(1)   New York Stock Exchange(2)  KRX KOSPI Market(1) New York Stock Exchange(2) 
  Closing Price Per
Common Stock
   Average Daily
Trading
Volume (in
thousands of
shares)
   Closing Price Per ADS   Average Daily
Trading
Volume (in
thousands of
shares)
  Closing Price Per
Common Stock
 Average Daily
Trading
Volume (in
thousands of
shares)
  Closing Price Per ADS Average Daily
Trading
Volume (in
thousands of
shares)
 
  High   Low   High   Low    High Low High Low 

2008

  71,500    22,800     2,902.4    US$71.26    US$14.70     780.0  

2009

   63,200     26,850     2,390.1     55.07     16.82     533.3  

2010

   60,400     45,900     1,921.9     52.89     37.81     326.8   60,400   45,900    1,921.9   US$ 52.89   US$ 37.81    326.8  

2011

   62,100     34,600     2,385.3     55.00     29.64     202.3    62,100    34,600    2,385.3    55.00    29.64    202.3  

2012

  45,000    33,000    1,342.3    40.63    28.84    150.1  

2013

  43,950    32,600    1,236.0    41.26    28.85    144.3  

First Quarter

   62,100     54,000     2,055.1     55.00     48.02     212.5    40,750    36,150    1,629.3    37.45    32.16    188.4  

Second Quarter

   58,500     48,400     2,093.5     53.72     44.92     151.3    37,600    33,650    1,093.7    33.46    29.17    147.7  

Third Quarter

   54,600     34,600     3,459.7     51.87     29.98     246.9    38,800    32,600    1,155.2    35.72    28.85    124.0  

Fourth Quarter

   45,000     35,650     1,912.8     41.28     29.64     197.9    43,950    37,700    1,072.2    41.26    35.38    122.0  

2012

   45,000     33,000     1,342.3     40.63     28.84     150.1  

2014

  43,000    34,200    1,068.9    42.00    32.34    118.2  

First Quarter

   45,000     35,750     1,734.4     40.63     30.98     179.9    42,100    35,900    1,215.4    39.33    32.34    143.7  

Second Quarter

   43,500     35,300     1,296.3     38.21     29.90     143.6    37,800    34,200    997.0    36.33    33.42    91.8  

Third Quarter

   41,650     33,000     1,284.2     37.07     28.84     131.0    43,000    34,650    1,191.1    42.00    34.63    93.1  

Fourth Quarter

   39,250     34,350     1,050.8     36.09     31.87     145.5    43,000    36,150    872.1    40.63    32.62    144.9  

October

   39,250     37,000     886.6     35.62     33.46     128.7    43,000    37,300    1,173.5    40.63    35.06    109.5  

November

   37,250     34,350     1,000.3     34.40     31.87     111.9    41,800    38,900    750.2    38.31    34.93    64.2  

December

   38,250     35,250     1,304.1     36.09     32.53     198.4    39,350    36,150    686.8    35.41    32.62    251.7  

2013 (through April 26)

   40,750     34,850     1,489.3     37.45     30.73     181.7  

2015 (through April 24)

  41,650    35,000    966.9    38.57    31.22    121.5  

First Quarter

   40,750     36,150     1,629.3     37.45     32.16     188.4    40,000    35,000    927.1    35.97    31.22    128.1  

January

   40,750     37,850     1,172.4     36.12     32.16     175.8    38,200    35,000    873.7    35.43    31.22    149.6  

February

   39,500     37,200     2,473.2     35.84     34.24     188.8    39,700    36,350    854.0    35.94    33.46    154.1  

March

   39,250     36,150     1,330.1     37.45     35.32     199.9    40,000    36,650    1,034.7    35.97    32.49    86.0  

April (through April 26)

   37,400     34,850     1,062.1     33.19     30.73     161.6  

April (through April 24)

  41,650    36,800    1,099.5    38.57    33.69    98.0  

 

Source:     Global Stock Information Financial Network and KRX KOSPI Market

(1) 

Trading of Kookmin Bank common shares on the KRX KOSPI Market commenced on November 9, 2001 and ended on September 24, 2008. Trading of our common shares on the KRX KOSPI Market commenced on October 10, 2008.

(2) 

Trading of Kookmin Bank ADSs on the New York Stock Exchange commenced on November 1, 2001 and ended on September 26, 2008. Trading of our ADSs on the New York Stock Exchange commenced on September 29, 2008. Each ADS represents the right to receive one share.

 

Item 9.B.Plan of Distribution

Not applicable.

 

Item 9.C.Markets

The KRX KOSPI Market

The KRX KOSPI Market (formerly known as the Stock Market Division of the Korea Exchange) began its operations in 1956. It has a single trading floor located in Seoul. The KRX KOSPI Market is a membership organization consisting of most of the Korean financial investment companies with a dealing and/or brokerage license and some Korean branches of foreign financial investment companies with such license.

As of December 31, 2012,2014, the aggregate market value of equity securities listed on the KRX KOSPI Market was approximately ₩1,154.3₩1,192 trillion. The average daily trading volume of equity securities for 20122014 was approximately 486.5278 million shares with anand the average daily transaction value of ₩4,823.6was ₩3,984 billion.

The KRX KOSPI Market has the power in some circumstances to suspend trading in the shares of a given company or to de-list a security pursuant to the Listing Regulation of the KRX KOSPI Market. The KRX KOSPI Market also restricts share price movements. All listed companies are required to file accounting reports annually, semiannually and quarterly and to release immediately all information that may affect trading in a security.

The KRX KOSPI Market publishes the KOSPI, which is an index of all equity securities listed on the KRX KOSPI Market, every ten seconds. On January 1, 1983, the method of computing KOSPI was changed from the Dow Jones method to the aggregate value method. In the new method, the market capitalizations of all listed companies are aggregated, subject to certain adjustments, and this aggregate is expressed as a percentage of the aggregate market capitalization of all listed companies as of the base date, January 4, 1980.

The following table sets out movements in KOSPI:

 

  Opening High Low Closing 

1983

   122.52    134.46    115.59    121.21  

1984

   115.25    142.46    115.25    142.46  

Year

  Opening   High   Low   Closing 

1985

   139.53    163.37    131.40    163.37     139.53     163.37     131.40     163.37  

1986

   161.40    279.67    153.85    272.61     161.40     279.67     153.85     272.61  

1987

   264.82    525.11    264.82    525.11     264.82     525.11     264.82     525.11  

1988

   532.04    922.56    527.89    907.20     532.04     922.56     527.89     907.20  

1989

   919.61    1,007.77    844.75    909.72     919.61     1,007.77     844.75     909.72  

1990

   908.59    928.82    566.27    696.11     908.59     928.82     566.27     696.11  

1991

   679.75    763.10    586.51    610.92     679.75     763.10     586.51     610.92  

1992

   624.23    691.48    459.07    678.44     624.23     691.48     459.07     678.44  

1993

   697.41    874.10    605.93    866.18     697.41     874.10     605.93     866.18  

1994

   879.32    1,138.75    855.37    1,027.37     879.32     1,138.75     855.37     1,027.37  

1995

   1,013.57    1,016.77    847.09    882.94     1,013.57     1,016.77     847.09     882.94  

1996

   888.85    986.84    651.22    651.22     888.85     986.84     651.22     651.22  

1997

   653.79    792.29    350.68    376.31     653.79     792.29     350.68     376.31  

1998

   385.49    579.86    280.00    562.46     385.49     579.86     280.00     562.46  

1999

   587.57    1,028.07    498.42    1,028.07     587.57     1,028.07     498.42     1,028.07  

2000

   1,059.04    1,059.04    500.60    504.62     1,059.04     1,059.04     500.60     504.62  

2001

   520.95    704.50    468.76    693.70     520.95     704.50     468.76     693.70  

2002

   724.95    937.61    584.04    627.55     724.95     937.61     584.04     627.55  

2003

   635.17    822.16    515.24    810.71     635.17     822.16     515.24     810.71  

2004

   821.26    936.06    719.59    895.92     821.26     936.06     719.59     895.92  

2005

   893.71    1,379.37    870.84    1,379.37     893.71     1,379.37     870.84     1,379.37  

2006

   1,389.27    1,464.70    1,203.86    1,434.46     1,389.27     1,464.70     1,203.86     1,434.46  

2007

   1,435.26    2,064.85    1,355.79    1,897.13     1,435.26     2,064.85     1,355.79     1,897.13  

2008

   1,853.45    1,888.88    938.75    1,124.47     1,853.45     1,888.88     938.75     1,124.47  

2009

   1,157.40    1,723.17    992.69    1,682.77     1,157.40     1,723.17     992.69     1,682.77  

2010

   1,696.14    2,052.97    1,548.78    2,051.00     1,696.14     2,052.97     1,548.78     2,051.00  

2011

   2,070.08    2,228.96    1,652.71    1,825.74     2,070.08     2,228.96     1,652.71     1,825.74  

2012

   1,826.37    2,049.28    1,769.31    1,997.05     1,826.37     2,049.28     1,769.31     1,997.05  

2013 (through April 26)

   2,011.94    2,026.49    1,900.06    1,944.56  

2013

   2,031.10     2,059.58     1,780.63     2,011.34  

2014

   1,967.19     2,082.61     1,886.85     1,915.59  

2015 (through April 24)

   1,926.44     2,173.41     1,882.45     2,159.80  

 

Source:     The KRX KOSPI Market

Shares are quoted “ex-dividend” on the first trading day of the relevant company’s accounting period. Since the calendar year is the accounting period for the majority of listed companies, this may account for the drop in KOSPI between its closing level at the end of one calendar year and its opening level at the beginning of the following calendar year.

With certain exceptions, principally to take account of a share being quoted “ex-dividend” and “ex-rights,” permitted upward and downward movements in share prices of any category of shares on any day are limited under the rules of the KRX KOSPI Market to 15% of the previous day’s closing price of the shares, rounded down as set out below:

 

Previous day’s closing priceDay’s Closing Price

  Rounded Down
to
 

Less than 1,000

1

1,000 to less than 5,000

   5  

5,000 to less than 10,000

   10  

10,000 to less than 50,000

   50  

50,000 to less than 100,000

   100  

100,000 to less than 500,000

   500  

500,000 or more

   1,000  

As a consequence, if a particular closing price is the same as the price set by the fluctuation limit, the closing price may not reflect the price at which persons would have been prepared, or would be prepared to continue, if so permitted, to buy and sell shares. Orders are executed on an auction system with priority rules to deal with competing bids and offers.

Due to the deregulation of restrictions on brokerage commission rates, the brokerage commission rate on equity securities transactions may be determined by the parties, subject to commission schedules being filed with the KRX KOSPI Market by the financial investment companies with a brokerage license. In addition, a securities transaction tax will generally be imposed on the transfer of shares or certain securities representing rights to subscribe for shares. An agriculture and fishery special surtax of 0.15% of the sales prices will also be imposed on transfer of these shares and securities on the KRX KOSPI Market. See “Item 10.E. Taxation—Korean Taxation.”

The following table sets forth the number of companies listed on the KRX KOSPI Market, the corresponding total market capitalization at the end of the periods indicated and the average daily trading volume for those periods:

 

 Market Capitalization on the Last Day of Each
Period
 Average Daily Trading Volume, Value  Market Capitalization on  the
Last Day of Each Period
 Average Daily Trading Volume, Value 

Year

 Number of
Listed
Companies
 (Billions of
Won)
 (Millions of
US$) (1)
 Thousands
of shares
 (Millions of
Won)
 (Thousands of
US$) (1)
  Number of
Listed
Companies
 (Billions of
Won)
 (Millions of
US$) (1)
 Thousands
of Shares
 (Millions of
Won)
 (Thousands of
US$) (1)
 

1983

  328   3,490   US$4,666    9,325   5,941   US$7,944  

1984

  336    5,149    6,434    14,847    10,642    13,301  

1985

  342    6,570    7,921    18,925    12,315    14,846    342   6,570   US$7,921    18,925   12,315   US$14,846  

1986

  355    11,994    13,439    31,755    32,870    36,830    355    11,994    13,439    31,755    32,870    36,830  

1987

  389    26,172    30,250    20,353    70,185    81,120    389    26,172    30,250    20,353    70,185    81,120  

1988

  502    64,544    81,177    10,367    198,364    249,483    502    64,544    81,177    10,367    198,364    249,483  

1989

  626    95,477    138,997    11,757    280,967    409,037    626    95,477    138,997    11,757    280,967    409,037  

1990

  669    79,020    115,610    10,866    183,692    268,753    669    79,020    115,610    10,866    183,692    268,753  

1991

  686    73,118    101,623    14,022    214,263    297,795    686    73,118    101,623    14,022    214,263    297,795  

1992

  688    84,712    110,691    24,028    308,246    402,779    688    84,712    110,691    24,028    308,246    402,779  

1993

  693    112,665    142,668    35,130    574,048    726,919    693    112,665    142,668    35,130    574,048    726,919  

1994

  699    151,217    185,657    36,862    776,257    953,047    699    151,217    185,657    36,862    776,257    953,047  

1995

  721    141,151    178,266    26,130    487,762    616,016    721    141,151    178,266    26,130    487,762    616,016  

1996

  760    117,370    151,289    26,571    486,834    627,525    760    117,370    151,289    26,571    486,834    627,525  

1997

  776    70,989    82,786    41,525    555,759    648,115    776    70,989    82,786    41,525    555,759    648,115  

1998

  748    137,799    81,297    97,716    660,429    389,634    748    137,799    81,297    97,716    660,429    389,634  

1999

  725    349,504    294,319    278,551    3,481,620    2,931,891    725    349,504    294,319    278,551    3,481,620    2,931,891  

2000

  704    188,042    166,703    306,163    2,602,211    2,306,925    704    188,042    166,703    306,163    2,602,211    2,306,925  

2001

  689    255,850    200,039    473,241    1,997,420    1,561,705    689    255,850    200,039    473,241    1,997,420    1,561,705  

2002

  683    258,681    217,379    857,245    3,041,598    2,308,789    683    258,681    217,379    857,245    3,041,598    2,308,789  

2003

  684    355,363    298,123    542,010    2,216,636    1,859,594    684    355,363    298,123    542,010    2,216,636    1,859,594  

2004

  683    412,588    398,597    372,895    2,232,108    2,156,418    683    412,588    398,597    372,895    2,232,108    2,156,418  

2005

  702    655,075    648,589    467,629    3,157,662    3,126,398    702    655,075    648,589    467,629    3,157,662    3,126,398  

2006

  731    704,588    757,621    279,096    3,435,180    3,693,742    731    704,588    757,621    279,096    3,435,180    3,693,742  

2007

  745    951,900    1,017,205    363,732    5,539,588    5,919,628    745    951,900    1,017,205    363,732    5,539,588    5,919,628  

2008

  763    592,635    469,600    355,205    5,189,643    4,112,238    763    592,635    469,600    355,205    5,189,643    4,112,238  

2009

  770    887,935    763,027    485,657    5,795,426    4,980,172    770    887,935    763,027    485,657    5,795,426    4,980,172  

2010

  777    1,141,885    1,009,981    380,859    5,619,768    4,970,607    777    1,141,885    1,009,981    380,859    5,619,768    4,970,607  

2011

  791    1,041,999    899,438    353,759    6,863,146    5,924,166    791    1,041,999    899,438    353,759    6,863,146    5,924,166  

2012

  784    1,154,294    1,085,679    486,480    4,823,643    4,536,910    784    1,154,294    1,085,638    486,480    4,823,643    4,536,739  

2013 (through April 26)

  774    1,125,823    1,013,251    395,427    4,059,560    3,653,641  

2013

  777    1,185,974    1,123,879    328,325    3,993,422    3,784,337  

2014

  773    1,192,253    1,092,918    278,082    3,983,580    3,651,679  

2015 (through April 24)

  762    1,346,808    1,251,855    398,452    5,133,955    4,771,999  

 

Source:     The KRX KOSPI Market

(1) 

Converted at the noon buying rate of the Federal Reserve Bank of New York in effect on the last business day of the period indicated.

The Korean securities markets are principally regulated by the Financial Services Commission and the Financial Investment Services and Capital Markets Act, which replaced the Korean Securities and Exchange Act in February 2009. The Financial Investment Services and Capital Markets Act imposes restrictions on insider trading, price manipulation and deceptive action (including unfair trading), requires specified information to be made available by listed companies to investors and establishes rules regarding margin trading, proxy solicitation, takeover bids, acquisition of treasury shares and reporting requirements for stockholders holding substantial interests.

Protection of Customer’s Interest in Case of Insolvency of Financial Investment Companies with a Brokerage License

Under Korean law, the relationship between a customer and a financial investment company with a brokerage license in connection with a securities sell or buy order is deemed to be consignment and the securities acquired by a consignment agent (i.e., the financial investment company with a brokerage license) through such sell or buy order are regarded as belonging to the customer in so far as the customer and the consignment agent’s creditors are concerned. Therefore, in the event of a bankruptcy or reorganization procedure involving a financial investment company with a brokerage license, the customer of such financial investment company is entitled to the proceeds of the securities sold by such financial investment company.

When a customer places a sell order with a financial investment company with a brokerage license which is not a member of the KRX KOSPI Market, and that financial investment company places a sell order with another financial investment company with a brokerage license, which is a member of the KRX KOSPI Market, the customer is still entitled to the proceeds of the securities sold and received by the non-member company from the member company regardless of the bankruptcy or reorganization of the non-member company.

Under the Financial Investment Services and Capital Markets Act, the KRX KOSPI Market is obliged to indemnify any loss or damage incurred by a counterparty as a result of a breach by its members. If a financial investment company with a brokerage license which is a member of the KRX KOSPI Market breaches its obligation in connection with a buy order, the KRX KOSPI Market is obliged to pay the purchase price on behalf of the breaching member. Therefore, the customer can acquire the securities that have been ordered to be purchased by the breaching member.

When a customer places a buy order with a non-member company and the non-member company places a buy order with a member company, the customer has the legal right to the securities received by the non-member company from the member company because the purchased securities are regarded as belonging to the customer in so far as the customer and the non-member company’s creditors are concerned.

As the cash deposited with a financial investment company with a brokerage license is regarded as belonging to such financial investment company, which is liable to return the same at the request of its customer, the customer cannot take back deposited cash from such financial investment company if a bankruptcy or reorganization procedure is instituted against such financial investment company and, therefore, can suffer from loss or damage as a result. However, the Depositor Protection Act provides that the Korea Deposit Insurance Corporation will, upon the request of the investors, pay investors an amount equal to the full amount of cash deposited with a financial investment company with a brokerage license prior to August 1, 1998 in case of such financial investment company’s bankruptcy, liquidation, cancellation of securities business license or other insolvency events. However, this indemnification was available only until the end of 2000. From 2001, the maximum amount to be paid to each customer is limited to ₩50 million. Pursuant to the Financial Investment Services and Capital Markets Act, financial investment companies with a dealing and/or brokerage license are required to deposit the cash received from its customers to the extent the amount is not covered by the insurance with the Korea Securities Finance Corporation, a special entity established pursuant to the Financial Investment Services and Capital Markets Act. Set-off or attachment of cash deposits by such financial investment companies is prohibited. The premiums related to this insurance are paid by such financial investment companies.

Reporting Requirements for Holders of Substantial Interests

Any person whose direct or beneficial ownership of our common stock with voting rights, whether in the form of shares of common stock or ADSs, certificates representing the rights to subscribe for shares or equity-related debt securities including convertible bonds and bonds with warrants (which we refer to collectively as “Equity Securities”), together with the Equity Securities beneficially owned by certain related persons or by any person acting in concert with the person, accounts for 5% or more of the total issued and outstanding shares (plus Equity Securities of us held by such persons) is required to report the status and purpose (in terms of whether the purpose of the shareholding is to exercise control over our management) of the holdings to the Financial Services Commission and the KRX KOSPI Market within five business days after reaching the 5% ownership interest. In addition, any change in (i) the ownership interest subsequent to the report that equals or exceeds 1% of the total issued and outstanding Equity Securities of us or (ii) the purpose of the shareholding is required to be reported to the Financial Services Commission and the KRX KOSPI Market within five business days from the date of the change.

Violation of these reporting requirements may subject a person to criminal sanctions such as fines or imprisonment, an administrative fine of up to 0.001% of the aggregate market value of the total issued and outstanding stock or ₩500 million, whichever is lower, and/or a loss of voting rights with respect to the ownership of Equity Securities exceeding 5% of the total issued and outstanding Equity Securities with respect to which the reporting requirements were violated. Furthermore, the Financial Services Commission may order the disposal of the unreported Equity Securities.

In addition to the reporting requirements described above, any person whose direct or beneficial ownership of our stock accounts for 10% or more of the total issued and outstanding stock (which we refer to as a “major stockholder”) must report the status of his/her shareholding to the Korea Securities and Futures Commission and the KRX KOSPI Market within five days after he/she becomesbecoming a major stockholder. In addition, any change in the ownership interest subsequent to the report must be reported to the Korea Securities and Futures Commission and the KRX KOSPI Market within the 5th dayfive days of the occurrence of the change. Violation of these reporting requirements may subject a person to criminal sanctions such as fines or imprisonment.

Any single stockholder and persons who stand in a special relationship with that stockholder that acquire more than 4% of the voting stock of a nationwide Korean bank pursuant to the Bank Act will be subject to reporting requirements. In addition, any single stockholder and persons who stand in a special relationship with that stockholder that acquire in excess of 10% of a nationwide bank’s total issued and outstanding shares with voting rights must receive approval from the Financial Services Commission to acquire shares in each instance where the total shareholding would exceed 10%, 25% or 33%, respectively, of the bank’s total issued and outstanding shares with voting rights. See “Item 4.B. Business Overview—Supervision and Regulation—Principal Regulations Applicable to Banks—Restrictions on Bank Ownership.”

Restrictions Applicable to ADSs

No Korean governmental approval is necessary for the sale and purchase of our ADSs in the secondary market outside Korea or for the withdrawal of shares of our common stock underlying the ADSs and the delivery inside Korea of shares in connection with the withdrawal, provided that a foreigner who intends to acquire the shares must obtain an investment registration card from the Financial Supervisory Service as described below. The acquisition of the shares by a foreigner must be immediately reported to the governor of the Financial Supervisory Service, either by the foreigner or by his standing proxy in Korea.

Persons who have acquired shares of our common stock as a result of the withdrawal of shares underlying our ADSs may exercise their preemptive rights for new shares, participate in free distributions and receive dividends on shares without any further Korean governmental approval.

Under current Korean laws and regulations, the depositary is required to obtain theour prior consent of us for the number of shares of our common stock to be deposited in any given proposed deposit that exceeds the difference between:

 

 (1)the aggregate number of shares of our common stock deposited by us for the issuance of our ADSs (including deposits in connection with the initial issuance and all subsequent offerings of our ADSs and stock dividends or other distributions related to these ADSs); and

 

 (2)the number of shares of our common stock on deposit with the depositary at the time of such proposed deposit.

We have agreed to grant such consent to the extent that the total number of shares on deposit with the depositary would not exceed 116,583,985 at any time.

Restrictions Applicable to Shares

As a result of amendments to the Foreign Exchange Transaction Laws and Financial Services Commission regulations (which we refer to collectively as the “Investment Rules”) adopted in connection with the stock market opening from January 1992 and after that date, foreigners may invest, with limited exceptions and subject to procedural requirements, in all shares of Korean companies, whether listed on the KRX KOSPI Market or on the KRX KOSDAQ Market, unless prohibited by specific laws. Foreign investors may trade shares listed on the KRX KOSPI Market or on the KRX KOSDAQ Market only through the KRX KOSPI Market or the KRX KOSDAQ Market, except in limited circumstances, including:

 

odd-lot trading of shares;

 

acquisition of shares (which we refer to as “Converted Shares”) by exercise of warrants, conversion rights or exchange rights under bonds with warrants, convertible bonds or exchangeable bonds or withdrawal rights under depositary receipts issued outside of Korea by a Korean company;

 

acquisition of shares as a result of inheritance, donation, bequest or exercise of stockholders’ rights, including preemptive rights or rights to participate in free distributions and receive dividends;

 

over-the-counter transactions between foreigners of a class of shares for which the ceiling on aggregate acquisition by foreigners, as explained below, has been reached or exceeded subject to certain exceptions; and

 

sale and purchase of shares at fair value between foreigners who are part of an investor group comprised of foreign companies investing under the control of a common investment manager pursuant to applicable laws or contract.

For over-the-counter transactions of shares between foreigners outside the KRX KOSPI Market or the KRX KOSDAQ Market for shares with respect to which the limit on aggregate foreign ownership has been reached or exceeded, a financial investment company with a brokerage license in Korea must act as an intermediary. Odd-lot trading of shares outside the KRX KOSPI Market or the KRX KOSDAQ Market must involve a financial investment company with a dealing license as the other party. Foreign investors are prohibited from engaging in margin transactions by borrowing shares from a financial investment company with a dealing and/or brokerage license with respect to shares that are subject to a foreign ownership limit.

The Investment Rules require a foreign investor who wishes to invest in shares on the KRX KOSPI Market or the KRX KOSDAQ Market (including Converted Shares and shares being issued for initial listing on the KRX KOSPI Market or on KRX KOSDAQ Market) to register its identity with the Financial Supervisory Service prior to making any such investment. The registration requirement does not, however, apply to foreign investors who acquire Converted Shares with the intention of selling such Converted Shares within three months from the date of acquisition. Upon registration, the Financial Supervisory Service will issue to the foreign investor an investment registration card, which must be presented each time the foreign investor opens a brokerage account

with a financial investment company with a brokerage license. Foreigners eligible to obtain an investment

registration card include foreign nationals who have not been residing in Korea for a consecutive period of six months or more, foreign governments, foreign municipal authorities, foreign public institutions, international financial institutions or similar international organizations, corporations incorporated under foreign laws and any person in any additional category designated by decreethe Enforcement Decree of the Ministry of Strategy and Finance under the Financial Investment Services and Capital Markets Act. All Korean offices of a foreign corporation as a group are treated as a separate foreigner from the offices of the corporation outside Korea for the purpose of investment registration. However, a foreign corporation or depositary issuing depositary receipts may obtain one or more investment registration cards in its name in certain circumstances as described in the relevant regulations.

Upon a foreign investor’s purchase of shares through the KRX KOSPI Market or the KRX KOSDAQ Market, no separate report by the investor is required because the investment registration card system is designed to control and oversee foreign investment through a computer system. However, a foreign investor’s acquisition or sale of shares outside the KRX KOSPI Market or the KRX KOSDAQ Market (as discussed above) must be reported by the foreign investor or his standing proxy to the governor of the Financial Supervisory Service at the time of each such acquisition or sale. In addition,particular, if a foreign investor acquires or sells his shares in connection with a tender offer, odd-lot trading of shares or trades of a class of shares for which the aggregate foreign ownership limit has been reached or exceeded, such foreign investor or his standing proxy must ensure that the financial investment company that was engaged to facilitate the transaction reports such transaction to the governor of the Financial Supervisory Service. A foreign investor may appoint a standing proxy from among the Korea Securities Depository, foreign exchange banks (including domestic branches of foreign banks), financial investment companies with a dealing and/or brokerage license (including domestic branches of foreign financial investment companies with such license), financial investment companies with a collective investment license (including domestic branches of foreign financial investment companies with such license) and internationally recognized custodians which will act as a standing proxy to exercise stockholders’ rights or perform any matters related to the foregoing activities if the foreign investor does not perform these activities himself. Generally, a foreign investor may not permit any person, other than its standing proxy, to exercise rights relating to his shares or perform any tasks related thereto on his behalf. However, a foreign investor may be exempted from complying with these standing proxy rules with the approval of the governor of the Financial Supervisory Service in cases deemed inevitable, including by reason of conflict between laws of Korea and the home country of the foreign investor.

Certificates evidencing shares of Korean companies must be kept in the custody of an eligible custodian in Korea. The same entities eligible to act as a standing proxy are eligible to act as a custodian of shares for a non-resident or foreign investor. A foreign investor must ensure that its custodian deposits its shares with the Korea Securities Depository. A foreign investor may be exempted from complying with this deposit requirement with the approval of the governor of the Financial Supervisory Service in circumstances where compliance with that requirement is made impracticable, including cases where compliance would contravene the laws of the foreign investors’ home country.

Under the Investment Rules, with certain exceptions, foreign investors may acquire shares of a Korean company without being subject to any foreign investment ceiling. As one such exception, designated public corporations are subject to a 40% ceiling on the acquisition of shares by foreigners in the aggregate. DesignatedIn addition, designated public corporations may set a ceiling on the acquisition of shares by a single person in their articles of incorporation. Currently, Korea Electric Power Corporation is the only designated public corporation that has set such a ceiling. Furthermore, an investment by a foreign investor in 10% or more of the issued and outstanding shares with voting rights of a Korean company is defined as a foreign direct investment under the Foreign Investment Promotion Act of Korea. Generally, a foreign direct investment must be reported to the Ministry of Knowledge EconomyTrade, Industry and Energy of Korea. The acquisition of shares of a Korean company by a foreign investor may also be subject to certain foreign or other shareholding restrictions in the event that the restrictions are prescribed in a specific law that regulates the business of the Korean company. For a description of such restrictions applicable to Korean banks, see “Item 4.B. Business Overview—Supervision and Regulation—Principal Regulations Applicable to Banks—Restrictions on Bank Ownership.”

Item 9.D.Selling Shareholders

Not applicable.

 

Item 9.E.Dilution

Not applicable.

 

Item 9.F.Expenses of the Issue

Not applicable.

 

Item 10.ADDITIONAL INFORMATION

 

Item 10.A.Share Capital

Not applicable.

 

Item 10.B.Memorandum and Articles of Association

Description of Capital Stock

Set forth below is information relating to our capital stock, including brief summaries of certain provisions of our articles of incorporation, the Korean Commercial Code, Financial Investment Services and Capital Markets Act and certain related laws of Korea, all as currently in effect. The following summaries do not purport to be complete and are subject to the articles of incorporation and the applicable provisions of the Financial Investment Services and Capital Markets Act, the Korean Commercial Code, and certain other related laws of Korea.

As of December 31, 2012,2014, our authorized share capital is 1,000,000,000 shares. Pursuant to our articles of incorporation, we are authorized to issue shares with preferred dividend, non-voting shares, class shares with conversion rights, class shares with redemption rights and shares with a combination of all or any of the foregoing characteristics (collectively, “Class Shares”), as well as common shares. Subject to applicable laws and regulations, we are authorized to issue Class Shares up to one-half of all of our issued and outstanding shares.

Under our articles of incorporation, dividends on non-voting shares with preferred dividend are required to be at least 1% per annum of the par value and the board of directors must determine at the time of issuance of such shares the dividend rate, type of distributable properties, method of determining the value of distributable properties and conditions on payment of dividends. Also, we may, pursuant to a resolution of the board of directors, issue such non-voting shares with preferred dividend as redeemable shares that may be redeemed with profits at the relevant shareholder’s or our discretion, up to one-half of all of our issued and outstanding shares.

In addition, pursuant to a resolution of the board of directors, we may issue shares that are convertible into common shares or Class Shares at the request of the relevant shareholders, up to 20% of all of our issued and outstanding shares. The period during which a relevant shareholder may make a request for conversion may be determined by a resolution of the board of directors and must be a period between one and ten years from the issue date.

Furthermore, through an amendment of the articles of incorporation, we may create new classes of shares, which may be common shares or Class Shares having additional features as prescribed under the Korean Commercial Code. See “—Voting Rights.”

As of the date of this annual report, 386,351,693 shares of common stock were issued and 386,351,693 shares of common stock were outstanding. No Class Shares are currently outstanding. All of the issued and outstanding shares are fully-paid and non-assessable, and are in registered form. Our authorized but unissued share capital consists of 613,648,307 shares. We may issue the unissued shares without further stockholder approval, subject to a board resolution as provided in the articles of incorporation. See “—Preemptive Rights and Issuances of Additional Shares” and “—Dividends and Other Distributions—Distribution of Free Shares.”

Our articles of incorporation provide that our stockholders may, by special resolution, grant to our and our subsidiaries’ officers, directors and employees stock options exercisable for up to 15% of the total number of our issued and outstanding shares. Our board of directors may also grant stock options to non-director officers and employees exercisable for up to 1% of our issued and outstanding shares, provided that such grant must be approved by a resolution of the subsequent general meeting of stockholders. As of March 31, 2013,2015, none of our officers,

directors and employees held options to purchase 1,505,648 shares of our common stock. Upon their exercise of such stock options, we are required to pay in cash the difference between the exercise price and the market price of our common stock at the date of exercise. See “Item 6.E. Share Ownership—Stock Options.”

Share certificates are issued in denominations of one, five, ten, 50, 100, 500, 1,000 and 10,000 shares.

Organization and Register

We are a financial holding company established under the Financial Holding Company Act. We are registered with the commercial registry office of Seoul Central District Court.

Dividends and Other Distributions

Dividends

Dividends are distributed to stockholders in proportion to the number of shares of the relevant class of capital stock owned by each stockholder following approval by the stockholders at an annual general meeting of stockholders. Subject to the requirements of the Korean Commercial Code and other applicable laws and regulations, we expect to pay full annual dividends on newly issued shares for the year in which the new shares are issued.

We declare our dividend annually at the annual general meeting of stockholders, which are held within three months after the end of each fiscal year. Once declared, the annual dividend must be paid to the stockholders of record as of the end of the preceding fiscal year within one month after the annual general meeting unless otherwise resolved thereby. Annual dividends may be distributed either in cash or in shares provided that shares must be distributed at par value and, if the market price of the shares is less than their par value, dividends in shares may not exceed one-half of the total annual dividend (including dividends in shares).

Under the Korean Commercial Code and our articles of incorporation, we do not have an obligation to pay any annual dividend unclaimed for five years from the payment date.

The Financial Holding Company Act and related regulations require that each time a Korean financial holding company pays an annual dividend, it must set aside in its legal reserve to stated capital an amount equal to at least one-tenth of its net income after tax until the amount set aside reaches at least the aggregate amount of its stated capital. Unless it sets aside this amount, a Korean financial holding company may not pay an annual dividend. We intend to set aside allowances for loan losses and reserves for severance pay in addition to this legal reserve.

For information regarding Korean taxes on dividends, see “Item 10.E. Taxation—Korean Taxation.”

Distribution of Free Shares

In addition to permitting dividends in the form of shares to be paid out of retained or current earnings, the Korean Commercial Code permits a company to distribute to its stockholders, in the form of free shares, an amount transferred from the capital surplus or legal reserve to stated capital. These free shares must be distributed pro rata to all stockholders. Our articles of incorporation provide that the types of shares to be distributed to the holders of non-voting shares with preferred dividend will be the same type of non-voting shares with preferred dividend held by such holders.

Preemptive Rights and Issuances of Additional Shares

Unless otherwise provided in the Korean Commercial Code, a company may issue authorized but unissued shares at such times and upon such terms as the board of directors of the company may determine. The company must offer the new shares on uniform terms to all stockholders who have preemptive rights and who are listed on the stockholders’ register as of the applicable record date. Our stockholders will be entitled to subscribe for any newly issued shares in proportion to their existing shareholdings. However, as provided in our articles of incorporation, new shares may be issued to persons other than existing stockholders if such shares are:

(1) publicly offered pursuant to the Financial Investment Services and Capital Markets Act, (2) issued to an employee stock ownership association, (3) issued upon exercise of stock options pursuant to the Financial Investment Services and Capital Markets Act, (4) issued for the issuance of our depositary receipts, (5) issued to certain foreign or domestic financial institutions or institutional investors to raise funds to meet urgent needs for our management or operations or (6) issued primarily to a third party who has contributed to the management of our business, including by providing financing, credit, advanced financing technique, know-how or entering into close business alliances, except that, in the case of issuances of new shares under (1), (4), (5) and (6) above, the number of new shares issued to persons other than existing stockholders may not exceed 50% of our total issued and outstanding capital stock.

Public notice of the preemptive rights to new shares and the transferability thereof must be given not less than two weeks (excluding the period during which the stockholders’ register is closed) prior to the record date. We will notify the stockholders or persons other than existing stockholders, who are entitled to subscribe for newly issued shares of the deadline for subscription at least two weeks prior to the deadline. If such stockholders or persons fail to subscribe on or before such deadline, their preemptive rights will lapse. Our board of directors may determine how to distribute shares in respect of which preemptive rights have not been exercised or where fractions of shares occur.

Under the Financial Investment Services and Capital Markets Act, members of a company’s employee stock ownership association, whether or not they are stockholders, will have a preemptive right, subject to certain exceptions, to subscribe for up to 20% of the shares publicly offered pursuant to the Financial Investment Services and Capital Markets Act. This right is exercisable only to the extent that the total number of shares so acquired and held by such members does not exceed 20% of the total number of shares then issued and outstanding.

Voting Rights

Each outstanding share of our common stock is entitled to one vote per share. However, voting rights with respect to shares of common stock that we hold or any of our subsidiaries holds may not be exercised. Unless stated otherwise in a company’s articles of incorporation, the Korean Commercial Code permits holders of an aggregate of 1% or more of the issued and outstanding shares with voting rights to request cumulative voting when electing two or more directors. Our articles of incorporation do not prohibit cumulative voting. The Korean Commercial Code and our articles of incorporation provide that an ordinary resolution may be adopted if approval is obtained from the holders of at least a majority of those shares of common stock present or represented at such meeting and such majority also represents at least one-fourth of the total of our issued and outstanding voting shares.

Holders of non-voting shares (other than enfranchised non-voting shares) will not be entitled to vote on any resolution or to receive notice of any general meeting of stockholders unless the agenda of the meeting includes consideration of a resolution on which such holders are entitled to vote. IfThe Korean Commercial Code provides that a company’s articles of incorporation may prescribe conditions for the enfranchisement of non-voting shares. For example, if our annual general stockholders’ meeting resolves not to pay to holders of non-voting shares with preferred dividend the annual dividend as determined by the board of directors at the time of issuance of such shares, the holders of non-voting shares with preferred dividend will be entitled to exercise voting rights from the general stockholders’ meeting following the meeting adopting such resolution to the end of a meeting to declare to pay such dividend with respect to the non-voting shares with

preferred dividend. Holders of such enfranchised non-voting shares with preferred dividend will have the same rights as holders of common stock to request, receive notice of, attend and vote at a general meeting of stockholders.

The Korean Commercial Code provides that to amend the articles of incorporation, which is also required for any change to the authorized share capital of the company, and in certain other instances, including removal of a director of a company, dissolution, merger or consolidation of a company, transfer of the whole or a significant part of the business of a company, acquisition of all of the business of any other company, acquisition of a part of the business of any other company having a material effect on the business of the company or issuance of new shares at a price lower than their par value, a special resolution must be adopted by the approval of the holders of at least two-thirds of those shares present or represented at such meeting and such special majority also represents at least one-third of the total issued and outstanding shares with voting rights of the company.

In addition, in the case of amendments to the articles of incorporation or any merger or consolidation of a company or in certain other cases, where the rights or interest of the holders of Class Shares are adversely affected, a resolution must be adopted by a separate meeting of holders of Class Shares. Such a resolution may be adopted if the approval is obtained from stockholders of at least two-thirds of the Class Shares present or represented at such meeting and such shares also represent at least one-third of the total issued and outstanding Class Shares of the company.

A stockholder may exercise his voting rights by proxy given to another stockholder. The proxy must present the power of attorney prior to the start of a meeting of stockholders.

Liquidation Rights

In the event we are liquidated, the assets remaining after the payment of all debts, liquidation expenses and taxes will first be distributed to holders of Class Shares which have a preference right in respect of the distribution of residual properties as determined by our board of directors at the time of their issuance, and the residue thereafter will be distributed to the other stockholders in proportion to the number of shares held by them.

General Meetings of Stockholders

There are two types of general meetings of stockholders: annual general meetings and extraordinary general meetings. We will be required to convene our annual general meeting within three months after the end of each fiscal year. Subject to a board resolution or court approval, an extraordinary general meeting of stockholders may be held when necessary or at the request of the holders of an aggregate of 3% or more of our issued and outstanding shares, or the holders of an aggregate of 1.5% or more of our issued and outstanding stock with voting rights, who have held those shares at least for six months. Under the Korean Commercial Code, an extraordinary general meeting of stockholders may also be convened at the request of our Audit Committee, subject to a board resolution or court approval. Holders of non-voting shares may be entitled to request a general meeting of stockholders only to the extent the non-voting shares have become enfranchised as described under the section entitled “—Voting Rights” above, hereinafter referred to as “enfranchised non-voting shares.” Meeting agendas will be determined by the board of directors or proposed by holders of an aggregate of 3% or more of the issued and outstanding shares with voting rights, or by holders of an aggregate of 0.5% or more of

our issued and outstanding shares with voting rights, who have held those shares for at least six months, by way of a written proposal to the board of directors at least six weeks prior to the meeting. Written notices or e-mail notices stating the date, place and agenda of the meeting must be given to the stockholders at least two weeks prior to the date of the general meeting of stockholders. Notice may, however, be given to holders of 1% or less of the total number of issued and outstanding shares which are entitled to vote, either by placing at least two public notices at least two weeks in advance of the meeting in at least two daily newspapers or by placing a notice through the electronic disclosure system operated by the Financial Supervisory Service or the Korea Exchange. Stockholders who are not on the stockholders’ register as of the record date will not be entitled to receive notice of the general meeting of stockholders, and they will not be entitled to attend or vote at such

meeting. Holders of enfranchised non-voting shares who are on the stockholders’ register as of the record date will be entitled to receive notice of the general meeting of stockholders and they will be entitled to attend and vote at such meeting. Otherwise, holders of non-voting shares will not be entitled to receive notice of or vote at general meetings of stockholders.

The general meeting of stockholders will be held at our head office, which is our registered head office, or, if necessary, may be held anywhere in the vicinity of our head office.

Rights of Dissenting Stockholders

Pursuant to the Financial Investment Services and Capital Markets Act and the LawAct on the Improvement of the Structure of the Financial Industry, in certain limited circumstances (including, without limitation, if we transfer all or any significant part of our business, if we acquire a part of the business of any other company and such acquisition has a material effect on our business or if we merge or consolidate with another company), dissenting holders of shares of our common stock and our stock with preferred stockdividend who acquired such shares prior to the announcement of the relevant resolution of the board of directors (or up to one day after such announcement in the event that such resolution is made by the board of directors pursuant to a presidential decree)an Enforcement Decree) will have the right to require us to purchase their shares by providing written notice to us. To exercise such a right, stockholders must submit to us a written notice of their intention to dissent prior to the general meeting of stockholders. Within 20 days (10 days in the case of a merger or consolidation under the Law on Improvement of the Structure of the Financial Industry) after the date on which the relevant resolution is passed at such meeting, such dissenting stockholders must request in writing that we purchase their shares. We are obligated to purchase the shares from dissenting stockholders within one month after the end of such request period (within two months after the receipt of such request in the case of a merger or consolidation under the Law on Improvement of the Structure of Financial Industry) at a price to be determined by negotiation between the stockholder and us. If we cannot agree on a price with the stockholder through such negotiations, the purchase price will be the arithmetic mean of:

 

the weighted average of the daily stock prices on the KRX KOSPI Market for the two-month period prior to the date of the adoption of the relevant board of directors’ resolution;

 

the weighted average of the daily stock prices on the KRX KOSPI Market for the one-month period prior to the date of the adoption of the relevant board of directors’ resolution; and

 

the weighted average of the daily stock prices on the KRX KOSPI Market for the one-week period prior to the date of the adoption of the relevant board of directors’ resolution.

However, any dissenting stockholder who wishes to contest the purchase price may bring a claim in court.

Required Disclosure of Ownership

Under Korean law, stockholders who beneficially hold more than a certain percentage of our common stock, or who are related to or are acting in concert with other holders of certain percentages of our common stock or our other equity securities, must report the status of their holdings to the Financial Services Commission and other relevant governmental authorities. For a description of such required disclosure of ownership, see “Item

4.B. Business Overview—Supervision and Regulation—Principal Regulations Applicable to Financial Holding Companies—Restrictions on Ownership of a Financial Holding Company” and “Item 9.C. Markets—Reporting Requirements for Holders of Substantial Interests.”

Other Provisions

Register of Stockholders and Record Dates

We maintain the register of our stockholders at our principal office in Seoul, Korea. We register transfers of shares on the register of stockholders upon presentation of the share certificates.

The record date for annual dividends is December 31. For the purpose of determining the holders of shares entitled to annual dividends, the register of stockholders may be closed for the period beginning from January 1 and ending on January 31. Further, the Korean Commercial Code and our articles of incorporation permit us upon at least two weeks’ public notice to set a record date and/or close the register of stockholders for not more than three months for the purpose of determining the stockholders entitled to certain rights pertaining to the shares. However, in the event that the register of stockholders is closed for the period beginning from January 1 and ending on January 31 for the purpose of determining the holders of shares entitled to attend the annual general meeting of stockholders, the Korean Commercial Code and our articles of incorporation waive the requirement to provide at least two weeks’ public notice. The trading of shares and the delivery of certificates in respect thereof may continue while the register of stockholders is closed. Also, we may distribute dividends to stockholders on a quarterly basis, and the record dates for these quarterly dividends are the end of March, June and September of each year.

Annual Reports

At least one week before the annual general meeting of stockholders, we must make our management report to shareholders and audited financial statements available for inspection at our head office and at all of our branch offices. Copies of this report, the audited financial statements and any resolutions adopted at the general meeting of stockholders are available to our stockholders.

Under the Financial Investment Services and Capital Markets Act, we must file with the Korean Financial Services Commission and the KRX KOSPI Market an annual business report within 90 days after the end of each fiscal year, a half-year business report within 45 days after the end of the first six months of each fiscal year and quarterly business reports within 45 days after the end of the first three months and nine months of each fiscal year, respectively. Copies of such business reports will be available for public inspection at the Korean Financial Services Commission and the KRX KOSPI Market.

Transfer of Shares

Under the Korean Commercial Code, the transfer of shares is effected by the delivery of share certificates. The Financial Investment Services and Capital Markets Act provides, however, that in case of a company listed on the KRX KOSPI Market such as us, share transfers can be effected by the book-entry method. In order to assert stockholders’ rights against us, the transferee must have his name and address registered on the register of stockholders. For this purpose, stockholders are required to file with us their name, address and seal. Non-resident stockholders must notify us of the name of their proxy in Korea to which our notice can be sent.

Under current Korean regulations, the following entities may act as agents and provide related services for foreign stockholders:

 

the Korea Securities Depository;

 

internationally recognized foreign custodians;

financial investment companies with a dealing license (including domestic branches of foreign financial investment companies with such license);

 

financial investment companies with a brokerage license (including domestic branches of foreign financial investment companies with such license);

 

foreign exchange banks (including domestic branches of foreign banks); and

 

financial investment companies with a collective investment license (including domestic branches of foreign financial investment companies with such license).

In addition, foreign stockholders may appoint a standing proxy among the foregoing and generally may not allow any person other than the standing proxy to exercise rights to the acquired shares or perform any tasks related thereto on their behalf. Certain foreign exchange controls and securities regulations apply to the transfer

of shares by non-residents or non-Koreans. See “Item 9.C. Markets” and “Item 10.D. Exchange Controls.” Except as provided in the Financial Holding Company, the ceiling on the aggregate shareholdings of a single stockholder and persons who stand in a special relationship with such stockholder is 10% of our issued and outstanding voting shares. See “Item 4.B. Business Overview—Supervision and Regulation—Principal Regulations Applicable to Financial Holding Companies—Restrictions on Ownership of a Financial Holding Company.”

Acquisition of Our Shares

Under the Korean Commercial Code, we may acquire our own shares upon a resolution of a general meeting of shareholders by either (i) purchasing them on a stock exchange or (ii) purchasing a number of shares, other than the redeemable shares as set forth in Article 345, Paragraph (1) of the Korean Commercial Code, from each shareholder in proportion to their existing shareholding ratio through the methods set forth in the Presidential Decree, provided that the total purchase price does not exceed the amount of our profit that may be distributed as dividends in respect of the immediately preceding fiscal year.

Additionally, pursuant to the Financial Investment Services and Capital Markets Act and regulations under the Financial Holding Company Act and after submission of certain reports to the Korean Financial Services Commission, we may purchase our own shares on the KRX KOSPI Market or through a tender offer, subject to the restrictions that:

 

the aggregate purchase price of such shares may not exceed the total amount available for distribution of dividends at the end of the preceding fiscal year; and

 

the purchase of such shares shall meet the risk-adjusted capital ratio requirements prescribed in the regulations under the Financial Holding Company Act based on Bank for International Settlements standards.

Subject to certain limited exceptions, our subsidiaries will not be permitted to acquire our shares pursuant to the Financial Holding Company Act.

 

Item 10.C.Material Contracts

In December 2002, we formally extended our strategic alliance agreement with ING Bank N.V., pursuant to which we agreed to replace the prior investment agreement entered into with the affiliates of ING Bank N.V. and H&CB with this agreement and to enter into joint venture agreements with its affiliates relating to the bancassurance business and KB Asset Management. In August 2003, our board approved and ratified an amended and restated strategic alliance agreement with ING Bank N.V. As a result, subject to the conditions set forth in such strategic alliance agreement, we were required to cause one nominee of ING Bank N.V. to be appointed as a non-executive director and to cause another nominee of ING Bank N.V. to be appointed as an executive director, and ING Groep N.V. was required to maintain certain minimum beneficial ownership levels in our common stock, among other things.

In April 2008, Kookmin Bank and KB Asset Management Co., Ltd. entered into an agreement with ING Bank N.V. and ING Insurance International B.V. related to the planned establishment of KB Financial Group through a comprehensive stock transfer. Pursuant to this agreement and subject to certain conditions, ING Bank N.V. and ING Insurance International approved and agreed to support the stock transfer. The parties also agreed, among others, that the stock transfer shall not constitute a change of control or termination event for purposes of various agreements in effect between the parties and that Kookmin Bank and ING Bank N.V. agree to effect an assignment of Kookmin Bank’s rights and obligations under the amended and restated strategic alliance agreement to KB Financial Group.

In connection with the “comprehensive stock transfer” under Korean law pursuant to which we were established, ING Insurance International B.V., which previously held a 20% equity interest in KB Asset Management Co., Ltd. transferred all of its shares of KB Asset Management common stock to us in September 2008 and in return received 1,290,815 shares of our common stock in accordance with a specified stock transfer ratio.

In March 2013, our amended and restated strategic alliance agreement with ING Bank N.V. was terminated following the sale by ING Bank N.V. of its entire stake in our company in February 2013.

For more details regarding our relationship with ING Groep N.V., see “Item 4.A. History and Development of the Company—History of H&CB” and “Item 7B. Related Party Transactions.”None.

 

Item 10.D.Exchange Controls

General

The Foreign Exchange Transaction Act of Korea and the PresidentialEnforcement Decree and regulations under that Act and Decree, which we refer to collectively as the “Foreign Exchange Transaction Laws,” regulate investment in Korean securities by non-residents and issuance of securities outside Korea by Korean companies. Non-residents may invest in Korean securities pursuant to the Foreign Exchange Transaction Laws. The Financial Services Commission has also adopted, pursuant to its authority under the Financial Investment Services and Capital Markets Act, regulations that restrict investment by foreigners in Korean securities and regulate issuance of securities outside Korea by Korean companies.

Under the Foreign Exchange Transaction Laws, (1) if the Korean government deems that it is inevitable due to the outbreak of natural calamities, wars, conflict of arms or grave and sudden changes in domestic or foreign economic circumstances or other situations equivalent thereto, the Ministry of Strategy and Finance may temporarily suspend payment, receipt or the whole or part of transactions to which the Foreign Exchange Transaction Laws apply, or impose an obligation to safe-keep, deposit or sell means of payment in or to certain Korean governmental agencies or financial institutions; and (2) if the Korean government deems that international balance of payments and international finance are confronted or are likely to be confronted with serious difficulty or the movement of capital between Korea and abroad brings or is likely to bring about serious obstacles in carrying out its currency policies, exchange rate policies and other macroeconomic policies, the

Ministry of Strategy and Finance may take measures to require any person who intends to perform capital transactions to obtain permission or to require any person who performs capital transactions to deposit part of the payments received in such transactions at certain Korean governmental agencies or financial institutions, in each case subject to certain limitations.

Restrictions Applicable to Shares

Under the Foreign Exchange Transaction Laws, a foreign investor who intends to acquire shares must designate a foreign exchange bank at which he must open a foreign currency account and a Won account exclusively for stock investments. No approval is required for remittance into Korea and deposit of foreign

currency funds in the foreign currency account. Foreign currency funds may be transferred from the foreign currency account at the time required to place a deposit for, or settle the purchase price of, a stock purchase transaction to a Won account opened at a financial investment company with a dealing and/or brokerage license. Funds in the foreign currency account may be remitted abroad without any Korean governmental approval.

Dividends on shares of Korean companies are paid in Won. No Korean governmental approval is required for foreign investors to receive dividends on, or the Won proceeds of the sale of, any shares to be paid, received and retained in Korea. Dividends paid on, and the Won proceeds of the sale of, any shares held by a non-resident of Korea must be deposited either in a Won account with the investor’s financial investment company with a dealing and/or brokerage license or in his Won account. Funds in the investor’s Won account may be transferred to his foreign currency account or withdrawn for local living expenses up to certain limitations. Funds in the Won account may also be used for future investment in shares or for payment of the subscription price of new shares obtained through the exercise of preemptive rights.

Financial investment companies with dealing and/or brokerage licenses are allowed to open foreign currency accounts with foreign exchange banks exclusively for accommodating foreign investors’ stock investments in Korea. Through these accounts, such financial investment companies may enter into foreign exchange transactions on a limited basis, such as conversion of foreign currency funds and Won funds, either as a counterparty to or on behalf of foreign investors, without the investors having to open their own accounts with foreign exchange banks.

 

Item 10.E.Taxation

United States Taxation

This summary describes certain material U.S. federal income tax consequences for a U.S. holder (as defined below) of acquiring, owning, and disposing of common shares or ADSs. This summary applies to you only if you hold the common shares or ADSs as capital assets for tax purposes. This summary does not apply to you if you are a member of a class of holders subject to special rules, such as:

 

a dealer in securities or currencies;

 

a trader in securities that elects to use a mark-to-market method of accounting for securities holdings;

 

a bank;

 

a life insurance company;

 

a tax-exempt organization;

 

a person that holds common shares or ADSs that are a hedge or that are hedged against interest rate or currency risks;

 

a person that holds common shares or ADSs as part of a straddle or conversion transaction for tax purposes;

 

a person whose functional currency for tax purposes is not the U.S. dollar; or

 

a person that owns or is deemed to own 5% or more of any class of our stock.

This summary is based on the Internal Revenue Code of 1986, as amended, its legislative history, existing and proposed regulations promulgated thereunder, and published rulings and court decisions, all as currently in effect. These laws are subject to change, possibly on a retroactive basis.

Please consult your own tax advisers concerning the U.S. federal, state, local, and other tax consequences of purchasing, owning, and disposing of common shares or ADSs in your particular circumstances.

For purposes of this summary, you are a “U.S. holder” if you are the beneficial owner of a common share or an ADS and are:

 

a citizen or resident of the United States;

 

a U.S. domestic corporation; or

 

otherwise subject to U.S. federal income tax on a net income basis with respect to income from the common share or ADS.

In general, if you are the beneficial owner of ADSs, you will be treated as the beneficial owner of the common shares represented by those ADSs for U.S. federal income tax purposes, and no gain or loss will be recognized if you exchange an ADS for the common share represented by that ADS.

Dividends

The gross amount of cash dividends that you receive (prior to deduction of Korean taxes) generally will be subject to U.S. federal income taxation as foreign source dividend income and will not be eligible for the dividends received deduction. Dividends paid in Won will be included in your income in a U.S. dollar amount calculated by reference to the exchange rate in effect on the date of your receipt of the dividend, in the case of common shares, or the depositary’s receipt, in the case of ADSs, regardless of whether the payment is in fact converted into U.S. dollars. If such a dividend is converted into U.S. dollars on the date of receipt, you generally should not be required to recognize foreign currency gain or loss in respect of the dividend income.

Subject to certain exceptions for short-term and hedged positions, the U.S. dollar amount of dividends received by an individual with respect to the ADSs will be subject to taxation at reduced rates if the dividends are “qualified dividends.” Dividends paid on the ADSs will be treated as qualified dividends if (i) the ADSs are readily tradable on an established securities market in the United States and (ii) we were not, in the year prior to the year in which the dividend was paid, and are not, in the year in which the dividend is paid, a passive foreign investment company as defined for U.S. federal income tax purposes (“PFIC”). The ADSs are listed on the New York Stock Exchange, and will qualify as readily tradable on an established securities market in the United States so long as they are so listed. Based on our audited financial statements, we believe that we were not a PFIC in our 20112013 or 20122014 taxable year. In addition, based on our audited financial statements and current expectations regarding our income, assets and activities, we do not anticipate becoming a PFIC for our 20132015 taxable year.

Distributions of additional shares in respect of common shares or ADSs that are made as part of a pro-rata distribution to all of our stockholders generally will not be subject to U.S. federal income tax.

Sale or Other Disposition

For U.S. federal income tax purposes, gain or loss you realize on a sale or other disposition of common shares or ADSs generally will be treated as U.S. source capital gain or loss, and will be long-term capital gain or loss if the common shares or ADSs were held for more than one year. Your ability to offset capital losses against ordinary income is limited. Long-term capital gain recognized by an individual U.S. holder generally is subject to taxation at reduced rates.

Foreign Tax Credit Considerations

You should consult your own tax advisers to determine whether you are subject to any special rules that limit your ability to make effective use of foreign tax credits, including the possible adverse impact of failing to take advantage of benefits under the income tax treaty between the United States and Korea. If no such rules apply, you may claim a credit against your U.S. federal income tax liability for Korean taxes withheld from dividends on the common shares or ADSs, so long as you have owned the common shares or ADSs (and not entered into specified kinds of hedging transactions) for at least a 16-day period that includes the ex-dividend

date. Instead of claiming a credit, you may, if you so elect, deduct such Korean taxes in computing your taxable income, subject to generally applicable limitations under U.S. tax law. Korean taxes withheld from a distribution of additional shares that is not subject to U.S. tax may be treated for U.S. federal income tax purposes as imposed on “general category” income. Such treatment could affect your ability to utilize any available foreign tax credit in respect of such taxes.

Any Korean securities transaction tax or agriculture and fishery special surtax that you pay will not be creditable for foreign tax credit purposes.

Foreign tax credits will not be allowed for withholding taxes imposed in respect of certain short-term or hedged positions in securities and may not be allowed in respect of arrangements in which a U.S. holder’s expected economic profit is insubstantial.

The calculation of foreign tax credits and, in the case of a U.S. holder that elects to deduct foreign taxes, the availability of deductions involve the application of complex rules that depend on a U.S. holder’s particular circumstances. You should consult your own tax advisers regarding the creditability or deductibility of such taxes.

U.S. Information Reporting and Backup Withholding Rules

Payments of dividends and sales proceeds that are made within the United States or through certain U.S.-related financial intermediaries are subject to information reporting and may be subject to backup withholding unless the holder (i) is a corporation or other exempt recipient and demonstrates this when required or (ii) provides a taxpayer identification number and certifies that no loss of exemption from backup withholding has occurred. Holders that are not U.S. persons generally are not subject to information reporting or backup withholding. However, such a holder may be required to provide a certification of its non-U.S. status in connection with payments received within the United States or through a U.S.-related financial intermediary.

Korean Taxation

The following summary of Korean tax considerations applies to you so long as you are not:

 

a resident of Korea;

 

a corporation with its head office, principal place of business or place of effective management in Korea; or

 

engaged in a trade or business in Korea through a permanent establishment or a fixed base to which the relevant income is attributable or with which the relevant income is effectively connected.

Taxation of Dividends on Common Shares or ADSs

We will deduct Korean withholding tax from dividends paid to you (whether payable in cash or in shares) at a rate of 22.0% (inclusive of local income surtax). If you are a qualified resident and a beneficial owner of the dividends in a country that has entered into a tax treaty with Korea, you may qualify for a reduced rate of Korean withholding tax. See “—Tax Treaties” below for a discussion on treaty benefits. If we distribute to you free shares representing a transfer of earning surplus or certain capital reserves into paid-in capital, that distribution may be subject to Korean withholding tax.

Taxation of Capital Gains Fromfrom Transfer of Common Shares or ADSs

As a general rule, capital gains earned by non-residents upon transfer of our common shares or ADSs are subject to Korean withholding tax at the lower of (1) 11%11.0% (inclusive of local income surtax) of the gross proceeds realized or (2) subject to the production of satisfactory evidence of acquisition costs and certain direct

transaction costs of the common shares or ADSs, 22.0% (inclusive of local income surtax) of the net realized gain, unless exempt from Korean income taxation under the applicable Korean tax treaty with the non-resident’s country of tax residence. See “—Tax Treaties” below for a discussion on treaty benefits. Even if you do not qualify for an exemption under a tax treaty, you will not be subject to the foregoing withholding tax on capital gains if you qualify under the relevant Korean domestic tax law exemptions discussed in the following paragraphs.

In regards to the transfer of our common shares through the Korea Exchange, you will not be subject to the withholding tax on capital gains (as described in the preceding paragraph) if you (1) have no permanent establishment in Korea and (2) did not own or have not owned (together with any shares owned by any person with which you have a certain special relationship) 25% or more of the total issued and outstanding shares, which may include the common shares represented by the ADSs, at any time during the calendar year in which the sale occurs and during the five consecutive calendar years prior to the calendar year in which the sale occurs.

Under Korean tax law, ADSs are viewed as shares of common stock for capital gains tax purposes. Accordingly, capital gains from the sale or disposition of ADSs are taxed (if such sale or disposition constitutes a taxable event) as if such gains are from the sale or disposition of the underlying common shares. Capital gains that you earn (regardless of whether you have a permanent establishment in Korea) from a transfer of ADSs outside of Korea will generally be exempt from Korean income taxation by virtue of the Special Tax Treatment Control Law of Korea, or the STTCL, provided that the issuance of the ADSs is deemed to be an overseas issuance under the STTCL. However, if you transfer ADSs after having converted the underlying common shares, such exemption under the STTCL will not apply and you will be required to file a corporate income tax return and pay tax in Korea with respect to any capital gains derived from such transfer unless the purchaser or a financial investment company with a brokerage license, as applicable, withholds and pays such tax.

If you are subject to tax on capital gains with respect to the sale of ADSs, or of our common shares you acquired as a result of a withdrawal, the purchaser or, in the case of the sale of the common shares on the Korea Exchange or through a financial investment company with a brokerage license in Korea, such financial investment company is required to withhold Korean tax from the sales price in an amount equal to the lower of (1) 11%11.0% (inclusive of local income surtax) of the gross realization proceeds or (2) subject to the production of satisfactory evidence of acquisition costs and certain direct transaction costs of the common shares or ADSs, 22.0% (inclusive of local income surtax) of the net realized gain, and to make payment of these amounts to the Korean tax authority, unless you establish your entitlement to an exemption under an applicable tax treaty or domestic tax law. To obtain the benefit of an exemption from tax pursuant to an applicable tax treaty, you must submit to the purchaser or the financial investment company, or through the ADS depositary, as the case may be, prior to or at the time of payment, such evidence of your tax residence as the Korean tax authorities may require in support of your claim for treaty benefits. See the discussion under “—Tax Treaties” below for an additional explanation on claiming treaty benefits.

Tax Treaties

Korea has entered into a number of income tax treaties with other countries (including the United States), which would reduce or exempt Korean withholding tax on dividends on, and capital gains on transfer of, the common shares or ADSs. For example, under the Korea-United States income tax treaty, reduced rates of Korean withholding tax of 16.5% or 11.0% (depending on your shareholding ratio and inclusive of residentlocal income surtax) on dividends and an exemption from Korean withholding tax on capital gains are available to residents of the United States that are beneficial owners of the relevant dividend income or capital gains, subject to certain exceptions. However, under Article 17 (Investment or Holding Companies) of the Korea-United States income tax treaty, such reduced rates and exemption do not apply if (i) you are a United States corporation, (ii) by reason of any special measures, the tax imposed on you by the United States with respect to such dividend income or capital gains is substantially less than the tax generally imposed by the United States on corporate profits and (iii) 25% or more of your capital is held of record or is otherwise determined, after consultation between competent

competent authorities of the United States and Korea, to be owned directly or indirectly by one or more persons who are not individual residents of the United States. Also, under Article 16 (Capital Gains) of the Korea-United States income tax treaty, the exemption on capital gains does not apply if (a) you have a permanent establishment in Korea and any shares of common stock in which you hold an interest and which gives rise to capital gains are effectively connected with such permanent establishment, (b) you are an individual and (a) you maintain a fixed base in Korea for an aggregate of 183 days or more during a given taxable year and your ADSs or common shares giving rise to capital gains are effectively connected with such fixed base or (b)(c) you are an individual and you are present in Korea for an aggregate of 183 days or more during a given taxable year.

You should inquire for yourself whether you are entitled to the benefit of a tax treaty between Korea and the country where you are a resident. It is the responsibility of the party claiming the benefits of an income tax treaty in respect of dividend payments or capital gains to submit to us, the purchaser or the financial investment company, as applicable, a certificate as to his tax residence. In the absence of sufficient proof, we, the purchaser or the financial investment company, as applicable, must withhold tax at the normal rates. Furthermore, in order for you to obtainclaim the benefit of a tax rate reduction or tax exemption on certain Korean source income (such as dividends or capital gains) under an applicable tax treaty, Korean tax law requires you (or your agent) to submit an application (for reduced withholding tax rate, “application for entitlement to reduced tax rate,” and in the case of exemptions from withholding tax, “application for tax exemption, along with a certificate of your tax residency issued by a competent authority of your country of tax residence, subject to certain exceptions.exceptions) as the beneficial owner of such Korean source income (“BO application”). For example, a U.S. resident would be required to provide Form 6166 as a certificate of tax residency together with the application for entitlement to reduced tax rate or the application for tax exemption. Such application should be submitted to the withholding agent prior to the payment date of the relevant income. Subject to certain exceptions, where the relevant income is paid to an overseas investment vehicle (which is not the beneficial owner of such income) (“OIV”), a beneficial owner claiming the benefit of an applicable tax treaty with respect to such income must submit its BO application to such OIV, which must submit an OIV report and a schedule of beneficial owners to the withholding agent prior to the payment date of such income. In the case of a tax exemption application, the withholding agent is required to submit such application (together with the applicable OIV report in the case of income paid to an OIV) to the relevant district tax office by the ninth day of the month following the date of the first payment of such income. In addition, in order to obtain a reduced rate of withholding tax on dividends, you, as a beneficial owner of the dividends, must submit an application for entitlement to a reduced tax rate to the withholding agent prior to the dividend payment date. Subject to certain exceptions, an overseas investment vehicle must submit a report of overseas investment vehicle and a schedule of beneficial owners to the withholding agent prior to the dividend payment date.

Inheritance Tax and Gift Tax

If you die while holding an ADS or donate an ADS, it is unclear whether, for Korean inheritance and gift tax purposes, you will be treated as the owner of the common shares underlying the ADSs. If the tax authority interprets depositary receipts as the underlying share certificates, you may be treated as the owner of the common shares and your heir or the donee (or in certain circumstances, you as the donor) will be subject to Korean inheritance or gift tax presently at the rate of 10% to 50%, provided that the value of the ADSs or the common shares is greater than a specified amount.

If you die while holding a common share or donate a common share, your heir or donee (or in certain circumstances, you as the donor) will be subject to Korean inheritance or gift tax at the same rate as indicated above.

At present, Korea has not entered into any tax treaty relating to inheritance or gift taxes.

Securities Transaction Tax

If you transfer our common shares on the Korea Exchange, you will be subject to securities transaction tax at the rate of 0.15% and an agriculture and fishery special surtax at the rate of 0.15% of the sale price of the common shares. If your transfer of the common shares is not made on the Korea Exchange, subject to certain exceptions, you will be subject to securities transaction tax at the rate of 0.5% and will not be subject to an agriculture and fishery special surtax.

Under the Securities Transaction Tax Law, depositary receipts (such as American depositary receipts) constitute share certificates subject to the securities transaction tax. However, the transfer of depositary receipts listed on the New York Stock Exchange, the Nasdaq Global Market, or other qualified foreign exchanges is exempt from the securities transaction tax.

In principle, the securities transaction tax, if applicable, must be paid by the transferor of the common shares or ADSs. When the transfer is effected through a securities settlement company, such settlement company is

generally required to withhold and pay the tax to the tax authorities. When such transfer is made through a financial investment company only, such financial investment company is required to withhold and pay the tax. Where the transfer is effected by a non-resident without a permanent establishment in Korea, other than through a securities settlement company or a financial investment company, the transferee is required to withhold the securities transaction tax.

Non-reporting or under-reporting of securities transaction tax will generally result in penalties equal to 20% to 40%60% of the non-reported tax amount or 10% to 40%60% of under-reported tax amount. Also, a failure to timely pay securities transaction tax will result in a penalty equal to 10.95% per annum of the due but unpaid tax amount. The penalties are imposed on the party responsible for paying the securities transaction tax or, if such tax is required to be withheld, on the party that has the obligation to withhold.

 

Item 10.F.Dividends and Paying Agents

Not applicable.

 

Item 10.G.StatementsStatement by Experts

Not applicable.

 

Item 10.H.Documents on Display

We are subject to the information requirements of the U.S. Securities Exchange Act, of 1934, as amended, and, in accordance therewith, are required to file reports, including annual reports on Form 20-F, and other information with the U.S. Securities and Exchange Commission. These materials, including this annual report and the exhibits thereto, may be inspected and copied at the Commission’s public reference rooms in Washington, D.C., New York, New York and Chicago, Illinois. Please call the Commission at 1-800-SEC-0330 for further information on the public reference rooms. As a foreign private issuer, we are also required to make filings with the Commission by electronic means. Any filings we make electronically will be available to the public over the Internet at the Commission’s web site at http://www.sec.gov.

 

Item 10.I.Subsidiary Information

Not applicable.

 

Item 11.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Overview

As a financial services provider, we are exposed to various risks related to our lending and trading businesses, our funding activities and our operating environment, principally through Kookmin Bank, our banking subsidiary. Our goal in risk management is to ensure that we identify, measure, monitor and control the various risks that arise, and that our organization adheres strictly to the policies and procedures which we establish to address these risks. Under our internal regulations pertaining to our consolidated capital adequacy ratio and internal standards for risk appetite and economic capital under Basel II,III, we identify the following eight separate categories of risk inherent in our business activities: credit risk, market risk, operational risk, interest

rate risk, liquidity risk, credit concentration risk, reputation risk and strategic risk. Of these, the principal risks to which we are exposed are credit risk, market risk, liquidity risk and operational risk, and we strive to manage these and other risks within acceptable limits.

Organization

We have a multi-tiered risk management governance structure. Our Group Risk Management Committee is ultimately responsible for group-wide risk management, and directs our various subordinate risk management entities. The Group Risk Management Council reports directly to the Group Risk Management Committee and coordinates the implementation of directives set forth by the Group Risk Management Committee with the relevant risk management units of our subsidiaries. The Subsidiary Risk Management Committee of each of our subsidiaries, based on the Group Risk Management Committee’s directives, determines risk management strategies and implements risk management policies and guidelines for such subsidiary and directs the activities of the subsidiary’s risk management units within the risk guidelines set at the group level. Each Subsidiary Risk Management Committees generally receive inputs from the respective risk management units of such subsidiary, who also report directly to the Group Risk Management Committee.

The following chart sets out our risk management governance structure as of the date of this annual report:

 

LOGO

LOGO

Group Risk Management Committee

Our Group Risk Management Committee is a board-level committee that is responsible for overseeing all risks and advising the board of directors with respect to risk management-related issues. The committee consists of one executivenon-standing director and fourthree non-executive directors (one of whom serves as the chairman of the committee), and its major roles include:

 

establishing risk management strategies in accordance with the directives of the board of directors;

 

determining our target risk appetite;

 

reviewing the level of risks we are exposed to and the appropriateness of our risk management policies, systems and operations; and

 

allocating risk capital to each subsidiary and approving our subsidiaries’ risk limits.

Group Risk Management Council

Our Group Risk Management Council is responsible for coordinating with the risk management units of our subsidiaries to ensure that they implement the policies, guidelines and limits established by the Group Risk Management Committee. Its responsibilities include:

 

analyzing our risk status by using information provided by our subsidiary-level risk management units;

adjusting the integrated risk capital allocation plan and risk limits for each of our subsidiaries; and

 

coordinating issues relating to the group-wide integration of our risk management functions.

The Group Risk Management Council is comprised of our chief risk management officer and the chief risk management officers of all of our subsidiaries. It operates independently from all business units, and reports directly the Group Risk Management Committee. Our Group Risk Management Council convenes on a quarterly basis.

Subsidiary Risk Management Committees

Each of our subsidiaries has delegated risk management authority to its Subsidiary Risk Management Committee. Each Subsidiary Risk Management Committee measures and monitors the various risks faced by the relevant subsidiary and reports to that subsidiary’s board of directors regarding decisions that it makes on risk management issues. It also makes certain strategic risk-related decisions regarding the operations of the relevant subsidiary, such as allocating credit risk limits, setting total exposure limits and market risk-related limits and determining which market risk derivatives instruments the subsidiary can trade. The major activities of each Subsidiary Risk Management Committee include:

 

determining and monitoring risk policies, guidelines, limits and tolerance levels and the level of subsidiary risk in accordance with group policy;

 

reviewing and analyzing the subsidiary’s risk profile;

 

setting limits for and adjusting the risk capital allocation plan and risk levels for each business unit within the subsidiary; and

 

monitoring compliance with our group-wide risk management policies and practices at the business unit and subsidiary level.

Each Subsidiary Risk Management Committee is comprised of the subsidiary’s chief executive officer, the non-executive directors on its board of directors and the director of its risk management unit.

Credit Risk Management

Credit risk is the risk of expected and unexpected losses in the event of borrower or counterparty defaults. Credit risk management aims to improve asset quality and generate stable profits while reducing risk through diversified and balanced loan portfolios. We determine the creditworthiness of each type of borrower or counterparty through reviews conducted by our credit experts and through our credit rating systems, and we set a credit limit for each borrower or counterparty.

We assess and manage all credit exposures. We measure expected losses and economic capital on assets (whether on- or off-balance sheet) that are subject to credit risk management and use expected losses and economic capital as management indicators. We manage credit risk by allocating credit risk economic capital limits. In addition, we control credit concentration risk exposure by applying and managing total exposure limits to prevent excessive risk concentration to particular industries or borrowers. Credit exposures that we assess and manage include loans to borrowers and counterparties, investments in securities, letters of credit, bankers’ acceptances, derivatives and commitments. Our risk appetite, which is the ratio of our required economic capital to our estimated available book capital, is approved by the Group Risk Management Committee once a year. Thereafter, Kookmin Bank calculates economic capital every month for its business groups and bank-wide based on attributed economic capital in accordance with the risk appetite as approved by the Group Risk Management

Committee, and measures and reports profiles of credit risk on a bank-wide level and by business group regularly to its relevant business groups and senior management.management, including Kookmin Bank’s Risk Management Council and Risk Management Committee.

We use expected default rates and recovery rates to determine the expected loss rate of a borrower or counterparty. We use the expected loss rate to make credit related decisions, including pricing, loan approval and establishment of standards to be followed at each level of decision making. These rates are calculated using information gathered from our internal database. With respect to large corporate borrowers, we also use information provided by external credit rating services to calculate default rates and recovery rates.

Our credit risk management processes include:

 

establishing credit policy;

 

credit evaluation and approval;

 

industry assessment;

 

total exposure management;

 

collateral evaluation and monitoring;

 

credit risk assessment;

 

early warning and credit review; and

 

post-credit extension monitoring.

Credit Evaluation

Kookmin Bank evaluates the ability of all loan applicants to repay their debts before it approves any loans, except for loans fully guaranteed by letters of guarantee issued by the Credit Guarantee Fund and the Korea Technology Credit Guarantee Fund, for loans fully secured by deposits and for other loans similarly guaranteed or secured. Kookmin Bank assigns each borrower or guarantor a credit rating based on the judgment of its experts or scores calculated using the appropriate credit rating system. Factors that Kookmin Bank considers in assigning credit ratings include both financial factors and non-financial factors, such as its perception of a borrower’s reliability, management and operational risk and risk relating to the borrower’s industry. The credit rating process differs according to the type, size and characteristics of a borrower.

Kookmin Bank uses its internally developed credit rating systems to rate potential borrowers. As the characteristics of each customer segment differ, Kookmin Bank uses several credit rating systems for its customers. The nature of the credit rating system used for a particular borrower depends on whether the borrower is an individual, a “small office/home office” customer, a small- and medium-sized enterprise or a large company. For large companies, Kookmin Bank has 17 credit ratings ranging from AAA to D. For small- and medium-sized enterprises, it has 15 credit ratings ranging from AA to D. For retail customers, it has 13 credit ratings ranging from grade 1 to grade 13.

Based on the credit rating of a borrower, Kookmin Bank applies different credit policies, which affect factors such as credit limit, loan period, loan pricing, loan classification and provisioning. Kookmin Bank also uses these credit ratings in evaluating its bank-wide risk management strategy. Factors Kookmin Bank considers in making this evaluation include the profitability of each company or transaction, performance of each business unit and portfolio management. Kookmin Bank monitors the credit status of borrowers and collect information to adjust its ratings appropriately. If Kookmin Bank changes a borrower’s credit rating, it will also change the credit policies relating to that borrower and may also change the policies underlying its loan portfolio.

Retail Loan Approval Process

Mortgage Loans and Secured Retail Loans. Kookmin Bank’s processing center staff reviews mortgage loans and retail loans secured by real estate or guarantees. Branch staff employees of Kookmin Bank forward

loan applications to processing centers. However, in the case of loans secured by deposits with Kookmin Bank,

its branch staff approves such loans. Kookmin Bank makes lending decisions based on its assessment of the value of the collateral, debt service capability and the borrower’s score generated from its credit scoring systems.

For mortgage loans and loans secured by real estate, Kookmin Bank evaluates the value of the real estate offered as collateral using a database it has developed that contains information about real estate values throughout Korea. Kookmin Bank also uses information from a third party provider about the real estate market in Korea, which gives it up-to-date market value information for Korean real estate. In addition, Kookmin Bank’s processing center staff employees review the value of real estate provided by the evaluation system to ensure there are no significant discrepancies. Kookmin Bank bases decisions regarding the approval of such loans primarily on the results of its credit scoring systems.

For loans secured by deposits, Kookmin Bank will generally grant loans up to 95% of the deposit amount if it holds the deposit.

With respect to mortgage loans and secured retail loans, Kookmin Bank screens customers based on various items on its checklist that indicate whether the customer may have deteriorating credit using internal information and rating information from credit bureaus. Kookmin Bank also evaluates debt service capability for eligible customers pursuant to certain checklist items, such as type of residence, profession, family information, annual income, age, credit card overdue information, transaction history (with both it and other financial institutions) and other relevant credit information.

Kookmin Bank generally decides whether to evaluate a loan application within three to five days after recording the relevant information in its credit scoring systems.

Unsecured Retail Loans. Kookmin Bank reviews applications for unsecured retail loans in accordance with its credit scoring systems. These automated systems evaluate loan applications and determine an appropriate pricing for the loan. The major benefits of using a credit scoring system are that it yields uniform results regardless of the user, that it can be used effectively by employees who do not necessarily have extensive experience in credit evaluation and that it can be updated easily to reflect changing market conditions by adjusting how each factor is weighted. The staff of Kookmin Bank’s processing centers reviews the results of the credit scoring system based on information input by its branch staff and, if approved, issues the loan.

Kookmin Bank’s credit scoring systems take into account factors including borrower’s income, assets, profession, age, transaction history (with both it and other financial institutions) and other relevant credit information. The systems rank each borrower in an appropriate grade, and that grade is used as a factor in deciding whether to approve loans as well as to determine loan amounts.

Kookmin Bank generally bases its decisions on the results of its credit scoring systems to evaluate applications. However, a credit officer may overturn the results of the credit scoring systems, in certain circumstances.

Corporate Loan Approval Process

We approve corporate loans at different levels of our organization depending on the size and type of the loan, the credit risk level assessed by the credit rating system, whether the loan is secured by collateral and, if secured, the value of the collateral. The lowest level of authority is the branch staff employee of Kookmin Bank, who can approve small loans and loans that have the lowest range of credit risk. Larger loans and loans with higher credit risk are approved by higher levels of authority depending on where they fall in a matrix of loan size and credit risk. Depending on the size and terms of any particular loan or the credit risk relating to a particular borrower, more than one entity may review the application, although generally loan applications are reviewed only by the entity having corresponding authority to approve the loan.

Kookmin Bank evaluates all of its corporate borrowers by using credit rating systems, except for applicants whose borrowings are fully secured by deposits or applicants who have obtained third-party guarantees from the government or certain other very highly rated guarantors. See “—Credit Evaluation.”

For owner-operated enterprises (which we refer to as SOHOs) with total outstanding loans of less than ₩1 billion or less, Kookmin Bank has put in place a retail SOHO credit rating system, which adopts simplified credit evaluation modeling procedures.procedures and has the same structure and process as the credit rating system for individual retail borrowers. This system consists of a scoring model, a qualitative credit assessment (or QCA) model and a preliminary examination checklist. The scoring model analyzes information with respect to the customer’s personal information and bank transaction history. The QCA model analyzeshistory, as well as information about business capability, operating capability, management capability, transaction reliability, documentary reliability and financial stability.from credit bureaus. The preliminary examination checklist is based on information regarding the customer’s credit delinquencies loans and outstanding credit card debt.history of write-offs. This system classifies customers into 13 possible credit ratings.

For SOHOs with total outstanding loans of more than ₩1 billion, or more, Kookmin Bank has put in place a separate credit rating system known as “SOHO CRS.” For other small- and medium-sized enterprises, Kookmin Bank has put in place a similar credit rating system known as CRS. For large corporations, Kookmin Bank has put in place a similar credit rating system known as LCRS. For financial institutions, certain non-profit organizations and public institutions, Kookmin Bank has put in place a similar credit rating system known as FNP CRS. The SOHO CRS, the CRS, the LCRS and the FNP CRS models consist of the following three parts:

 

  

Financial Model.Model. The financial model uses the borrower’s current status and trend of financial ratios calculated using its financial statements. The financial model classifies potential borrowers into one of three size categories and one of five types of industry. This model incorporates logistic regression and statistical methods, which use financial ratios such as stability ratio, cash flow ratio, profitability ratio and turnover ratio to make credit determinations.

 

  

QCA Model.Non-financial Model. The QCANon-financial model uses various qualitative and quantitative factors, such as future repayment capability, market prospects, management capability and business capability, to evaluate borrowers. The factors that are evaluated and the weighting given to each factor vary by type of industry and size of company.

 

  

Default Signal Check Model.Model. The default signal check model checks the consistency of the preliminary rating. This model checks various factors, including financial ratios with low scores, any non-quantitative factors that may cause a corporate default and any information arising from past experience, to determine the likelihood of a future default. The results of the default signal check model may be used to cap a borrower’s credit grade.

In addition to the three parts outlined above, the SOHO CRS also includes a “CEO Evaluation Model,” which analyzes information with respect to personal information and bank transaction history of the individual owner of such SOHO.

We often refer to corporate information gathered or ratings assigned by external credit rating agencies, such as Korea Information Service, National Information & Credit Evaluation Inc. and Korea Management Consulting & Credit Rating Corporation, in order to improve the accuracy of our credit ratings.

Credit Card Approval Process

We make decisions on all credit card approvals based on the Financial Supervisory Service standard of review for payment ability (such as the occupation and income of the applicant), as well as a combination of KB Kookmin Card’s internal application scoring system and a credit scoring system developed by independent credit bureaus.

KB Kookmin Card’s application scoring system reflects various credit information, including basic customer information (such as credit history), transaction history with it, if any, delinquency and transaction

history with other card companies and financial institutions and credit information provided by the Korea

Federation of Banks and other credit bureaus. KB Kookmin Card also considers repayment ability, total assets, total outstanding debts and the length of the applicant’s relationship, if any, and past contribution to our profitability, if any.

The credit scoring system developed by credit bureaus, reflects various sources of information regarding the credit risk of customers, including delinquency and transaction history with other credit card companies and financial institutions.

On the basis of the standard of review for payment ability and the combination of the scores from our application scoring system and the credit scoring system developed by independent credit bureaus, KB Kookmin Card establishes, among other things, the term of any new approvals, initial limits and differentiation of fee rates with respect to its credit cards. KB Kookmin Card’s systems allow it to differentiate applicants into groups that receive immediate credit card approval or rejection, or that may require it to further investigate that applicant’s credit qualifications. The initial limits of new applicants are based on their estimated disposable income, which is based on their occupation and the value of their personal assets. KB Kookmin Card applies its fee rates to applicants differently according to risk premium and profitability.

Total Exposure Management

We establish and manage total exposure limits for corporations,chaebols and industries, as well as certain small- and medium-sized enterprises, in order to optimize the use of credit availability and avoid excessive risk concentration. We establish total exposure limits for large corporations to which we have exposures (in the form of securities or loans) of over ₩30 billion, small- and medium-sized enterprises to which we have exposures (in the form of securities or loans) of over ₩20 billion andchaebols designated by the Financial Supervisory Service or by Kookmin Bank, by reviewing factors such as their industry, size, cash flows, financial ratios and credit ratings, while establishing exposure limits for industries by peer group, as defined by us, by reviewing the sales growth rate and risk concentration for each industry. The guidelines used to set these total exposure limits are approved by Kookmin Bank’s Risk Management Council after review by the Credit Risk Management Subcommittee.

Kookmin Bank’s maximum exposure limit is within 25% of its Tier I and Tier II capital for a singlechaebol, and within 10% of its Tier I and Tier II capital for an individual large corporation.

We manage and control exposure limits on a daily basis. The principal system that we use for this purpose is the Total Exposure Management System. This system allows us to monitor and control our total exposure to large corporations,chaebols and industries. We monitor our exposure to large corporations to which we have an exposure of ₩30 billion or more, individual corporations to which we have an exposure of more than ₩20 billion, and also our exposure to the 5365chaebols, which are comprised of the 3442 largestchaebols in Korea designated as such by the Financial Supervisory Service based on their outstanding exposures as well as 1923chaebols selected for monitoring by the Senior Executive Vice President of Kookmin Bank’s Risk Management Division. We also monitor our exposure to industries by peer groups. Our Total Exposure Management System integrates all of our credit-related risk including credit extended by our overseas branches and affiliates. The assets subject to the system include all Won-denominated and foreign currency-denominated loans, all assets in trust accounts except specified money trusts, guarantees, trade-related credits, commercial paper, corporate bonds and other securities and derivatives.

Collateral Evaluation and Monitoring System

Kookmin Bank uses the Collateral Evaluation and Monitoring System to manage the liquidation value of collateral it holds. The Collateral Evaluation and Monitoring System is a computerized collateral management system that can be accessed from Kookmin Bank’s headquarters and its branches. Using this system, Kookmin Bank can more accurately assess the actual liquidation value of collateral, determine the recovery rate on its

loans and use this information in setting its credit risk management and loan policies. Kookmin Bank can monitor the value of all the collateral a borrower provides and the value of that collateral based on its liquidation

value. When appraising the value of real estate collateral, which makes up the largest part of Kookmin Bank’s collateral, Kookmin Bank consults a regularly updated database provided by a third party that tracks the prices at which various types of real estate in various regions of Korea are sold. Kookmin Bank appraises the value of collateral when it makes a loan, when the loan is due for renewal and when events occur that may change the value of the collateral.

Credit Risk Management and Monitoring

Kookmin Bank’s Credit Risk Department manages and regulates our loan portfolio policies. It also analyzes and monitors our loan portfolios and monitors our compliance with the applicable limits for credit risk. Moreover, it separately manages high-risk products, such as real estate project financing loans and cross-marketover-the-counter derivative products, by setting appropriate limits.

Credit Review

Kookmin Bank’s credit review function is independent of the business groups which manage our assets. Its Credit Review Department:

 

reviews internal credit regulations, policies and systems;

 

analyzes the credit status of selected loan assets and verifies the appropriateness of the credit evaluations/approvals made by branches and headquarters; and

 

evaluates the corporate credit risk of potentially insolvent companies.

More specifically, Kookmin Bank’s Credit Review Department continuously reviews the financial condition of selected borrowers with respect to their current debt, collateral, business, transactions with related parties and debt service capability. Based on such review, Kookmin Bank may adjust the borrower’s credit rating, lending policy or asset quality classification of the loan provided to the borrower, depending on the applicable circumstances. Kookmin Bank also regularly reviews other aspects of the lending process, including industries and regions in which its borrowers operate and the quality of its domestic and overseas assets. Kookmin Bank’s industry reviews focus on growth, stability, competition and ability to adapt to a changing environment. Based on the results of a particular industry review, Kookmin Bank may revise the total exposure limit assigned to that industry and lending policy for each company within that industry. When a review takes place, Kookmin Bank may adjust not only credit ratings of its borrowers based on a variety of factors, but also asset quality classification, credit limits and applied interest rates or its credit policies. Credit review results are reported to Kookmin Bank’s chief risk officer and its Risk Management Committee on a quarterly basis.

Kookmin Bank’s Credit Review Department also conducts on-site reviews of selected branches and related credit analysis centers which are experiencing increasing delinquency ratios and bad debts. During these visits Kookmin Bank examines the loan processes and recommend improvement plans and appropriate follow-up measures.

Also, based on guidelines provided by the Financial Supervisory Service to all Korean banks, Kookmin Bank operates a corporate credit risk assessment program to facilitate the identification of weak companies and possible commencement of corporate restructuring. Through this program, Kookmin Bank, together with other banks, is able to detect symptoms of financially troubled companies at an early stage, assess related credit risk and support the normalization of companies that are likely to turnaround through a workout process, or seek to liquidate those companies that are not likely to recover.

Kookmin Bank’s Credit Review Department also analyzes issues related to credit risk and provides information necessary for the formulation of effective credit policies and strategies and for effective credit risk management.

Market Risk Management

The major risk to which we are exposed is interest rate risk on debt instruments and interest bearing securities and, to a lesser extent, stock price risk and foreign exchange risk. The financial instruments that expose us to these risks are securities and financial derivatives. We are not exposed to commodity risk, the other recognized form of market risk, as we currently do not engage in commodities trading. We are also exposed to interest rate risk and liquidity risk in Kookmin Bank’s banking book. We divide market risk into risks arising from trading activities and risks arising from non-trading activities.

Kookmin Bank’s Risk Management Council establishes overall market risk management principles. It has delegated the responsibility for the market risk management for trading activities to the Market Risk Management Subcommittee of Kookmin Bank, which is chaired by Kookmin Bank’s chief risk officer. This subcommittee meets on a regular basis each month and as required to respond to developments in the market and the economy. Based on the policies approved by Kookmin Bank’s Risk Management Council, the Market Risk Management Subcommittee reviews and approves reports as required that include trading profits and losses, position reports, limit utilization, sensitivity analysis and VaR results for our trading activities.

Kookmin Bank’s Asset LiabilityRisk Management CommitteeCouncil is responsible for day-to-day interest rate and liquidity risk management for its non-trading activities. The committeecouncil meets on a regular basis and as required to respond to developments in the market and the economy. Members of the Asset LiabilityRisk Management Committee,Council, acting through Kookmin Bank’s Financial PlanningRisk Management Department, review Kookmin Bank’s interest rate and liquidity gap position monthly, formulate a view on interest rates, establishing strategies with respect to deposit and lending rates and review the business profile and its impact on asset and liability management.

To ensure adequate interest rate and liquidity risk management, we have assigned the responsibilities for our asset and liability management risk controlmanagement to Kookmin Bank’s Risk Management Department in Kookmin Bank’s Risk Management Group, which monitors and reviews the asset and liability management riskoperating procedures and activities of Kookmin Bank’s Financial Planning Department, and independently reports to the management on the related issues.

Market Risk Management for Trading Activities

Our trading activities consist of:

 

trading activities for our own account to realize short-term trading profits in Won-denominated debt and equities markets and foreign exchange markets based on our short-term forecast of changes in the market situation; and

 

trading activities involving derivatives, such as swaps, forwards, futures and option transactions, to realize profits primarily from arbitrage transactions and, to a lesser extent, from selling derivative products to our customers and to hedge market risk incurred from those activities. In addition, certain derivative products that we use to hedge our own market risk are classified as trading activities as they do not qualify for hedge accounting treatment under IFRS. We believe, however, that certain of these products are effective as economic hedges.

We use derivative instruments to hedge our market risk and, to a limited extent, to make profits by trading derivative products within acceptable risk limits. The principal objective of our hedging strategy is to manage our market risk within established limits. We use the following hedging instruments to manage relevant risks:

 

to hedge interest rate risk arising from its trading activities, the Trading Department of Kookmin Bank occasionally uses interest rate futures (Korea Treasury Bond Futures) and interest rate swaps;

 

to hedge stock price risk arising from its trading activities, the Trading Department of Kookmin Bank selectively uses stock index futures;

to hedge interest rate risk and foreign exchange risk arising from our foreign currency-denominated asset and liability positions as well as our trading activities, the Trading Department and the Fund Management Department of Kookmin Bank use interest rate swaps, cross-currency interest rate swaps, foreign exchange forwards and futures, Euro-dollar futures and currency options; and

to change the interest rate characteristics of certain assets and liabilities after the original investment or funding, we use swaps. For example, depending on the market situation, we may choose to obtain fixed rate funding instead of floating rate funding if we believe that the terms are more favorable, which we can achieve by entering into interest rate swaps.

We generally manage our market risk at the portfolio level. To control our exposure to market risk, we use EC limits set by Kookmin Bank’s Risk Management Council for Kookmin Bank and at the group level within Kookmin Bank, VaR, position and stop loss limits set by Kookmin Bank’s Risk Management Council for Kookmin Bank and at the group level within Kookmin Bank, and VaR, position, stop loss and sensitivity limits (PVBP, Delta, Gamma, Vega) set by Kookmin Bank’s Market Risk Management Subcommittee at the department level within Kookmin Bank. We prepared our risk control and management guidelines for derivative trading based on the regulations and guidelines promulgated by the Financial Supervisory Service.

In addition, we have implemented internal processes which include a number of key controls designed to ensure that fair value is measured appropriately, particularly where a fair value model is internally developed and used to price a significant product. See “Item 5.A. Operating Results—Critical Accounting Policies—Valuation of Financial Instruments” and Notes 3.3 and 6 of the notes to our consolidated financial statements. For example, each year, Kookmin Bank’s Risk Management Department reviews the existing pricing and valuation models, with a focus on their underlying modeling assumptions and restrictions, to assess the appropriateness of their continued use. In consultation with Kookmin Bank’s Trading Department, the Risk Management Department recommends potential valuation models to Kookmin Bank’s Fair Value Evaluation Committee. Upon approval by Kookmin Bank’s Fair Value Evaluation Committee, the selected valuation models are reported to its Market Risk Management Subcommittee.

We monitor market risk arising from trading activities of our business groups and departments. The market risk measurement model we use for both our Won-denominated trading operations and foreign currency-denominated trading operations is implemented through our integrated market risk management system called Adaptiv, which enables us to generate consistent VaR numbers for all trading activities.

Value at Risk analysis.We use VaR to measure market risk. VaR is a statistically estimated maximum amount of loss that could occur over a given period of time at a given level of confidence. VaR is a commonly used market risk management technique. However, this approach does have some shortcomings. VaR estimates possible losses over a certain period at a particular confidence level using past market movement data. Past market movement, however, is not necessarily a good indicator of future events, as there may be conditions and circumstances in the future that the model does not anticipate. As a result, the timing and magnitude of the actual losses can be different depending on the assumptions made at the time of calculation. In addition, the time periods used for the model, generally one or ten days, are assumed to be a sufficient holding period before liquidating the relevant underlying positions. If these holding periods are not sufficient, or too long, the VaR results may understate or overstate the potential loss. Different VaR methodologies and distributional assumptions could produce a materially different VaR. VaR is most appropriate as a risk measure for trading positions in liquid capital markets and will understate the risk associated with severe events, such as a period of extreme illiquidity.

We use a 99% single tail confidence level to measure VaR, which means the actual amount of loss may exceed the VaR, on average, once out of 100 business days. Until 2011, we used the “variance-covariance method” or parametric VaR (“PVaR”) methodology to measure our daily VaR, which took into account the diversification effects among different risk categories as well as within the same risk category. In 2012, we received authorization from the Financial Services Commission to use a historical simulation VaR (“HSVaR”)

methodology, which we believe to be more accurate and responsive in reflecting market volatilities, to measure market risk. Our ten-day HSVaR method, which is computed using a full valuation and is computationally intensive, uses an archive of historic price data and the VaR for a portfolio is estimated by creating a hypothetical time series of returns on that portfolio, obtained by running the portfolio through actual ten-day historical data and computing the changes that would have occurred in each ten-day period.

The following table shows the volume and types of positions held by Kookmin Bank for which the VaR method is used to measure market risk as of December 31, 2012, 2013 and 2014.

   As of December 31, 
   2012   2013   2014 
   (in millions of Won) 

Securities—Bond(1)

  6,181,712    6,918,051    7,393,643  

Securities��� Equity(1)

   173,757     93,122     60,122  

Spot exchanges(2)

   271,500     1,569,768     1,192,918  

Derivatives(3)

   4,091,473     3,465,130     3,808,515  
  

 

 

   

 

 

   

 

 

 

Total

  10,718,442    12,046,071    12,455,198  
  

 

 

   

 

 

   

 

 

 

(1)

Represents amounts marked to market.

(2)

Represents the overall net open currency position in each currency, which is the greater of (i) the sum of the absolute value of all short positions and (ii) the sum of the absolute value of all long positions.

(3)

For over-the-counter derivatives, represents the absolute value of over-the-counter derivatives measured at fair value at year end for monitoring purposes. For exchange-traded derivatives, includes the amount of deposits and the collateral posted for such derivatives.

The following table shows Kookmin Bank’s ten-day HSVaRs (at a 99% confidence level for a ten-day holding period) as of December 31, 20112012, 2013 and 20122014 for interest risk, stock price risk and foreign exchange risk relating to its trading activities. The following figures were calculated on a non-consolidatedconsolidated basis.

 

  As of December 31,   As of December 31, 
      2011         2012           2012           2013           2014     
  (in billions of Won)   (in billions of Won) 

Risk categories:

    

Interest risk

  18.8   4.7    8.3    17.0    10.1  

Stock price risk

   25.3    4.3     4.9     1.1     0.9  

Foreign exchange risk

   36.2    11.2     11.2     5.3     10.8  

Less: diversification

   (62.6  (12.2   (12.7   (7.0   (8.8
  

 

  

 

   

 

   

 

   

 

 

Diversified VaR for overall trading activities

  17.7   8.0    11.7    16.4    13.0  
  

 

  

 

   

 

   

 

   

 

 

In 2014, the average, high, low and ending amounts of ten-day HSVaR (at a 99% confidence level for a ten-day holding period) for Kookmin Bank relating to its trading activities were as follows.

   Trading activities VaR for 2014 
   Average   Minimum   Maximum   As of December 31,
2014
 
   (in billions of Won) 

Interest risk

  12.9    7.7    19.8    10.1  

Stock price risk

   1.6     0.7     3.9     0.9  

Foreign exchange risk

   12.0     5.1     14.7     10.8  

Less: diversification

         (8.8
        

 

 

 

Diversified VaR for overall trading activities

   15.4     10.1     23.6    13.0  
        

 

 

 

In 2013, the average, high, low and ending amounts of ten-day HSVaR (at a 99% confidence level for a ten-day holding period) for Kookmin Bank relating to its trading activities were as follows.

   Trading activities VaR for 2013 
   Average   Minimum   Maximum   As of December 31,
2013
 
   (in billions of Won) 

Interest risk

  16.3    7.4    24.9    17.0  

Stock price risk

   3.5     0.9     7.1     1.1  

Foreign exchange risk

   9.3     5.3     13.6     5.3  

Less: diversification

         (7.0
        

 

 

 

Diversified VaR for overall trading activities

   17.3     10.9     22.2    16.4  
        

 

 

 

In 2012, the average, high, low and ending amounts of ten-day HSVaR (at a 99% confidence level for a ten-day holding period) for Kookmin Bank relating to its trading activities were as follows.

 

   Trading activities VaR for 2012 
   Average   Minimum   Maximum   As of December 31,
2012
 
   (in billions of Won) 

Interest risk

  12.1    4.7    18.6    4.7  

Stock price risk

   2.8     0.3     5.6     4.3  

Foreign exchange risk

   26.6     9.6     39.2     11.2  

Less: diversification

         (12.2
        

 

 

 

Diversified VaR for overall trading activities

   18.3     6.9     27.5    8.0  
        

 

 

 

In 2011, the average, high and low amounts of ten-day HSVaR (at a 99% confidence level for a ten-day holding period) measured as of the end of each quarter, as well as the year-end amounts of ten-day HSVaR, for Kookmin Bank relating to its trading activities were as follows.

   Trading activities VaR for 2011 
   Average  (1)   Minimum  (2)   Maximum  (3)   As of December 31,
2011
 
   (in billions of Won) 

Interest risk

  17.6    13.7    23.2    18.8  

Stock price risk

   22.0     1.6     57.2     25.3  

Foreign exchange risk

   21.7     12.8     36.2     36.2  

Less: diversification

         (62.6
        

 

 

 

Diversified VaR for overall trading activities

   19.7     8.2     39.5    17.7  
        

 

 

 

(1)

The average of the amounts measured as of the end of each quarter in 2011.

(2)

The lowest of the amounts measured as of the end of each quarter in 2011.

(3)

The highest of the amounts measured as of the end of each quarter in 2011.

   Trading activities VaR for 2012 
   Average   Minimum   Maximum   As of December 31,
2012
 
   (in billions of Won) 

Interest risk

  20.1    8.3    29.3    8.3  

Stock price risk

   4.2     0.5     8.7     4.9  

Foreign exchange risk

   26.6     9.6     39.2     11.2  

Less: diversification

         (12.7
        

 

 

 

Diversified VaR for overall trading activities

   20.6     10.6     28.7    11.7  
        

 

 

 

Standardized Method. Market risk for positions not measured by VaR are measured using the standardized method for measuring market risk-based required equity capital specified by the Financial Supervisory Service, which takes into account certain risk factors. Under the standardized method, the required equity capital is measured using the risk-weighted values for each risk factor. The method used to measure the market risk-based required equity capital for each risk factor is as follows:

 

Interest rate risk:

 

General market risk: General market risk relates to the risk of losses from macroscopic events which could have an impact on interest rates, stock prices, exchange rates, and market prices of general commodities. General market interest rate risk of a debt security is calculated on its net position, taking into consideration the remaining maturity and coupon rate.

 

Specific risk: Specific risk relates to the risk of loss from changes in credit risk of issuers of debt securities or equities, excluding changes in general market prices. Specific interest rate risk of a debt security is measured by multiplying the interest rate position appraised based on the market price of such security by the risk-weighted value applicable to the type of debt security, credit rating and the remaining maturity.

 

Equity risk: General and specific equity risk are calculated by multiplying the bought or sold position by the relevant risk-weighted values.

 

Foreign exchange risk: Foreign exchange risk is measured by multiplying the larger of the absolute values among the net bought or sold positions of each currency by the relevant risk-weighted values.

 

Option risk: Option risk is measured using the delta, gamma and vega of the option.

The standardized method is used to measure the market risk of the positions for which the Financial Supervisory Service has not approved the use of the VaR method. In addition, we use the standardized method for positions which are held by certain subsidiaries or for which measuring VaR is difficult due to the lack of daily position data. See Note 4.4.2 of the notes to our consolidated financial statements included elsewhere in this annual report.

Starting from January 1, 2012,The following table shows the market risksvolume and types of trading positionsinstruments held by bond-type private equity funds that are consolidated in our financial statements are measured using VaR, whereasKookmin Bank for which the standardized method wasis used to measure such market risks up to December 31, 2011. Accordingly, theits required equity capital measured using the standardized method included the market risksas of trading positions held by bond-type private equity funds prior toDecember 31, 2012, but no longer includes such market risks of bond-type private equity funds from 2012 onwards. 2013 and 2014.

   As of December 31, 
   2012   2013   2014 
   (in millions of Won) 

30-year government bonds(1)

  —      —      7,913  

Currency rate swaps and foreign exchange positions(2)

   131,723     122,537     117,334  

Options embedded in convertible bonds(3)

   17,459     2,328     2,383  
  

 

 

   

 

 

   

 

 

 

Total

  149,182    124,865    127,630  
  

 

 

   

 

 

   

 

 

 

(1)

Represents amounts marked to market.

(2)

Represents the overall net open currency position in each currency held by Kookmin Bank (China) Ltd. and a special purpose vehicle with respect to Kookmin Bank’s covered bond program. The overall net open currency position is the greater of (i) the sum of the absolute value of all short positions and (ii) the sum of the absolute value of all long positions.

(3)

Represents the absolute value of over-the-counter derivatives measured at fair value at year end for monitoring purposes.

The following table shows Kookmin Bank’s required equity capital measured using the standardized method as of December 31, 20112012, 2013 and 2012, in each case excluding the market risks of trading positions held by bond-type private equity funds in accordance with the new methodology adopted in 2012.2014.

 

  As of December 31,   As of December 31, 
  2011   2012   2012   2013   2014 
  (in millions of Won)   (in millions of Won) 

Risk categories:

      

Interest risk

  886    578    1,673    921    792  

Stock price risk

   3,781     4,567     4,567     2     1,101  

Foreign exchange risk

   9,561     9,081     9,081     9,214     9,387  
  

 

   

 

   

 

   

 

   

 

 

Total

  14,228    14,226    15,321    10,137    11,280  
  

 

   

 

   

 

   

 

   

 

 

Back-TestingBack-Testing.. We conduct back testing on a daily basis to validate the adequacy of our market risk model. In back testing, we compare both the actual and hypothetical profit and loss with the VaR calculations and analyze any results that fall outside our predetermined confidence interval of 99%. The number of times the actual changes in fair values, earnings or cash flows from the market risk sensitive instruments exceeded the VaR amounts in 2012, 2013 and 2014 was nil, 4 and 1, respectively.

Stress testingtesting.. In addition to VaR, which assumes normal market situations, we use stress testing to assess our market risk exposure to abnormal market fluctuations. Abnormal market fluctuations include significant declines in the stock market and significant increases in the general level of interest rates. This is an important way to supplement VaR, as VaR is a statistical expression of possible loss under a given confidence level and holding period. It does not cover potential loss if the market moves in a manner that is outside our normal expectations. Stress testing projects the anticipated change in value of holding positions under certain scenarios assuming that no action is taken during a stress event to change the risk profile of a portfolio. According to Kookmin Bank’s stress testing, we estimate that as of December 31, 2012,2014, Kookmin Bank’s trading portfolio could have lost ₩188₩299 billion for an assumed short-term extreme decline of approximately 25% in the equity market and an approximate 8677 basis point increase in interestthe Korean treasury bond rates under an abnormal stress environment.

We monitor the impact of market turmoil or any abnormality by conducting stress tests and confirming that the results are within our market risk limits. If the impact is large, Kookmin Bank’s chief risk officer may request that our portfolio be restructured or other appropriate action be taken.

Interest Risk

Interest risk from trading activities arises mainly from our trading of Won-denominated debt securities. Our trading strategy is to benefit from short-term movements in the prices of debt securities arising from changes in interest rates. As our trading accounts are marked-to-market daily, we manage the interest risk related to our trading accounts using market value-based tools such as VaR and sensitivity analysis. As of December 31, 2012,2014, the VaR of Kookmin Bank’s interest risk from trading was ₩4.7₩10.1 billion and the weighted average duration, or weighted average maturity, of its Won-denominated debt securities at fair value through profit or loss was approximately 1.562.1 years.

Foreign Exchange Risk

Foreign exchange risk arises because we have assets and liabilities that are denominated in currencies other than Won, as well as off-balance sheet items such as foreign exchange forwards and currency swaps.

Prior to August 2010, assets and liabilities denominated in U.S. dollars, Japanese yen, and Euro typically accounted for the majority of our foreign currency assets and liabilities. Beginning in August 2010, the Kazakhstan tenge has accounted for the majoritya large portion of our foreign currency assets and liabilities.liabilities, although its impact has decreased since 2013 due to impairment losses on our equity stake in JSC Bank CenterCredit, a Kazakhstan Bank. Until August 2010, our investment in JSC Bank CenterCredit a Kazakhstan Bank, was fully hedged against currency risk. See “Item 4.B. Business Overview—Capital Markets Activities and International Banking—International Banking.” However, in August 2010, we decided to discontinue such currency hedge as the value of the Won had remained relatively stable against the Kazakhstan tenge for a prolonged period of time.

The difference between our foreign currency assets and liabilities is offset against forward foreign exchange positions, currency options and currency swaps to obtain our net foreign currency open position. Kookmin Bank’s Risk Management Council and Market Risk Management Subcommittee oversee Kookmin Bank’s foreign exchange exposure for both trading and non-trading purposes by establishing a limit for this net foreign currency open position, together with stop loss limits. VaR limits are established on a combined basis for our domestic operations and foreign branches.

The following table shows Kookmin Bank’s non-consolidated net open positions at the end of 2010, 20112012, 2013 and 2012.2014. Positive amounts represent long positions and negative amounts represent short positions. The net open positions held by subsidiaries other than Kookmin Bank are not significant.

 

  As of December 31, (1)   As of December 31,(1) 
  2010 2011 2012   2012   2013   2014 
  (in millions of US$)   (in millions of US$) 

Currency:

      

U.S. dollars

  US$(30.3 US$(83.7 US$(72.0  US$(72.0  US$(135.0  US$(174.7

Japanese yen

   (6.9  (15.1  (8.3   (8.3   (17.3   (1.8

Euro

   1.8    (3.3  (4.8   (4.8   (5.5   (1.1

Kazakhstan tenge

   296.5    338.3    314.5     314.5     82.5     56.5  

Others

   12.9    (20.2  25.4     25.4     22.9     34.6  
  

 

  

 

  

 

   

 

   

 

   

 

 

Total

  US$ 274.0   US$ 216.0   US$ 254.8    US$ 254.8    US$(52.4  US$(86.5
  

 

  

 

  

 

   

 

   

 

   

 

 

 

(1) 

Amounts prepared on a non-consolidated basis.

Equity Price Risk

Equity price risk results from our equity derivatives trading portfolio in Won since we do not have any trading exposure to shares denominated in foreign currencies other than foreign equity index futures.

The equity derivatives trading portfolio in Won consists of exchange-traded stocks and nearest month or second nearest month futures contractsequity derivatives under strict limits on diversification as well as position limits and stop loss limits.

Kookmin Bank’s Risk Management Council and Market Risk Management Subcommittee set annual and monthly stop loss limits that are monitored by Kookmin Bank’s Risk Management Department. In order to ensure timely action, the stop loss limit of individual securities is monitored by the relevant middle office.

As of December 31, 2012,2014, Kookmin Bank’s equity trading position was ₩153₩60.1 billion.

Derivative Market Risk

Our derivative trading includes interest rate and cross-currency swaps, foreign exchange forwards, stock index and interest rate futures and currency options. These activities consist primarily of the following:

arbitrage transactions to make profit from short-term discrepancies between the spot and forward derivative markets or within the derivative markets;

 

sales of tailor-made derivative products that meet various needs of our corporate customers and related transactions to reduce our exposure resulting from those sales;

 

taking positions in limited cases when we expect short-swing profits based on our market forecasts; and

 

trading to hedge our interest rate and foreign currency risk exposure as described above.

Market risk from trading derivatives is not significant since our derivative trading activities are primarily driven by arbitrage and customer deals with very limited open trading positions.

Market Risk Management for Non-Trading Activities

Interest Rate Risk

Our principal market risk from non-trading activities is interest rate risk. Interest rate risk arises due to mismatches in the maturities or re-pricing periods of these rate-sensitive assets and liabilities. We measure

interest rate risk for Won and foreign currency assets and liabilities in our bank accounts (including derivatives) and our principal guaranteed trust accounts. Most of our interest earning assets and interest bearing liabilities are denominated in Won and our foreign currency-denominated assets and liabilities are mostly denominated in U.S. dollars.

Our principal interest rate risk management objectives are to generate stable net interest revenues and to protect our asset value against interest rate fluctuations. We principally manage this risk for our non-trading activities by analyzing and managing maturity and duration gaps between our interest earning assets and interest bearing liabilities. Although we have used hedging instruments only on a limited basis for interest rate risk management for our non-trading assets and liabilities, to date the Korean financial market has not been sufficiently developed for this purpose. We expect to increase our use of derivatives to hedge this risk in the near future as the Korean financial market becomes more sophisticated.

Interest rate gap analysis measures expected changes in net interest revenues by calculating the difference in the amounts of interest earning assets and interest bearing liabilities at each maturity and interest resetting date. We perform interest rate gap analysis for Won-denominated and foreign currency-denominated assets and trust assets on a monthly basis or more frequently when deemed necessary.

Interest Rate Gap Analysis.We perform interest rate gap analysis based on interest rate repricing maturities of assets and liabilities. However, for some of our assets and liabilities with either no maturities or unique characteristics, we use or assume certain maturities, including the following examples:

 

With respect to asset maturities, we assume remaining maturities of prime rate-linked loans with remaining maturities of over one year to be one year and use the actual maturities for prime rate-linked loans with remaining maturities of less than one year.

 

With respect to liability maturities, adapting the regression analysis usingwe use last 36 months’ average balance weto segregate “non-core” and “core” demand deposits. We assume “non-core” and “rate sensitive core” demand deposits to have remaining maturities of three monthsone month or less;less, and we assume “rate insensitive core”“core” demand deposits to have remaining maturities between one yearmonth and fourfive years.

The following table shows Kookmin Bank’s interest rate gap for Won-denominated accounts and foreign currency-denominated accounts as of December 31, 2012.2014.

 

  As of December 31, 2012  As of December 31, 2014 
  0-3 Months 3-6 Months 6-12 Months 1-3 Years Over 3 Years Total  0-3 Months 3-6 Months 6-12 Months 1-3 Years Over 3 Years Total 
  (in billions of Won, except percentages)  (in billions of Won, except percentages) 

Won-denominated Interest earning assets:

             

Loans

  80,015   49,019   32,545   8,697   11,016   181,292   68,691   55,961   43,967   11,881   12,885   193,384  

Securities

   3,860    1,625    4,358    14,443    5,521    29,807    3,291    2,140    4,959    13,258    3,052    26,701  

Others

   8,001    134    82    294    15    8,526    9,429    262    275    703    105    10,774  
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  91,876   50,778   36,985   23,434   16,552   219,625   81,411   58,363   49,201   25,842   16,042   230,859  
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Interest bearing liabilities:

             

Deposits

  77,010   35,257   48,977   16,661   12,104   190,009   76,842   37,206   51,233   21,161   16,554   202,995  

Borrowings

   4,431    —      —      —      —      4,431    5,050    0    2    0    150    5,202  

Others

   8,113    104    710    5,524    3,858    18,309    10,126    1,310    1,762    4,677    3,188    21,063  
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  89,554   35,361   49,687   22,185   15,962   212,749   92,018   38,516   52,996   25,838   19,892   229,260  
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Sensitivity gap

   2,322    15,417    (12,702  1,249    590    6,876    (10,607  19,847    (3,795  3    (3,849  1,599  

Cumulative gap

   2,322    17,739    5,037    6,286    6,876     (10,607  9,240    5,445    5,448    1,599   

% of total assets

   1.1  8.1  2.3  2.9  3.1   (4.6)%   4.0  2.4  2.4  0.7 

Foreign currency-denominated Interest earning assets:

             

Due from banks

  704   9   10   —     —     723   8,893   1,925   1,054   260   11   12,144  

Loans

   4,703    646    454    380    9    6,192    212    33    79    367    107    797  

Securities

   276    63    —      214    113    666    870    330    335    879    0    2,415  

Others

   4,421    1,373    255    47    —      6,096  
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  10,104   2,091   719   641   122   13,677   9,976   2,287   1,469   1,506   117   15,356  
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Interest bearing liabilities:

             

Deposits

  1,676   2,042   1,046   127   —     4,891   1,856   2,400   354   124   38   4,772  

Borrowings

   4,794    1,229    589    48    118    6,778    3,995    1,311    824    83    13    6,226  

Others

   1,748    262    329    339    —      2,678    3,471    0    297    1,209    0    4,977  
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  8,218   3,533   1,964   514   118   14,347   9,322   3,711   1,476   1,416   51   15,975  
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Sensitivity gap

   1,886    (1,442  (1,245  127    4    (670  654    (1,423  (7  90    66    (620

Cumulative gap

   1,886    444    (801  (674  (670   654    (769  (776  (686  (620 

% of total assets

   13.8  3.2  (5.9)%   (4.9)%   (4.9)%    4.3  (5.0)%   (5.1)%   (4.5)%   (4.0)%  

Duration Gap Analysis. We also perform duration gap analysis to measure and manage interest rate risk. Duration gap analysis is a more long-term risk indicator than interest rate gap analysis, as interest rate gap analysis focuses more on accounting income as opposed to the market value of the assets and liabilities. We emphasize duration gap analysis because, in the long run, our principal concern with respect to interest rate fluctuations is the net asset value rather than net interest revenue changes. In 2012,2014, our asset and liability duration gap was negative and it moved between (-)0.0070.035 years and (+(-)0.0460.044 years. Accordingly, our net asset value would have declined between ₩16₩78 billion and ₩103₩102 billion if interest rates had decreased by one percentage point.

For duration gap analysis we use or assume the same maturities for different assets and liabilities that we use or assume for our interest rate gap analysis.

The following table shows Kookmin Bank’s duration gaps and net asset value changes when interest rates decrease by one percentage point as of the specified dates, on a non-consolidated basis.

 

Won denominated  Asset
Duration
   Liability
Duration
   Duration
Gap
  Net Asset
Value Change
 

Date

  (in years)   (in years)   (in years)  (in billions of
Won)
 

June 30, 2012

   0.707     0.727     (0.007  (16

December 31, 2012

   0.806     0.772     0.046    (103
Foreign-currency denominated  Asset
Duration
   Liability
Duration
   Duration
Gap
  Net Asset
Value Change
 

Date

  (in years)   (in years)   (in years)  (in billions of
Won)
 

June 30, 2012

   0.301     0.334     (0.050  (7

December 31, 2012

   0.343     0.329     0.003    —    
Won-denominated  Asset
Duration
   Liability
Duration
   Duration
Gap
  Net Asset
Value Change
 
Date  (in years)   (in years)   (in years)  (in billions of
Won)
 

June 30, 2014

   0.733     0.801     (0.035  (78

December 31, 2014

   0.762     0.838     (0.044  (102

Foreign currency-denominated  Asset
Duration
   Liability
Duration
   Duration
Gap
  Net Asset
Value Change
 
Date  (in years)   (in years)   (in years)  (in billions of
Won)
 

June 30, 2014

   0.298     0.341     (0.066  (9

December 31, 2014

   0.303     0.307     (0.033  (4

We set interest rate risk limits using historical interest rate volatility of financial bonds and duration gaps with respect to expected asset and liability positions based on our annual business plans. The Financial PlanningRisk Management Department in Kookmin Bank’s FinancialRisk Management Group submits interest rate gap analysis reports, duration gap analysis reports sensitivity reports and interest rate risk limit compliance reports monthly to Kookmin Bank’s Asset LiabilityRisk Management CommitteeCouncil and quarterly to Kookmin Bank’s Risk Management Committee.

The following table summarizes Kookmin Bank’s interest rate risk, taking into account asset and liability durations as of December 31, 2012.2014.

 

  As of December 31, 2012   As of December 31, 2014 
  3 Months
or Less
 3-6
Months
 6-12
Months
 1-3
Years
 Over 3
Years
 Total   3 Months
or Less
 3-6
Months
 6-12
Months
 1-3
Years
 Over
3 Years
 Total 
  (in billions of Won, except percentages and maturities in years)   (in billions of Won, except percentages and maturities in years) 

Won-denominated:

              

Asset position

  91,876   50,778   36,985   23,434   16,552   219,625    81,411   58,363   49,201   25,842   16,042   230,859  

Liability position

   89,554    35,361    49,687    22,185    15,962    212,749     92,018    38,516    52,996    25,838    19,892    229,260  

Gap

   2,322    15,417    (12,702  1,249    590    6,876     (10,607  19,847    (3,795  3    (3,849  1,599  

Average maturity

   0.241    0.476    0.934    2.576    4.529      0.242    0.482    0.956    2.753    5.123   

Interest rate volatility

   0.51  0.91  1.24  1.69  1.88    (0.97)%   (0.83)%   (0.47)%   0.12  0.37 

Amount at risk

   12    53    (111  73    149    176     3    66    (11  (8  60    110  

Foreign currency-denominated:

              

Asset position

  10,104   2,091   719   641   122   13,677    9,976   2,287   1,469   1,506   117   15,356  

Liability position

   8,218    3,533    1,964    514    118    14,347     9,322    3,711    1,476    1,416    51    15,975  

Gap

   1,886    (1,442  (1,245  127    4    (670   654    (1,423  (7  90    66    (620

Average maturity

   0.249    0.495    0.965    2.749    4.993      0.249    0.496    0.982    2.859    5.445   

Interest rate volatility

   0.06  0.02  0.20  0.67  0.09    0.24  0.40  0.46  0.33  0.27 

Amount at risk

   —      —      —      3    1    4     (0  3    (0  (0  (1  2  

Interest Rate VaR Analysis. Interest rate VaR is the estimated maximum possible loss on net non-trading assets due to unfavorable changes in interest rates. We calculate interest rate VaR based on interest earning assets and interest bearing liabilities, excluding trading positions, at a 99.94% confidence level. In 2012, we changed our method of calculating the interest rate impact from the previous internal simulation method of applying probable interest rate scenarios to a historical simulation method which uses actual historical price, volatility and yield changes in comparison with the current position to generate hypothetical portfolios and calculate a distribution of position and portfolio market value changes. The previous internal simulation method used extreme values in applying hypothetical interest rates to each maturity period, which we believe may result in

exaggerated interest rate VaR values. Accordingly, we believe that the change in our interest rate VaR methodology to a historical simulation method will allow us to benefit from more sophisticated risk measurements using practical scenarios. Using the historical simulation method, Kookmin Bank’s interest rate VaR was ₩424₩203 billion as of December 31, 20112013 and ₩179₩112 billion as of December 31, 2012, respectively.2014. See Note 4.4.3 of the notes to our consolidated financial statements included elsewhere in this annual report.

Foreign Exchange Risk

We manage foreign exchange rate risk arising from our non-trading operations together with such risks arising from our trading operations. See “—Market Risk Management for Trading Activities—Foreign Exchange Risk” above.

Liquidity Risk Management

Liquidity risk is the risk of insolvency or loss due to a disparity between the inflow and outflow of funds resulting from, for example, maturity mismatches, obtaining funds at a high price or disposing of securities at an unfavorable price due to lack of available funds. We manage our liquidity in order to meet our financial liabilities from withdrawals of deposits, redemption of matured debentures and repayments at maturity of borrowed funds. We also require sufficient liquidity to fund loans, to extend other credits and to invest in securities. Our liquidity management goal is to meet all our liability repayments on time and fund all investment opportunities even under adverse conditions. To date, we have not experienced significant liquidity risk.

We maintain liquidity by holding sufficient quantities of assets that can be liquidated to meet actual or potential demands for funds from depositors and others. We also manage liquidity by ensuring that the excess of maturing liabilities over maturing assets in any period is kept to manageable levels relative to the amount of funds we believe we could raise by issuing securities. We seek to minimize our liquidity costs by managing our liquidity position on a daily basis and by limiting the amount of cash at any time that is not invested in interest earning assets or securities.

We maintain diverse sources of liquidity to facilitate flexibility in meeting our funding requirements. We fund our operations principally by accepting deposits from retail and corporate depositors, accessing the call loan market (a short-term market for loans with maturities of less than 90 days), issuing debentures and borrowing from the Bank of Korea. We use the majority of funds we raise to extend loans or purchase securities. Generally, deposits are of shorter average maturity than loans or investments.

For Won-denominated assets and liabilities, we manage liquidity using a cash flow structure based on holding short-term liabilities and long-term assets. Generally, the average initial contract maturity of our new Won-denominated time deposits was about 11 months,less than one year, while during the same period most of our new loans and securities had maturities over one year.

We manage liquidity risk within the limits set on Won and foreign currency accounts in accordance with the regulations of the Financial Services Commission. The Financial Services Commission requires Korean banks, including Kookmin Bank, to maintain a Wonliquidity coverage ratio of not less than 80% from January 1, 2015 to December 31, 2015, with such minimum liquidity coverage ratio to increase in increments of 5% per annum to

100% by 2019, and a foreign currency liquidity ratio of at least 100.0% and a foreign liquidity ratio of at least 85.0%not less than 85%. The Financial Services Commission defines the Won liquidity coverage ratio as Wonthe ratio of highly liquid assets due within one month divided by Won liabilities due within one month.to total net cash outflows over a one-month period. The Wonhighly liquid assets and Won liabilitiestotal net cash outflows included in the calculation of Won liquiditythe liquid coverage ratio are determined in accordance with the “Standards for Calculation of Liquidity Ratio of Korean Won Currency”Coverage Ratio” under the “Detailed Regulations on Supervision of Banking Business.”

Kookmin Bank’s Fund ManagementTreasury Department is responsible for daily liquidity risk management of its Won and foreign currency exposure. It reports monthly plans for funding and operations to the Asset Liability Management Committee of Kookmin Bank, which discusses factors such as interest rate movements and maturity structures of its deposits, loans and securities.

The following table shows Kookmin Bank’s liquidity status and limits for Won and foreign currency accounts as of December 31, 20122014 in accordance with Financial Services Commission regulations:

 

Won accounts:

  1 Month
or
Less
 
   (in billions of Won,
Won, except
percentages)
 

Assets (A)

  51,73054,476  

Liabilities (B)

   39,17444,991  

Liquidity gap

   12,5569,485  

Liquidity ratio (A/B)

   132.05121.08

Limit

   100

 

  7 Days
or Less
 1 Month
or Less
 3 Months
or Less
   7 Days
or Less
 1 Month
or Less
 3 Months
or  Less
 
  (in millions of US$, except percentages)   (in millions of US$, except percentages) 

Foreign currency assets(A)

  US$3,895   US$8,117   US$ 14,391    US$5,135   US$9,670   US$15,703  

Foreign currency liabilities(B)

   3,271    6,529    11,991     4,122    8,060    13,501  

Maturity gap(C)

   624    1,588    2,400     1,013    1,609    2,202  

Cumulative gap (A)

   624    1,588    2,400     1,013    2,622    4,824  

Total assets (B)(D)

   31,202    31,202    31,202     34,830    34,830    34,830  

Liquidity gap ratio (A/B)

   2.00  5.09  120.01% (1) 

Liquidity gap ratio (C/D)

   2.91  4.62  116.31%(1) 

Limits

   (3.00)%   (10.00)%   85.00   (3.00)%   (10.00)%   85.00

 

(1) 

Liquidity ratio.ratio (A/B).

The Financial PlanningRisk Management Department in Kookmin Bank’s FinancialRisk Management Group reports whether we areit is complying with these limits monthly to Kookmin Bank’s Asset LiabilityRisk Management CommitteeCouncil and quarterly to Kookmin Bank’s Risk Management Committee.

Operational Risk Management

Overall Status

Basel II currently defines operational risk as the “risk of loss resulting from inadequate or failed internal processes, people and systems or from external events.” However, thereThere is still no complete consensus on the definition of operational risk in the banking industry. We define operational risk broadly to include all financial and non-financial risks, other than credit risk, market risk, interest rate risk and liquidity risk, that may arise from our operations that could negatively impact our capital, including the risk of loss resulting from inadequate or failed internal processes, people and systems or from external events as defined under Basel II. Our operational risk management objectives include not only satisfying regulatory requirements, but also providing internal support through the growth of a strong risk management culture, reinforcement of internal controls, improvement of work processes and provision of timely feedback to management members and staff throughout the bank.

We manage our operational risk primarily through Kookmin Bank, our banking subsidiary. Kookmin Bank uses an operational risk management framework meeting the Basel II Advanced Measurement Approach, or AMA, under which Kookmin Bank:

 

calculates its operational risk VaR on a quarterly basis using the “loss distribution approach VaR” and “scenario based VaR” methodology, and monitors operational risk in terms of Key Risk Indicators, or KRI, using tolerance levels for each indicator;

 

executes integrated compliance and operational risk Control Self Assessments, or CSAs, that enhance the effect on internal controls, which Kookmin Bank employees are able to access and use for process improvement;

 

collects and analyzes internal and external loss data;

conducts scenario analyses to evaluate exposure to high-severity events;

 

manages certain insurance-related activities relating to insurance strategies established to mitigate operational risk;

 

examines operational risks arising in connection with the development of, changes in or discontinuance of products, policies or systems;

 

uses a detailed business continuity plan covering all of its operations and locations to prepare against unexpected events, including an alternate back-up site for use in disaster events as well as annual full-scale testing of such site.

 

refines bank-wide operational risk policies and procedures;

 

provides appropriate training and support to business line operational risk managers; and

 

reports overall operational risk status to our senior management.

Each of Kookmin Bank’s relevant business units has primary responsibility for the management of its own operational risk. In addition, the Operational Risk Unit, which is part of Kookmin Bank’s Risk Management Department, monitors bank-wide operational risk. Kookmin Bank also has internal control managers in all of its subsidiaries, departments and branches who periodically conduct CSAs and monitor KRIs. Through this method, Kookmin Bank is able to ensure proper monitoring and measurement of operational risk in each of its business groups.

Internal Control

To monitor and control operational risks, we maintain a system of comprehensive policies and have put in place a control framework designed to provide a stable and well-managed operational environment throughout our organization. Each of our subsidiaries establishes its own internal control system in accordance with the group-level internal control principles. Our Compliance Supporting Department is responsible for monitoring and advising our subsidiaries regarding their internal control systems. Our Audit Committee, which consists of fivefour non-executive directors, is an independent authority that evaluates the effectiveness and efficiency of our group-wide internal control systems and business processes and monitors our subsidiaries’ compliance with such systems and processes, as well as reviews the reliability of our financial statements to secure the transparency and stability of our management (including through the activities of our independent auditors). In particular, we have established group-wide internal guidelines with respect to our subsidiaries’ reporting requirements. Our subsidiaries review their operations and their level of compliance with internal control systems and business processes on a periodic basis and, as part of this process, they are required to report any problems discovered and any remedial actions taken to our chief compliance officer, who is responsible for reporting to our Audit Committee. Based on the results of these reports, or on an ad hoc basis in response to any problem or potential problem that it identifies, the Audit Committee may direct a subsidiary to conduct an audit of its operations or, if it chooses to do so, conduct its own audit of those operations. The Audit Committee interacts on a regular basis

with our Audit Department, Compliance Supporting Department and our independent auditors. In carrying out these duties, the Audit Committee ultimately protects our property for the benefit of our shareholders, investors and customers by independently monitoring our management.

Our Audit Department supports our Audit Committee in monitoring our accounting and business operations and overseeing the management of our subsidiaries’ internal control systems by performing the following activities:

 

general audits, which include full-scale audits of the overall operations performed according to an annual audit plan, and sectional audits of selected operations; and

 

special audits of troubled or weak operations, which are performed when our Audit Committee or executive officer responsible for audits deems it necessary or pursuant to requests by our board, executive officers or supervisory authorities, such as the Financial Supervisory Service.

The Financial Supervisory Service periodically conducts a general examination of our operations. It also performs specific audits on particular aspects of our operations, such as risk management, credit monitoring and liquidity, as the need arises.

Kookmin Bank’s audit division consists of two departments, the Channel Audit Department and the Management Audit Department, and they are the execution bodies for its audit committee and support Kookmin Bank’s management objectives by auditing the operations of its branches using a risk analysis system and reviewing the operations of its headquarters and subsidiaries through the use of “risk-based audit” in accordance with the “business measurement process” audit methodology, which requires that its Management Audit Department evaluate the risk and process of its business units and concentrate their audit capacity with respect to high risk areas.

As a result of recent regulatory trends, Kookmin Bank’s audit division is continuing its efforts to establish an advanced audit system and value-added internal audit by introducing risk-based audit techniques.

Our Compliance Supporting Department operates a compliance system to ensure that all of our employees comply with the relevant laws and regulations. This system’s main function is to establish and manage our compliance program, educate employees and management and improve our internal control process.

Legal Risk

We consider legal risk as a part of our operational risk. The uncertainty of the enforceability of the obligations of our customers and counterparties creates legal risk. Changes in laws and regulations could also adversely affect us. Legal risk is higher in new areas of business where the law is often untested in the courts, although legal risk can also increase in our traditional business to the extent that the legal and regulatory landscape in Korea is changing and many new laws and regulations governing the financial industry remain untested. Our Compliance Supporting Department seeks to minimize legal risk by using stringent legal documentation, employing procedures designed to ensure that transactions are properly authorized and consulting legal advisers.

IT System Operational Risk

The integrity of our IT systems, and their ability to withstand potential catastrophic events, are crucial to our continuing operations. Accordingly, we are continuing to strengthen our disaster recovery capabilities. In order to minimize operational risks relating to our IT systems, we have implemented a multi-CPU system that runs multiple CPUs simultaneously on-site and ensures system continuity in case any of the CPUs fails. This system backs up our data systems at an off-site location on a real-time basis to ensure that our operations can be carried out normally and without material interruption in the event of CPU failure. Also, in order to protect our Internet banking services from system failures and cyber attacks, we process our Internet transactions through three separate data processing centers.

We currently test our disaster recovery systems on a quarterly basis, with the comprehensive testing including our branches and the main IT center’s disaster recovery system. Our disaster recovery capabilities involve a number of operations other than our core banking operations, including credit card and call center transactions. Internally, our IT Security ManagementOperations Department monitors all of our computerized network processes and IT systems. This department monitors and reports on any unusual delays or irregularities reported by our branches. In addition, our IT PlanningKookmin Bank’s Information Security Department is responsible for the daily monitoring of our entireits information security system. Our business operations, other than our core banking and credit card operations, regularly conduct joint IT security assessments with respect to such operations and have implemented measures to identify and respond collectively to security breach attempts, such as hacking attempts.

In 2009, Kookmin Bank obtained ISO 27001 certification, which relates to information security. In 2011, Kookmin Bank also obtained ISO 20000 certification, which relates to IT service management, and BS 25999 certification, which relates to business continuity management. Kookmin Bank is the first Korean bank to have obtained all three such international certifications.

Item 12.DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

Fees and Charges

Under the terms of the deposit agreement, as a holder of our ADSs, you are required to pay the following service fees to the depositary:

 

Services

  

Fees

Issuance of ADSs

  Up to $5.00 per 100 ADSs (or portion thereof) issued

Delivery of deposited shares against surrender of ADSs

  Up to $5.00 per 100 ADSs (or portion thereof) surrendered

Distribution of cash dividends or other cash distributions

  Up to $0.02 per ADS (or portion thereof) held

Distribution of ADSs pursuant to stock dividends, free stock distributions or exercise of rights.

  Up to $5.00 per 100 ADSs (or portion thereof) held

Distribution of securities other than ADSs or rights to purchase additional ADSs

  A fee equivalent to the fee that would be payable if securities distributed had been shares and such shares had been deposited for issuance of ADSs.

Depositary Services

  Up to $0.02 per ADS (or portion thereof) held on the applicable record date(s) established by the depositary

As a holder of our ADSs, you are also responsible for paying certain fees and expenses incurred by the depositary and certain taxes and governmental charges such as:

 

  

Fees for the transfer and registration of shares charged by the registrar and transfer agent for the shares in Korea (i.e., upon deposit and withdrawal of shares).

 

Expenses incurred for converting foreign currency into U.S. dollars.

 

Expenses for cable, telex and fax transmissions and for delivery of securities.

 

  

Taxes and duties upon the transfer of securities (i.e., when shares are deposited or withdrawn from deposit).

 

Fees and expenses incurred in connection with the delivery or servicing of shares on deposit or other deposited securities.

Depositary fees payable upon the issuance and surrender of ADSs are typically paid to the depositary by the brokers (on behalf of their clients) receiving the newly issued ADSs from the depositary and by the brokers (on behalf of their clients) delivering the ADSs to the depositary for surrender. The brokers in turn charge these fees to their clients. Depositary fees payable in connection with distributions of cash or securities to ADS holders and the depositary services fee are charged by the depositary to the holders of record of ADSs as of the applicable ADS record date.

The depositary fees payable for cash distributions are generally deducted from the cash being distributed. In the case of distributions other than cash (i.e., stock dividend, rights), the depositary charges the applicable fee to the ADS record date holders concurrent with the distribution. In the case of ADSs registered in the name of the investor (whether certificated or uncertificated in direct registration), the depositary sends invoices to the applicable record date ADS holders. In the case of ADSs held in brokerage and custodian accounts (via the Depository Trust Company, or DTC), the depositary generally collects its fees through the systems provided by DTC (whose nominee is the registered holder of the ADSs held in DTC) from the brokers and custodians holding ADSs in their DTC accounts. The brokers and custodians who hold their clients’ ADSs in DTC accounts in turn charge their clients’ accounts the amount of the fees paid to the depositary.

In the event of refusal to pay the depositary fees, the depositary may, under the terms of the deposit agreement, refuse the requested service until payment is received or may set off the amount of the depositary fees from any distribution to be made to such holder of ADSs.

Note that the fees and charges you may be required to pay may vary over time and may be changed by us and by the depositary. You will receive prior notice of such changes.

Fees and Payments from the Depositary to Us

In 2012,2014, we received the following payments from the depositary:

 

Reimbursement of listing fees:

  $38,000    $42,000  

Reimbursement of settlement infrastructure fees (including DTC fees):

  $49,529  

Reimbursement of SEC filing fees:

  $34,430  

Reimbursement of expenses related to proxy process (printing, postage and distribution) and ADS holders identification:

  $45,982    $45,648  

Reimbursement of legal fees:

  $315,207    $345,154  

Reimbursement of expenses related to our investor relations activities (investor conferences and investor relations agency fees, etc.):

  $1,017,041    $126,832  

In addition, as part of its service to us, the depositary waives its fees for the standard costs and operating expenses associated with the administration of the ADS facility.

 

Item 13.DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

Not applicable.

 

Item 14.MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

Not applicable.

 

Item 15.CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We have evaluated, with the participation of our chief executive officer and chief financial officer, the effectiveness of our disclosure controls and procedures as of December 31, 2012.2014. There are inherent limitations

to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon our evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures as of December 31, 20122014 were effective to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported, within the time periods specified in the applicable rules and forms, and that it is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

Management’s Annual Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Under the supervision and with the participation of our management, including our chief executive officer and chief

financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control – Integrated Framework 2013 issued by the Committee of Sponsoring Organizations of the Treadway Commission. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS as issued by the IASB. Our internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with IFRS as issued by the IASB, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute assurance that a misstatement of our financial statements would be prevented or detected. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Based on our evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, 2012.2014. The effectiveness of our internal control over financial reporting as of December 31, 20122014 has been audited by Samil PricewaterhouseCoopers, an independent registered public accounting firm, as stated in its report included herein which expressed an unqualified opinion on the effectiveness of our internal control over financial reporting as of December 31, 2012.2014.

Attestation Report of the Registered Public Accounting Firm

The attestation report of our independent registered public accounting firm is furnished in Item 18 of this Form 20-F.

Changes in Internal Control Over Financial Reporting

There has been no change in our internal control over financial reporting during 20122014 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

Item 16.[RESERVED]

 

Item 16A.AUDIT COMMITTEE FINANCIAL EXPERT

Our board of directors has determined that each of Young Jin Kim, Jong Cheon LeeWoon Youl Choi and Seung Hee Koh,Jongsoo Han, our non-executive directors and members of our Audit Committee, qualifies as an “audit committee financial expert” and is independent within the meaning of this Item 16A.

Item 16B.CODE OF ETHICS

We have adopted a code of ethics, as defined in Item 16B of Form 20-F under the Exchange Act. Our code of ethics applies to our chief executive officer and chief financial officer, as well as to our non-executive directors, non-standing directors and other officers and employees. Our code of ethics is available on our website athttp://www.kbfg.com. If we amend the provisions of our code of ethics that apply to our chief executive officer and chief financial officer and persons performing similar functions, or if we grant any waiver of such provisions, we will disclose such amendment or waiver on our website at the same address.

Item 16C.PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit and Non-audit Fees

The following table sets forth the fees billed to us by independent registered public accounting firm Samil PricewaterhouseCoopers during the fiscal years ended December 31, 20112013 and 2012:2014:

 

  Year Ended December 31,   Year Ended December 31, 
      2011           2012           2013           2014     
  (in millions of Won)   (in millions of Won) 

Audit fees

  5,018    5,186    5,524    5,517  

Audit-related fees

   93     121     35     —    

Tax fees

   —       7     16     —    

All other fees

   —       —    
  

 

   

 

   

 

   

 

 

Total fees

  5,111    5,314    5,575    5,517  
  

 

   

 

   

 

   

 

 

Audit fees in the above table are the aggregate fees billed by Samil PricewaterhouseCoopers in connection with the audits of:with:

 

the audits of our annual financial statements and the review of our interim financial statements; and

 

the audits of our special purpose entities in connection with the Korean Securities and Exchange Act or the Financial Investment Services and Capital Markets Act.Act; and

our financial debenture offering services.

Audit-related fees in the above table are fees billed by Samil PricewaterhouseCoopers in connection with attestation of our financial statements under IFRS and our financial debenture offering services.IFRS. Tax fees in the above table are fees billed by Samil PricewaterhouseCoopers in connection with tax filing services for our subsidiaries.

Audit Committee Pre-Approval Policies and Procedures

Our Audit Committee pre-approves the engagement of our independent auditors for audit services with respect to our financial statements. Our Audit Committee has implemented a policy regarding pre-approval of certain other services provided by our independent auditors to our subsidiaries that the Audit Committee has deemed as not affecting their independence. Under this policy, pre-approvals for the following services to our subsidiaries have been granted by our Audit Committee to each of our subsidiaries’ audit committees: (i) services related to the audit of financial statements prepared in accordance with IFRS as adopted by Korea and internal controls under Korean laws and regulations; (ii) general tax advisory services; (iii) due diligence services; (iv) issuance of comfort letters in connection with offering of securities; and (v) educational services provided to employees.

Any other audit or permitted non-audit service must be pre-approved by the Audit Committee on a case-by-case basis. Our Audit Committee did not pre-approve any non-audit services under thede minimis exception of Rule 2.01(c)(7)(i)(C) of Regulation S-X as promulgated by the Securities and Exchange Commission.

 

Item 16D.EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

Not applicable.

Item 16E.PURCHASE OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

Neither we nor any “affiliated purchaser,” as defined in Rule 10b-18(a)(3) of the Exchange Act, purchased any of our equity securities during the period covered by this annual report.

 

Item 16F.CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT

Not applicable.

Item 16G.CORPORATE GOVERNANCE

Differences in Corporate Governance Practices

Pursuant to the rules of the New York Stock Exchange applicable to foreign private issuers like us that are listed on the New York Stock Exchange, we are required to disclose significant differences between the New York Stock Exchange’s corporate governance standards and those that we follow under Korean law and in accordance with our own internal procedures. The following is a summary of such significant differences:

 

NYSE Corporate Governance Standards

  

KB Financial Group

Director independenceIndependence

Listed companies must have a majority of independent directors.

  

The majority of our board of directors is independent (as defined in accordance with the New York Stock Exchange’s standards), as nineseven out of twelvenine directors are non-executive directors.

Executive Session

Listed companies must hold meetings solely attended by non-management directors to more effectively check and balance management directors.

  

Non-management directors must meet in regularly scheduled executive sessions without management. Independent directors should meet alone in an executive session at least once a year.Our non-executive directors hold monthly executive sessions as needed in accordance with the Regulation of the Board of Directors.

Nomination/Corporate Governance Committee

Listed companies

A nomination/corporate governance committee of independent directors is required. The committee must have a nomination/charter that addresses the purpose, responsibilities (including development of corporate governance committee composed entirelyguidelines) and annual performance evaluation of independent directors.

the committee.
  

OurWe maintain a Non-executive Director Nominating Committee is generally composed of fourthree non-executive directors and our chief executive officer.

We maintain a Corporate Governance Committee composed of three non-executive directors, one non-standing director and our chief executive officer.

Compensation Committee

Listed companies

A compensation committee of independent directors is required. The committee must have a charter that addresses the purpose, responsibilities and annual performance evaluation of the committee. The charter must be made available on the company’s website. In addition, in accordance with the U.S. Securities and Exchange Commission rules adopted pursuant to Section 952 of the Dodd-Frank Act, the New York Stock Exchange listing standards were amended to expand the factors relevant in determining whether a committee member has a relationship with the company that will materially affect that member’s duties to the compensation committee composed entirely of independent directors.

committee.
  

We maintain an Evaluation and Compensation Committee composed of fivefour non-executive directors.

NYSE Corporate Governance Standards

KB Financial Group

Additionally, the committee may obtain or retain the advice of a compensation adviser only after taking into consideration all factors relevant to determining that adviser’s independence from management.

Audit Committee

Listed companies must have an audit committee that satisfies the independence and other requirements of Rule 10A-3 under the Exchange Act.

All members must be independent. The committee must have a charter addressing the committee’s purpose, an annual performance evaluation of the committee, and the duties and responsibilities of the committee. The charter must be made available on the company’s website.
  

We maintain an Audit Committee composed of fivefour non-executive directors. Accordingly, we are in compliance with Rule 10A-3 under the Exchange Act.

Audit Committee Additional Requirements

Listed companies must have an audit committee that is composed of more thanat least three directors.

  

Our Audit Committee has fivefour members, as described above.

Shareholder Approval of Equity Compensation Plan

Listed companies must allow its shareholders to exercise their voting rights with respect to any material revision to the company’s equity compensation plan.

  

We currently have three equity compensation plans: one providing for the grant of stock options to officers and directors; performance share agreements with certain of our directors; and an employee stock ownership plan, or ESOP.

  All material matters related to our stock option plan are provided in our Articles of Incorporation, and any amendments to the Articles of Incorporation are subject to shareholders’ approval.
  Matters related to the performance share agreements or ESOP are not subject to shareholders’ approval under Korean law.

Corporate Governance Guidelines

Listed companies must adopt and disclose corporate governance guidelines.

  

We have adopted, but have not disclosed, corporate governance guidelines.

Item 16H.MINE SAFETY DISCLOSURE

Not applicable.

 

Item 17.FINANCIAL STATEMENTS

Not Applicable.

 

Item 18.FINANCIAL STATEMENTS

Reference is made to Item 19(a) for a list of all financial statements filed as part of this annual report.

Item 19.EXHIBITS

 

 (a)List of Financial Statements:

 

   Page 

Audited consolidated financial statements of KB Financial Group Inc. and subsidiaries, prepared in accordance with IFRS as issued by the IASB

  

Report of Samil PricewaterhouseCoopers, independent registered public accounting firm

   F-1  

Consolidated statements of financial position as of January 1, 2013 and December  31, 20112013 and 20122014

   F-2  

Consolidated statements of comprehensive income for the years ended December 31, 2010, 20112012, 2013 and 20122014

   F-3  

Consolidated statements of changes in equity for the years ended December 31, 2010, 20112012, 2013 and 20122014

   F-5  

Consolidated statements of cash flows for the years ended December 31, 2010, 20112012, 2013 and 20122014

   F-9  

Notes to consolidated financial statements

   F-11  

 

 (b)Exhibits

Pursuant to the rules and regulations of the U.S. Securities and Exchange Commission, KB Financial Group has filed certain agreements as exhibits to this Annual Report on Form 20-F. These agreements may contain representations and warranties made by the parties. These representations and warranties have been made solely for the benefit of the other party or parties to such agreements and (i) may be intended not as statements of fact, but rather as a way of allocating the risk to one of the parties to such agreements if those statements turn out to be inaccurate, (ii) may have been qualified by disclosures that were made to such other party or parties and that either have been reflected in the company’s filings or are not required to be disclosed in those filings, (iii) may apply materiality standards different from what may be viewed as material to investors and (iv) were made only as of the date of such agreements or such other date(s) as may be specified in such agreements and are subject to more recent developments. Accordingly, these representations and warranties may not describe KB Financial Group’s actual state of affairs at the date of this annual report.

 

Number

 

Description

  1.1*1.1 Articles of Incorporation of KB Financial Group (translation in English).
2.1*** Form of Share Certificate of KB Financial Group’s common stock, par value ₩5,000 per share (translation in English).
2.2**** Form of Amended and Restated Deposit Agreement among KB Financial Group, The Bank of New York Mellon, as depositary, and all owners and holders from time to time of American depositary shares evidenced by American depositary receipts issued thereunder, including the form of American depositary receipt.
8.1***** List of subsidiaries of KB Financial Group.

Number

Description

11.1** Code of Ethics.
12.1 Section 302 certifications.
13.1 Section 906 certifications.

 

*Incorporated by reference to the registrant’s filing on Form 20-F (No. 000-53445), filed on April 30, 2012.
**Incorporated by reference to the registrant’s filing on Form 20-F (No. 000-53445), filed on June 23, 2010.
***Incorporated by reference to the registrant’s filing on Form 20-F (No. 000-53445), filed on June 15, 2009.
****Incorporated by reference to the registrant’s filing on Form F-6 (No. 333-184696), filed on November 1, 2012.
*****Incorporated by reference to Note 4140 of the consolidated financial statements of the registrant included in this annual report.

SIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

 

KB FINANCIAL GROUP INC.
(Registrant)
/s/ Yoon-Dae EuhJong Kyoo Yoon
(Signature)
Yoon-Dae EuhJong Kyoo Yoon
Chairman and Chief Executive Officer
(Name and Title)

Date: April 30, 201329, 2015

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of KB Financial Group Inc.:

In our opinion, the accompanying consolidated statements of financial position and the related consolidated statements of comprehensive income, of changes in equity and of cash flows present fairly, in all material respects, the financial position of KB Financial Group Inc. (the “Company”) and subsidiaries as of December 31, 20122014 and 20112013, and January 1, 2013, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 20122014 in conformity with International Financial Reporting Standards (IFRSs) as issued by the International Accounting Standards Board. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2012,2014, based on criteria established in Internal Control - Control—Integrated Framework 2013 issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying “Management’s Annual Report on Internal Control over Financial Reporting” appearing on page 206 of the 2012 Annual Report on Form 20-F.Reporting.” Our responsibility is to express opinions on these financial statements and on the Company’s internal control over financial reporting based on our integrated audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits providesprovide a reasonable basis for our opinions.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Samil PricewaterhouseCoopers

Seoul, Korea

April 30, 201329, 2015

KB FINANCIAL GROUP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

AS OF JANUARY 1, 2013, DECEMBER 31, 20112013 AND 20122014

 

  2011   2012   2012   Jan. 1 2013   Dec. 31 2013   Dec. 31 2014   2014 
          Translation into
U.S. dollars
(Note 3)
               

Translation into

U.S. dollars(Note 3)

 
  (In millions of Korean won)   (In thousands)   (In millions of Korean won)   (In thousands) 

ASSETS

              

Cash and due from financial institutions

  9,178,125    10,568,350    US$9,939,760    10,592,605    14,792,654    15,423,847    US$14,138,774  

Financial assets at fair value through profit or loss

   6,326,104     6,299,194     5,924,527  

Financial assets at fair value through profit and loss

   9,559,719     9,328,742     10,757,910     9,861,590  

Derivative financial assets

   2,448,455     2,024,784     1,904,352     2,091,285     1,819,409     1,968,190     1,804,206  

Loans

   212,107,027     212,716,251     200,064,191     213,644,791     219,001,356     231,449,653     212,165,895  

Financial investments

   35,432,182     36,897,139     34,702,550     36,467,352     34,849,095     34,960,620     32,047,796  

Investments in associates

   892,132     1,035,205     973,633  

Investments in associates and joint ventures

   934,641     755,390     670,332     614,482  

Property and equipment

   3,186,020     3,103,597     2,918,999     3,100,393     3,060,843     3,082,985     2,826,119  

Investment property

   51,552     52,974     49,823     52,974     166,259     377,544     346,088  

Intangible assets

   468,441     500,023     470,282     493,131     443,204     488,922     448,186  

Current income tax assets

   332,970     346,910     306,313     280,792  

Deferred income tax assets

   22,329     18,432     17,336     18,432     15,422     15,562     14,265  

Assets held for sale

   9,931     35,412     33,306     35,412     37,718     70,357     64,495  

Other assets

   7,478,519     8,755,217     8,234,470     8,745,799     7,550,596     8,783,473     8,051,658  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total assets

  277,600,817    282,006,578    US$265,233,229     286,069,504     292,167,598     308,355,708     282,664,346  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

LIABILITIES

              

Financial liabilities at fair value through profit or loss

  1,388,079    1,851,135    US$1,741,032  

Financial liabilities at fair value through profit and loss

   1,851,135     1,115,202     1,818,968     1,667,417  

Derivative financial liabilities

   2,059,573     2,068,813     1,945,763     2,054,742     1,795,339     1,797,390     1,647,636  

Deposits

   190,337,590     194,403,279     182,840,449     197,346,205     200,882,064     211,549,121     193,923,421  

Debts

   16,823,838     15,969,522     15,019,677     15,965,458     14,101,331     15,864,500     14,542,713  

Debentures

   27,069,879     24,131,770     22,696,447     24,270,212     27,039,534     29,200,706     26,767,782  

Provisions

   797,739     669,729     629,895     669,729     678,073     614,347     563,161  

Defined benefit liabilities

   128,488     75,157     70,687     83,723     64,473     75,684     69,378  

Current income tax liabilities

   588,825     264,666     248,924     264,666     211,263     231,907     212,585  

Deferred income tax liabilities

   220,842     129,969     122,239     154,303     61,816     93,211     85,445  

Other liabilities

   15,086,169     17,738,498     16,683,437     18,327,740     20,236,229     19,597,202     17,964,416  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total liabilities

  254,501,022    257,302,538    US$241,998,550     260,987,913     266,185,324     280,843,036     257,443,955  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

TOTAL EQUITY

              

Share capital

  1,931,758    1,931,758    US$1,816,860  

Capital stock

   1,931,758     1,931,758     1,931,758     1,770,809  

Capital surplus

   15,841,824     15,840,300     14,898,142     15,840,300     15,854,605     15,854,510     14,533,555  

Accumulated other comprehensive income

   191,642     359,969     338,558     295,142     336,312     461,679     423,213  

Retained earnings

   4,952,751     6,377,491     5,998,167     6,819,869     7,859,599     9,067,145     8,311,695  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Equity attributable to shareholders of the parent company

   22,917,975     24,509,518     23,051,727  

Equity attributable to shareholders of the company

   24,887,069     25,982,274     27,315,092     25,039,273  

Non-controlling interests

   181,820     194,522     182,952     194,522     —       197,580     181,118  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total equity

   23,099,795     24,704,040     23,234,679     25,081,591     25,982,274     27,512,672     25,220,391  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total liabilities and equity

  277,600,817    282,006,578    US$265,233,229    286,069,504    292,167,598    308,355,708    US$ 282,664,346  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

The accompanying notes are an integral part of these consolidated financial statements.

KB FINANCIAL GROUP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2010, 20112012, 2013 and 20122014

 

  2010 2011 2012 2012   2012 2013 2014 2014 
        

Translation into
U.S. dollars

(Note 3)

         

Translation into

U.S. dollars

(Note 3)

 
  (In millions of Korean won,
except per share amounts)
 (In thousands,
except per share
amounts)
   

(In millions of Korean won,

except per share amounts)

 

(In thousands,

except per share

amounts)

 

Interest income

  13,051,936   13,956,257   14,155,825   US$13,313,857    14,210,106   12,356,930   11,635,296   US$10,665,875  

Interest expense

   (6,878,132  (6,851,745  (7,039,912  (6,621,188   (7,172,323  (5,834,098  (5,219,521  (4,784,645
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Net interest income

   6,173,804    7,104,512    7,115,913    6,692,669     7,037,783    6,522,832    6,415,775    5,881,230  
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Fee and commission income

   2,481,451    2,829,754    2,778,668    2,613,397     2,753,876    2,657,365    2,666,185    2,444,046  

Fee and commission expense

   (776,737  (1,035,004  (1,186,027  (1,115,484   (1,187,170  (1,178,126  (1,283,456  (1,176,522
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Net fee and commission income

   1,704,714    1,794,750    1,592,641    1,497,913     1,566,706    1,479,239    1,382,729    1,267,524  
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Net gains (losses) on financial assets/liabilities at fair value through profit or loss

   814,808    1,035,867    651,203    612,470  

Net gains(losses) on financial assets/liabilities at fair value through profit or loss

   811,964    756,822    439,198    402,605  
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Net other operating income (loss)

   (1,067,343  (1,092,009  (1,455,270  (1,368,713

Net other operating income(expense)

   (1,531,942  (1,304,765  (1,040,909  (954,183
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

General and administrative expenses

   (4,366,629  (3,931,808  (3,885,285  (3,654,194   (3,845,610  (3,983,564  (4,009,694  (3,675,617
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Operating profit before provision for credit losses

   3,259,354    4,911,312    4,019,202    3,780,145     4,038,901    3,470,564    3,187,099    2,921,559  
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Provision for credit losses

   (2,871,417  (1,512,978  (1,607,804  (1,512,173   (1,606,703  (1,443,572  (1,227,976  (1,125,664
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Net operating profit

   387,937    3,398,334    2,411,398    2,267,972     2,432,198    2,026,992    1,959,123    1,795,894  
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Share of profit (loss) of associates and joint ventures

   (210,594  4,963    (13,536  (12,731

Net other non-operating income (expense)

   (27,975  (142,491  (136,534  (128,413

Share of profit(loss) of associates

   (15,282  (199,392  13,428    12,309  

Net other non-operating income(expense)

   (118,272  (12,309  (71,126  (65,200
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Net non-operating profit (loss)

   (238,569  (137,528  (150,070  (141,144   (133,554  (211,701  (57,698  (52,891
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Profit before income tax

   149,368    3,260,806    2,261,328    2,126,828     2,298,644    1,815,291    1,901,425    1,743,003  
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Tax income (expense)

   70,541    (832,234  (549,340  (516,667

Tax income(expense)

   (519,977  (540,593  (486,314  (445,796
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Profit for the year

  219,909   2,428,572   1,711,988   US$1,610,161    1,778,667   1,274,698   1,415,111   US$1,297,208  
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

 

(Continued)

KB FINANCIAL GROUP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (CONTINUED)

FOR THE YEARS ENDED DECEMBER 31, 2010, 20112012, 2013 and 20122014

 

   2010  2011  2012  2012 
            

Translation into
U.S. dollars

(Note 3)

 
   (In millions of Korean won,
except per share amounts)
  (In thousands,
except per share
amounts)
 

Exchange differences on translating foreign operations

  (7,127 5,602   (25,690 US$(24,162

Change in value of financial investments

   108,461    (239,596  249,647    234,799  

Shares of other comprehensive loss of associates and joint ventures

   (2,005  (433  (44,177  (41,549

Cash flow hedges

   —      (1,321  (813  (764
  

 

 

  

 

 

  

 

 

  

 

 

 

Other comprehensive income(loss) for the year, net of tax

   99,329    (235,748  178,967    168,324  
  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

  319,238   2,192,824   1,890,955   US$1,778,485  
  

 

 

  

 

 

  

 

 

  

 

 

 

Profit attributable to:

     

Shareholders of the parent company

  146,600   2,373,026   1,702,913   US$1,601,627  

Non-controlling interests

   73,309    55,546    9,075    8,534  
  

 

 

  

 

 

  

 

 

  

 

 

 
  219,909   2,428,572   1,711,988   US$1,610,161  
  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year attributable to:

     

Shareholders of the parent company

  226,231   2,134,096   1,871,240   US$1,759,943  

Non-controlling interests

   93,007    58,728    19,715    18,542  
  

 

 

  

 

 

  

 

 

  

 

 

 
  319,238   2,192,824   1,890,955   US$1,778,485  
  

 

 

  

 

 

  

 

 

  

 

 

 

Earnings per share

     

Basic earnings per share

  427   6,461   4,408   US$4.15  

Diluted earnings per share

   427    6,445    4,394    4.13  

   2012  2013  2014  2014 
      

Translation into
U.S. dollars

(Note 3)

 
   

(In millions of Korean won,

except per share amounts)

  (In thousands,
except per share
amounts)
 

Remeasurements of net defined benefit liabilities

  (30,272 40,984   (99,594 US$(91,296
  

 

 

  

 

 

  

 

 

  

 

 

 

Items that will not be reclassified to profit or loss

   (30,272  40,984    (99,594  (91,296
  

 

 

  

 

 

  

 

 

  

 

 

 

Exchange differences on translating foreign operations

   (25,690  (2,298  17,280    15,840  

Change in value of financial investments

   245,757    (3,591  248,880    228,144  

Shares of other comprehensive income of associates

   (44,263  (9,811  (32,206  (29,523

Cash flow hedges

   (813  1,618    (10,497  (9,622
  

 

 

  

 

 

  

 

 

  

 

 

 

Other comprehensive income(loss) for the year, net of tax

   144,719    26,902    123,863    113,543  
  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

   1,923,386    1,301,600    1,538,974    1,410,751  
  

 

 

  

 

 

  

 

 

  

 

 

 

Profit attributable to:

     

Shareholders of the parent company

   1,769,568    1,271,502    1,400,722    1,284,018  

Non-controlling interests

   9,099    3,196    14,389    13,190  
  

 

 

  

 

 

  

 

 

  

 

 

 
   1,778,667    1,274,698    1,415,111    1,297,208  
  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year attributable to:

     

Shareholders of the parent company

   1,903,671    1,312,672    1,526,089    1,398,939  

Non-controlling interests

   19,715    (11,072  12,885    11,811  
  

 

 

  

 

 

  

 

 

  

 

 

 
  1,923,386   1,301,600   1,538,974   US$1,410,751  
  

 

 

  

 

 

  

 

 

  

 

 

 

Earnings per share

     

Basic earnings per share

  4,580   3,291   3,626   US$3.32  

Diluted earnings per share

   4,567    3,277    3,611    3.31  

The accompanying notes are an integral part of these consolidated financial statements.

KB FINANCIAL GROUP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2010, 20112012, 2013 and 20122014

 

 Equity attributable to shareholders of the parent company      Equity attributable to shareholders of the parent company   
 Share
capital
 Capital
surplus
 Accumulated
other
comprehensive
income
 Retained
earnings
 Treasury
share
 Non-controlling
interest
 Total equity  Share
capital
 Capital
surplus
 Accumulated
other
comprehensive
income
 Retained
earnings
 Non-controlling
interest
 Total equity 
 (In millions of Korean won)  (In millions of Korean won) 

Balance at January 1, 2010

 1,931,758   15,990,618   350,941   2,553,185   (2,476,809 1,080,995   19,430,688  

Balance at January 1, 2012

 1,931,758   15,841,824   161,039   5,048,558   181,820   23,164,999  

Changes in accounting policy

  —      —      —      279,916    —      279,916  
 

 

  

 

  

 

  

 

  

 

  

 

 

Restated balance

  1,931,758    15,841,824    161,039    5,328,474    181,820    23,444,915  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Comprehensive income

             

Profit for the year

  —      —      —      146,600    —      73,309    219,909    —      —      —      1,769,568    9,099    1,778,667  

Remeasurements of net defined benefit liabilities

  —      —      (30,253  —      (19  (30,272

Exchange differences on translating foreign operations

  —      —      (6,957  —      —      (170  (7,127  —      —      (25,597  —      (93  (25,690

Change in value of financial investments

  —      —      88,593    —      —      19,868    108,461    —      —      235,029    —      10,728    245,757  

Shares of other comprehensive income of associates and joint ventures

  —      —      (2,005  —      —      —      (2,005

Shares of other comprehensive income of associates

  —      —      (44,263  —      —      (44,263

Cash flow hedges

  —      —      (813  —      —      (813
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total comprehensive income(loss)

  —      —      79,631    146,600    —      93,007    319,238  

Total comprehensive income

    134,103    1,769,568    19,715    1,923,386  

Transactions with shareholders

             

Dividends paid to shareholders of the parent company

  —      —      —      (78,897  —      —      (78,897  —      —      —      (278,173  —      (278,173

Dividends paid to holders of hybrid capital instruments

  —      —      —      —      —      (64,600  (64,600

Others

  —      (340  —      —      —      59,841    59,501  

Changes in interest in subsidiaries

  —      (1,524  —      —      (7,013  (8,537
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total transactions with shareholders

  —      (340  —      (78,897  —      (4,759  (83,996  —      (1,524  —      (278,173  (7,013  (286,710

Balance at December 31, 2010

 1,931,758   15,990,278   430,572   2,620,888    ₩(2,476,809 1,169,243   19,665,930  

Balance at December 31, 2012

 1,931,758   15,840,300   295,142   6,819,869   194,522   25,081,591  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 

(Continued)

KB FINANCIAL GROUP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (CONTINUED)

FOR THE YEARS ENDED DECEMBER 31, 2010, 20112012, 2013 and 20122014

 

 Equity attributable to shareholders of the parent company      Equity attributable to shareholders of the parent company   
 Share
capital
 Capital
surplus
 Accumulated
other
comprehensive
income
 Retained
earnings
 Treasury
share
 Non-controlling
interest
 Total equity  Share
capital
 Capital
surplus
 Accumulated
other
comprehensive
income
 Retained
earnings
 Non-controlling
interest
 Total equity 
 (In millions of Korean won)  (In millions of Korean won) 

Balance at January 1, 2011

 1,931,758   15,990,278   430,572   2,620,888   (2,476,809 1,169,243   19,665,930  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Balance at January 1, 2013

 1,931,758   15,840,300   295,142   6,819,869   194,522   25,081,591  

Comprehensive income

             

Profit for the year

  —      —      —      2,373,026    —      55,546    2,428,572    —      —      —      1,271,502    3,196    1,274,698  

Remeasurements of net defined benefit liabilities

  —      —      40,984    —      —      40,984  

Exchange differences on translating foreign operations

  —      —      5,492    —      —      110    5,602    —      —      (2,372  —      74    (2,298

Change in value of financial investments

  —      —      (242,668  —      —      3,072    (239,596  —      —      10,751    —      (14,342  (3,591

Shares of other comprehensive income of associates

  —      —      (433  —      —      —      (433  —      —      (9,811  —      —      (9,811

Cash flow hedges

  —      —      (1,321  —      —      —      (1,321  —      —      1,618    —      —      1,618  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total comprehensive income (loss)

  —      —      (238,930  2,373,026    —      58,728    2,192,824  

Total comprehensive income

  —      —      41,170    1,271,502    (11,072  1,301,600  

Transactions with shareholders

             

Dividends paid to shareholders of the parent company

  —      —      —      (41,163  —      —      (41,163  —      —      —      (231,811  —      (231,811

Dividends paid to holders of hybrid capital instruments

  —      —      —      —      —      (46,151  (46,151

Redemption of hybrid capital instruments

  —      —      —      —      —      (1,000,000  (1,000,000

Disposal of treasury share

  —      (148,060  —      —      2,476,809    —      2,328,749  

Others

  —      (394  —      —      —      —      (394

Changes in interest in subsidiaries

  —      14,305    —      39    (183,450  (169,106
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total transactions with shareholders

  —      (148,454  —      (41,163  2,476,809    (1,046,151  1,241,041    —      14,305    —      (231,772  (183,450  (400,917

Balance at December 31, 2011

 1,931,758   15,841,824   191,642   4,952,751   —     181,820   23,099,795  

Balance at December 31, 2013

 1,931,758   15,854,605   336,312   7,859,599   —     25,982,274  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 

(Continued)

KB FINANCIAL GROUP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (CONTINUED)

FOR THE YEARS ENDED DECEMBER 31, 2010, 20112012, 2013 and 20122014

 

 Equity attributable to shareholders of the parent company      Equity attributable to shareholders of the parent company   
 Share
capital
 Capital
surplus
 Accumulated
other
comprehensive
income
 Retained
earnings
 Treasury
share
 Non-controlling
interest
 Total equity  Share
capital
 Capital
surplus
 Accumulated
other
comprehensive
income
 Retained
earnings
 Non-controlling
interest
 Total equity 
 (In millions of Korean won)  (In millions of Korean won) 

Balance at January 1, 2012

 1,931,758   15,841,824   191,642   4,952,751   —     181,820   23,099,795  

Balance at January 1, 2014

 1,931,758   15,854,605   336,312   7,859,599   —     25,982,274  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Comprehensive income

             

Profit for the year

  —      —      —      1,702,913    —      9,075    1,711,988    —      —      —      1,400,722    14,389    1,415,111  

Remeasurements of net defined benefit liabilities

  —      —      (98,291  —      (1,303  (99,594

Exchange differences on translating foreign operations

  —      —      (25,596  —      —      (94  (25,690  —      —      17,280    —      —      17,280  

Change in value of financial investments

  —      —      238,913    —      —      10,734    249,647    —      —      248,843    —      37    248,880  

Shares of other comprehensive income of associates

  —      —      (44,177  —      —      —      (44,177  —      —      (32,206  —      —      (32,206

Cash flow hedges

  —      —      (813  —      —      —      (813  —      —      (10,259  —      (238  (10,497
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total comprehensive income

  —      —      168,327    1,702,913    —      19,715    1,890,955    —      —      125,367    1,400,722    12,885    1,538,974  

Transactions with shareholders

             

Dividends paid to shareholders of the parent company

  —      —      —      (278,173  —      —      (278,173  —      —      —      (193,176  —      (193,176

Others

  —      (1,524  —      —      —      (7,013  (8,537

Changes in interest in subsidiaries

  —      (95  —      —      184,695    184,600  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total transactions with shareholders

  —      (1,524  —      (278,173  —      (7,013  (286,710  —      (95  —      (193,176  184,695    (8,576

Balance at December 31, 2012

 1,931,758   15,840,300   359,969   6,377,491   —     194,522   24,704,040  

Balance at December 31, 2014

 1,931,758   15,854,510   461,679   9,067,145   197,580   27,512,672  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 

(Continued)

KB FINANCIAL GROUP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (CONTINUED)

FOR THE YEARS ENDED DECEMBER 31, 2010, 20112012, 2013 and 20122014

 

 Equity attributable to shareholders of the parent company      Equity attributable to shareholders of the parent company   
 Share
capital
 Capital
Surplus
 Accumulated
other
comprehensive
income
 Retained
earnings
 Treasury
share
 Non-controlling
Interest
 Total equity  Share
capital
 Capital
surplus
 Accumulated
other
comprehensive
income
 Retained
earnings
 Non-controlling
interest
 Total equity 
 (Translation into U.S. dollars (Note 3) (In thousands)  (Translation into U.S. dollars(Note 3))(In thousands) 

Balance at January 1, 2012

 US$1,816,860   US$14,899,575   US$180,242   US$4,658,168   US$—     US$171,007   US$21,725,852  

Balance at January 1, 2014

 US$1,770,809   US$14,533,642   US$308,291   US$7,204,758   US$—     US$23,817,501  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Comprehensive income

           

Profit for the year

  —      —      —      1,601,627    —      8,534    1,610,161    —      —      —      1,284,018    13,190    1,297,208  

Remeasurements of net defined benefit liabilities

  —      —      (90,102  —      (1,194  (91,296

Exchange differences on translating foreign operations

  —      —      (24,074  —      —      (88  (24,162  —      —      15,840    —      —      15,840  

Change in value of financial investments

  —      —      224,703    —      —      10,096    234,799    —      —      228,110    —      34    228,144  

Shares of other comprehensive income of associates

  —      —      (41,549  —      —      —      (41,549  —      —      (29,523  —      —      (29,523

Cash flow hedges

  —      —      (764  —      —      —      (764  —      —      (9,404  —      (218  (9,622
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total comprehensive income

  —      —      158,316    1,601,627    —      18,542    1,778,485    —      —      114,922    1,284,018    11,811    1,410,751  

Transactions with shareholders

           

Dividends paid to shareholders of the parent company

  —      —      —      (261,628  —      —      (261,628  —      —      —      (177,081  —      (177,081

Others

  —      (1,433  —      —      —      (6,597  (8,030  —      (87  —      —      169,307    169,220  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total transactions with shareholders

  —      (1,433  —      (261,628  —      (6,597  (269,658  —      (87  —      (177,081  169,307    (7,861

Balance at December 31, 2012

 US$1,816,860   US$14,898,142   US$338,558   US$5,998,167   US$—     US$182,952   US$23,234,679  

Balance at December 31, 2014

 US$1,770,809   US$14,533,555   US$423,213   US$8,311,695   US$181,118   US$25,220,391  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 

The accompanying notes are an integral part of these consolidated financial statements.

KB FINANCIAL GROUP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2010, 20112012, 2013 and 20122014

 

 2010 2011 2012 2012  2012 2013 2014 2014 
       

Translation into
U.S. dollars

(Note 3)

        

Translation into
U.S. dollars

(Note 3)

 
 (In millions of Korean won) (In thousands)  (In millions of Korean won) (In thousands) 

Cash flows from operating activities:

        

Profit for the year

 219,909   2,428,572   1,711,988   US$1,610,161   1,778,667   1,274,698   1,415,111   US$1,297,208  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Adjustment for non-cash items

        

Net loss(gain) on financial assets/liabilities at fair value through profit or loss

  (409,245  (391,197  (222,022  (208,816  (247,854  (110,425  (151,483  (138,862

Net loss(gain) on derivative financial instruments for hedging purposes

  (102,692  (107,371  15,165    14,263    15,165    48,787    27,088    24,831  

Adjustment of fair value of derivative financial instruments

  32,466    207,522    42    40    42    699    (2,040  (1,870

Provision for credit loss

  2,871,417    1,512,978    1,607,804    1,512,173    1,606,703    1,443,572    1,227,976    1,125,664  

Net loss(gain) on financial investments

  (112,551  (481,459  148,211    139,396    148,211    (1,191  109,461    100,341  

Share of loss (profit) of associates and joint ventures

  210,594    (4,963  13,536    12,731  

Share of loss (profit) of associates

  15,282    199,392    (13,428  (12,309

Depreciation and amortization expense

  347,834    342,656    328,642    309,095    328,320    286,858    261,197    239,435  

Other net losses on property and equipment/intangible assets

  426    18,533    40,881    38,449    40,881    39,777    41,115    37,689  

Share-based payments(reversal)

  (4,850  (7,609  13,871    13,046    13,871    17,289    11,422    10,470  

Policy reserve appropriation

  811,483    673,259    1,305,730    1,228,067    1,305,730    761,877    666,155    610,653  

Post-employment benefits

  151,343    204,337    202,864    190,798    172,391    172,579    166,671    152,784  

Net interest expense

  17,943    84,470    229,691    216,029    229,691    314,866    360,500    330,464  

Loss(gains) on foreign currency translation

  666,451    273,971    (148,877  (140,022  (148,877  17,082    116,035    106,367  

Net other expense

  129,629    130,206    2,783    2,618  

Net other expense(income)

  2,783    (24,981  (17,076  (15,653
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 
  4,610,248    2,455,333    3,538,321    3,327,867    3,482,339    3,166,181    2,803,593    2,570,005  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Changes in operating assets and liabilities

        

Financial asset at fair value through profit or loss

  606,154    (2,370,999  132,205    124,342    (3,102,488  214,181    (1,364,780  (1,251,070

Derivative financial instruments

  421,458    481,502    252,166    237,167    193,373    116,660    104,333    95,640  

Loans

  (3,774,205  (17,023,252  (2,226,547  (2,094,115  (2,964,229  (7,335,434  (10,027,349  (9,191,897

Current income tax assets

  (41,456  (13,940  40,597    37,215  

Deferred income tax assets

  19,145    —      3,211    3,020    3,211    1,349    (140  (128

Other assets

  2,706,174    (877,081  2,202,544    2,071,540    2,204,202    (5,075,338  427,501    391,883  

Financial liabilities at fair value through profit or loss

  (126,847  146,638    357,825    336,542    357,825    (773,558  704,389    645,701  

Deposits

  11,075,939    10,716,619    1,552,950    1,460,583    4,495,876    2,584,993    10,668,675    9,779,790  

Deferred income tax liabilities

  (143,006  (13,150  (166,772  (156,853  (138,374  (74,463  (27,242  (24,972

Other liabilities

  (954,691  48,628    630,144    592,663    1,375,612    (430,856  (1,467,942  (1,345,637
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 
  9,830,121    (8,891,095  2,737,726    2,574,986    2,383,552    (10,786,406  (941,958  (863,477
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Net cash generated from (used in) operating activities

  14,660,278    (4,007,190  7,988,035    7,512,917   7,644,558   (6,345,527 3,276,746   US$3,003,736  
 

 

  

 

  

 

  

 

��

  

 

  

 

  

 

  

 

 

 

(Continued)

KB FINANCIAL GROUP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)

FOR THE YEARS ENDED DECEMBER 31, 2010, 20112012, 2013 and 20122014

 

 2010 2011 2012 2012  2012 2013 2014 2014 
       

Translation into
U.S. dollars

(Note 3)

        

Translation into
U.S. dollars

(Note 3)

 
 (In millions of Korean won) (In thousands)  (In millions of Korean won) (In thousands) 

Cash flows from investing activities:

        

Disposal of financial investments

 33,678,653   22,875,143   24,848,249   US$23,370,311   24,805,560   25,655,149   19,632,047   US$17,996,358  

Acquisition of financial investments

  (34,569,523  (21,918,460  (26,141,095  (24,586,260  (26,141,095  (23,020,912  (19,463,101  (17,841,488

Decrease in investments in associates and joint ventures

  7,885    12,120    11,543    10,856  

Acquisition of investments in associates and joint ventures

  (329,177  (176,105  (212,556  (199,914

Decrease in investments in associates

  16,573    20,554    81,321    74,546  

Acquisition of investments in associates

  (217,081  (23,340  (17,650  (16,179

Disposal of property and equipment

  2,148    859    8,740    8,219    16,912    1,070    223    204  

Acquisition of property and equipment

  (120,779  (261,905  (143,327  (134,801  (143,139  (153,469  (202,007  (185,176

Acquisition of investment property

  —      (114,609  (211,995  (194,332

Disposal of intangible assets

  —      10,353    3,785    3,562    10,176    5,072    4,590    4,208  

Acquisition of intangible assets

  (193,123  (105,341  (82,400  (77,501  (81,899  (68,091  (30,755  (28,193

Business combination, net of cash acquired

  65,913    —      40,575    38,162    40,575    322,641    (266,899  (244,662

Others

  (1,071,933  251,888    (838,816  (788,923  (838,816  1,554,752    (1,210,071  (1,109,251
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Net cash provided by (used in) investing activities

  (2,529,936  688,552    (2,505,302  (2,356,289  (2,532,234  4,178,817    (1,684,297  (1,543,966
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Cash flows from financing activities:

        

Net cash flows from derivative financial instrument for hedging purposes

  (27,658  20,733    75,761    71,255    75,761    10,977    (204,563  (187,519

Net increase(decrease) in debts

  (1,979,461  5,453,721    (792,778  (745,625

Net increase (decrease) in debts

  (796,842  (1,990,258  1,129,837    1,035,702  

Increase in debentures

  8,340,121    9,665,174    10,282,920    9,671,306    10,282,920    10,758,948    43,135,390    39,541,466  

Decrease in debentures

  (18,047,460  (11,607,211  (13,084,093  (12,305,869  (12,945,650  (7,924,609  (43,816,790  (40,166,094

Disposal of treasury shares

  —      2,281,524    —      —    

Redemption of hybrid capital instruments

  —      (1,000,000  —      —    

Dividends paid to holders of hybrid capital instruments

  (64,600  (46,331  —      —    

Increase in other payables to trust accounts

  456,449    414,279    124,904    114,497  

Dividends paid to shareholders of the parent company

  (78,897  (41,163  (278,173  (261,628  (278,173  (231,811  (193,176  (177,081

Changes in interest in subsidiaries

  (8,048  (168,293  (95  (87

Others

  73,627    48,434    150,109    141,182    (38,680  837,906    (930,573  (853,040
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Net cash provided by (used in) financing activities

  (11,784,328  4,774,881    (3,646,254  (3,429,379  (3,252,263  1,707,139    (755,066  (692,156
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Effect of exchange rate changes on cash and cash equivalents

  36,931    32,982    (13,560  (12,753  (13,560  41,452    12,227    11,208  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Net increase in cash and cash equivalents

  382,945    1,489,225    1,822,919    1,714,496  

Net increase (decrease) in cash and cash equivalents

  1,846,501    (418,119  849,610    778,823  

Cash and cash equivalents at the beginning of the year

  2,868,634    3,251,579    4,740,804    4,458,827    4,740,804    6,587,305    6,169,186    5,655,186  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Cash and cash equivalents at the end of the year

 3,251,579   4,740,804   6,563,723   US$6,173,323   6,587,305   6,169,186   7,018,796   US$6,434,009  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

The accompanying notes are an integral part of these consolidated financial statements.

KB FINANCIAL GROUP INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. The Parent Company

KB Financial Group Inc. (the “Parent Company”) was incorporated on September 29, 2008, under the Financial Holding Companies Act of Korea. KB Financial Group Inc. and its subsidiaries (the “Group”) derive substantially all of their revenue and income from providing a broad range of banking and related financial services to consumers and corporations primarily in Korea and in selected international markets. The Parent Company’s principal business includes ownership and management of subsidiaries and associated companies that are engaged in financial services or activities. In 2011, Kookmin Bank spun off its credit card business segment and established a new separate credit card company, KB Kookmin Card Co., Ltd., and KB Investment & Securities Co., Ltd. merged with KB Futures Co., Ltd. The Group established KB Savings Bank Co., Ltd. in January 2012.2012, acquired Yehansoul Savings Bank Co., Ltd. in September 2013 and KB Savings Bank Co., Ltd. merged with Yehansoul Savings Bank Co., Ltd. in January 2014. In addition, the Group acquired Woori Financial Co., Ltd. and changed the name to KB Capital Co., Ltd. in March 2014.

The Parent Company’s share capital as of December 31, 2012,2014, is ₩1,931,758 million. The Parent Company is authorized to issue up to 1 billion shares. The Parent Company has been listed on the Korea Exchange (“KRX”) since October 10, 2008, and listed on the New York Stock Exchange (“NYSE”) for its American Depositary Shares (“ADS”) since September 29, 2008. Number of shares authorized on its Articles of Incorporation is 1,000 million.

2. Basis of Preparation

2.1 Application of IFRS

The Group’s consolidated financial statements for the annual period beginning on January 1, 2011, have been prepared in accordance with IFRSInternational Financial Reporting Standards (“IFRS”). TheseIFRS are the standards subsequent amendments and related interpretations issued by the International Accounting Standards Board (“IASB”). The transition date, according to IFRS 1, from the previous accounting principles generally accepted in the Republic of Korea (“Previous K-GAAP”) to IFRS is January 1, 2010.

The preparation of consolidated financial statements requires the use of certain critical accounting estimates. It also requires management to exercise judgment in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 2.4.

The Group has preparedapplied the consolidated financial statements in accordance with IAS 27,Consolidated and Separate Financial Statements.

New standards, amendments and interpretations issued but not effectivefollowing accounting policy for the financial year beginning on January 1, 2012, and not early adopted by the Group are as follows:2014

AmendmentsAmendment to IAS 19,32,Employee Benefits Financial Instruments: Presentation

According to the amendmentsAmendment to IAS 19,32, Financial Instruments: Presentation, provides that the corridor approach for actuarial gainsright to offset must not be contingent on a future event and lossesmust be legally enforceable in all of circumstances; and if an entity can settle amounts in a manner such that outcome is, not allowed anymore, accordingly,in effect, equivalent to net settlement, the actuarial gains and losses are recognized in other comprehensive income immediately. Past service costs incurred under changes of plans are recognized immediately, and the amendment replaces the interest cost on the defined benefit obligation, and the expected return on plan assets with a net interest cost based onentity will meet the net defined benefit asset or liability. This amendment is effective for the Group as of January 1, 2013.settlement criterion. The Group is assessing the impact of application of the amended IAS 19 on its consolidated financial statements.

Enactment of IFRS 13,Fair value measurement

IFRS 13 aims to improve consistency and reduce complexity by providing a precise definition of fair value and a single source of fair value measurement and disclosure requirements for use across IFRS. IFRS 13this amendment does not extend the use of fair value accounting but provides guidance on how it should be applied where its use is already required or permitted by other standards within IFRS. IFRS 13 is effective for the Group as of January 1, 2013, and the Group expects that the enactment would not have a material impact on the consolidated financial statements.

Amendment to IAS 36, Impairment of Assets

Amendment to IAS 36, Impairment of Assets, removed certain disclosures of the recoverable amount of cash-generating units which had been included in this amendment by the issuance of IFRS 13. The application of this amendment does not have a material impact on the consolidated financial statements.

Amendment to IAS 39, Financial Instruments: Recognition and Measurement

Amendment to IAS 39, Financial Instruments: Recognition and Measurement, allows the continuation of hedge accounting for a derivative that has been designated as a hedging instrument in a circumstance in which that derivative is novated to a central counterparty (CCP) as a consequence of laws or regulations. The application of this amendment does not have a material impact on the consolidated financial statements.

Amendment to IFRS 2, Share-based payment

IFRS 2, Share-based payment, clarifies the definition of ‘vesting conditions’ such as ‘performance condition’, ‘service condition’ and others. This amendment is applied to share-based payment transactions for which the grant date is on or after July 1, 2014. The application of this amendment does not have a material impact on the consolidated financial statements.

Enactment of IFRIC 2121, Levies

IFRIC 2121, Levies, is applied to a liability to pay a levy imposed by a government in accordance with the legislation. The interpretation requires that the liability to pay a levy is recognized when the activity that triggers the payment of the levy occurs, as identified by the legislation (the obligating event). The interpretation does not have a significant impact on the consolidated financial statements.

Changes in accounting policy with respect to uncertain tax position

For the periods prior to the year ended December 31, 2014, pursuant to IAS 37 if an uncertain tax position satisfied the criteria for provisions, the Group measured the best estimate of expenditures for the uncertain tax position. Group’s claims of refund of the amounts levied by the tax authority were then treated as contingent assets. However, in 2014, the Group retrospectively applied the accounting policy in accordance with the IAS 12, which allows recognition of the tax payment as income tax assets when it is probable to receive a tax refund. The restated comparative consolidated financial statements reflect adjustments resulting from the retrospective application.

The effect of these changes in accounting policy to financial position as of January 1, 2013, December 31, 2013, 2014, and to comprehensive income for the years ended December 31, 2012, 2013 and 2014, are as follows:

Effect on Consolidated Statements of Financial Position

   Jan. 1, 2013   Dec. 31, 2013   Dec. 31, 2014 
   (In millions of Korean won) 

Increase in current income tax assets

  318,450    329,443    306,313  

Increase in retained earnings

   318,450     329,443     306,313  

Effect on Consolidated Statements of Comprehensive Income

    2012   2013   2014 
   (In millions of Korean won) 

Decrease(increase) in income tax

  38,534    10,993    (23,130
   (In Korean won) 

Increase(decrease) in earnings per share

   100     28     (60

Increase(decrease) in diluted earnings per share

   100     28     (60

A number of new standards and amendments to standards and interpretations are effective for annual periods beginning after 1 January 2014, and have not been applied in preparing these consolidated financial statement. None of these is expected to have a significant effect on the consolidated financial statements of the Group.Group, except the following set out below:

AmendmentsIFRS 9, ‘Financial instruments’, addresses the classification, measurement and recognition of financial assets and financial liabilities. The complete version of IFRS 9 was issued in July 2014. It replaces the guidance in IAS 39 that relates to the classification and measurement of financial instruments. IFRS 9 retains but simplifies the mixed measurement model and establishes three primary measurement categories for financial assets: amortised cost, fair value through OCI and fair value through P&L. The basis of classification depends on the entity’s business model and the contractual cash flow characteristics of the financial asset. Investments in equity instruments are required to be measured at fair value through profit or loss with the irrevocable option at inception to present changes in fair value in OCI not recycling. There is now a new expected credit losses model that replaces the incurred loss impairment model used in IAS 1,Presentation39. For financial liabilities there were no changes to classification and measurement except for the recognition of Financial Statements

IAS 1,Presentation of Financial Statements, was amended to requirechanges in own credit risk in other comprehensive income, itemsfor liabilities designated at fair value through profit or loss. IFRS 9 relaxes the requirements for hedge effectiveness by replacing the bright line hedge effectiveness tests. It requires an economic relationship between the hedged item and hedging instrument and for the ‘hedged ratio’ to be presented into two groupsthe same as the one management actually use for risk management purposes. Contemporaneous documentation is still required but is different to that currently prepared under IAS 39. The standard is effective for accounting periods beginning on or after 1 January 2018. Early adoption is permitted. The group is yet to assess IFRS 9’s full impact.

IFRS 15, ‘Revenue from contracts with customers’ deals with revenue recognition and establishes principles for reporting useful information to users of financial statements about the basisnature, amount, timing and uncertainty of whether they are potentially reclassifiablerevenue and cash flows arising from an entity’s contracts with customers. Revenue is recognised when a customer obtains control of a good or service and thus has the ability to profitdirect the use and obtain the benefits from the good or loss subsequently. Thisservice. The standard replaces IAS 18 ‘Revenue’ and IAS 11 ‘Construction contracts’ and related interpretations. The standard is effective for annual periods beginning on or after July 2012, with early adoptionJanuary 2017 and earlier application is permitted. The Group expects that the application of this amendment would not have a material impact on its consolidated financial statements.

Enactment of IFRS 10,Consolidated Financial Statements

IFRS 10,Consolidated Financial Statements, builds on existing principles by identifying the concept of control as the determining factor in whether an entity should be included in the consolidated financial statements of the Parent Company. An investor controls an investee when itgroup is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. The standard provides additional guidance to assist in the determination of control where this is difficult to assess. IFRS 10 will be effective for annual periods beginning on or after January 1, 2013, and the Group is reviewingassessing the impact of the IFRS 10.

Enactment of IFRS 11,Joint Arrangements

IFRS 11,Joint Arrangements, aims to reflect the substance of joint arrangements by focusing on the contractual rights and obligations that each party to the arrangement has rather than its legal form. Joint arrangements are classified as either joint operations or joint ventures. A joint operation is when joint operators have rights to the assets and obligations for the liabilities, and account for the assets, liabilities, revenues and expenses, while parties to the joint venture have rights to the net assets of the arrangement and account for their interest in the joint venture using the equity method. IFRS 11 will be effective for annual periods beginning on or after January 1, 2013, and the Group is reviewing the impact of the IFRS 11.

Enactment of IFRS 12,Disclosures of Interests in Other Entities

IFRS 12,Disclosures of Interests in Other Entities, provides the disclosure requirements for all forms of interests in other entities, including a subsidiary, a joint arrangement, an associate, a consolidated structured entity and an unconsolidated structured entity. IFRS 12 will be effective for annual periods beginning on or after January 1, 2013, and the Group is reviewing the impact of the IFRS 12.15.

2.2 Measurement Basis

The consolidated financial statements have been prepared under the historical cost convention unless otherwise specified.

2.3 Functional and Presentation Currency

Items included in the financial statements of each entity of the Group are measured using the currency of the primary economic environment in which the entity operates (“the functional currency”). The consolidated financial statements are presented in Korean won, which is the Parent Company’s functional and presentation currency. Refer to Notes 3.2.1 and 3.2.2.

2.4 Significant Estimates

The preparation of consolidated financial statements requires the application of accounting policies, certain critical accounting estimates and assumptions that may have a significant impact on the assets (liabilities) and income (expenses). Management’s estimates of outcomes may differ from actual outcomes if management’s estimates and assumptions based on management’s best judgment at the reporting date are different from the actual environment.

Estimates and assumptions are continually evaluated and any change in an accounting estimate is recognized prospectively by including it in profit or loss in the period of the change, if the change affects that period only. Alternatively if the change in accounting estimate affects both the period of change and future periods, that change is recognized in the profit or loss of all those periods.

Uncertainty in estimates and assumptions with significant risk that may result in material adjustment to the consolidated financial statements are as follows:

2.4.1 Deferred income taxes

The recognition of a deferred tax asset relies on an assessment of the probability and sufficiency of future taxable profits, future reversals of existing taxable temporary differences and ongoing tax planning strategies.

2.4.2 Fair value of financial instruments

The fair value of financial instruments where no active market exists or where quoted prices are not otherwise available is determined by using valuation techniques. Financial instruments, which are not actively traded in the market and those with less transparent market prices, will have less objective fair values and require broad judgment on liquidity, concentration, uncertainty in market factors and assumptions in price determination and other risks.

As described in the significant accounting policies in Note 3.3, ‘Recognition and Measurement of Financial Instruments’, diverse valuation techniques are used to determine the fair value of financial instruments, from generally accepted market valuation models to internally developed valuation models that incorporate various types of assumptions and variables.

2.4.3 Provisions for credit losses (allowances for loan losses, provisions for acceptances and guarantees, and unused loan commitments)

The Group determines and recognizes allowances for losses on loans through impairment testing and recognizes provisions for guarantees, and unused loan commitments. The accuracy of provisions for credit losses is determined by the methodology and assumptions used for estimating expected cash flows of the borrower for individually assessed allowances on individualof loans, and collectively assessingassessed allowances for groups of loans, guarantees and unused loan commitments.

2.4.4 DefinedMeasurements of net defined benefit obligationliabilities

The present value of net defined benefit obligations is measured by independent actuariesliability depends on a number of factors that are determined on an actuarial basis using the Projected Unit Credit Method. It incorporates actuariala number of assumptions and variables such as future increases in salaries, rate(Note 24).

2.4.5 Estimated impairment of retirement, and discount rate, amongst others.goodwill

The Group tests annually whether goodwill has suffered any impairment. The recoverable amounts of cash-generating units have been determined based on value-in-use calculations (Note 15).

3. Significant Accounting Policies

The significant accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all periodsyears presented, unless otherwise stated.

3.1 Consolidation

3.1.1 Subsidiaries

Subsidiaries are companies that are controlled by the Group. ControlThe Group controls an investee when it is the powerexposed, or has rights, to govern the financial and operating policies of an entity so as to obtain benefitsvariable returns from its activities.involvement with the investee and has the ability to affect those returns through its power over the investee. The existence and effects of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity. Subsidiaries are fully consolidated from the date when control is transferred to the Group and de-consolidated from the date when control is lost.

The Group has established various special purpose entities (“SPE”s). Such SPEs are consolidated when the risks and rewards and substance of the relationship between the Group and the SPE indicates that the SPE is controlled by the Group. These SPEs controlled by the Group are established with predetermined activities, so that the Group has the rights to obtain the majority of the benefits of the activities of the SPEs and may be exposed to risks incident to the activities of the SPEs. The Group retains the majority of the residual or ownership risks related to such SPE or its assets in order to obtain the benefits from its activities.

If a subsidiary uses accounting policies other than those adopted in the consolidated financial statements for like transactions and events in similar circumstances, appropriate adjustments are made to itsmake the subsidiary’s accounting policies conform to those of the Group when the subsidiary’s financial statements are used by the Group in preparing the consolidated financial statements.

Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests, if any. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

Transactions with non-controlling interests that do not result in loss of control are accounted for as equity transactions; that is, as transactions with the owners in their capacity as owners. The difference between fair value of any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity.

When the Group ceases to have control, any retained interest in the entity is re-measured to its fair value at the date when control is lost, with the change in carrying amount recognized in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amounts previously recognized in other comprehensive income in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognized in other comprehensive income are reclassified to profit or loss.

The Group applies the acquisition method to account for business combinations. The consideration transferred is measured at the fair values of the assets transferred, and identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are initially measured at their fair values at the acquisition date. The Group recognizes any non-controlling interest in the acquiree on an acquisition-by-acquisition basis in the event of liquidation, either at fair value or at the non-controlling interest’s proportionate share of the recognized amounts of acquiree’s identifiable net assets. Acquisition-related costs are expensed as incurred.

3.1.2 Associates and joint ventures

Associates are entities over which the Group has significant influence in the financial and operating policy decisions. If the Group holds 20% or more of the voting power of the investee, it is presumed that the Group has significant influence.

A joint venture is a contractual arrangement whereby the Group and other venturers undertake an economic activity that is subject to joint control.

Under the equity method, investments in associates and joint ventures are initially recognized at cost and the carrying amount is increased or decreased to recognize the Group’s share of the profit or loss of the investee and changes in the investee’s equity after the date of acquisition. The Group’s share of the profit or loss of the investee is recognized in the Group’s profit or loss. Distributions received from an investee reduce the carrying amount of the investment. Profit and losses resulting from ‘upstream’ and ‘downstream’ transactions between the Group and associates are eliminated to the extent of the Group’s interest in associates.

If associates and joint ventures use accounting policies other than those adopted in the consolidated financial statements for like transactions and events in similar circumstances, appropriate adjustments are made to itsmake the associate’s accounting policies conform to those of the Group when the associate’s financial statements are used by the Group in preparing the consolidated financial statements.applying equity method.

After the carrying amount of the investment is reduced to zero, additional losses are provided for, and a liability is recognized, only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the investee.

The Group determines at each reporting date whether there is any objective evidence that the investments in the associates and joint ventures are impaired. If this is the case, the Group calculates the amount of impairment as the difference between the recoverable amount of the associates and joint ventures and its carrying value and recognizes the amount as ‘Share‘share of profit or loss of associates and joint ventures’associates’ in the statements of comprehensive income.

3.1.3 TrustsStructured entity

A structured entity is an entity that has been designed so that voting or similar rights are not the dominant factor in deciding who controls the entity. When the Group decides whether it has power to the structured entities in which the Group has interests, it considers factors such as the purpose, the form, the practical ability to direct the relevant activities of a structured entity, the nature of its relationship with a structured entity and fundsthe amount of exposure to variable returns.

3.1.4 Management of Funds

The Group provides management services for trust assets, collective investment and other funds. These trusts and funds are not consolidated in the Group’s consolidated financial statements, except for trusts and funds over which the Group has control.

3.1.43.1.5 Intra-group transactions

All intra-group balances and transactions, and any unrealized gains arising on intra-group transactions, are eliminated in preparing the consolidated financial statements. Unrealized losses are eliminated in the same way as unrealized gains except that they are only eliminated to the extent that there is no evidence of impairment.

3.2 Foreign Currency

3.2.1 Foreign currency transactions and balances

A foreign currency transaction is recorded, on initial recognition in the functional currency, by applying the spot exchange rate between the functional currency and the foreign currency at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated using the closing rate which is the spot exchange rate at the end of the reporting period. Non-monetary items that are measured at fair value in a foreign currency are translated using the spot exchange rates at the date when the fair value was determined and non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the spot exchange rate at the date of the transaction.

Exchange differences arising on the settlement of monetary items or on translating monetary items at rates different from those at which they were translated on initial recognition during the period or in previous financial statements are recognized in profit or loss in the year in which they arise. When gains or losses on a non-monetary item are recognized in other comprehensive income, any exchange component of those gains or losses are also recognized in other comprehensive income. Conversely, when gains or losses on a non-monetary item are recognized in profit or loss, any exchange component of those gains or losses are also recognized in profit or loss.

3.2.2 Foreign Operations

The financial performance and financial position of all foreign operations, whose functional currencies differ from the Group’s presentation currency, are translated into the Group’s presentation currency using the following procedures:

Assets and liabilities for each statement of financial position presented are translated at the closing rate at the dateend of that statement of financial position.the reporting period. Income and expenses in the statement of comprehensive income presented are translated at average exchange rates for the period. All resulting exchange differences are recognized in other comprehensive income.

Any goodwill arising from the acquisition of a foreign operation and any fair value adjustments to the carrying amounts of assets and liabilities arising from the acquisition of that foreign operation are treated as assets and liabilities of the foreign operation. Thus they are expressed in the functional currency of the foreign operation and are translated into the presentation currency at the closing rate.

On the disposal of a foreign operation, the cumulative amount of the exchange differences relating to that foreign operation, recognized in other comprehensive income and accumulated in the separate component of equity, are reclassified from equity to profit or loss (as a reclassification adjustment) when the gains or losses on disposal are recognized. On the partial disposal of a subsidiary that includes a foreign operation, the Group re-attributes the proportionate share of the cumulative amount of the exchange differences recognized in other comprehensive income to the non-controlling interests in that foreign operation. In any other partial disposal of a foreign operation, the Group reclassifies to profit or loss only the proportionate share of the cumulative amount of the exchange differences recognized in other comprehensive income.

3.3 Recognition and Measurement of Financial Instruments

3.3.1 Initial recognition

The Group recognizes a financial asset or a financial liability in its statement of financial position when, the Group becomes a party to the contractual provisions of the instrument. A regular way purchase or sale of financial assets (a purchase or sale of a financial asset under a contract whose terms require delivery of the assetfinancial instruments within the time frame established generally by market regulation or practice) is recognized and derecognized using trade date accounting.

The Group classifies financial assets as financial assets at fair value through profit or loss, held-to-maturity investments,financial assets, available-for-sale financial assets, or loans and receivables. The Group classifies financial liabilities as financial liabilities at fair value through profit or loss or other financial liabilities. The classification depends on the nature and holding purpose of the financial instrument at initial recognition in the financial statements.

At initial recognition, a financial asset or financial liability is measured at its fair value plus or minus, in the case of a financial asset or financial liability not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition or issue of the financial asset or financial liability. The fair value is defined as the amount for whichprice that would be received to sell an asset could be exchanged, or paid to transfer a liability settled, between knowledgeable, willing parties in an arm’s length transaction.orderly transaction between market participants. The fair value of a financial instrument on initial recognition is normally the transaction price (that is, the fair value of the consideration given or received). in an arm’s length transaction.

3.3.2 Subsequent measurement

After initial recognition, financial instruments are measured at amortized cost or fair value based on classification at initial recognition.

Amortized cost

The amortized cost of a financial asset or financial liability is the amount at which the financial asset or financial liability is measured at initial recognition and adjusted to reflect principal repayments, cumulative amortization using the effective interest method and any reduction (directly or through the use of an allowance account) for impairment or uncollectibility.

Fair value

Fair values, which the Group primarily uses for the measurement of financial instruments, are the published price quotations based on market prices or dealer price quotations of financial instruments traded in an active market where available. These are the best evidence of fair value. A financial instrument is regarded as quoted in

an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, an entity in the same industry, pricing service or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm’s length basis.

If the market for a financial instrument is not active, fair value is determined either by using a valuation technique or independent third-party valuation service. Valuation techniques include using recent arm’s length market transactions between knowledgeable, willing parties, if available, referencing to the current fair value of another instrument that is substantially the same, discounted cash flow analysis and option pricing models.

The Group uses valuation models that are commonly used by market participants and customized for the Group to determine fair values of common over-the-counter (OTC) derivatives such as options, interest rate swaps and currency swaps which are based on the inputs observable in markets. For more complex instruments, the Group uses internally developed models, which are usually based on valuation methods and techniques generally recognized as standard within the industry, or a value measured by an independent external valuation institution as the fair values if all or some of the inputs to the valuation models are not market observable and therefore it is necessary to estimate fair value based on certain assumptions.

The Group’s Fair Value Evaluation Committee, which consists of the risk management department, trading department and accounting department, reviews the appropriateness of internally developed valuation models, and approves the selection and changing of the external valuation institution and other considerations related to fair value measurement. The review results on the fair valuation models are reported to the Market Risk Management subcommittee by the Fair Value Evaluation Committee on a regular basis.

If the valuation technique does not reflect all factors which market participants would consider in setting a price, the fair value is adjusted to reflect those factors. These factors include counterparty credit risk, bid-ask spread, liquidity risk and others.

The chosen valuation technique makes maximum use of market inputs and relies as little as possible on entity-specific inputs. It incorporates all factors that market participants would consider in setting a price and is consistent with accepted economic methodologies for pricing financial instruments. Periodically, the Group calibrates the valuation technique and tests it for validity using prices from observable current market transactions of the same instrument or based on other relevant observable market data.

3.3.3 Derecognition

Derecognition is the removal of a previously recognized financial asset or financial liability from the statement of financial position. The Group derecognizes a financial asset or a financial liability when, and only when:

Derecognition of financial assets

Financial assets are derecognized when the contractual rights to the cash flows from the financial assets expire or the financial assets have been transferred and substantially all the risks and rewards of ownership of the financial assets are also transferred.transferred, or all the risks and rewards of ownership of the financial assets are neither substantially transferred nor retained and the Group has not retained control. If the Group neither transfers nor disposes of substantially all the risks and rewards of ownership of the financial assets, the Group continues to recognize the financial asset to the extent of its continuing involvement in the financial asset.

If the Group transfers the contractual rights to receive the cash flows of the financial asset, but retains substantially all the risks and rewards of ownership of the financial asset, the Group continues to recognize the transferred asset in its entirely and recognize a financial liability for the consideration received.

Derecognition of financial liabilities

Financial liabilities are derecognized from the statement of financial position when the obligation specified in the contract is discharged, cancelled or expires.

3.3.4 Offsetting

A financial assetFinancial assets and a financial liabilityliabilities are offset and the net amount presentedreported in the statementconsolidated statements of financial position when, and only when, the Group currently haswhere there is a legally enforceable right to set offoffset the recognized amounts and intends eitherthere is an intention to settle on a net basis or to realize the assetassets and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Group or the counterparty.

3.4 Cash and cash equivalents

Cash and cash equivalents include cash on hand, foreign currency, and short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

3.5 Non-derivative financial assets

3.5.1 Financial assets at fair value through profit or loss

This category comprises two sub-categories: financial assets classified as held for trading, and financial assets designated by the Group as at fair value through profit or loss upon initial recognition.

A non-derivative financial asset is classified as held for trading if either:

 

It is acquired for the purpose of selling in the near term, or

 

It is part of a portfolio of identified financial instruments that are managed together and for which there is evidence of a recent actual pattern of short-term profit-taking.

The Group may designate certain financial assets, other than held for trading, upon initial recognition as at fair value through profit or loss when one of the following conditions is met:

 

It eliminates or significantly reduces a measurement or recognition inconsistency (sometimes referred to as ‘an accounting mismatch’) that would otherwise arise from measuring assets or liabilities or recognizing the gains and losses on them on different bases.

 

A group of financial assets is managed and its performance is evaluated on a fair value basis, in accordance with a documented risk management or investment strategy, and information about the group is provided internally on that basis to the Group’s key management personnel.

 

A contract contains one or more embedded derivatives; the Group may designate the entire hybrid (combined) contract as a financial asset at fair value through profit or loss if allowed by IAS 39, Financial Instruments: Recognition and measurement.

A contract contains one or more embedded derivatives; the Group may designate the entire hybrid (combined) contract as a financial asset at fair value through profit or loss if allowed by IAS 39,Financial Instruments: Recognition and measurement.

After initial recognition, a financial asset at fair value through profit or loss is measured at fair value and gains or losses arising from a change in the fair value are recognized in profit or loss. Interest income, dividend income, and gains or losses from sale and repayment from financial assets at fair value through profit or loss are recognized in the statement of comprehensive income as net gains on financial instruments at fair value through profit or loss.

3.5.2 Financial Investments

Available-for-sale and held-to-maturity financial assets are presented as financial investments.

Available-for-sale financial assets

Profit or loss of financial assets classified as available for sale, except for impairment loss and foreign exchange gains and losses resulting from changes in amortized cost of debt securities, is recognized as other

comprehensive income, and cumulative profit or loss is reclassified from equity to current profit or loss at the derecognition of the financial asset, and it is recognized as part of other operating profit or loss in the statement of comprehensive income.

However, interest revenue measured using the effective interest method is recognized in current profit or loss, and dividends of financial assets classified as available-for-sale are recognized when the right to receive payment is established.

Available-for-sale financial assets denominated in foreign currencies are translated at the closing rate. For available-for-sale debt securities denominated in foreign currency, exchange differences resulting from changes in amortized cost are recognized in profit or loss as part of other operating income and expenses. For available-for-sale equity securities denominated in foreign currency, the entire change in fair value including any exchange component is recognized in other comprehensive income.

Held-to-maturity financial assets

Held-to-maturity financial assets are non-derivative financial assets with fixed or determinable payments and fixed maturity that the Group’s management has the positive intention and ability to hold to maturity. Held-to-maturity financial assets are subsequently measured at amortized cost using the effective interest method after initial recognition and interest income is recognized using the effective interest method.

3.5.3 Loans and receivables

Non-derivative financial assets which meet the following conditions are classified as loans and receivables:

 

Those with fixed or determinable payments.

 

Those that are not quoted in an active market.

 

Those that the Group does not intend to sell immediately or in the near term.

 

Those that the Group, upon initial recognition, does not designate as available-for-sale or as at fair value through profit or loss.

After initial recognition, these are subsequently measured at amortized cost using the effective interest method.

If the financial asset is purchased under an agreement to resale the asset at a fixed price or at a price that provides a lender’s return on the purchase price, the consideration paid is recognized as loans and receivables.

3.6 Impairment of financial assets

The Group assesses at the end of each reporting period whether there is any objective evidence that a financial asset or group of financial assets except for financial assets at fair value through profit or loss is impaired. A financial asset or a group of financial assets is impaired and impairment losses are incurred, if and only if, there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated. However, losses expected as a result of future events, no matter how likely, are not recognized.

Objective evidence that a financial asset or group of assets is impaired includes observable data that comes to the attention of the holder of the asset about the following loss events:

 

Significant financial difficulty of the issuer or obligor.

 

A breach of contract, such as a default or delinquency in interest or principal payments.

The lender, for economic or legal reasons relating to the borrower’s financial difficulty, granting to the borrower a concession that the lender would not otherwise consider.

 

It becomes probable that the borrower will declare bankruptcy or undergo financial reorganization.

 

The disappearance of an active market for that financial asset because of financial difficulties.

 

Observable data indicating that there is a measurable decrease in the estimated future cash flows from a group of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with the individual financial assets in the portfolio.

In addition to the types of events in the preceding paragraphs, objective evidence of impairment for an investment in an equity instrument classified as an available-for-sale financial asset includes a significant or prolonged decline in the fair value below its cost. Accordingly, the Group considers the decline in the fair value of over 30% against the original cost as a “significant decline” and a six-month decline in the fair value below its cost for an equity instrument as a “prolonged decline”.

If there is objective evidence that an impairment loss has been incurred, the amount of the loss is measured and recognized in profit or loss as either provisions for credit loss or other operating income and expenses.

3.6.1 Loans and receivables

If there is objective evidence that an impairment loss on loans and receivables carried at amortized cost has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate.

The Group first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant (individual assessment of impairment), and individually or collectively for financial assets that are not individually significant. If the Group determines that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics and collectively assesses them for impairment (collective assessment of impairment).

Individual assessment of impairment

Individual assessment of impairment losses are calculated by discounting the expected future cash flows of a loan at its original effective interest rate and comparing the resultant present value with the loan’s current carrying amount. This process normally encompasses management’s best estimate, such as operating cash flow of the borrower and net realizable value of any collateral held.

Collective assessment of impairment

A methodology based on historical loss experience is used to estimate inherent incurred loss on groups of assets for collective assessment of impairment. Such methodology incorporates factors such as type of collateral, product and borrowers, credit rating, loss emergence period, recovery period and applies probability of default on a group of assets and loss given default by type of recovery method. Also, consistent assumptions are applied to form a formula-based model in estimating inherent loss and to determine factors on the basis of historical loss experience and current condition. The methodology and assumptions used for collective assessment of impairment are reviewed regularly to reduce any differences between loss estimates and actual loss experience.

Impairment loss on loans reduces the carrying amount of the asset through use of an allowance account, and when a loan becomes uncollectable, it is written off against the related allowance account. If, in a subsequent

period, the amount of the impairment loss decreases and is objectively related to the subsequent event after recognition of impairment, the previously recognized impairment loss is reversed by adjusting the allowance account. The amount of the reversal is recognized in profit or loss.

3.6.2 Available-for-sale financial assets

When a decline in the fair value of an available-for-sale financial asset has been recognized in other comprehensive income and there is objective evidence that the asset is impaired, the cumulative loss (the difference between the acquisition cost and current fair value, less any impairment loss on that financial asset previously recognized in profit or loss) that had been recognized in other comprehensive income is reclassified from equity to profit or loss as part of other operating income and expenses. The impairment loss on available-for-sale financial assets is directly deducted from the carrying amount.

If, in a subsequent period, the fair value of a debt instrument classified as available-for-sale increases and the increase can be objectively related to an event occurring after the impairment loss was recognized in profit or loss, a portion of the impairment loss is reversed up to but not exceeding the previously recorded impairment loss, with the amount of the reversal recognized in profit or loss as part of other operating income and expenses in the statement of comprehensive income. However, impairment losses recognized in profit or loss for an available-for-sale equity instrument classified as available for sale are not reversed through profit or loss.

3.6.3 Held-to-maturity financial assets

If there is objective evidence that an impairment loss on held-to-maturity financial assets carried at amortized cost has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the financial asset’s original effective interest rate. The amount of the loss is recognized in profit or loss as part of other operating income and expenses. The impairment loss on held-to-maturity financial assets is directly deducted from the carrying amount.

In the case of a financial asset classified as held to maturity, if, in a subsequent period, the amount of the impairment loss decreases and it is objectively related to an event occurring after the impairment is recognized, a portion of the previously recognized impairment loss is reversed up to but not exceeding the amortized cost at the date of recovery. The amount of reversal is recognized in profit or loss as part of other operating income and expenses in the statement of comprehensive income.

3.7 Derivative Financial Instruments

The Group enters into numerous derivative financial instrument contracts such as currency forwards, interest rate swaps, currency swaps and others for trading purposes or to manage its exposures to fluctuations in interest rates and currency exchange, amongst others. These derivative financial instruments are presented as derivative financial instruments within the financial statements irrespective of transaction purpose and subsequent measurement requirement.

The Group designates certain derivatives as hedging instruments to hedge the risk of changes in fair value of a recognized asset or liability or of an unrecognized firm commitment (fair value hedge) and the risk of changes in cash flow (cash flow hedge).

At the inception of the hedge there is formal designation and documentation of the hedging relationship and the Group’s risk management objective and strategy for undertaking the hedge. That documentation includes identification of the hedging instrument, the hedged item or transaction, the nature of the risk being hedged and how the entity will assess the hedging instrument’s effectiveness in offsetting the exposure to changes in the hedged item’s fair value attributable to the hedged risk.

3.7.1 Derivative financial instruments held for trading

All derivative financial instruments, except for derivatives that are designated and qualify for hedge accounting, are classified as financial instruments held for trading and are measured at fair value. Gains or losses arising from a change in fair value are recognized in profit or loss as part of net gains or losses on financial instruments at fair value through profit or loss.

3.7.2 Fair value hedges

If derivatives qualify for a fair value hedge, the change in fair value of the hedging instrument and the change in fair value of the hedged item attributable to the hedged risk are recognized in profit or loss as part of other operating income and expenses. Fair value hedge accounting is discontinued prospectively if the hedging instrument expires or is sold, terminated or exercised, or the hedge no longer meets the criteria for hedge accounting or the Group revokes the designation. Once fair value hedge accounting is discontinued, the adjustment to the carrying amount of a hedged item is fully amortized to profit or loss by the maturity of the financial instrument using the effective interest method.

3.7.3 Cash flow hedges

The portion of the gain or loss on the hedging instrument that is determined to be an effective hedge is recognized directly in other comprehensive income and the ineffective portion of the gain or loss on the hedging instrument is recognized in profit or loss.

The associated gains or losses that were previously recognized in other comprehensive income are reclassified from equity to profit or loss as a reclassification adjustment in the same period or periods during which the hedged forecast cash flows affects profit or loss. Cash flow hedge accounting is discontinued prospectively if the hedging instrument expires or is sold, terminated or exercised, or the hedge no longer meets the criteria for hedge accounting or the Group revokes the designation. When the cash flow hedge accounting is discontinued, the cumulative gains or losses on the hedging instrument that have been recognized in other comprehensive income are reclassified to profit or loss over the year in which the forecast transaction occurs. If the forecast transaction is no longer expected to occur, the cumulative gains or losses that had been recognized in other comprehensive income are immediately reclassified to profit or loss.

3.7.4 Embedded derivatives

An embedded derivative is separated from the host contract and accounted for as a derivative if, and only if the economic characteristics and risks of the embedded derivative are not closely related to those of the host contract and a separate instrument with the same terms as the embedded derivative would meet the definition of a derivative and the hybrid (combined) instrument is not measured at fair value with changes in fair value recognized in profit or loss. Gains or losses arising from a change in the fair value of an embedded derivative separated from the host contract are recognized in profit or loss as part of net gains or losses on financial instruments at fair value through profit or loss.

3.7.5 Day one gain and loss

If the Group uses a valuation technique that incorporates data not obtained from observable markets for the fair value at initial recognition of the financial instrument, there may be a difference between the transaction price and the amount determined using that valuation technique. In these circumstances, the fair value of the financial instrumentdifference is deferred and not recognized as the transaction pricein profit or loss, and the difference is amortized by using the straight-line method over the life of the financial instrument. If the fair value of the financial instrument is subsequently determined using observable market inputs, the remaining deferred amount is recognized in profit or loss as part of net gains or losses on financial instruments at fair value through profit or loss or other operating income and expenses.

3.8 Property and equipment

3.8.1 Recognition and Measurement

All property and equipment that qualify for recognition as an asset are measured at cost and subsequently carried at cost less any accumulated depreciation and any accumulated impairment losses.

The cost of property and equipment includes any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management and the initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located.

Subsequent expenditures are capitalized only when they prolong the useful life or enhance values of the assets but the costs of the day-to-day servicing of the assets such as repair and maintenance costs are recognized in profit or loss as incurred. When part of an item of an asset has a useful life different from that of the entire asset, it is recognized as a separate asset.

3.8.2 Depreciation

Land is not depreciated, whereas other property and equipment are depreciated using the method that reflects the pattern in which the asset’s future economic benefits are expected to be consumed by the Group. The depreciable amount of an asset is determined after deducting its residual value. As for leased assets, if there is no reasonable certainty that the Group will obtain ownership by the end of the lease term, the asset is fully depreciated over the shorter of the lease term and its useful life.

Each part of an item of property and equipment with a cost that is significant in relation to the total cost of the item is depreciated separately.

The depreciation method and estimated useful lives of the assets are as follows:

 

Property and equipment

 

Depreciation method

 

Estimated useful lives

Buildings and structures

 Straight-line 40 years

Leasehold improvements

 Declining-balance 4 years

Equipment and vehicles

 Declining-balance 4~4 years

Finance leased assets

Declining-balance

8 months ~ 5 years and

8 months

The residual value, the useful life and the depreciation method applied to an asset are reviewed at least at each financial year end, and, if expectations differ from previous estimates, or if there has been a significant change in the expected pattern of consumption of the future economic benefits embodied in the asset, the changes are accounted for as a change in an accounting estimate.

3.9 Investment properties

3.9.1 Recognition and Measurement

Properties held to earn rentals or for capital appreciation or both are classified as investment properties. Investment properties are measured initially at their cost and subsequently the cost model is used.

3.9.2 Depreciation

Land is not depreciated, whereas other investment properties are depreciated using the method that reflects the pattern in which the asset’s future economic benefits are expected to be consumed by the Group. The depreciable amount of an asset is determined after deducting its residual value.

The depreciation method and estimated useful lives of the assets are as follows:

 

Property and equipment

  

Depreciation method

  

Estimated useful lives

Buildings

  Straight-line  40 years

The residual value, the useful life and the depreciation method applied to an asset are reviewed at least at each financial year end and, if expectations differ from previous estimates or if there has been a significant change in the expected pattern of consumption of the future economic benefits embodied in the asset, the changes are accounted for as a change in an accounting estimate.

3.10 Intangible assets

Intangible assets are measured initially at cost and subsequently carried at their cost less any accumulated amortization and any accumulated impairment losses.

Intangible assets, except for goodwill and membership rights, are amortized using the straight-line method with no residual value over their estimated useful economic life since the asset is available for use.

 

Intangible assets

  

Amortization method

  Estimated useful lives

Industrial property rights

  Straight-line  3~10 years

Software

  Straight-line  3~5 years

Finance leased assets

Straight-line8 months ~ 5 years and 8 months

Others

  Straight-line  4~30 years

The amortization period and the amortization method for intangible assets with a finite useful life are reviewed at least at each financial year end. Where an intangible asset is not being amortized because its useful life is considered to be indefinite, the Group carries out a review in each accounting period to confirm whether or not events and circumstances still support the assumption of an indefinite useful life. If they do not, the change from the indefinite to finite useful life is accounted for as a change in an accounting estimate.

3.10.1 Goodwill

Recognition and measurement

Goodwill in the Group’s opening IFRS statement of financial positionacquired from business combinations before January 1, 2010, is stated at its carrying amount which was recognized under the Group’s previous accounting policy, prior to the date of transition under the previous K-GAAP.to IFRS.

Goodwill acquired infrom business combinations after the transition date is initially measured as the excess of the aggregate of the consideration transferred, fair value of non-controlling interest and the acquisition-date fair value of the acquirer’s previously held equity interest in the acquiree over the net identifiable assets acquired and liabilities assumed. If this consideration is lower than the fair value of the net assets of the business acquired, the difference is recognized in profit or loss.

For each business combination, the Group decides whether the non-controlling interest in the acquiree is initially measured at fair value or at the non-controlling interest’s proportionate share of the acquiree’s identifiable net assets at the acquisition date.

Acquisition-related costs incurred to effect a business combination are charged to expenses in the periods in which the costs are incurred and the services are received, except for the costs to issue debt or equity securities.

Additional acquisitions of non-controlling interest

Additional acquisitions of non-controlling interests are accounted for as equity transactions. Therefore, no additional goodwill is recognized.

Subsequent measurement

Goodwill is not amortized and is stated at cost less accumulated impairment losses. However, goodwill that forms part of the carrying amount of an investment in associates and joint ventures is not separately recognized and an impairment loss recognized is not allocated to any asset, including goodwill, which forms part of the carrying amount of the investment in the associates and joint ventures.associates.

3.10.2 Subsequent expenditure

Subsequent expenditure is capitalized only when it enhances values of the assets. Internally generated intangible assets, such as goodwill and trade name, are not recognized as assets but expensed as incurred.

3.11 Leases (the Group as lessee)

3.11.1 Finance lease

A lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to ownership. At the commencement of the lease term, the Group recognizes finance leases as assets and liabilities in its statements of financial position at amounts equal to the fair value of the leased property or, if lower, the present value of the minimum lease payments, each determined at the inception of the lease. Any initial direct costs of the lessee are added to the amount recognized as an asset.

Minimum lease payments are apportioned between the finance charge and the reduction of the outstanding liability. The finance charge is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability. Contingent rents are charged as expenses in the periods in which they are incurred.

The depreciable amount of a leased asset is allocated to each accounting period during the period of expected use on a systematic basis consistent with the depreciation policy the Group adopts for depreciable assets that are owned. If there is reasonable certainty that the lessee will obtain ownership by the end of the lease term, the period of expected use is the useful life of the asset; otherwise, the asset is fully depreciated over the shorter of the lease term and its useful life.

3.11.2 Operating lease

A lease is classified as an operating lease if it does not transfer substantially all the risks and rewards incidental to ownership.

Leases in the financial statements of lessors

Lease income from operating leases are recognized in income on a straight-line basis over the lease term, unless another systematic basis is more representative of the time pattern in which use benefit derived from the leased asset is diminished. Initial direct costs incurred by lessors in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognized as an expense over the lease term on the same basis as the lease income.

Leases in the financial statements of lessees

Lease payments under an operating lease (net of any incentives received from the lessor) are recognized as an expense on a straight-line basis over the lease term unless another systematic basis is more representative of the time pattern of the asset’s benefit.

3.12 Impairment of non-financial assets

The Group assesses at the end of each reporting period whether there is any indication that a non-financial asset, except for (i) deferred income tax assets, (ii) assets arising from employee benefits and (iii) non-current assets (or group of assets to be sold) classified as held for sale, may be impaired. If any such indication exists, the Group estimates the recoverable amount of the asset. However, irrespective of whether there is any indication of impairment, the Group tests (i) goodwill acquired in a business combination, (ii) intangible assets with an indefinite useful life and (iii) intangible assets not yet available for use for impairment annually by comparing their carrying amount with their recoverable amount.

The recoverable amount is estimated for the individual asset. If it is not possible to estimate the recoverable amount of the individual asset, the Group determines the recoverable amount of the cash-generating unit to

which the asset belongs (the asset’s cash-generating unit). A cash-generating unit is the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. Value in use is the present value of the future cash flows expected to be derived from an asset or cash-generating unit that are discounted by a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the future cash flow estimates have not been adjusted.

If and only if, the recoverable amount of an asset is less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. That reduction is an impairment loss and recognized immediately in profit or loss. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination. The impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the cash-generating unit and then to the other assets of the unit pro rata on the basis of the carrying amount of each asset in the unit.

An impairment loss recognized for goodwill is not reversed in a subsequent period. The Group assesses at the end of each reporting period whether there is any indication that an impairment loss recognized in prior periods for an asset, other than goodwill, may no longer exist or may have decreased, and an impairment loss recognized in prior periods for an asset other than goodwill shall be reversed if, and only if, there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognized. The increased carrying amount of an asset other than goodwill attributable to a reversal of an impairment loss cannot exceed the carrying amount that would have been determined (net of amortization or depreciation) had no impairment loss been recognized for the asset in prior years.

3.13 Non-current assets held for sale

A non-current asset or disposal group is classified as held for sale if its carrying amount will be recovered principally through a sale transaction rather than through continuing use. For this to be the case, the asset (or disposal group) must be available for immediate sale in its present condition and its sale must be highly probable. A non-current asset (or disposal group) classified as held for sale is measured at the lower of its carrying amount and fair value less costs to sell which is measured in accordance with the applicable IFRS, immediately before the initial classification of the asset (or disposal group) as held for sale.

A non-current asset while it is classified as held for sale or while it is part of a disposal group classified as held for sale is not depreciated (or amortized).

Impairment loss is recognized for any initial or subsequent write-down of the asset (or disposal group) to fair value less costs to sell. Gains are recognized for any subsequent increase in fair value less costs to sell of an asset, but not in excess of the cumulative impairment loss that has been recognized.

3.14 Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss are financial liabilities held for trading. After initial recognition, financial liabilities at fair value through profit or loss are measured at fair value and gains or losses arising from changes in the fair value, and gains or losses from sale and repayment of financial liabilities at fair value through profit or loss are recognized as net gains on financial instruments at fair value through profit or loss in the statement of comprehensive income.

3.15 Insurance Contracts

KB Life Insurance Co., Ltd., one of the subsidiaries of the Group, issues insurance contracts.

Insurance contracts are defined as “a contract under which one party (the insurer) accepts significant insurance risk from another party by agreeing to compensate the policyholder if a specified uncertain future event

adversely affects the policyholder”. A contract that qualifies as an insurance contract remains an insurance contract until all rights and obligations are extinguished or expire. Such a contract that does not contain significant insurance risk is classified as an investment contract and is within the scope of IAS 39,Financial Instruments: Recognition and measurement to the extent that it gives rise to a financial asset or financial liability, except if the investment contract contains a Discretionary Participation Features (DPF). If the contract has a DPF, the contract is subject to IFRS 4,Insurance Contracts. The Group recognizes assets (liabilities) and gains (losses) relating to insurance contracts as other assets (liabilities) in the statements of financial position, and as other operating income (expenses) in the statements of comprehensive income, respectively.

The following table lists numbers of currently available and discontinued insurance products as of December 31, 2012:

Type

  Available   Discontinued   Total 

Individual annuity

   —       9     9  

General annuity

   7     21     28  

Other pure endowment

   —       3     3  

Pure protection insurance

   13     25     38  

Other protection insurance

   —       28     28  

Joint insurance

   7     33     40  

Group protection insurance

   2     5     7  

Group savings insurance

   —       1     1  
  

 

 

   

 

 

   

 

 

 

Total

   29     125     154  
  

 

 

   

 

 

   

 

 

 

3.15.1 Insurance premiums

The Group recognizes collected premiums as revenue when a due date of collection of premiums from insurance contracts comes and the collected premium which is unmatured at the end of the reporting period is recognized as unearned premium.

3.15.2 Insurance liabilities

The Group recognizes a liability for future claims, refunds, policyholders’ dividends and related expenses as follows:

Premium reserve

A premium reserve refers to an amount based on the net premium method for payment of future claims with respect to events covered by insurance policies which have not yet occurred as of the reporting date.

Reserve for outstanding claims

A reserve for outstanding claims refers to the amount not yet paid, out of an amount to be paid or expected to be paid with respect to the insured events which have arisen as of the end of each fiscal year.

Unearned premium reserve

Unearned premium refers to the portion of the premium that has been paid in advance for insurance that has not yet been provided. An unearned premium reserve refers to the amount maintained by the insurer to refund in the event of either party cancelling the contract.

Policyholders’ dividends reserve

Policyholders’ dividends reserve including an interest rate guarantee reserve, a mortality dividend reserve and an interest rate difference dividend reserve is recognized for the purpose of provisioning for policyholders’ dividends in the future in accordance with statutes or insurance terms and conditions.

3.15.3 Liability adequacy test

The Group assesses at each reporting date whether its insurance liabilities are adequate, using current estimates of all future contractual cash flows and related cash flow such as claims handling cost, as well as cash flows resulting from embedded options and guarantees under its insurance contracts in accordance with IFRS 4. If the assessment shows that the carrying amount of its insurance liabilities is inadequate in light of the estimated future cash flows, the entire deficiency is recognized in profit or loss and reserved as insurance liabilities. Future cash flows from long-term insurance are discounted at a future rate of return on operating assets, whereas future cash flows from general insurance are not discounted to present value. For liability adequacy tests of premium and unearned premium reserves, the Group considers all cash flow factors such as future insurance premium,

deferred acquisition costs, operating expenses and operating premiums. In relation to the reserve for outstanding claims, the Group elects a model that best reflects the trend of paid claims among several statistical methods to perform the adequacy test.

3.15.4 Deferred acquisition costs

Acquisition cost is deferred in an amount actually spent for an insurance contract and equally amortized over the premium payment period or the period in which acquisition costs are charged for the relevant insurance contract. Acquisition costs are amortized over the shorter of seven years andor premium payment period; if there is any unamortized acquisition costs remaining as of the date of surrender or lapse, such remainder shall be amortized in the period in which the contract is surrendered or lapsed.

3.16 Provisions

Provisions are recognized when the Group has a present obligation (legal or constructive) as a result of a past event and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. The risks and uncertainties that inevitably surround many events and circumstances are taken into account in reaching the best estimate of provisions, and where the effect of the time value of money is material, the amount of provisions are the present value of the expenditures expected to be required to settle the obligation.

Provisions on confirmed and unconfirmed acceptances and guarantees, unfunded commitments of credit cards and unused credit lines of consumer and corporate loans are recognized using a valuation model that applies the credit conversion factor, probability of default, and loss given default.

Provisions are reviewed at the end of each reporting period and adjusted to reflect the current best estimate. If it is no longer probable that an outflow of resources embodying economic benefits will be required to settle the obligation, the provisions are reversed.

If the Group has a contract that is onerous, the present obligation under the contract is recognized and measured as provisions. An onerous contract is a contract in which the unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it. The unavoidable costs under a contract reflect the minimum net cost to exit from the contract, which is the lower of the cost of fulfilling it and any compensation or penalties arising from failure to fulfill it.

3.17 Financial guarantee contracts

A financial guarantee contract is a contract that requires the issuer (the Group) to make specified payments to reimburse the holder for a loss it incurs because a specified debtor fails to make payments when due in accordance with the original or modified terms of a debt instrument.

Financial guarantee contracts are initially recognized at fair value. After initial recognition, financial guarantee contracts are measured at the higher of:

 

  

The amount determined in accordance with IAS 37,Provisions, Contingent Liabilities and Contingent Assets and and

 

  

The initial amount recognized, less, when appropriate, cumulative amortization recognized in accordance with IAS 18,Revenue

3.18 Equity instruments issued by the Group

An equity instrument is any contract or agreement that evidences a residual interest in the assets of an entity after deducting all of its liabilities.

3.18.1 Ordinary shares

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are deducted, net of tax, from the equity.

3.18.2 Hybrid capital instruments

The Group classifies an issued financial instrument, or its component parts, on initial recognition as a financial liability or an equity instrument in accordance with the substance of the contractual arrangement and the definitions of a financial liability and an equity instrument. Hybrid capital instruments where the Group has an unconditional right to avoid delivering cash or another financial asset to settle a contractual obligation are classified as equity instruments and presented in equity.

3.18.3 Treasury shares

If entities of the Group reacquire the Parent Company’s equity instruments, those instruments (‘treasury shares’) are deducted from equity. No gains or losses are recognized in profit or loss on the purchase, sale, issue or cancellation of own equity instruments.

3.19 Revenue recognition

3.19.1 Interest income and expense

Interest income and expense are recognized using the effective interest method. The effective interest method is a method of calculating the amortized cost of a financial asset or a financial liability (or groups of financial assets or financial liabilities) and of allocating the interest income or interest expense over the relevant period.

The effective interest rate is the rate that exactly discounts estimated future cash receipts or payments through the expected life of the financial instrument or, where appropriate, a shorter period, to the net carrying amount of the financial asset or financial liability. When calculating the effective interest rate, the Group estimates cash flows considering all contractual terms of the financial instrument but does not consider future credit losses. The calculation includes all fees and points paid or received between parties to the contract that are an integral part of the effective interest rate, transaction costs, and all other premiums or discounts. In those rare cases when it is not possible to estimate reliably the cash flows or the expected life of a financial instrument (or group of financial instruments), the Group uses the contractual cash flows over the full contractual term of the financial instrument (or group of financial instruments).

Interest on impaired financial assets is recognized using the rate of interest used to discount the future cash flows for the purpose of measuring the impairment loss.

3.19.2 Fee and commission income

The Group recognizes financial service fees in accordance with the accounting standard of the financial instrument related to the fees earned.

Fees that are an integral part of the effective interest of a financial instrument

Such fees are generally treated as adjustments of effective interest. Such fees may include compensation for activities such as evaluating the borrower’s financial condition, evaluating and recording guarantees, collateral and other security arrangements, negotiating the terms of the instrument, preparing and processing documents and closing the transaction and origination fees received on issuing financial liabilities measured at amortized cost. However, fees relating to the creation or acquisition of a financial instrument at fair value through profit or loss are recognized as revenue immediately.

Fees earned as services are provided

Such fees are recognized as revenue as the services are provided. The fees include fees charged for servicing a financial instrument and charged for managing investments.

Fees that are earned on the execution of a significant act

Such fees are recognized as revenue when the significant act has been completed.

Commission on the allotment of shares to a client is recognized as revenue when the shares have been allotted and placement fees for arranging a loan between a borrower and an investor is recognized as revenue when the loan has been arranged.

A syndication fee received by the Group that arranges a loan and retains no part of the loan package for itself (or retains a part at the same effective interest rate for comparable risk as other participants) is compensation for the service of syndication. Such a fee is recognized as revenue when the syndication has been completed.

3.19.3 Dividend income

Dividend income is recognized in profit or loss when the right to receive payment is established. Dividend income from financial assets at fair value through profit or loss and financial investment is recognized in profit or loss as part of net gains on financial assets at fair value through profit or loss and other operating income and expenses, respectively.

3.20 Employee compensation and benefits

3.20.1 Post-employment benefits:

Defined benefit plans

All post-employment benefits, other than defined contribution plans, are classified as defined benefit plans. The amount recognized as a defined benefit liability is the present value of the defined benefit obligation less the fair value of plan assets at the end of the reporting period.

The present value of the defined benefit obligation is calculated annually by independent actuaries using the Projected Unit Credit method. The rate used to discount post-employment benefit obligations is determined by reference to market yields at the end of the reporting period on high quality corporate bonds. The currency and term of the corporate bonds are consistent with the currency and estimated term of the post-employment benefit obligations. Actuarial gains and losses including experience adjustments and the effects of changes in actuarial assumptions are recognized in profit or loss.other comprehensive income (loss).

When the total of the present value of the defined benefit obligation minus the fair value of plan assets results in an asset, it is recognized to the extent of any cumulative unrecognized past service cost and the present value of any economic benefits available in the form of refunds from the plan or reductions in future contributions to the plan.

Past service cost is the change in the present value of the defined benefit obligation, which arises when the Group introduces a defined benefit plan that attributes to past service or changes the benefits payable for past service underof an existing defined benefit plan. Such past service cost is immediately recognized as an expense on a straight-line basis overfor the average period until the benefits become vested. To the extent that the benefits are already vested immediately following the introduction of, or changes to, a defined benefit plan, past service cost is recognized immediately.year.

Defined contribution plans

The contributions are recognized as employee benefit expense when they are due.incurred.

3.20.2 Short-term employee benefits

Short-term employee benefits are employee benefits (other than termination benefits) that are due to be settled within 12 months after the end of the period in which the employees render the related service. The undiscounted amount of short-term employee benefits expected to be paid in exchange for that service is recognized as a liability (accrued expense), after deducting any amount already paid.

The expected cost of profit-sharing and bonus payments are recognized as liabilities when the Group has a present legal or constructive obligation to make such payments as a result of past events rendered by employees and a reliable estimate of the obligation can be made.

3.20.3 Share-based payment

The Group operates share-based payment arrangements granting awards to directors and employees of the Group. The Group has a choice of whether to settle the awards in cash or by issuing equity instruments for a share-based payment transactionof the parent company at the date of settlement.

For a share-based payment transaction in which the terms of the arrangement provide the Group with the choice of whether to settle in cash or by issuing equity instruments, the Group determined that it has a present obligation to settle in cash because the Group has a past practice and a stated policy of settling in cash. Therefore, the Group accounts for the transaction in accordance with the requirements of cash-settled share-based payment transactions.

The Group measures the services acquired and the liability incurred at fair value. Until the liability is settled, the Group remeasures the fair value of the liability at the end of each reporting period and at the date of settlement, with any changes in fair value recognized in profit or loss for the year.

3.20.4 Termination benefits

Termination benefits are employee benefits payable as a result of eitherwhen employment is terminated by the Group’s decision to terminate an employee’s employmentGroup before the normal retirement date, or whenever an employee’s decision to acceptemployee accepts voluntary redundancy in exchange for thosethese benefits. The Group recognizes termination benefits asAn entity shall recognize a liability and an expense when, and onlyfor termination benefits at the earlier of the following dates: when the Groupentity can no longer withdraw the offer of those benefits and when the entity recognizes costs for a restructuring that is demonstrably committed to either terminatewithin the employmentscope of an employee or groupIAS 37 and involves the payment of termination benefits. Termination benefits are measured by considering the number of employees beforeexpected to accept the normal retirement date or provide terminationoffer in the case of a voluntary early retirement. Termination benefits as a result of an offer made in order to encourage voluntary redundancy. The Group is demonstrably committed to a termination when, and only when, the Group has a detailed formal plan for the termination and is without realistic possibility of withdrawal. Where termination benefits fall due more thanover 12 months after the end of the reporting period they are discounted using the appropriate discount rate.

3.20.5 Reclassification

As discussed in Note 31, employee benefits for the year ended December 31, 2010 and 2011, were reclassified to conform with the December 31, 2012 financial statement presentation. These reclassifications have no impact on the previously reported profit for the year or equity.present value.

3.21 Income tax expenses

Income tax expense (tax income) comprises current tax expense (current tax income) and deferred income tax expense (deferred income tax income). Current and deferred income tax are recognized as income or expense and included in profit or loss for the year, except to the extent that the tax arises from (a) a transaction or an event which is recognized, in the same or a different period outside profit or loss, either in other comprehensive income or directly in equity and (b) a business combination.

3.21.1 Current income tax

Current income tax is the amount of income taxes payable (recoverable) in respect of the taxable profit (tax loss) for a period. A difference between the taxable profit and accounting profit may arise when income or expense is included in accounting profit in one period, but is included in taxable profit in a different period. Differences may also arise if there is revenue that is exempt from taxation, or expense that is not deductible in determining taxable profit (tax loss). Current income tax liabilities (assets) for the current and prior periods are measured at the amount expected to be paid to (recovered from) the taxation authorities, using the tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

The Group offsets current income tax assets and current income tax liabilities if, and only if, the Group (a) has a legally enforceable right to set offoffset the recognized amounts and (b) intends either to settle on a net basis, or to realize the asset and settle the liability simultaneously.

3.21.2 Deferred income tax

Deferred income tax is recognized, using the asset-liability method, on temporary differences arising between the tax based amount of assets and liabilities and their carrying amount in the financial statements. Deferred income tax liabilities are recognized for all taxable temporary differences and deferred income tax assets are recognized for all deductible temporary differences to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilized. However, deferred income tax liabilities are not recognized if they arise from the initial recognition of goodwill; deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss.

Deferred income tax is provided on temporary differences arising on investments in subsidiaries associates and joint ventures,associates, except for deferred income tax liabilities for which the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future.

The carrying amount of a deferred income tax asset is reviewed at the end of each reporting period. The Group reduces the carrying amount of a deferred income tax asset to the extent that it is no longer probable that sufficient taxable profit will be available to allow the benefit of part or all of that deferred income tax asset to be utilized.

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred income tax liabilities and deferred income tax assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

The Group offsets deferred income tax assets and deferred income tax liabilities when the Group has a legally enforceable right to set offoffset current income tax assets against current income tax liabilities; and the deferred income tax assets and the deferred income tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity; or different taxable entities which intend either to settle current income tax liabilities and assets on a net basis, or to realize the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred income tax liabilities or assets are expected to be settled or recovered.

3.21.3 Uncertain tax positions

Uncertain tax positions arise from tax treatments applied by the Group which may be challenged by the tax authorities due to the complexity of the transaction or different interpretation of the tax laws, a claim for rectification brought by the Group, or an appeal for a refund claimed fromof tax levied by the tax authorities, relatedor others due to additional assessments.different interpretation of tax laws or others. The Group recognizes its uncertain tax positions in the consolidated financial statements based on the guidance in IAS 37. A liability related to an uncertain12. The income tax positionasset is recognized as the best estimate of expenditure if the uncertain tax position is probable of resulting in additional payment to the tax authorities. Meanwhile assets related to uncertain tax positions, caused by a claim for rectification or an appeal for refund claimed from the tax authorities related to additional assessments, are treated as contingent assets under IAS 37. Therefore, tax expenses are recognized in the financial statements when the uncertain tax position is probable of resulting in additional payment to the tax authorities, while tax benefits are recognized only when the tax refund is virtually certain.

The Group classifiesprobable for taxes paid and levied by the tax authority. However, interest and penalties related to uncertain tax positions as a component of income tax expense.are recognized in accordance with IAS 37.

3.22 Earnings per share

The Group calculates basic earnings per share amounts and diluted earnings per share amounts for profit or loss attributable to ordinary equity holders of the parent entity and presents them in the statement of

comprehensive income. Basic earnings per share is calculated by dividing profit or loss attributable to ordinary equity holders of the Parent Company by the weighted average number of ordinary shares outstanding during the period. For the purpose of calculating diluted earnings per share, the Group adjusts profit or loss attributable to ordinary equity holders of the Parent Company and the weighted average number of shares outstanding for the effects of all dilutive potential ordinary shares including convertible bonds and share options.

3.23 Operating Segmentssegments

Operating segments are components of the Group about whichwhere separate financial information is available thatand is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance.

Segment information includes the items which are directly attributable and reasonably allocated to the segment.

3.24 United States dollar amounts

The Group operates primarily in Korea and its official accounting records are maintained in Korean won. The U.S. dollar amounts are provided herein as supplementary information solely for the convenience of the reader. Korean won amounts are expressed in U.S. dollars at the rate of ₩1,063.2₩1,090.89 to U.S. $1.00, the U.S. Federal Reserve Bank of New York buying exchange rate in effect at noon, December 31, 2012.2014. Such convenience translation into US dollars should not be construed as representations that the Korean won amounts have been, could have been, or could in the future be, converted at this or any other rate of exchange.

4. Financial risk management

4.1 Summary

4.1.1 Overview of Financial Risk Management Policy

The financial risks that the Group is exposed to are credit risk, market risk, liquidity risk, operational risk and others.

The note regarding financial risk management provides information about the risks that the Group is exposed to, including the objectives, policies and processes for managing the risks, the methods used to measure the risks, and capital adequacy. Additional quantitative information is disclosed throughout the consolidated financial statements.

The Group’s risk management system focuses on increasing transparency, developing the risk management environment, preventing transmission of risk to other related subsidiaries, and the preemptive response to risk due to rapid changes in the financial environment to support the Group’s long-term strategy and business decisions efficiently. Credit risk, market risk, liquidity risk, and operational risk have been recognized as the Group’s key risks. These risks are measured in Economic Capital or VaR (Value at Risk) and are managed using a statistical method.

4.1.2 Risk Management Organization

Risk Management Committee

The Risk Management Committee establishes risk management strategies in accordance with the directives of the Board of Directors and determines the Group’s target risk appetite, approves significant risk matters and reviews the level of risks that the Group is exposed to and the appropriateness of the Group’s risk management operations as an ultimate decision-making authority.

Risk Management Council

The Risk Management Council is a consultative group which reviews and makes decisions on matters delegated by the Risk Management Committee and discusses the detailed issues relating to the Group’s risk management.

Risk Management Department

The Risk Management Department is responsible for monitoring and managing the Group’s economic capital limit and managing specific policies, procedures and work processes relating to the Group’s risk management.

4.2 Credit Risk

4.2.1 Overview of Credit Risk

Credit risk is the risk of possible losses in an asset portfolio in the event of a counterparty’s default, breach of contract and deterioration in the credit quality of the counterparty. For risk management reporting purposes, the individual borrower’s default risk, country risk, specific risks and other credit risk exposure components are considered as a whole.

4.2.2 Credit Risk Management

The Group measures expected losses and economic capital on assets that are subject to credit risk management whether on- or off- balance itemsoff-balance sheet and uses expected losses and economic capital as a management indicator. The Group manages credit risk by allocating credit risk economic capital limits.

In addition, the Group controls the credit concentration risk exposure by applying and managing total exposure limits to prevent an excessive risk concentration to each industry and borrower.

The Group has organized a credit risk management team that focuses on credit risk management in accordance with the Group’s credit risk management policy.

For Kookmin Bank, which is the main subsidiary, its loan analysis department which is independent from the sales department is responsible for loan policy, loan limit, loan review, credit evaluation, restructuring and subsequent events. Kookmin Bank’s risk management group is also responsible for planning risk management policy, applying limits of credit lines, measuring the credit risk economic capital, adjusting credit limits, reviewing credit and verifying credit evaluation models.

4.2.3 Maximum exposure to credit risk

The Group’s maximum exposures of financial instruments, excluding equity securities, to credit risk without consideration of collateral values as of December 31, 20112013 and 2012,2014, are as follows:

 

  As of December 31, 
  2011   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Financial assets

        

Due from financial institutions

  6,556,027    7,718,240    12,094,103    12,878,430  

Financial assets at fair value through profit or loss

        

Financial assets held for trading(1)

   5,205,149     5,091,697     7,866,037     9,763,553  

Financial assets designated at fair value through profit or loss

   574,687     192,607     210,805     442,960  

Derivatives

   2,448,455     2,024,784     1,819,409     1,968,190  

Loans

   212,107,027     212,716,251  

Loans(2)

   219,001,356     231,449,653  

Financial investments

        

Available-for-sale financial assets

   19,734,531     21,834,542     18,933,288     19,359,822  

Held-to-maturity financial assets

   13,055,158     12,255,806     13,016,991     12,569,154  

Other financial assets

   6,409,905     7,554,156  

Other financial assets(2)

   6,251,679     7,559,631  
  

 

   

 

   

 

   

 

 

Total financial assets

   266,090,939     269,388,083     279,193,668     295,991,393  
  

 

   

 

   

 

   

 

 

Off-balance items

    

Off-balance sheet items

    

Acceptances and guarantees contracts

   11,542,684     9,418,281     9,804,692     9,045,824  

Financial guarantee contracts

   945,167     1,610,269     3,097,372     4,459,645  

Commitments

   91,743,942     93,193,481     95,422,032     96,316,581  
  

 

   

 

   

 

   

 

 

Total off-balance items

   104,231,793     104,222,031  

Total off-balance sheet items

   108,324,096     109,822,050  
  

 

   

 

   

 

   

 

 

Total

  370,322,732    373,610,114    387,517,764    405,813,443  
  

 

   

 

   

 

   

 

 

 

(1) 

FinancialThe amounts of ₩40,252 million and ₩51,345 million as of December 31, 2013 and 2014, respectively, related to financial instruments indexed to the price of gold amounting to ₩28,625 millionare included.

(2)

Loans and ₩39,839 million asother financial assets are net of December 31, 2011 and 2012, respectively, are included.allowance.

4.2.4 Credit risk of loans

The Group maintains an allowance for loan losses associated with credit risk on loans to manage its credit risk.

The Group recognizes an impairment loss on loans carried at amortized cost when there is any objective indication of impairment. Under IFRS, an impairment loss is based on losses incurred at the end of the reporting period.year. Therefore, the Group does not recognize losses expected as a result of future events. The Group measures inherent incurred losses on loans and presents them in the financial statements through the use of an allowance account which is offset against the related loans.

Loans are classified as follows:

 

 2011  2013 
 Retail Corporate Credit card Total  Retail Corporate Credit card Total 
 Amount % Amount % Amount % Amount %  Amount % Amount % Amount % Amount % 
 (In millions of Korean won)  (In millions of Korean won) 

Neither past due nor impaired

 101,217,550    97.40   96,553,423    97.33   11,945,631    96.17   209,716,604    97.29   104,751,607    97.22   98,939,364    96.68   11,253,836    95.50   214,944,807    96.88  

Past due but not impaired

  1,646,070    1.58    359,554    0.36    368,791    2.97    2,374,415    1.10    1,967,127    1.83    538,571    0.53    321,978    2.73    2,827,676    1.27  

Impaired

  1,061,585    1.02    2,295,483    2.31    106,845    0.86    3,463,913    1.61    1,024,480    0.95    2,856,933    2.79    208,644    1.77    4,090,057    1.85  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Sub-total

  103,925,205    100.00    99,208,460    100.00    12,421,267    100.00    215,554,932    100.00    107,743,214    100.00    102,334,868    100.00    11,784,458    100.00    221,862,540    100.00  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Allowances(1)

  (635,476  0.61    (2,462,047  2.48    (350,382  2.82    (3,447,905  1.60  

Allowances(1)

  (580,510  0.54    (1,870,874  1.83    (409,800  3.48    (2,861,184  1.29  
 

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

Carrying amount

 103,289,729    96,746,413    12,070,885    212,107,027    107,162,704    100,463,994    11,374,658    219,001,356   
 

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

 

 2012  2014 
 Retail Corporate Credit card Total  Retail Corporate Credit card Total 
 Amount % Amount % Amount % Amount %  Amount % Amount % Amount % Amount % 
 (In millions of Korean won)  (In millions of Korean won) 

Neither past due nor impaired

 100,498,254    97.25   98,002,139    97.25   11,353,316    95.62   209,853,709    97.16   116,956,042    98.04   100,542,430    97.64   11,155,710    95.90   228,654,182    97.76  

Past due but not impaired

  1,654,029    1.60    478,031    0.47    399,778    3.37    2,531,838    1.17    1,576,365    1.32    331,780    0.32    276,875    2.38    2,185,020    0.93  

Impaired

  1,184,586    1.15    2,293,797    2.28    120,757    1.01    3,599,140    1.67    765,751    0.64    2,097,041    2.04    199,711    1.72    3,062,503    1.31  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Sub-total

  103,336,869    100.00    100,773,967    100.00    11,873,851    100.00    215,984,687    100.00    119,298,158    100.00    102,971,251    100.00    11,632,296    100.00    233,901,705    100.00  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Allowances(1)

  (687,833  0.67    (2,251,113  2.23    (329,490  2.77    (3,268,436  1.51    (536,959  0.45    (1,525,152  1.48    (389,941  3.35    (2,452,052  1.05  
 

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

Carrying amount

 102,649,036    98,522,854    11,544,361    212,716,251    118,761,199    101,446,099    11,242,355    231,449,653   
 

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

 

(1) 

Collectively assessingassessed allowances for loans are included becauseas they are not impaired individually.

Credit quality of loans that are neither past due nor impaired are as follows:

 

   2011 
   Retail   Corporate   Credit card   Total 
   (In millions of Korean won) 

Grade1

  83,790,049    35,746,858    5,403,273    124,940,180  

Grade2

   14,532,234     39,312,628     4,378,523     58,223,385  

Grade3

   2,086,575     17,058,606     1,812,524     20,957,705  

Grade4

   451,004     4,060,283     254,467     4,765,754  

Grade5

   357,688     375,048     96,844     829,580  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  101,217,550    96,553,423    11,945,631    209,716,604  
  

 

 

   

 

 

   

 

 

   

 

 

 
   2013 
   Retail   Corporate   Credit card   Total 
   (In millions of Korean won) 

Grade 1

  88,331,532    40,950,125    5,670,689    134,952,346  

Grade 2

   12,320,960     43,497,358     3,806,194     59,624,512  

Grade 3

   3,195,119     11,993,854     1,438,491     16,627,464  

Grade 4

   637,556     2,237,288     184,110     3,058,954  

Grade 5

   266,440     260,739     154,352     681,531  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  104,751,607    98,939,364    11,253,836    214,944,807  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

   2012 
   Retail   Corporate   Credit card   Total 
   (In millions of Korean won) 

Grade1

  82,882,712    38,052,477    5,674,508    126,609,697  

Grade2

   13,874,487     40,862,148     3,871,593     58,608,228  

Grade3

   2,574,309     15,394,849     1,568,939     19,538,097  

Grade4

   766,957     3,429,806     153,906     4,350,669  

Grade5

   399,789     262,859     84,370     747,018  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  100,498,254    98,002,139    11,353,316    209,853,709  
  

 

 

   

 

 

   

 

 

   

 

 

 
   2014 
   Retail   Corporate   Credit card   Total 
   (In millions of Korean won) 

Grade 1

  99,314,075    43,166,076    5,705,083    148,185,234  

Grade 2

   12,557,654     43,913,621     3,788,572     60,259,847  

Grade 3

   4,057,239     11,014,410     1,342,891     16,414,540  

Grade 4

   775,407     1,984,073     163,279     2,922,759  

Grade 5

   251,667     464,250     155,885     871,802  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  116,956,042    100,542,430    11,155,710    228,654,182  
  

 

 

   

 

 

   

 

 

   

 

 

 

Credit quality of loans is classified as follows,graded according to the internal credit rating:ratings are as follows:

 

  Range of PD (%)
(Probability of Default)
 Retail  Corporate

Grade1Grade 1

 0.0  ~  1.0  ~ 5~5 grade AAA  ~  BBB+

Grade2Grade 2

 1.0  ~  5.0 6 ~ 8 grade  BBB ~  BB

Grade3Grade 3

 5.0  ~  15.0 9  ~  10 grade  BB-  ~  B

Grade4Grade 4

 15.0  ~  30.0  11 grade B-  ~  CCC

Grade5Grade 5

 30.0  ~  12 grade or under  CC or under

Loans that are past due but not impaired are as follows:

 

  2011   2013 
  1 ~ 29 days   30 ~ 59 days   60 ~ 89 days   over 90 days   Total   1 ~ 29 days   30 ~ 59 days   60 ~ 89 days   90 days or more   Total 
  (In millions of Korean won)   (In millions of Korean won) 

Retail

  1,361,218    181,343    103,340    169    1,646,070    1,729,091    169,341    68,629    66    1,967,127  

Corporate

   196,591     138,817     24,146     —       359,554     435,700     54,900     47,971     —       538,571  

Credit card

   242,975     71,518     53,667     631     368,791     234,003     51,416     36,259     300     321,978  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  1,800,784    391,678    181,153    800    2,374,415    2,398,794    275,657    152,859    366    2,827,676  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

  2012   2014 
  1 ~ 29 days   30 ~ 59 days   60 ~ 89 days   over 90 days   Total   1 ~ 29 days   30 ~ 59 days   60 ~ 89 days   90 days or more   Total 
  (In millions of Korean won)   (In millions of Korean won) 

Retail

  1,342,841    223,653    87,453    82    1,654,029    1,271,327    211,857    93,125    56    1,576,365  

Corporate

   322,512     125,503     28,153     1,863     478,031     279,413     37,918     14,449     —       331,780  

Credit card

   293,864     57,324     47,698     892     399,778     201,652     41,428     32,839     956     276,875  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  1,959,217    406,480    163,304    2,837    2,531,838    1,752,392    291,203    140,413    1,012    2,185,020  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Impaired loans are as follows:

 

  2011   2013 
  Retail Corporate Credit card Total   Retail Corporate Credit card Total 
  (In millions of Korean won)   (In millions of Korean won) 

Loans

  1,061,585   2,295,483   106,845   3,463,913    1,024,480   2,856,933   208,644   4,090,057  

Allowances

          

Individual assessment

   —      (999,787  —      (999,787   (2  (1,126,249  —      (1,126,251

Collective assessment

   (397,623  (251,790  (68,513  (717,926   (381,739  (229,058  (133,616  (744,413
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Total allowances

   (397,623  (1,251,577  (68,513  (1,717,713   (381,741  (1,355,307  (133,616  (1,870,664
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Carrying amount

  663,962   1,043,906   38,332   1,746,200    642,739   1,501,626   75,028   2,219,393  
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

 

  2012   2014 
  Retail Corporate Credit card Total   Retail Corporate Credit card Total 
  (In millions of Korean won)   (In millions of Korean won) 

Loans

  1,184,586   2,293,797   120,757   3,599,140    765,751   2,097,041   199,711   3,062,503  

Allowances

          

Individual assessment

   —      (761,563  —      (761,563   —      (827,386  —      (827,386

Collective assessment

   (451,885  (236,062  (72,373  (760,320   (287,548  (212,625  (129,518  (629,691
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Total allowances

   (451,885  (997,625  (72,373  (1,521,883   (287,548  (1,040,011  (129,518  (1,457,077
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Carrying amount

  732,701   1,296,172   48,384   2,077,257    478,203   1,057,030   70,193   1,605,426  
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

A quantification of the extent to which collateral and other credit enhancements mitigate credit risk as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Impaired Loans   Non-impaired Loans   Total   Impaired Loans   Non-impaired Loans     
  Individual   Collective   Past due   Not past due     Individual   Collective   Past due   Not past due   Total 
  (In millions of Korean won)   (In millions of Korean won) 

Guarantees

  21,210    124,641    173,708    18,345,603    18,665,162    29,929    226,721    382,997    32,102,952    32,742,599  

Deposits and savings

   —       31,037     69,880     2,654,151     2,755,068     5,099     27,060     56,066     2,324,625     2,412,850  

Property and equipment

   12,648     4,717     1,671     1,067,929     1,086,965     11,843     1,959     1,281     1,676,443     1,691,526  

Real estate

   176,022     398,292     1,158,298     105,470,158     107,202,770     425,748     537,904     1,506,854     114,659,274     117,129,780  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  209,880    558,687    1,403,557    127,537,841    129,709,965    472,619    793,644    1,947,198    150,763,294    153,976,755  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

  2012   2014 
  Impaired Loans   Non-impaired Loans   Total   Impaired Loans   Non-impaired Loans     
  Individual   Collective   Past due   Not past due     Individual   Collective   Past due   Not past due   Total 
  (In millions of Korean won)   (In millions of Korean won) 

Guarantees

  18,512    181,979    326,676    25,175,205    25,702,372    19,654    190,491    359,532    37,754,080    38,323,757  

Deposits and savings

   200     19,502     60,831     2,526,512     2,607,045     954     15,466     35,756     2,286,691     2,338,867  

Property and equipment

   18,776     4,816     883     1,427,940     1,452,415     7,772     4,921     2,449     2,769,360     2,784,502  

Real estate

   329,743     478,728     1,200,988     109,195,555     111,205,014     270,230     529,446     1,125,065     123,451,062     125,375,803  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  367,231    685,025    1,589,378    138,325,212    140,966,846    298,610    740,324    1,522,802    166,261,193    168,822,929  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

4.2.5 Credit quality of securities

The financial assets at fair value through profit or loss and financial investments excluding equity securities that are exposed to credit risk are as follows:

 

  2011   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Securities that are neither past due nor impaired

  38,531,825    39,322,368    39,977,309    42,077,873  

Impaired securities

   9,075     12,445     9,560     6,271  
  

 

   

 

   

 

   

 

 

Total

  38,540,900    39,334,813    39,986,869    42,084,144  
  

 

   

 

   

 

   

 

 

The credit quality of securities (excluding equity securities) that are neither past due nor impaired as of December 31, 20112013 and 2012,2014, are as follows:

 

 2011   2013 
 Grade 1 Grade 2 Grade 3 Grade 4 Grade 5 Total   Grade 1   Grade 2   Grade 3   Grade 4   Grade 5   Total 
 (In millions of Korean won)   (In millions of Korean won) 

Financial assets held for trading

 5,079,469   88,144   8,911   —     —     5,176,524    6,634,168    1,172,476    19,141    —      —      7,825,785  

Financial assets designated at fair value through profit or loss

  238,085    336,602    —      —      —      574,687     89,527     119,489     —       1,789     —       210,805  

Available-for-sale financial assets

  18,458,778    1,224,835    41,911    90    —      19,725,614     18,078,177     785,216     60,335     —       —       18,923,728  

Held-to-maturity financial assets

  13,055,000    —      —      —      —      13,055,000     13,016,991     —       —       —       —       13,016,991  
 

 

  

 

  

 

  

 

  

 

  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

 36,831,332   1,649,581   50,822   90   —     38,531,825    37,818,863    2,077,181    79,476    1,789    —      39,977,309  
 

 

  

 

  

 

  

 

  

 

  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

  2012  2014 
  Grade 1   Grade 2   Grade 3   Grade 4   Grade 5   Total  Grade 1 Grade 2 Grade 3 Grade 4 Grade 5 Total 
  (In millions of Korean won)  (In millions of Korean won) 

Financial assets held for trading

  4,816,844    205,577    29,437    —      —      5,051,858   8,464,038   1,248,170   —     —     —     9,712,208  

Financial assets designated at fair value through profit or loss

   84,428     108,179     —       —       —       192,607    76,893    366,067    —      —      —      442,960  

Available-for-sale financial assets

   20,616,413     1,128,960     76,669     56     —       21,822,098    18,442,055    847,565    63,931    —      —      19,353,551  

Held-to-maturity financial assets

   12,255,805     —       —       —       —       12,255,805    12,569,154    —      —      —      —      12,569,154  
  

 

   

 

   

 

   

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  37,773,490    1,442,716    106,106    56    —      39,322,368   39,552,140   2,461,802   63,931   —     —     42,077,873  
  

 

   

 

   

 

   

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

 

The credit qualities of securities (excluding equity securities) according to the credit ratings by external rating agencies are as follows:

 

  

Domestic

 Foreign

Credit quality

 

KIS

KAP KISNICE S&P Fitch-IBCA Moody’s

Grade 1

 AA0 to AAA  AA0 to AAA AA0 to AAA  A-AA0 to AAA A- to AAA  A- to AAAA3 to Aaa

Grade 2

 A- to AA-  A- to AA- A- to AA-  BBB-A- to BBB+AA- BBB- to BBB+  BBB- to BBB+Baa3 to Baa1

Grade 3

 BBB0 to BBB+  BBB0 to BBB+ BBB0 to BBB+  BBBBB0 to BB+BBB+ BB to BB+  BB to BB+Ba2 to Ba1

Grade 4

 BB0 to BBB-  BB0 to BBB- BB0 to BBB-  B+BB0 to BB-BBB- B+ to BB-  B+ to BB-B1 to Ba3

Grade 5

 BB- or under  BB- or under BB- or under  BBB- or under B or under  B or underB2 or under

Debt securities’ credit qualities denominated in Korean won are based on the lowest credit rating by the three domestic credit rating agencies above, and those denominated in foreign currencies are based on the lowest credit rating by the three foreign credit rating agencies above.

4.2.6 Credit risk mitigation of derivative financial instruments

A quantification of the extent to which collateral and other credit enhancements mitigate credit risk of derivative financial instruments as of December 31, 20112013 and 2012, is2014, are as follows:

 

  2011   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Deposits and savings, Securities and others

  68,731    216,906  

Deposits and savings, securities and others

  271,380    329,482  
  

 

   

 

   

 

   

 

 

Total

  68,731    216,906    271,380    329,482  
  

 

   

 

   

 

   

 

 

4.2.7 Credit risk concentration analysis

The details of the Group’s loans by country as of December 31, 20112013 and 2012,2014, are as follows:

 

 2011  2013 
 Retail Corporate Credit card Total % Allowances Carrying
amount
  Retail Corporate Credit card Total % Allowances Carrying
amount
 
 (In millions of Korean won)  (In millions of Korean won) 

Korea

 103,855,183   97,298,342   12,420,318   213,573,843    99.08   (3,428,520 210,145,323   107,644,600   100,533,577   11,782,169   219,960,346    99.14   (2,797,651 217,162,695  

Europe

  11    69,004    110    69,125    0.03    (555  68,570    9    98,752    406    99,167    0.04    (288  98,879  

China

  434    315,375    37    315,846    0.15    (1,961  313,885    227    583,176    315    583,718    0.26    (16,075  567,643  

Japan

  11,914    1,014,607    301    1,026,822    0.48    (14,976  1,011,846    5,708    475,242    350    481,300    0.22    (44,248  437,052  

U.S.

  —      412,669    272    412,941    0.19    (432  412,509  

U.S

  —      448,868    578    449,446    0.20    (654  448,792  

Others

  57,663    98,463    229    156,355    0.07    (1,461  154,894    92,670    195,253    640    288,563    0.14    (2,268  286,295  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

 103,925,205   99,208,460   12,421,267   215,554,932    100.00   (3,447,905 212,107,027   107,743,214   102,334,868   11,784,458   221,862,540    100.00   (2,861,184 219,001,356  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 2012  2014 
 Retail Corporate Credit card Total % Allowances Carrying
amount
  Retail Corporate Credit card Total % Allowances Carrying
amount
 
 (In millions of Korean won)  (In millions of Korean won) 

Korea

 103,264,896   98,921,443   11,871,321   214,057,660    99.11   (3,249,627 210,808,033   119,248,111   100,878,627   11,629,337   231,756,075    99.08   (2,401,417 229,354,658  

Europe

  3    80,454    378    80,835    0.04    (288  80,547    9    184,307    428    184,744    0.08    (390  184,354  

China

  319    429,781    287    430,387    0.20    (2,372  428,015    84    764,415    240    764,739    0.33    (15,544  749,195  

Japan

  7,944    885,607    437    893,988    0.41    (14,273  879,715    2,581    271,914    263    274,758    0.12    (31,394  243,364  

U.S.

  —      308,846    454    309,300    0.14    (478  308,822  

U.S

  —      698,294    834    699,128    0.30    (631  698,497  

Others

  63,707    147,836    974    212,517    0.10    (1,398  211,119    47,373    173,694    1,194    222,261    0.09    (2,676  219,585  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

 103,336,869   100,773,967   11,873,851   215,984,687    100.00   (3,268,436 212,716,251   119,298,158   102,971,251   11,632,296   233,901,705    100.00   (2,452,052 231,449,653  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

The details of the Group’s corporate loans by industry as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Loans   %   Allowances Carrying
amount
   Loans   %   Allowances Carrying
amount
 
  (In millions of Korean won)   (In millions of Korean won) 

Financial institutions

  5,839,148     5.89    (57,335 5,781,813    10,524,203     10.28    (87,471 10,436,732  

Manufacturing

   31,762,908     32.01     (852,707  30,910,201     31,160,890     30.45     (611,257  30,549,633  

Service

   36,305,778     36.60     (547,148  35,758,630     38,375,826     37.50     (448,114  37,927,712  

Wholesale & Retail

   15,639,010     15.76     (232,482  15,406,528     13,873,681     13.56     (194,840  13,678,841  

Construction

   5,674,858     5.72     (729,055  4,945,803     4,427,615     4.33     (502,223  3,925,392  

Public sector

   310,978     0.31     (5,190  305,788     654,998     0.64     (8,469  646,529  

Others

   3,675,780     3.71     (38,130  3,637,650     3,317,655     3.24     (18,500  3,299,155  
  

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

 

Total

  99,208,460     100.00    (2,462,047 96,746,413    102,334,868     100.00    (1,870,874 100,463,994  
  

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

 

 

  2012   2014 
  Loans   %   Allowances Carrying
amount
   Loans   %   Allowances Carrying
amount
 
  (In millions of Korean won)   (In millions of Korean won) 

Financial institutions

  7,221,302     7.17    (10,936 7,210,366    9,117,333     8.85    (85,507 9,031,826  

Manufacturing

   31,319,370     31.08     (931,441  30,387,929     32,694,233     31.75     (524,868  32,169,365  

Service

   38,649,493     38.35     (477,559  38,171,934     39,384,520     38.25     (306,588  39,077,932  

Wholesale & Retail

   15,124,389     15.01     (230,865  14,893,524     13,286,775     12.90     (152,391  13,134,384  

Construction

   4,688,691     4.65     (528,284  4,160,407     3,862,457     3.75     (429,297  3,433,160  

Public sector

   520,422     0.52     (7,076  513,346     755,150     0.73     (6,740  748,410  

Others

   3,250,300     3.22     (64,952  3,185,348     3,870,783     3.77     (19,761  3,851,022  
  

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

 

Total

  100,773,967     100.00    (2,251,113 98,522,854    102,971,251     100.00    (1,525,152 101,446,099  
  

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

 

The details of the Group’s retail and credit card loans by type as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Loans   %   Allowances Carrying
amount
   Loans   %   Allowances Carrying
amount
 
  (In millions of Korean won)   (In millions of Korean won) 

Housing purpose

  45,519,956     39.12    (96,963 45,422,993    46,485,300     38.89    (77,985 46,407,315  

General purpose

   58,405,249     50.20     (538,513  57,866,736     61,257,914     51.25     (502,525  60,755,389  

Credit card

   12,421,267     10.68     (350,382  12,070,885     11,784,458     9.86     (409,800  11,374,658  
  

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

 

Total

  116,346,472     100.00    (985,858 115,360,614    119,527,672     100.00    (990,310 118,537,362  
  

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

 

  2012   2014 
  Loans   %   Allowances Carrying
amount
   Loans   %   Allowances Carrying
amount
 
  (In millions of Korean won)   (In millions of Korean won) 

Housing purpose

  44,874,081     38.95    (109,489 44,764,592    52,530,611     40.12    (30,966 52,499,645  

General purpose

   58,462,788     50.74     (578,344  57,884,444     66,767,547     50.99     (505,993  66,261,554  

Credit card

   11,873,851     10.31     (329,490  11,544,361     11,632,296     8.89     (389,941  11,242,355  
  

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

 

Total

  115,210,720     100.00    (1,017,323 114,193,397    130,930,454     100.00    (926,900 130,003,554  
  

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

 

The details of the Group’s securities (excluding equity securities) and derivative financial instruments by industry as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Amount   %   Amount   % 
  (In millions of Korean won)   (In millions of Korean won) 

Financial assets held for trading

        

Government and government funded institutions

  1,785,624     34.49    3,057,633     39.07  

Banking and Insurance

   2,972,087     57.41     3,776,119     48.25  

Others

   418,813     8.10     992,033     12.68  
  

 

   

 

   

 

   

 

 

Total financial assets held for trading

   5,176,524     100.00  

Sub-total

   7,825,785     100.00  
  

 

   

 

   

 

   

 

 

Financial assets designated at fair value through profit or loss

        

Banking and Insurance

   574,687     100.00     210,805     100.00  
  

 

   

 

   

 

   

 

 

Total financial assets designated at fair value through profit or loss

   574,687     100.00  

Sub-total

   210,805     100.00  
  

 

   

 

   

 

   

 

 

Derivative financial assets

        

Government and government funded institutions

   40,068     1.64     18,248     1.00  

Banking and Insurance

   1,428,140     58.33     1,606,285     88.29  

Others

   980,247     40.03     194,876     10.71  
  

 

   

 

   

 

   

 

 

Total derivative financial assets

   2,448,455     100.00  

Sub-total

   1,819,409     100.00  
  

 

   

 

   

 

   

 

 

Available-for-sale financial assets

        

Government and government funded institutions

   8,483,273     42.99     9,966,361     52.64  

Banking and Insurance

   8,189,563     41.50     6,986,895     36.90  

Others

   3,061,695     15.51     1,980,032     10.46  
  

 

   

 

   

 

   

 

 

Total available-for-sale financial assets

   19,734,531     100.00  

Sub-total

   18,933,288     100.00  
  

 

   

 

   

 

   

 

 

Held-to-maturity financial assets

        

Government and government funded institutions

   10,732,519     82.21     10,923,807     83.92  

Banking and Insurance

   1,463,937     11.21     1,259,282     9.67  

Others

   858,702     6.58     833,902     6.41  
  

 

   

 

   

 

   

 

 

Total held-to-maturity financial assets

   13,055,158     100.00  

Sub-total

   13,016,991     100.00  
  

 

   

 

   

 

   

 

 

Total

  40,989,355      41,806,278    
  

 

     

 

   

  2012   2014 
  Amount   %   Amount   % 
  (In millions of Korean won)   (In millions of Korean won) 

Financial assets held for trading

        

Government and government funded institutions

  1,913,601     37.88    4,003,061     41.22  

Banking and Insurance

   2,518,715     49.86     4,368,341     44.98  

Others

   619,542     12.26     1,340,806     13.80  
  

 

   

 

   

 

   

 

 

Total financial assets held for trading

   5,051,858     100.00  

Sub-total

   9,712,208     100.00  
  

 

   

 

   

 

   

 

 

Financial assets designated at fair value through profit or loss

        

Banking and Insurance

   192,607     100.00     442,960     100.00  
  

 

   

 

   

 

   

 

 

Total financial assets designated at fair value through profit or loss

   192,607     100.00  

Sub-total

   442,960     100.00  
  

 

   

 

   

 

   

 

 

Derivative financial assets

        

Government and government funded institutions

   29,236     1.44     19,732     1.00  

Banking and Insurance

   1,858,862     91.81     1,762,160     89.53  

Others

   136,686     6.75     186,298     9.47  
  

 

   

 

   

 

   

 

 

Total derivative financial assets

   2,024,784     100.00  

Sub-total

   1,968,190     100.00  
  

 

   

 

   

 

   

 

 

Available-for-sale financial assets

        

Government and government funded institutions

   10,355,155     47.43     8,274,026     42.74  

Banking and Insurance

   8,875,248     40.65     8,192,189     42.32  

Others

   2,604,139     11.92     2,893,607     14.95  
  

 

   

 

   

 

   

 

 

Total available-for-sale financial assets

   21,834,542     100.00  

Sub-total

   19,359,822     100.00  
  

 

   

 

   

 

   

 

 

Held-to-maturity financial assets

        

Government and government funded institutions

   9,854,991     80.42     10,221,322     81.32  

Banking and Insurance

   1,593,713     13.00     1,734,462     13.80  

Others

   807,102     6.58     613,370     4.88  
  

 

   

 

   

 

   

 

 

Total held-to-maturity financial assets

   12,255,806     100.00  

Sub-total

   12,569,154     100.00  
  

 

   

 

   

 

   

 

 

Total

  41,359,597      44,052,334    
  

 

     

 

   

The details of the Group’s securities (excluding equity securities) and derivative financial instruments by country, as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Amount   %   Amount   % 
  (In millions of Korean won)   (In millions of Korean won) 

Financial assets held for trading

        

Korea

  5,176,524     100.00    7,809,495     99.79  

India

   3,194     0.04  

Others

   13,096     0.17  
  

 

   

 

   

 

   

 

 

Total financial assets held for trading

   5,176,524     100.00  

Sub-total

   7,825,785     100.00  
  

 

   

 

   

 

   

 

 

Financial assets designated at fair value through profit or loss

        

Korea

   574,687     100.00     205,512     97.49  

Others

   5,293     2.51  
  

 

   

 

   

 

   

 

 

Total financial assets designated at fair value through profit or loss

   574,687     100.00  

Sub-total

   210,805     100.00  
  

 

   

 

   

 

   

 

 

Derivative financial assets

        

Korea

   1,436,182     58.66     617,804     33.96  

United States

   275,429     11.25     284,795     15.65  

Others

   736,844     30.09     916,810     50.39  
  

 

   

 

   

 

   

 

 

Total derivative financial assets

   2,448,455     100.00  

Sub-total

   1,819,409     100.00  
  

 

   

 

   

 

   

 

 

Available-for-sale financial assets

        

Korea

   19,552,797     99.08     18,908,743     99.87  

United States

   180,832     0.92  

Others

   902     0.00     24,545     0.13  
  

 

   

 

   

 

   

 

 

Total available-for-sale financial assets

   19,734,531     100.00  

Sub-total

   18,933,288     100.00  
  

 

   

 

   

 

   

 

 

Held-to-maturity financial assets

        

Korea

   13,055,000     100.00     13,016,991     100.00  

United States

   158     0.00  
  

 

   

 

   

 

   

 

 

Total held-to-maturity financial assets

   13,055,158     100.00  

Sub-total

   13,016,991     100.00  
  

 

   

 

   

 

   

 

 

Total

  40,989,355      41,806,278    
  

 

     

 

   

  2012   2014 
  Amount   %   Amount   % 
  (In millions of Korean won)   (In millions of Korean won) 

Financial assets held for trading

        

Korea

  5,051,858     100.00    9,653,123     99.39  

Others

   59,085     0.61  
  

 

   

 

   

 

   

 

 

Total financial assets held for trading

   5,051,858     100.00  

Sub-total

   9,712,208     100.00  
  

 

   

 

   

 

   

 

 

Financial assets designated at fair value through profit or loss

        

Korea

   192,607     100.00     442,960     100.00  
  

 

   

 

   

 

   

 

 

Total financial assets designated at fair value through profit or loss

   192,607     100.00  

Sub-total

   442,960     100.00  
  

 

   

 

   

 

   

 

 

Derivative financial assets

        

Korea

   638,817     31.55     791,704     40.22  

United States

   366,827     18.12     274,608     13.95  

Others

   1,019,140     50.33     901,878     45.83  
  

 

   

 

   

 

   

 

 

Total derivative financial assets

   2,024,784     100.00  

Sub-total

   1,968,190     100.00  
  

 

   

 

   

 

   

 

 

Available-for-sale financial assets

        

Korea

   21,657,311     99.19     19,307,222     99.73  

United States

   176,394     0.81     4,948     0.03  

Others

   837     0.00     47,652     0.24  
  

 

   

 

   

 

   

 

 

Total available-for-sale financial assets

   21,834,542     100.00  

Sub-total

   19,359,822     100.00  
  

 

   

 

   

 

   

 

 

Held-to-maturity financial assets

        

Korea

   12,255,805     100.00     12,569,154     100.00  

United States

   1     0.00  
  

 

   

 

   

 

   

 

 

Total held-to-maturity financial assets

   12,255,806     100.00  

Sub-total

   12,569,154     100.00  
  

 

   

 

   

 

   

 

 

Total

  41,359,597      44,052,334    
  

 

     

 

   

The counterparties to the financial assets under due from financial institutions and financial instruments indexed to the price of gold within financial assets held for trading are in the banking and insurance industries and have high credit ratings.

4.3 Liquidity risk

4.3.1 Overview of liquidity risk

Liquidity risk is the risk of insolvency or loss due to a disparity between the inflow and outflow of funds, unexpected outflow of funds, and obtaining funds at a high price or disposing of securities at an unfavorable price due to lack of available funds. The Group manages its liquidity risk through analysis of the contractual maturity of all financialinterest-bearing assets and liabilities, assets and off- balance items such as commitmentsliabilities related to the other in and financial guarantee contracts. The Group discloses them by maturity groups: On demand, upoutflows, and off-balance sheet related to one month, between over one monthin and three months, between over three monthsoutflows of currency derivative instruments and 12 months, between over one year and five years, and over five years.others.

Cash flows disclosed for the maturity analysis are undiscounted contractual principal and interest to be received (paid) and, thus, differ from the amount in the financial statements which are based on the present value of expected cash flows in some cases. The amount of interest to be received or paid on floating rate assets and liabilities is measured on the assumption that the current interest rate would be the same through maturity.

4.3.2.4.3.2 Liquidity risk management and indicator

The liquidity risk is managed by ALM (‘Asset Liability Management’) and related guidelines which are applied to the risk management policies and procedures that address all the possible risks that arise from the overall business of the Group.

For the purpose of liquidity management, the liquidity ratio and accumulated liquidity gap ratio on all transactions affecting the in and outflows of funds and transactions of off- balanceoff-balance items are measured, managed and reported to the Risk ManagementPlanning Council and Risk Management Committee on a regular basis.

As the main subsidiary, Kookmin Bank regularly reports the liquidity gap ratio, liquidity ratio, maturity gap ratio and the results of the stress testing related to liquidity risk to the Asset-Liability Management Committee (‘ALCO’) which establishes and monitors the liquidity risk management strategy.

4.3.3.4.3.3 Analysis of remaining contractual maturity of financial assets and liabilities

Cash flows disclosed below are undiscounted contractual principal and interest to be received (paid) and, thus, differ from the amount in the consolidated financial statements which are based on the present value of expected cash flows. The amount of interest to be received or paid on floating rate assets and liabilities is measured on the assumption that the current interest rate would be the same through maturity.

The remaining contractual maturity of financial assets and liabilities, excluding derivatives held for cash flow hedging, as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011  2013 
  On demand   Up to
1 month
 1-3 months 3-12 months 1-5 years   Over 5 years   Total  On
demand
 Up to
1 month
 1-3 months 3-12 months 1-5 years Over 5 years Total 
  (In millions of Korean won)  (In millions of Korean won) 

Financial assets

           

Financial assets

  

     

Cash and due from financial institutions(1)

  4,453,019    303,624   76,508   89,831   4    119,097    5,042,083   5,672,570   501,100   183,931   586,696   49,314   160,826   7,154,437  

Financial assets held for trading(2)

   5,617,257     —      —      —      —       —       5,617,257    8,967,006    —      —      —      —      —      8,967,006  

Financial assets designated at fair value through profit or loss(2)

   708,847     —      —      —      —       —       708,847    326,583    —      —      —      —      35,153    361,736  

Derivatives held for trading(2)

   2,220,314     —      —      —      —       —       2,220,314    1,680,880    —      —      —      —      —      1,680,880  

Derivatives held for fair value hedging(3)

   —       9,502    (4,709  28,399    148,990     346,779     528,961    —      10,944    1,617    16,036    124,794    123,782    277,173  

Loans

   97,595     22,337,365    27,042,768    76,893,033    56,899,525     79,060,029     262,330,315    112,484    22,354,010    23,245,138    77,032,831    57,284,561    82,239,530    262,268,554  

Available-for-sale financial assets(4)

   2,240,727     1,408,252    2,604,981    4,785,474    10,153,262     4,012,911     25,205,607    2,496,486    571,796    1,542,912    4,891,859    12,313,615    1,977,317    23,793,985  

Held-to-maturity financial assets

   —       198,914    611,115    2,227,089    9,397,778     2,854,547     15,289,443    —      261,124    518,368    3,343,087    9,254,470    1,268,563    14,645,612  

Other financial assets

   16,079     3,933,496    2,253    1,569,281    14,548     11,487     5,547,144    27,788    4,262,763    22,473    1,526,228    6,554    2,382    5,848,188  
  

 

   

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  15,353,838    28,191,153   30,332,916   85,593,107   76,614,107    86,404,850    322,489,971   19,283,797   27,961,737   25,514,439   87,396,737   79,033,308   85,807,553   324,997,571  
  

 

   

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Financial liabilities

                  

Financial liabilities held for trading(2)

  550,873    —     —     —     —      —      550,873   236,637   —     —     —     —     —     236,637  

Financial liabilities designated at fair value through profit or loss(2)

   837,206     —      —      —      —       —       837,206    878,565    —      —      —      —      —      878,565  

Derivatives held for trading(2)

   1,905,343     —      —      —      —       —       1,905,343    1,580,029    —      —      —      —      —      1,580,029  

Derivatives held for fair value hedging(3)

   —       (378  28,613    (1,427  129,600     6,744     163,152    —      —      25,411    179,000    8,959    —      213,370  

Deposits(5)

   62,496,734     19,301,815    27,509,188    77,736,839    8,954,242     509,831     196,508,649    74,110,641    14,193,153    28,638,089    77,181,179    8,603,695    2,677,536    205,404,293  

Debts

   365,944     2,433,558    3,377,097    7,222,927    3,278,067     605,826     17,283,419    270,987    3,279,051    1,711,622    4,733,173    4,038,514    356,424    14,389,771  

Debentures

   24,260     4,098,529    1,516,938    6,220,672    15,047,649     4,737,050     31,645,098    17,917    1,237,666    2,039,452    9,489,594    13,576,339    4,722,857    31,083,825  

Other financial liabilities

   —       5,488,548    20,474    24,245    187,882     122,718     5,843,867    141,041    8,372,426    13,101    63,409    198,068    509,412    9,297,457  
  

 

   

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  66,180,360    31,322,072   32,452,310   91,203,256   27,597,440    5,982,169    254,737,607   77,235,817   27,082,296   32,427,675   91,646,355   26,425,575   8,266,229   263,083,947  
  

 

   

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Off- balance items

           

Off- balance sheet items

       

Commitments(6)

  91,743,942    —     —     —     —      —      91,743,942   95,422,032   —     —     —     —     —     95,422,032  

Financial guarantee contracts(7)

   945,167     —      —      —      —       —       945,167  

Financial guarantee contract(7)

  3,097,372    —      —      —      —      —      3,097,372  
  

 

   

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  92,689,109    —     —     —     —      —      92,689,109   98,519,404   —     —     —     —     —     98,519,404  
  

 

   

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  2012  2014 
  On demand   Up to
1 month
   1-3 months   3-12 months 1-5 years   Over 5 years   Total  On
demand
 Up to
1 month
 1-3 months 3-12 months 1-5 years Over 5 years Total 
  (In millions of Korean won)  (In millions of Korean won) 

Financial assets

                    

Cash and due from financial institutions(1)

  5,926,911    586,856    75,523    189,026   —      136,584    6,914,900   6,397,552   675,876   544,520   675,266   57,441   —     8,350,655  

Financial assets held for trading(2)

   5,947,104     —       —       —      —       —       5,947,104    10,121,570    —      —      —      —      —      10,121,570  

Financial assets designated at fair value through profit or loss(2)

   352,090     —       —       —      —       —       352,090    636,340    —      —      —      —      —      636,340  

Derivatives held for trading(2)

   1,841,273     —       —       —      —       —       1,841,273    1,858,637    —      —      —      —      —      1,858,637  

Derivatives held for fair value hedging(3)

   —       6,645     929     18,600    125,511     163,808     315,493    —      7,742    (1,147  20,804    77,968    118,804    224,171  

Loans

   180,872     22,270,266     24,804,731     76,117,318    57,614,670     78,036,743     259,024,600    95,437    21,432,048    24,040,500    79,199,603    60,798,143    88,936,816    274,502,547  

Available-for-sale financial assets(4)

   1,399,487     1,144,817     1,657,583     4,867,026    13,522,904     3,246,902     25,838,719    2,849,188    501,929    1,688,594    5,008,162    12,201,794    1,365,437    23,615,104  

Held-to-maturity financial assets

   —       142,902     362,905     2,525,112    8,753,186     2,192,044     13,976,149    —      276,462    665,030    3,618,565    8,174,038    1,184,433    13,918,528  

Other financial assets

   34,472     5,522,930     14,050     1,561,002    5,843     1,853     7,140,150    159,698    5,341,800    22,324    1,330,773    8,163    8,931    6,871,689  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  15,682,209    29,674,416    26,915,721    85,278,084   80,022,114    83,777,934    321,350,478   22,118,422   28,235,857   26,959,821   89,853,173   81,317,547   91,614,421   340,099,241  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Financial liabilities

                    

Financial liabilities held for trading(2)

  1,381,997    —      —      —     —      —      1,381,997   836,542   —     —     —     —     —     836,542  

Financial liabilities designated at fair value through profit or loss(2)

   469,138     —       —       —      —       —       469,138    982,426    —      —      —      —      —      982,426  

Derivatives held for trading(2)

   1,868,287     —       —       —      —       —       1,868,287    1,775,341    —      —      —      —      —      1,775,341  

Derivatives held for fair value hedging(3)

   —       26,041     3     (1,456  189,613     2,396     216,597    —      —      652    146    6,304    (15,580  (8,478

Deposits(5)

   66,973,382     16,388,693     29,403,451     79,020,220    7,634,188     697,398     200,117,332    83,154,750    13,861,281    25,306,312    80,646,054    9,666,892    3,266,842    215,902,131  

Debts

   273,586     3,854,683     2,854,083     5,675,606    2,879,533     662,557     16,200,048    943,012    4,058,558    2,078,905    5,200,009    3,611,420    282,484    16,174,388  

Debentures

   24,659     1,283,340     1,028,400     3,576,694    18,202,836     4,020,164     28,136,093    159,620    1,112,986    1,812,861    6,894,122    16,971,344    4,339,194    31,290,127  

Other financial liabilities

   12,878     7,069,299     8,624     75,325    272,830     22,041     7,460,997    152,035    7,737,557    23,709    109,784    298,553    559,911    8,881,549  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  71,003,927    28,622,056    33,294,561    88,346,389   29,179,000    5,404,556    255,850,489   88,003,726   26,770,382   29,222,439   92,850,115   30,554,513   8,432,851   275,834,026  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Off- balance items

             

Off- balance sheet items

       

Commitments(6)

  93,193,481    —      —      —     —      —      93,193,481   96,316,581   —     —     —     —     —     96,316,581  

Financial guarantee contracts(7)

   1,610,269     —       —       —      —       —       1,610,269  

Financial guarantee contract(7)

  4,459,645    —      —      —      —      —      4,459,645  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  94,803,750    —      —      —     —      —      94,803,750   100,776,226   —     —     —     —     —     100,776,226  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 

(1) 

The amounts of ₩4,177,347₩7,671,914 million and ₩3,646,611₩7,136,623 million which are restricted amounts due from the financial institutions as of December 31, 20112013 and 2012,2014, respectively, are excluded.

(2) 

Financial instruments held for trading, financial instruments designated at fair value through profit or loss and derivatives held for trading are not managed by contractual maturity because they are expected to be traded or redeemed before maturity. Therefore, the carrying amounts of those financial instruments are classified as ‘On demand’ category. However, hybrid capital instruments classified as financial instruments designated at fair value through profit or loss are included in the ‘Over 5 years’ category which they can be redeemed, owing to uncertain point of sale.

(3) 

Cash flows of derivative instruments held for fair value hedging are shown at net amounts of cash inflows and outflows by remaining contractual maturity.

(4) 

Equity investments in financial assets classified as available-for-sale are generally included in the ‘On demand’ category because most of them are available for sale at anytime. However, inIn the case of equity investments restricted for sale, they are shown in the period in which the restriction is expected to be lifted.expired.

(5) 

Deposits that are contractually repayable on demand or on short notice are classified asunder the ‘On demand’ category.cate

(6) 

Commitments are included inunder the ‘On demand’ category because payments can be required upon request.

(7) 

The financial guarantee contracts are included inunder the ‘On demand’ category becauseas payments can be required upon request.

The contractual cash flows of derivatives held for cash flow hedging as of December 31, 20112013 and 2012,2014, are as follows:

 

   2011 
   Up to
1 month
  1-3 months  3-12 months  1-5 years  Over 5 years   Total 
   (In millions of Korean won) 

To be received

  1,139   2,864   11,690   371,807   —      387,500  

To be paid

   (1,446  (3,380  (14,160  (354,042  —       (373,028
   2013 
   Up to
1 month
  1-3 months  3-12 months  1-5 years   Over 5 years   Total 
   (In millions of Korean won) 

Net cash flow of net settlement derivatives

  (449 (1,127 (3,815 1,212    —      (4,179

Cash flow to be received of total settlement derivatives

   169    370    317,714    —       —       318,253  

Cash flow to be paid of total settlement derivatives

   (617  (1,153  (326,160  —       —       (327,930

 

   2012 
   Up to
1 month
  1-3 months  3-12 months  1-5 years  Over 5 years   Total 
   (In millions of Korean won) 

To be received

  3,321   4,931   23,486   357,927   —      389,665  

To be paid

   (3,864  (6,277  (29,702  (366,291  —       (406,134
   2014 
   Up to
1 month
  1-3 months  3-12 months  1-5 years  Over 5 years   Total 
   (In millions of Korean won) 

Net cash flow of net settlement derivatives

  (688 (1,365 (5,203 (8,437 —      (15,693

Cash flow to be received of total settlement derivatives

   171    423    2,531    344,051    —       347,176  

Cash flow to be paid of total settlement derivatives

   (504  (1,062  (5,006  (343,149  —       (349,721

4.4 Market risk

4.4.1 Overview of market risk

Definition of market risk

Market risk is the risk of possible losses which arise from changes in market factors, such as interest rate, stock price, foreign exchange rate and other market factors that affect the fair value or future cash flows of financial instruments, such as securities and derivatives amongst others. The most significant risks associated with trading positions are interest rate risks and currency risks and other risks areinclude stock price risks and currency risks. In addition, the Group is exposed to interest rate risks and currency risks associated with non-trading positions. The Group classifies exposures to market risk into either trading or non-trading positions. The Group measures and manages market risk separately for each subsidiary in the Group.

Market risk management group

The Group sets economic capital limits for market risk and interest rate risk and monitors the risks to manage the risk of trading and non-trading positions. The Group maintains risk management systems and procedures, such as trading policies and procedures, and market risk management guidelines for trading positions, and interest rate risk management guidelines for non-trading positions in order to manage market risk efficiently. The procedures mentioned are implemented with approval from the Risk Management Committee and Risk Management Council.

As the main subsidiary, Kookmin Bank establishes market risk management policy, sets position limits, loss limits and VARVaR limits of each business group and approves newly developed derivative instruments, through its Risk Management Council. The Risk Management Council has delegated the responsibility for market risk management of individual business departments to the Market Risk Management Committee which is chaired by a Chief Risk Officer (CRO). The Market Risk Management Committee sets VaR limits, position limits, loss limits, scenario lossVaR limits, sensitivity limits and sensitivityscenario loss limits for each division, at the level of each individual business department.

The ALCO of Kookmin Bank determines the operational standards of interest and commission, revisesthe details of the establishment and prosecution of the Asset Liability Management (ALM) risk management guidelines, interest ratepolicies and commission guidelinesenacts and monitorsamends relevant guidelines. The Risk Management Committee and Risk Management Council monitor the establishment and enforcement of ALM risk management policies.policies and enact and amend ALM risk management guidelines. The interest rate risk limit is set based on the future assets/liabilities position and interest rate volatility estimated reflectingestimation reflects the annual work plan. The financial management departmentFinancial Planning Department and risk management department measureRisk Management Department measures and monitormonitors the interest risk status

and limits on a regular basis. The status and limits of interest rate risks, such as interest rate gap, duration gap and sensitivity, are reported to the ALCO and Risk Management Council on a monthly basis and to the Risk Management CouncilCommittee on a quarterly basis. The responsibility for ALM control is delegated to the Risk Management Department toTo ensure adequacy of interest rate and liquidity risk management. Themanagement, the Risk Management Department assigns the limits, monitors and reviews the risk management procedures and tasks conducted by the Financial Planning Department. Also, the Risk Management Department andindependently reports related information to management independently.management.

4.4.2 Trading Position

Definition of a trading position

Trading positions subject to market risk management are defined under the Trading Policy and Guideline, and the basic requirements are as follows:

 

The trading position is not restricted for sale, is measured daily at fair value, and its significant inherent risks are able to be hedged in the market.

 

The criteria for classification as a trading position are clearly defined in the Trading Policy and Guideline, and separately managed by the trading department.

 

The trading position is operated in accordance with the documented trading strategy and managed through position limits.

 

The operating department or professional dealers have an authority to enforce a deal on the trading position within predetermined limits without pre-approval.

 

The trading position is reported periodically to management for the purpose of the Group’s risk management.

Observation method on market risk arising from trading positions

The Group calculates VaR to measure the market risk by using market risk management systems on the entire trading portfolio. Generally, the Group manages market risk on the trading portfolio. In addition, the Group controls and manages the risk of derivative trading based on the regulations and guidelines formulated by the Financial Supervisory Service.

VaR (Value at Risk)

i. VaR (Value at Risk)

The Group uses the value-at-risk methodology to measure the market risk of trading positions. There have been changes in market risk measurement technique during the year ended December 31, 2012, and the detailed descriptions are below.

Previous method:

The Group used a daily VaR measure, which is a statistically estimated maximum amount of loss that could occur in one day under normal distribution of financial variables. The Group calculated VaR using the equal-weighted average method based on historical changes in market rates, prices and volatilities over the previous 550 business days and measured VaR at a 99% single tail confidence level.

Current method:

The Group now uses the 10-day VaR, which estimates the maximum amount of loss that could occur in ten days under an historical simulation model which is considered asto be a full valuation method. The distributions of

portfolio’s value changes are estimated based on the data over the previous 250 business days, and ten-day VaR is calculated by subtracting net present market value from the value measured at a 99% confident level of portfolio’s value distribution results. However, the KB Investment & Securities Co., Ltd. calculates ten-day VaR using the equal-weighted averagevariance-covariance method and a 99% single tail confidence level based on historical changes in market rates, prices and volatilities overdata for the previous 250 business days and measures VaR at a 99% single tail confidence level.

These changes in market risk measurement technique are intended to reflectcalculated by the volatilitiesequal-weighted average method. It means the maximum amount of loss for the market more accurately. The current method immediately reflects the scenario of a day when the financial market shows dramatic moves, and the market risk10 days that could occur under normal distribution of financial instruments with complex risk attributes can be measured more appropriately than under the previous methodology.changes.

VaR is a commonly used market risk measurement technique. However, the method has some shortcomings. VaR estimates possible losses over a certain period at a particular confidence level using past market movement data. Past market movements are, however, not necessarily a good indicator of future events, as there may be conditions and circumstances in the future that the model does not anticipate. As a result, the timing and magnitude of the actual losses can be differentmay vary depending on the assumptions made at the time of the calculation. In addition, the time periods used for the model, generally one or ten days, are assumed to be a sufficient holding period before liquidating the relevant underlying positions. If these holding periods are not sufficient, or too long, the VaR results may understate or overstate the potential loss.

The Group uses an internal model (VaR) to measure general risk, and a standard method to measure each individual risk. Also, general and individual risks in some positions included in the consolidated financial statements in adoption of IFRS, are measured using a standard method. Therefore, the market risk VaR may not reflect the market risk of each individual risk and some specific positions.

ii. Back-Testing

Back-testing is conducted on a daily basis to validate the adequacy of the market risk model. In back-testing, the Group compares both the actual and hypothetical profit and loss with the VaR calculations.

iii. Stress Testing

Stress testing is carried out to analyze the impact of abnormal market situations on the trading and available-for-sale portfolio. It reflects changes in interest rates, stock prices, foreign exchange rates, implied volatilities of derivatives and other risk factors that have significant influence on the value of the portfolio. The Group mainly uses an historical scenario tool and also uses a hypothetical scenario tool for the analysis of abnormal market situations. Stress testing is performed at least once every quarter.

VaR at a 99% confidence level of interest rate, stock price and foreign exchange rate risk for trading positions with one-daya ten-day holding period by a subsidiary as of December 31, 2011,2013 and a ten-day holding period by subsidiary as of December 31, 2012,2014, are as follows:

Kookmin Bank

 

   2011 
   Average   Minimum   Maximum   Ending 
   (In millions of Korean won) 

Interest rate risk

  2,537    1,430    4,019    1,866  

Stock price risk

   725     86     2,569     1,161  

Foreign exchange rate risk

   6,464     4,187     12,610     4,882  

Deduction of diversification effect

   —       —       —       (3,141
  

 

 

   

 

 

   

 

 

   

 

 

 

Total VaR

  6,206    4,000    11,992    4,768  
  

 

 

   

 

 

   

 

 

   

 

 

 

  2012   2013 
  Average(1)   Minimum(1)   Maximum(1)   Ending   Average   Minimum   Maximum   Ending 
  (In millions of Korean won)   (In millions of Korean won) 

Interest rate risk

  12,052    4,742    18,589    4,747    16,270    7,428    24,979    16,967  

Stock price risk

   2,847     331     5,585     4,309     3,480     932     7,114     1,049  

Foreign exchange rate risk

   26,565     9,590     39,185     11,201     9,264     5,287     13,589     5,287  

Deduction of diversification effect

   —       —       —       (12,217         (6,928
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total VaR

  18,337    6,902    27,542    8,040    17,316    10,868    22,249    16,375  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

(1)
   2014 
   Average   Minimum   Maximum   Ending 
   (In millions of Korean won) 

Interest rate risk

  12,938    7,657    19,801    10,148  

Stock price risk

   1,627     714     3,858     851  

Foreign exchange rate risk

   12,049     5,070     14,705     10,814  

Deduction of diversification effect

         (8,809
  

 

 

   

 

 

   

 

 

   

 

 

 

Total VaR

  15,383    10,089    23,560    13,004  
  

 

 

   

 

 

   

 

 

   

 

 

 

The average, minimum and maximum amounts are based on the data from the beginning of May to the end of December.

KB Investment & Securities Co., Ltd.

 

  2011   2013 
  Average   Minimum   Maximum   Ending   Average   Minimum   Maximum   Ending 
  (In millions of Korean won)   (In millions of Korean won) 

Interest rate risk

  410    131    1,046    413    2,503    160    6,825    1,825  

Stock price risk

   659     350     1,643     444     1,920     507     6,244     1,139  

Foreign exchange rate risk

   161     15     586     57     527     24     1,311     53  

Deduction of diversification effect

   —       —       —       (329         (698
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total VaR

  819    381    1,885    585    3,319    589    8,908    2,318  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

   2012 
   Average(1)   Minimum(1)   Maximum(1)   Ending 
   (In millions of Korean won) 

Interest rate risk

  1,805    572    5,054    3,532  

Stock price risk

   2,350     486     8,683     658  

Foreign exchange rate risk

   309     18     1,329     224  

Deduction of diversification effect

   —       —       —       (763
  

 

 

   

 

 

   

 

 

   

 

 

 

Total VaR

  3,119    724    8,752    3,651  
  

 

 

   

 

 

   

 

 

   

 

 

 

(1)

The average, minimum and maximum amounts are based on the ten day VaR data from the beginning of April to the end of December.

   2014 
   Average   Minimum   Maximum   Ending 
   (In millions of Korean won) 

Interest rate risk

  1,334    294    2,971    1,874  

Stock price risk

   1,154     480     3,054     1,414  

Foreign exchange rate risk

   12     1     125     55  

Deduction of diversification effect

         (878
  

 

 

   

 

 

   

 

 

   

 

 

 

Total VaR

  1,773    753    3,098    2,465  
  

 

 

   

 

 

   

 

 

   

 

 

 

KB Life Insurance Co., Ltd.

 

  2011   2013 
  Average   Minimum   Maximum   Ending   Average   Minimum   Maximum   Ending 
  (In millions of Korean won)   (In millions of Korean won) 

Interest rate risk

  23    10    53    12    279    157    441    329  

Deduction of diversification effect

   —       —       —       —             —    
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total VaR

  23    10    53    12    279    157    441    329  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

   2012 
   Average(1)   Minimum(1)   Maximum(1)   Ending 
   (In millions of Korean won) 

Interest rate risk

  111    58    152    127  

Deduction of diversification effect

   —       —       —       —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Total VaR

  111    58    152    127  
  

 

 

   

 

 

   

 

 

   

 

 

 

(1)

The average, minimum and maximum amounts are based on the data from the beginning of April to the end of December.

   2014 
   Average   Minimum   Maximum   Ending 
   (In millions of Korean won) 

Interest rate risk

  121    33    374    33  

Deduction of diversification effect

         —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Total VaR

  121    33    374    33  
  

 

 

   

 

 

   

 

 

   

 

 

 

KB Investment Co., Ltd.

 

  2011   2013 
  Average   Minimum   Maximum   Ending   Average   Minimum   Maximum   Ending 
  (In millions of Korean won)   (In millions of Korean won) 

Foreign exchange rate risk

  31    26    52    28    40    29    53    30  

Deduction of diversification effect

   —       —       —       —             —    
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total VaR

  31    26    52    28    40    29    53    30  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

   2012 
   Average(1)   Minimum(1)   Maximum(1)   Ending 
   (In millions of Korean won) 

Foreign exchange rate risk

  63    39    92    41  

Deduction of diversification effect

   —       —       —       —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Total VaR

  63    39    92    41  
  

 

 

   

 

 

   

 

 

   

 

 

 

(1)

The average, minimum and maximum amounts are based on the data from the beginning of April to the end of December.

   2014 
   Average   Minimum   Maximum   Ending 
   (In millions of Korean won) 

Foreign exchange rate risk

  30    18    37    25  

Deduction of diversification effect

         —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Total VaR

  30    18    37    25  
  

 

 

   

 

 

   

 

 

   

 

 

 

Meanwhile, the required equity capital using the standardized method related to the positions which are not measured by VaR as of December 31, 20112013 and 2012,2014, is as follows:

Kookmin Bank

 

  2011   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Interest rate risk

  23,602    578    921    792  

Stock price risk

   21,279     4,567     2     1,101  

Foreign exchange rate risk

   9,561     9,081     9,214     9,387  
  

 

   

 

   

 

   

 

 

Total

  54,442    14,226    10,137    11,280  
  

 

   

 

   

 

   

 

 

KB Investment & Securities Co., Ltd.

 

  2011   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Interest rate risk

  3,911    4,607    5,081    8,865  

Stock price risk

   10,212     3,224     3,602     2,590  
  

 

   

 

   

 

   

 

 

Total

  14,123    7,831    8,683    11,455  
  

 

   

 

   

 

   

 

 

KB Life Insurance Co., Ltd.

 

   2011   2012 
   (In millions of Korean won) 

Stock price risk

  —      13  
  

 

 

   

 

 

 

Total

  —      13  
  

 

 

   

 

 

 
   2013   2014 
   (In millions of Korean won) 

Stock price risk

  106    —    

KB Investment Co., Ltd.

 

   2011   2012 
   (In millions of Korean won) 

Stock price risk

  —      1,385  
  

 

 

   

 

 

 

Total

  —      1,385  
  

 

 

   

 

 

 

As of December 31, 2011, the standardized method was used to measure trading positions’ interest rate, stock price and foreign exchange rate risk of private equity funds which are in the scope of subsidiaries. Those positions’ market risks have been included in VaR during the year ended December 31, 2012.

   2013   2014 
   (In millions of Korean won) 

Stock price risk

  1,424    1,979  

Details of risk factors

i. Interest rate risk

Trading position interest rate risk usually arises from debt securities in Korean won. The Group’s trading strategy is to benefit from short-term movements in the prices of debt securities arising from changes in interest rates. The Group manages interest rate risk on trading positions using market value-based tools such as VaR and sensitivity analysis (Price Value of a Basis Point: PVBP).

ii. Stock price risk

Stock price risk only arises from trading securities denominated in Korean won as the Group does not have any trading exposure to shares denominated in foreign currencies. The trading securities portfolio in Korean won are composed of exchange-traded stocks and derivative instruments linked to stock with strict limits on diversification.

iii. Foreign exchange rate risk

Foreign exchange rate risk arises from holding assets and liabilities denominated in foreign currency. Net foreign currency exposure mostly occurs from the foreign assets and liabilities which are denominated in US dollars and Kazakhstan Tenge, and the remainder in Japanese Yen or Euro. The Group sets both loss limits and net foreign currency exposure limits and manages comprehensive net foreign exchange exposures which consider both trading and non-trading portfolios.

4.4.3 Non-trading position

Definition of non-trading position

The most critical market risk that arises in non-trading portfolios is interest rate risk. Interest rate risk occurs due to mismatches on maturities and interest rate change periods between interest sensitive assets and liabilities. The Group measures interest rate risk arising from assets and liabilities denominated in Korean won and foreign currencies including derivative financial instruments held for hedging. Most interest-bearing assets and interest-bearing liabilities are denominated in Korean won. Most foreign currency assets and liabilities are denominated in US Dollars and the remainder in Japanese Yen or Euro.

Observation method on market risk arising from non-trading position

The main objective of interest rate risk management is to generate stable net interest income and to protect asset values against interest rate fluctuations. The Group manages the risk through interest rate gap analysis on interest rate maturities between interest-bearing assets and interest-bearing liabilities and measuring interest rate VaR.

Disclosure of results from each observation method

i. Interest rate gap analysis

Interest rate gap analysis is based on the interest rates repricing dates for interest-bearing assets and interest-bearing liabilities. It measures expected changes in net interest income by calculating the difference in the amounts of interest-bearing assets and interest-bearing liabilities in each maturity bucket. The Group conducts interest gap analysis on assets denominated in Korean won and foreign currencies on a monthly basis. However, where there is no contractual maturity for a particular instrument, then a maturity date is set according to internal liquidity risk management guidelines.guidelines, determined by ALM.

The results of the interest rate gap analysis by subsidiary as of December 31, 20112013 and 2012,2014, are as follows:

Kookmin Bank

 

 2011  2013 
 Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total  Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Interest-bearing assets in Korean won

 109,769,309   53,264,820   26,293,288   16,619,523   9,309,082   215,256,022   83,935,439   54,589,446   46,832,862   21,608,336   14,297,239   221,263,322  

Interest-bearing liabilities in Korean won

  91,469,293    30,487,095    54,100,542    20,867,820    13,169,891    210,094,641    91,505,923    37,966,586    50,647,954    20,948,789    18,244,867    219,314,119  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Gap

 18,300,016   22,777,725   (27,807,254 (4,248,297 (3,860,809 5,161,381   (7,570,484 16,622,860   (3,815,092 659,547   (3,947,628 1,949,203  
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Accumulated gap

  18,300,016    41,077,741    13,270,487    9,022,190    5,161,381     (7,570,484  9,052,376    5,237,284    5,896,831    1,949,203   
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Percentage (%)

  8.50    19.08    6.16    4.19    2.40     (3.42  4.09    2.37    2.67    0.88   

Interest-bearing assets in foreign currencies

 13,009,331   2,081,836   1,015,797   899,201   139,646   17,145,811   10,112,905   1,888,724   607,499   396,714   257,419   13,263,261  

Interest-bearing liabilities in foreign currencies

  11,246,216    3,871,630    2,151,126    205,522    46,132    17,520,626    9,500,565    2,631,393    1,527,154    225,300    124,357    14,008,769  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Gap

 1,763,115   (1,789,794 (1,135,329 693,679   93,514   (374,815 612,340   (742,669 (919,655 171,414   133,062   (745,508
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Accumulated gap

  1,763,115    (26,679  (1,162,008  (468,329  (374,815   612,340    (130,329  (1,049,984  (878,570  (745,508 
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Percentage (%)

  10.28    (0.16  (6.78  (2.73  (2.19   4.62    (0.98  (7.92  (6.62  (5.62 

 

 2012  2014 
 Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total  Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Interest-bearing assets in Korean won

 91,875,926   50,777,686   36,985,241   23,433,532   16,552,365   219,624,750   81,410,723   58,363,078   49,200,979   25,841,692   16,042,468   230,858,940  

Interest-bearing liabilities in Korean won

  89,554,290    35,360,899    49,687,125    22,185,102    15,961,551    212,748,967    92,018,008    38,515,842    52,996,290    25,838,417    19,891,843    229,260,400  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Gap

 2,321,636   15,416,787   (12,701,884 1,248,430   590,814   6,875,783   (10,607,285 19,847,236   (3,795,311 3,275   (3,849,375 1,598,540  
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Accumulated gap

  2,321,636    17,738,423    5,036,539    6,284,969    6,875,783     (10,607,285  9,239,951    5,444,640    5,447,915    1,598,540   
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Percentage (%)

  1.06    8.08    2.29    2.86    3.13     (4.59  4.00    2.36    2.36    0.69   

Interest-bearing assets in foreign currencies

 10,105,090   2,090,551   718,802   641,281   121,700   13,677,424   9,976,001   2,287,466   1,468,572   1,506,339   117,486   15,355,864  

Interest-bearing liabilities in foreign currencies

  8,218,370    3,533,356    1,964,078    513,647    117,821    14,347,272    9,321,764    3,710,940    1,475,686    1,415,952    51,071    15,975,413  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Gap

 1,886,720   (1,442,805 (1,245,276 127,634   3,879   (669,848 654,237   (1,423,474 (7,114 90,387   66,415   (619,549
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Accumulated gap

  1,886,720    443,915    (801,361  (673,727  (669,848   654,237    (769,237  (776,351  (685,964  (619,549 
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Percentage (%)

  13.79    3.25    (5.86  (4.93  (4.90   4.26    (5.01  (5.06  (4.47  (4.03 

KB Kookmin Card Co., Ltd.

 

 2011  2013 
 Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total  Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Interest-bearing assets in Korean won

 3,057,388   683,327   884,063   8,288,959   7,125   12,920,862   3,951,261   1,212,736   1,600,360   5,010,999   3,108,753   14,884,109  

Interest-bearing liabilities in Korean won

  1,811,500    860,000    2,530,000    3,052,800    1,170,000    9,424,300    940,000    782,765    1,868,825    4,704,000    2,190,000    10,485,590  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Gap

 1,245,888   (176,673 (1,645,937 5,236,159   (1,162,875 3,496,562   3,011,261   429,971   (268,465 306,999   918,753   4,398,519  
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Accumulated gap

  1,245,888    1,069,215    (576,722  4,659,437    3,496,562     3,011,261    3,441,232    3,172,767    3,479,766    4,398,519   
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Percentage (%)

  9.64    8.28    (4.46  36.06    27.06     20.23    23.12    21.32    23.38    29.55   

 

 2012  2014 
 Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total  Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Interest-bearing assets in Korean won

 2,743,651   802,981   1,100,429   8,453,580   9,765   13,110,406   4,116,795   1,293,247   1,695,695   4,852,525   3,143,092   15,101,354  

Interest-bearing liabilities in Korean won

  1,370,000    260,000    1,310,000    3,921,800    2,221,000    9,082,800    1,060,000    988,000    1,461,000    4,604,840    2,104,920    10,218,760  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Gap

 1,373,651   542,981   (209,571 4,531,780   (2,211,235 4,027,606   3,056,795   305,247   234,695   247,685   1,038,172   4,882,594  
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Accumulated gap

  1,373,651    1,916,632    1,707,061    6,238,841    4,027,606     3,056,795    3,362,042    3,596,737    3,844,422    4,882,594   
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Percentage (%)

  10.48    14.62    13.02    47.59    30.72     20.24    22.26    23.82    25.46    32.33   

KB Investment & Securities Co., Ltd.

 

 2011  2013 
 Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total  Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Interest-bearing assets in Korean won

 599,877   103,522   108,031   10,002   2,517   823,949   491,652   14,000   227,542   169,990   1,823   905,007  

Interest-bearing liabilities in Korean won

  482,001    70,000    —      49,470    —      601,471    516,734    160,000    10,000    32,000    —      718,734  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Gap

 117,876   33,522   108,031   (39,468 2,517   222,478   (25,082 (146,000 217,542   137,990   1,823   186,273  
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Accumulated gap

  117,876    151,398    259,429    219,961    222,478     (25,082  (171,082  46,460    184,450    186,273   
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Percentage (%)

  14.31    18.37    31.49    26.70    27.00     (2.77  (18.90  5.13    20.38    20.58   

Interest-bearing assets in foreign currencies

 2,068   —     —     —     —     2,068   66,576   6,162   56,558   —     —     129,296  

Interest-bearing liabilities in foreign currencies

  —      —      —      —      —      —      —      —      —      —      —      —    
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Gap

 2,068   —     —     —     —     2,068   66,576   6,162   56,558   —     —     129,296  
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Accumulated gap

  2,068    2,068    2,068    2,068    2,068     66,576    72,738    129,296    129,296    129,296   
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Percentage (%)

  100.00    100.00    100.00    100.00    100.00     51.49    56.26    100.00    100.00    100.00   

 2012  2014 
 Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total  Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Interest-bearing assets in Korean won

 342,543   75,000   66,032   100,000   2,291   585,866   490,113   214,300   212,351   15,190   19,211   951,165  

Interest-bearing liabilities in Korean won

  339,444    30,000    100,000    —      —      469,444    1,365,885    125,000    36,997    —      —      1,527,882  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Gap

 3,099   45,000   (33,968 100,000   2,291   116,422   (875,772 89,300   175,354   15,190   19,211   (576,717
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Accumulated gap

  3,099    48,099    14,131    114,131    116,422     (875,772  (786,472  (611,118  (595,928  (576,717 
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Percentage (%)

  0.53    8.21    2.41    19.48    19.87     (92.07  (82.69  (64.25  (62.65  (60.63 

Interest-bearing assets in foreign currencies

 2,263   —     —     —     —     2,263   20,815   10,419   64,997   —     —     96,231  

Interest-bearing liabilities in foreign currencies

  —      —      —      —      —      —      —      —      —      —      —      —    
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Gap

 2,263   —     —     —     —     2,263   20,815   10,419   64,997   —     —     96,231  
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Accumulated gap

  2,263    2,263    2,263    2,263    2,263     20,815    31,234    96,231    96,231    96,231   
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Percentage (%)

  100.00    100.00    100.00    100.00    100.00     21.63    32.46    100.00    100.00    100.00   

KB Life Insurance Co., Ltd.

 

 2011  2013 
 Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total  Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Interest-bearing assets in Korean won

 228,597   137,620   386,143   820,641   1,917,627   3,490,628   249,863   187,377   630,846   1,314,773   2,502,573   4,885,432  

Interest-bearing liabilities in Korean won

  60,048    45,817    2,853,620    29,087    541,782    3,530,354    27,836    72,309    4,862,687    36,488    528,861    5,528,181  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Gap

 168,549   91,803   (2,467,477 791,554   1,375,845   (39,726 222,027   115,068   (4,231,841 1,278,285   1,973,712   (642,749
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Accumulated gap

  168,549    260,352    (2,207,125  (1,415,571  (39,726   222,027    337,095    (3,894,746  (2,616,461  (642,749 
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Percentage (%)

  4.83    7.46    (63.23  (40.55  (1.14   4.54    6.90    (79.72  (53.56  (13.16 

 

 2012  2014 
 Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total  Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Interest-bearing assets in Korean won

 133,084   100,088   640,829   1,106,126   2,482,444   4,462,571   501,452   317,004   732,000   1,883,395   2,648,788   6,082,639  

Interest-bearing liabilities in Korean won

  24,616    67,092    4,131,620    20,525    531,472    4,775,325    2,068    949    1,579,923    4,137,043    465,131    6,185,114  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Gap

 108,468   32,996   (3,490,791 1,085,601   1,950,972   (312,754 499,384   316,055   (847,923 (2,253,648 2,183,657   (102,475
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Accumulated gap

  108,468    141,464    (3,349,327  (2,263,726  (312,754   499,384    815,439    (32,484  (2,286,132  (102,475 
 

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

Percentage (%)

  2.43    3.17    (75.05  (50.73  (7.01   8.21    13.41    (0.53  (37.58  (1.68 

KB Savings Bank Co., Ltd.

 

 2012  2013 
 Up to
3 months
   3~6
months
 6~12
months
 1~3
years
 Over
3 years
   Total  Up to
3 months
 3~6
months
 6~12
months
 1~3
years
 Over
3 years
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Interest-bearing assets in Korean won

 251,570    81,607   90,543   42,725   180,729    647,174   160,377   64,008   90,405   71,477   43,765   430,032  

Interest-bearing liabilities in Korean won

  90,061     96,665    280,717    26,750    2,788     496,981    88,608    108,965    212,012    26,693    1,271    437,549  
 

 

   

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Gap

 161,509    (15,058 (190,174 15,975   177,941    150,193   71,769   (44,957 (121,607 44,784   42,494   (7,517
 

 

   

 

  

 

  

 

  

 

    

 

  

 

  

 

  

 

  

 

  

 

 

Accumulated gap

  161,509     146,451    (43,723  (27,748  150,193      71,769    26,812    (94,795  (50,011  (7,517 
 

 

   

 

  

 

  

 

  

 

    

 

  

 

  

 

  

 

  

 

  

Percentage (%)

  24.96     22.63    (6.76  (4.29  23.21      16.69    6.23    (22.04  (11.63  (1.75 

  2014 
  Up to
3 months
  3~6
months
  6~12
months
  1~3
years
  Over
3 years
  Total 
  (In millions of Korean won) 

Interest-bearing assets in Korean won

 209,895   109,368   156,869   53,424   86,272   615,828  

Interest-bearing liabilities in Korean won

  133,057    160,070    249,389    62,139    2,403    607,058  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Gap

 76,838   (50,702 (92,520 (8,715 83,869   8,770  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Accumulated gap

  76,838    26,136    (66,384  (75,099  8,770   
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

Percentage (%)

  12.48    4.24    (10.78  (12.19  1.42   

Yehansoul Savings Bank Co., Ltd.

  2013 
  Up to
3 months
  3~6
months
  6~12
months
  1~3
years
  Over
3 years
  Total 
  (In millions of Korean won) 

Interest-bearing assets in Korean won

 109,603   11,149   1,881   4,515   23,659   150,807  

Interest-bearing liabilities in Korean won

  60,126    48,336    42,739    6,008    111    157,320  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Gap

 49,477   (37,187 (40,858 (1,493 23,548   (6,513
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Accumulated gap

  49,477    12,290    (28,568  (30,061  (6,513 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

Percentage (%)

  32.81    8.15    (18.94  (19.93  (4.32 

KB Capital Co., Ltd.

  2014 
  Up to
3 months
  3~6
months
  6~12
months
  1~3
years
  Over
3 years
  Total 
  (In millions of Korean won) 

Interest-bearing assets in Korean won

 574,781   423,694   694,273   1,768,434   498,480   3,959,662  

Interest-bearing liabilities in Korean won

  414,253    36,399    66,512    1,841,011    254,094    2,612,269  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Gap

 160,528   387,295   627,761   (72,577 244,386   1,347,393  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Accumulated gap

  160,528    547,823    1,175,584    1,103,007    1,347,393   
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

Percentage (%)

  4.05    13.84    29.69    27.86    34.03   

ii. Interest Rate VaR

Interest rate VaR is the maximum possible loss due to interest rate risk at a 99.94% confidence level. The measurement results of risk as of December 31, 20112013 and 2012,2014, are as follows:

 

   2011   2012 
   (In millions of Korean won) 

Kookmin Bank

  847,865    179,310  

KB Kookmin Card Co., Ltd.

   124,681     41,867  

KB Investment & Securities Co., Ltd.

   8,213     5,525  

KB Life Insurance Co., Ltd.

   127,328     156,474  

KB Savings Bank Co., Ltd.

   —       2,224  

During the year ended December 31, 2012, the Group changed its method of calculating the interest rate impact from a simulation method which applied probable interest rate scenarios to an historical simulation method which uses historical interest rate data. These changes are for a more sophisticated interest rate risk measurement, considering the practical scenarios, the model appropriateness, practical application as well as easy comprehension.

   2013   2014 
   (In millions of Korean won) 

Kookmin Bank

  203,503    112,500  

KB Kookmin Card Co., Ltd.

   73,135     55,101  

KB Investment & Securities Co., Ltd.

   7,503     3,489  

KB Life Insurance Co., Ltd.

   168,542     103,424  

KB Savings Bank Co., Ltd.

   3,870     4,649  

Yehansoul Savings Bank Co., Ltd.

   1,604     —    

KB Capital Co.,Ltd

   —       3,685  

4.4.4 Financial instruments in foreign currencies

Financial instruments in foreign currencies as of December 31, 20112013 and 2012,2014, are as follows:

 

 2011  2013 
 USD JPY EUR GBP CNY Others Total  USD JPY EUR GBP CNY Others Total 
 (In millions of Korean won)  (In millions of Korean won) 

Financial Assets

              

Cash and due from financial institutions

 600,886   112,395   73,159   12,571   25,088   72,379   896,478   1,324,563   123,527   87,765   5,495   130,290   216,250   1,887,890  

Financial assets held for trading

  16,290    —      —      —      —      —      16,290  

Financial assets designated at fair value through profit or loss

  5,293    —      —      —      —      —      5,293  

Derivatives held for trading

  89,851    —      1,027    —      —      —      90,878    94,664    —      946    —      —      —      95,610  

Derivatives held for hedging

  37,669    —      —      —      —      —      37,669    16,094    —      —      —      —      —      16,094  

Loans

  11,129,173    2,589,314    753,075    46,149    215    220,212    14,738,138    10,061,929    1,235,187    381,415    51,677    456    190,827    11,921,491  

Available-for-sale financial assets

  1,101,434    59,900    18,546    782    —      1,595    1,182,257    777,081    10,052    —      —      —      3,747    790,880  

Held-to-maturity financial assets

  158    —      —      —      —      —      158  

Other financial assets

  1,178,711    227,508    147,019    3,732    —      105,358    1,662,328    512,717    314,632    76,016    1,332    —      91,405    996,102  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total financial assets

 14,137,882   2,989,117   992,826   63,234   25,303   399,544   18,607,906  

Total

 12,808,631   1,683,398   546,142   58,504   130,746   502,229   15,729,650  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Financial liabilities

              

Financial liabilities designated at fair value through profit or loss

 5,287   —     —     —     —     —     5,287  

Derivatives held for trading

 221,135   —     1,695   —     —     —     222,830    127,308    —      1,333    —      15    —      128,656  

Derivatives held for hedging

  34    —      —      —      —      —      34  

Deposits

  3,318,285    598,055    164,087    11,959    231    256,987    4,349,604    3,914,192    515,595    150,713    15,816    10,905    280,863    4,888,084  

Debts

  6,554,932    1,987,560    839,649    4,261    217    236,713    9,623,332    5,830,466    574,307    318,748    4,382    100,464    174,898    7,003,265  

Debentures

  2,728,700    816,320    335,169    —      —      68,843    3,949,032    2,717,876    236,020    193,062    —      —      148,687    3,295,645  

Other financial liabilities

  866,202    132,752    22,765    50,604    18    27,360    1,099,701    1,475,826    59,820    150,815    51,678    913    42,241    1,781,293  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total financial liabilities

 13,689,288   3,534,687   1,363,365   66,824   466   589,903   19,244,533  

Total

 14,070,955   1,385,742   814,671   71,876   112,297   646,689   17,102,230  
 

 

  

 

  

 

  

 

  

 

  

 

�� 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Off-balance items

 17,462,188   123,039   195,591   5,438   62   69,450   17,855,768  

Off-balance sheet items

 16,574,161   3,486   4,878   4,787   9,958   60,221   16,657,491  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 2012  2014 
 USD JPY EUR GBP CNY Others Total  USD JPY EUR GBP CNY Others Total 
 (In millions of Korean won)  (In millions of Korean won) 

Financial Assets

              

Cash and due from financial institutions

 868,238   162,793   89,429   13,544   20,625   82,967   1,237,596   1,554,219   148,923   104,932   10,875   47,653   180,518   2,047,120  

Financial assets held for trading

  43,753    —      15,333    —      —      —      59,086  

Financial assets designated at fair value through profit or loss

  11,000    —      —      —      —      —      11,000  

Derivatives held for trading

  106,215    150    1,267    —      —      —      107,632    55,895    83    694    —      37    6    56,715  

Derivatives held for hedging

  21,794    —      —      —      —      —      21,794    5,032    —      —      —      —      —      5,032  

Loans

  9,185,177    2,185,242    528,812    139,134    883    169,483    12,208,731    10,753,455    900,972    402,656    6,612    3,492    115,633    12,182,820  

Available-for-sale financial assets

  805,335    21,313    17,315    1,109    —      1,504    846,576    798,353    —      —      —      —      1,914    800,267  

Held-to-maturity financial assets

  1    —      —      —      —      —      1  

Other financial assets

  542,200    51,020    100,883    1,388    —      109,452    804,943    1,192,982    61,140    75,970    1,710    46,434    10,212    1,388,448  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total financial assets

 11,528,960   2,420,518   737,706   155,175   21,508   363,406   15,227,273  

Total

 14,414,689   1,111,118   599,585   19,197   97,616   308,283   16,550,488  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Financial liabilities

              

Derivatives held for trading

 180,324   177   1,753   —     —     —     182,254   86,046   —     921   —     —     47   87,014  

Derivatives held for hedging

  226    —      —      —      —      —      226  

Deposits

  3,767,148    611,386    210,837    17,243    2,793    290,124    4,899,531    4,611,932    389,071    188,431    19,924    21,297    273,357    5,504,012  

Debts

  5,034,710    1,765,338    513,294    32,745    48    189,897    7,536,032    6,382,288    258,483    303,866    880    3,577    168,908    7,118,002  

Debentures

  2,006,660    550,037    249,668    —      —      355,382    3,161,747    3,094,159    73,606    26,730    —      —      22,671    3,217,166  

Other financial liabilities

  1,195,579    59,932    26,234    109,670    39    30,135    1,421,589    1,194,927    76,150    78,093    7,157    46,710    13,043    1,416,080  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total financial liabilities

 12,184,421   2,986,870   1,001,786   159,658   2,880   865,538   17,201,153  

Total

 15,369,578   797,310   598,041   27,961   71,584   478,026   17,342,500  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Off-balance items

 15,948,842   4,537   5,566   4,760   —     7,980   15,971,685  

Off-balance sheet items

 17,850,878   19,783   6,549   4,704   18,898   78,818   17,979,630  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

 

4.5 Operational Risk

4.5.1 Concept

The Group defines operational risk broadly to include all financial and non-financial risks that may arise from operating activities and could cause a negative effect on capital.

4.5.2 Risk management

The purpose of operational risk management is not only to comply with supervisory and regulatory requirements but also to promote a risk management culture, strengthen internal controls, innovate processes and provide timely feedback to management and employees. In addition, Kookmin Bank established Business Continuity Plans (BCP) to ensure critical business functions can be maintained, or restored, in the event of material disruptions arising from internal or external events. It has constructed replacement facilities as well as has carried out exercise drills for head office and IT departments to test its BCPs.

4.6. Capital Adequacy

The Group complies with the capital adequacy standard established by the Financial Services Commission. The capital adequacy standard is based on Basel III published by Basel Committee on Banking Supervision in Bank of International Settlements in June 2011, and was implemented in Korea in December 2013. The Group is

required to maintain a minimum Common Equity Tier 1 ratio of at least 4.0%(3.5%,2013), a minimum Tier 1 ratio of 5.5%(4.5%,2013) and a minimum Total Regulatory Capital of 8.0%(8.0%,2013) as of December 31, 2014.

The Group’s equity capital is classified into three categories in accordance with the Supervisory Regulations and Detailed Supervisory Regulations on Financial Holding Companies:

Common Equity Tier 1 Capital: Common equity Tier 1 Capital represents the issued capital that takes the first and proportionately greatest share of any losses and represents the most subordinated claim in liquidation of the Group, and not repaid outside of liquidation. It includes common shares issued, capital surplus, retained earnings, non-controlling interests of consolidated subsidiaries, accumulated other comprehensive income, other capital surplus and others.

Additional Tier 1 Capital: Additional Tier 1 Capital includes (i) perpetual instruments issued by the Group that meet the criteria for inclusion in Additional Tier 1 capital, and (ii) stock surplus resulting from the issue of instruments included in Additional Tier 1 capital and others.

Tier 2 Capital: Tier 2 Capital represents the capital that takes the proportionate share of losses in the liquidation of the Group. Tier 2 Capital includes a fund raised by issuing subordinated debentures maturing in not less than 5 years that meet the criteria for inclusion in Additional Tier 2 capital, and the allowance for loan losses which are accumulated for assets classified as normal or precautionary as a result of classification of asset soundness in accordance with Regulation on Supervision of Financial Holding Companies and others.

Risk weighted asset means the inherent risks in the total assets held by the Group. The Group calculates risk weighted asset by each risk (credit risk, market risk, and operational risk) based on the Supervisory Regulations and Detailed Supervisory Regulations on Financial Holding Companies and uses it for BIS ratio calculation.

The Group assesses and monitors its adequacy of capital by using the Internal Rating Based Approach (the ‘IRBA’).internal assessment and management policy of the capital adequacy. The assessment of the capital adequacy is conducted by comparing available capital (actual amount of available capital) and economic capital (amount of capital enough to cover all significant risks under the target credit rate set by the Group). The Group monitors the soundness of finance and provides a risk adjusted basis for performance review.review using the assessment of the capital adequacy.

Economic Capital is the necessaryamount of capital to prevent the inability of payment due to unexpected loss in the future. The Group measures, allocates and monitors economic capital by risk type and subsidiaries.

The Risk Management Council of the Group determines the Group’s risk appetite and allocates economic capital by risk type and subsidiary. Each subsidiary efficiently operates its capital within a range of allocated economic capital. The Risk Management Department of the Group monitors the limit on economic capital and reports the results to management and the Risk Management Council. The Group maintains the adequacy of capital through proactive review and approval of the Risk Management Committee when the economic capital is expected to exceed the limits due to new business or business expansion.

The Group is a financial holding company under the Financial Holding Companies Act. It must maintain a consolidated BIS ratio above 8% based on Basel I in accordanceand its subsidiaries comply with the Supervisory Regulationsexternal capital adequacy requirements as of December 31, 2013 and Detailed Supervisory Regulations on Financial Holding Companies.2014.

The details of the Group’s consolidated BIS ratiocapital adequacy calculation in line with Basel III requirements as of December 31, 20112013 and 2012,2014, are as follows:

 

   2011   2012 
   (In millions of Korean won) 

Equity Capital

  25,062,681    26,907,004  

Tier I Capital

   19,495,671     20,595,885  

Tier II Capital

   5,567,010     6,311,119  

Risk-weighted assets

   192,812,547     193,510,143  

Credit risk

   187,851,397     187,465,230  

Market risk

   4,961,150     6,044,913  

Capital adequacy ratio (%)

   13.00     13.90  

Tier I Capital (%)

   10.11     10.64  

Tier II Capital (%)

   2.89     3.26  
   2013   2014 
   (In millions of Korean won) 

Equity Capital:

  27,296,535    28,347,675  

Tier 1 Capital

   22,693,836     24,248,598  

Common Equity Tier 1 Capital

   22,693,836     24,062,475  

Additional Tier 1 Capital

   —       186,123  

Tier 2 Capital

   4,602,699     4,099,077  

Risk-weighted assets:

   177,514,060     182,485,957  

Equity Capital (%):

   15.38     15.53  

Tier 1 Capital (%)

   12.78     13.29  

Common Equity Tier 1 Capital (%)

   12.78     13.19  

5. Segment Information

5.1 Overall Segment Information and Business Segments

The Group is organized into the following business segments. These business divisions are based on the nature of the products and services provided, the type or class of customer, and the Group’s management organization.

 

Banking business

  

Corporate Banking

  

The activities within this segment include providing credit, deposit products and other related financial services to large, small-and medium-sized enterprises and SOHOs.

  

Retail Banking

  

The activities within this segment include providing credit, deposit products and other related financial services to individuals and households.

  

Other Banking services

  

The activities within this segment include trading activities in securities and derivatives, funding and other supporting activities.

Credit Card business

  

The activities within this segment include credit sale, cash service, card loan and other supporting activities.

Investment & Securities business

  

The activities within this segment include investment banking and brokerage services and other supporting activities.

Life Insurance business

  The activities within this segment include life insurance and other supporting activities.

Financial information by business segment for the year ended December 31, 2010,2012, is as follows:

 

 Banking business              Banking business             
 Corporate
Banking
 Retail
Banking
 Other
Banking
Services
 Sub-total Credit Card Investment
& Securities
 Life
Insurance
 Others Intra-group
Adjustments
 Total  Corporate
Banking
 Retail
Banking
 Other
Banking
Services
 Sub-total Credit Card Investment
&
Securities
 Life
Insurance
 Others Intra-group
Adjustments
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Operating revenues from external customers

 2,362,913   2,994,303   637,061   5,994,277   1,361,255   138,042   116,110   16,299   —     7,625,983   1,952,464   3,041,135   1,297,400   6,290,999   1,286,719   142,617   131,188   32,988   —     7,884,511  

Segment operating revenues(expenses)

  (8,539  —      (36,645  (45,184  —      (2,459  (56,219  126,250    (22,388  —    

Segment operating revenues (expenses)

  2,289    (70,422  300,356    232,223    (238,094  5,971    (62,774  201,566    (138,892  —    
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Sub-total

 2,354,374   2,994,303   600,416   5,949,093   1,361,255   135,583   59,891   142,549   (22,388 7,625,983   1,954,753   2,970,713   1,597,756   6,523,222   1,048,625   148,588   68,414   234,554   (138,892 7,884,511  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Net interest income

  2,551,563    2,353,548    277,809    5,182,920    840,583    4,376    127,535    19,393    (1,003  6,173,804    2,593,646    2,524,163    661,666    5,779,475    974,419    19,059    192,011    75,971    (3,152  7,037,783  

Interest income

  4,905,806    5,050,298    1,581,780    11,537,884    1,317,774    33,418    127,576    79,894    (44,610  13,051,936    5,190,403    5,681,723    1,622,918    12,495,044    1,387,987    38,206    191,907    123,096    (26,134  14,210,106  

Interest expense

  (2,354,243  (2,696,750  (1,303,971  (6,354,964  (477,191  (29,042  (41  (60,501  43,607    (6,878,132  (2,596,757  (3,157,560  (961,252  (6,715,569  (413,568  (19,147  104    (47,125  22,982    (7,172,323

Net fee and commission income

  279,589    646,906    73,931    1,000,426    588,731    52,168    80    91,822    (28,513  1,704,714    232,981    696,311    324,120    1,253,412    157,788    85,610    211    96,899    (27,214  1,566,706  

Fee and commission income

  310,050    765,955    92,277    1,168,282    1,209,238    65,889    80    110,322    (72,360  2,481,451    274,794    760,802    401,892    1,437,488    1,427,271    96,247    211    117,008    (324,349  2,753,876  

Fee and commission expense

  (30,461  (119,049  (18,346  (167,856  (620,507  (13,721  —      (18,500  43,847    (776,737  (41,813  (64,491  (77,772  (184,076  (1,269,483  (10,637  —      (20,109  297,135    (1,187,170

Net gains(losses) on financial assets/ liabilities at fair value through profit or loss

  (3,678  (104,017  845,477    737,782    —      72,442    2,987    1,597    —      814,808  

Net other operating income(loss)

  (473,100  97,866    (596,801  (972,035  (68,059  6,597    (70,711  29,737    7,128    (1,067,343

Net gains (losses) on financial assets/ liabilities at fair value through profit or loss

  (501  (15,102  756,103    740,500    —      39,137    7,703    24,617    7    811,964  

Net other operating income (loss)

  (871,373  (234,659  (144,133  (1,250,165  (83,582  4,782    (131,511  37,067    (108,533  (1,531,942

General and administrative expenses

  (845,975  (2,147,386  (962,152  (3,955,513  (224,392  (89,793  (35,772  (114,075  52,916    (4,366,629  (792,533  (1,672,741  (811,714  (3,276,988  (348,243  (117,861  (45,166  (133,069  75,717    (3,845,610

Operating profit before provision for credit losses

  1,508,399    846,917    (361,736  1,993,580    1,136,863    45,790    24,119    28,474    30,528    3,259,354    1,162,220    1,297,972    786,042    3,246,234    700,382    30,727    23,248    101,485    (63,175  4,038,901  

Provision(reversal) for credit losses

  (2,393,092  (263,592  (66,357  (2,723,041  (129,267  2,183    (308  (20,960  (24  (2,871,417

Provision (reversal) for credit losses

  (852,964  (392,354  (48,712  (1,294,030  (314,843  (3,244  (479  5,842    51    (1,606,703

Net operating profit

  (884,693  583,325    (428,093  (729,461  1,007,596    47,973    23,811    7,514    30,504    387,937    309,256    905,618    737,330    1,952,204    385,539    27,483    22,769    107,327    (63,124  2,432,198  

Share of profit of associates and joint ventures

  —      —      (208,503  (208,503  —      —      —      (260  (1,831  (210,594

Share of profit of associates

  —      —      (5,712  (5,712  —      —      —      (185  (9,385  (15,282

Net other non-operating revenue (expense)

  (3,430  (1,135  (18,361  (22,926  2,606    4,585    (301  85,265    (97,204  (27,975  5,522    —      (69,537  (64,015  (4,334  (2,987  (856  (44,177  (1,903  (118,272

Segment profits(loss) before income tax

  (888,123  582,190    (654,957  (960,890  1,010,202    52,558    23,510    92,519    (68,531  149,368  

Segment profits before income tax

  314,778    905,618    662,081    1,882,477    381,205    24,496    21,913    62,965    (74,412  2,298,644  

Income tax expense

  212,750    (159,755  294,607    347,602    (245,853  (13,023  (5,148  (12,403  (634  70,541    (76,854  (219,173  (107,793  (403,820  (90,464  (6,604  (5,268  (14,894  1,073    (519,977

Profit(loss) for the year

  (675,373  422,435    (360,350  (613,288  764,349    39,535    18,362    80,116    (69,165  219,909  

Profit(loss) attributable to Shareholders of the parent company

  (675,373  422,435    (360,056  (612,994  764,349    39,535    18,362    80,116    (142,768  146,600  

Profit for the year

  237,924    686,445    554,288    1,478,657    290,741    17,892    16,645    48,071    (73,339  1,778,667  

Profit attributable to Shareholders of the parent company

  237,924    686,445    553,919    1,478,288    290,741    17,892    16,645    48,071    (82,069  1,769,568  

Profit attributable to Non-controlling interests

  —      —      (294  (294  —      —      —      —      73,603    73,309    —      —      369    369    —      —      —      —      8,730    9,099  

Total assets(1)

  86,326,555    98,118,111    57,265,678    241,710,344    12,818,703    2,423,995    3,673,209    19,983,182    (21,838,811  258,770,622    93,143,686    100,591,642    67,629,975    261,365,303    14,046,174    3,314,907    5,987,928    21,072,698    (19,717,506  286,069,504  

Total liabilities(1)

  84,968,051    103,550,321    34,799,444    223,317,816    10,254,962    2,071,770    3,343,362    1,719,836    (1,603,054  239,104,692    84,489,904    115,521,270    41,018,121    241,029,295    10,966,541    2,769,160    5,594,727    1,097,595    (469,405  260,987,913  

(1)Amounts before intra-group transaction adjustment.

Financial information by business segment for the year ended December 31, 2013, is as follows:

  Banking business                   
  Corporate
Banking
  Retail
Banking
  Other
Banking
Services
  Sub-total  Credit Card  Investment
& Securities
  Life
Insurance
  Others  Intra-group
Adjustments
  Total 
  (In millions of Korean won) 

Operating revenues from external customers

 1,731,770   2,453,683   1,486,647   5,672,100   1,420,937   115,054   102,226   143,811   —     7,454,128  

Segment operating revenues(expenses)

  4,945    (91,800  314,854    227,999    (218,231  5,180    (38,327  124,281    (100,902  —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

 1,736,715   2,361,883   1,801,501   5,900,099   1,202,706   120,234   63,899   268,092   (100,902 7,454,128  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
Net interest income  2,550,728    2,012,661    596,851    5,160,240    1,057,046    23,985    200,422    80,694    445    6,522,832  

Interest income

  4,390,623    4,785,526    1,419,231    10,595,380    1,435,952    40,567    200,422    106,336    (21,727  12,356,930  

Interest expense

  (1,839,895  (2,772,865  (822,380  (5,435,140  (378,906  (16,582  —      (25,642  22,172    (5,834,098
Net fee and commission income  240,698    612,165    251,881    1,104,744    184,679    75,796    109    118,136    (4,225  1,479,239  

Fee and commission income

  282,403    674,250    324,997    1,281,650    1,406,239    84,168    109    137,796    (252,597  2,657,365  

Fee and commission expense

  (41,705  (62,085  (73,116  (176,906  (1,221,560  (8,372  —      (19,660  248,372    (1,178,126

Net gains(losses) on financial assets/ liabilities at fair value through profit or loss

  184    (1,804  692,121    690,501    —      19,422    18,051    28,898    (50  756,822  

Net other operating income(loss)

  (1,054,895  (261,139  260,648    (1,055,386  (39,019  1,031    (154,683  40,364    (97,072  (1,304,765

General and administrative expenses

  (821,503  (1,739,768  (835,517  (3,396,788  (354,392  (96,345  (50,692  (141,668  56,321    (3,983,564

Operating profit before provision for credit losses

  915,212    622,115    965,984    2,503,311    848,314    23,889    13,207    126,424    (44,581  3,470,564  

Provision(reversal) for credit losses

  (706,464  (358,150  (575  (1,065,189  (344,555  (5,425  (526  (28,235  358    (1,443,572

Net operating profit

  208,748    263,965    965,409    1,438,122    503,759    18,464    12,681    98,189    (44,223  2,026,992  

Share of profit of associates

  —      —      (202,880  (202,880  —      7    —      (38,134  41,615    (199,392

Net other non-operating revenue (expense)

  1,662    —      (25,293  (23,631  (1,652  (1,728  (791  31,256    (15,763  (12,309

Segment profits before income tax

  210,410    263,965    737,236    1,211,611    502,107    16,743    11,890    91,311    (18,371  1,815,291  

Income tax expense

  (53,195  (86,283  (241,421  (380,899  (117,696  (4,887  (2,792  (30,021  (4,298  (540,593

Profit for the year

  157,215    177,682    495,815    830,712    384,411    11,856    9,098    61,290    (22,669  1,274,698  

Profit attributable to Shareholders of the parent company

  157,215    177,682    495,731    830,628    384,411    11,856    6,231    61,290    (22,914  1,271,502  

Profit attributable to Non-controlling interests

  —      —      84    84    —      —      2,867    —      245    3,196  

Total assets(1)

  92,498,513    103,202,391    69,887,481    265,588,385    15,854,992    2,525,070    6,945,605    21,504,989    (20,251,443  292,167,598  

Total liabilities(1)

  81,008,201    122,206,712    41,426,715    244,641,628    12,385,131    1,973,888    6,396,477    1,414,111    (625,911  266,185,324  

 

(1) 

AmountAmounts before intra-group transaction adjustment.

Financial information by business segment for the year ended December 31, 2011,2014, is as follows:

 

 Banking business              Banking business             
 Corporate
Banking
 Retail
Banking
 Other
Banking
Services
 Sub-total Credit Card Investment
& Securities
 Life
Insurance
 Others Intra-group
Adjustments
 Total  Corporate
Banking
 Retail
Banking
 Other
Banking
Services
 Sub-total Credit Card Investment
& Securities
 Life
Insurance
 Others Intra-group
Adjustments
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Operating revenues from external customers

 2,287,249   3,266,610   1,634,596   7,188,455   1,401,669   162,835   114,616   (24,455 —     8,843,120   1,710,416   2,211,969   1,480,838   5,403,223   1,280,628   141,355   105,255   266,332   —     7,196,793  

Segment operating revenues (expenses)

  (42,943  (54,409  219,044    121,692    (276,340  (2,323  (47,350  187,416    16,905    —    

Segment operating revenues(expenses)

  70,271    (48,256  211,993    234,008    (223,878  5,218    (30,498  166,503    (151,353  —    
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Sub-total

 2,244,306   3,212,201   1,853,640   7,310,147   1,125,329   160,512   67,266   162,961   16,905   8,843,120   1,780,687   2,163,713   1,692,831   5,637,231   1,056,750   146,573   74,757   432,835   (151,353 7,196,793  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Net interest income

  2,559,260    2,779,467    674,268    6,012,995    901,487    13,256    161,717    17,220    (2,163  7,104,512    2,448,966    2,079,834    442,646    4,971,446    993,806    18,136    227,344    203,443    1,600    6,415,775  

Interest income

  5,107,821    5,723,486    1,528,099    12,359,406    1,381,384    42,221    161,793    65,679    (54,226  13,956,257    4,008,584    4,432,760    1,261,283    9,702,627    1,353,704    45,404    227,372    326,366    (20,177  11,635,296  

Interest expense

  (2,548,561  (2,944,019  (853,831  (6,346,411  (479,897  (28,965  (76  (48,459  52,063    (6,851,745  (1,559,618  (2,352,926  (818,637  (4,731,181  (359,898  (27,268  (28  (122,923  21,777    (5,219,521

Net fee and commission income

  242,581    634,916    503,186    1,380,683    241,571    83,130    45    96,071    (6,750  1,794,750    237,229    524,784    316,032    1,078,045    95,132    76,268    253    134,154    (1,123  1,382,729  

Fee and commission income

  277,579    736,098    545,509    1,559,186    1,351,103    99,803    45    109,296    (289,679  2,829,754    277,196    597,072    397,070    1,271,338    1,408,749    82,531    253    157,924    (254,610  2,666,185  

Fee and commission expense

  (34,998  (101,182  (42,323  (178,503  (1,109,532  (16,673  —      (13,225  282,929    (1,035,004  (39,967  (72,288  (81,038  (193,293  (1,313,617  (6,263  —      (23,770  253,487    (1,283,456

Net gains (losses) on financial assets/ liabilities at fair value through profit or loss

  (2,205  (1,832  993,680    989,643    —      50,209    68    (4,050  (3  1,035,867  

Net other operating income (loss)

  (555,330  (200,350  (317,494  (1,073,174  (17,729  13,917    (94,564  53,720    25,821    (1,092,009

Net gains(losses) on financial assets/ liabilities at fair value through profit or loss

  179    (20,238  376,350    356,291    —      46,999    10,338    25,595    (25  439,198  

Net other operating income(loss)

  (905,687  (420,667  557,803    (768,551  (32,188  5,170    (163,178  69,643    (151,805  (1,040,909

General and administrative expenses

  (728,735  (1,757,907  (886,055  (3,372,697  (345,765  (117,925  (41,556  (114,568  60,703    (3,931,808  (711,029  (1,695,563  (966,266  (3,372,858  (340,606  (102,526  (59,994  (188,510  54,800    (4,009,694

Operating profit before provision for credit losses

  1,515,571    1,454,294    967,585    3,937,450    779,564    42,587    25,710    48,393    77,608    4,911,312    1,069,658    468,150    726,565    2,264,373    716,144    44,047    14,763    244,325    (96,553  3,187,099  

Provision (reversal) for credit losses

  (1,006,656  (302,261  17,384    (1,291,533  (206,566  (5,919  (1,241  (7,765  46    (1,512,978

Provision(reversal) for credit losses

  (566,942  (304,116  (16,596  (887,654  (277,662  (4,422  (1,112  (57,350  224    (1,227,976

Net operating profit

  508,915    1,152,033    984,969    2,645,917    572,998    36,668    24,469    40,628    77,654    3,398,334    502,716    164,034    709,969    1,376,719    438,482    39,625    13,651    186,975    (96,329  1,959,123  

Share of profit of associates

  —      —      1,352    1,352    —      242    —      2,436    933    4,963    —      —      17,555    17,555    —      81    —      (13,778  9,570    13,428  

Net other non-operating revenue (expense)

  114,011    32,782    (192,701  (45,908  (1,748  (2,579  (614  (85,139  (6,503  (142,491  1,242    —      (35,241  (33,999  (5,076  (1,025  (1,383  (24,877  (4,766  (71,126

Segment profits (loss) before income tax

  622,926    1,184,815    793,620    2,601,361    571,250    34,331    23,855    (42,075  72,084    3,260,806  

Segment profits before income tax

  503,958    164,034    692,283    1,360,275    433,406    38,681    12,268    148,320    (91,525  1,901,425  

Income tax expense

  (158,322  (275,747  (240,690  (674,759  (130,177  (8,367  (5,283  (2,248  (11,400  (832,234  (120,504  (53,967  (156,763  (331,234  (100,705  (13,057  (5,731  (33,602  (1,985  (486,314

Profit (loss) for the year

  464,604    909,068    552,930    1,926,602    441,073    25,964    18,572    (44,323  60,684    2,428,572  

Profit (loss) attributable to Shareholders of the parent company

  464,604    909,068    551,588    1,925,260    441,073    25,964    18,572    (44,323  6,480    2,373,026  

Profit for the year

  383,454    110,067    535,520    1,029,041    332,701    25,624    6,537    114,718    (93,510  1,415,111  

Profit attributable to Shareholders of the parent company

  383,454    110,067    535,520    1,029,041    332,701    25,624    6,537    100,329    (93,510  1,400,722  

Profit attributable to Non-controlling interests

  —      —      1,342    1,342    —      —      —      —      54,204    55,546    —      —      —      —      —      —      —      14,389    —      14,389  

Total assets(1)

  92,399,053    102,545,488    61,567,719    256,512,260    13,349,351    3,336,353    4,515,809    19,499,234    (19,612,190  277,600,817    94,313,469    111,074,156    70,066,039    275,453,664    15,886,769    4,131,568    7,680,184    25,965,518    (20,761,995  308,355,708  

Total liabilities(1)

  87,160,301    112,167,430    38,116,124    237,443,855    10,567,141    2,812,128    4,161,121    1,363,489    (1,846,712  254,501,022    83,780,834    123,792,699    45,939,658    253,513,191    12,406,314    3,554,828    7,096,459    5,347,261    (1,075,017  280,843,036  

 

(1) 

Amount before intra-group transaction adjustment.

Financial information by business segment for the year ended December 31, 2012, follows:

  Banking business                   
  Corporate
Banking
  Retail
Banking
  Other
Banking
Services
  Sub-total  Credit Card  Investment
& Securities
  Life
Insurance
  Others  Intra-group
Adjustments
  Total 
  (In millions of Korean won) 

Operating revenues from external customers

 1,952,464   3,041,135   1,315,417   6,309,016   1,286,719   152,461   131,299   24,992   —     7,904,487  

Segment operating revenues (expenses)

  2,289    (70,422  280,343    212,210    (238,094  5,968    (62,886  163,555    (80,753  —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

 1,954,753   2,970,713   1,595,760   6,521,226   1,048,625   158,429   68,413   188,547   (80,753 7,904,487  

Net interest income

  2,593,646    2,524,163    777,589    5,895,398    974,419    18,950    192,011    38,282    (3,147  7,115,913  

Interest income

  5,190,403    5,681,723    1,606,306    12,478,432    1,387,987    38,222    191,907    85,407    (26,130  14,155,825  

Interest expense

  (2,596,757  (3,157,560  (828,717  (6,583,034  (413,568  (19,272  104    (47,125  22,983    (7,039,912

Net fee and commission income

  232,981    696,311    344,704    1,273,996    157,788    85,454    211    102,407    (27,215  1,592,641  

Fee and commission income

  274,794    760,802    422,104    1,457,700    1,427,271    96,247    211    115,905    (318,666  2,778,668  

Fee and commission expense

  (41,813  (64,491  (77,400  (183,704  (1,269,483  (10,793  —      (13,498  291,451    (1,186,027

Net gains (losses) on financial assets/ liabilities at fair value through profit or loss

  (501  (15,102  612,349    596,746    —      39,137    7,703    7,610    7    651,203  

Net other operating income (loss)

  (871,373  (234,659  (138,882  (1,244,914  (83,582  14,888    (131,512  40,248    (50,398  (1,455,270

General and administrative expenses.

  (792,533  (1,672,741  (840,440  (3,305,714  (347,119  (128,091  (45,214  (134,865  75,718    (3,885,285

Operating profit before provision for credit losses

  1,162,220    1,297,972    755,320    3,215,512    701,506    30,338    23,199    53,682    (5,035  4,019,202  

Provision (reversal) for credit losses

  (852,964  (392,354  (49,396  (1,294,714  (314,844  (3,624  (479  5,841    16    (1,607,804

Net operating profit

  309,256    905,618    705,924    1,920,798    386,662    26,714    22,720    59,523    (5,019  2,411,398  

Share of profit (loss) of associates

  —      —      (5,712  (5,712  —      176    —      1,386    (9,386  (13,536

Net other non-operating revenue (expense)

  5,522    —      (69,768  (64,246  (4,334  (2,889  (856  (62,307  (1,902  (136,534

Segment profits (loss) before income tax

  314,778    905,618    630,444    1,850,840    382,328    24,001    21,864    (1,398  (16,307  2,261,328  

Income tax expense

  (76,854  (219,173  (138,671  (434,698  (90,736  (6,349  (5,258  (14,384  2,085    (549,340

Profit (loss) for the year

  237,924    686,445    491,773    1,416,142    291,592    17,652    16,606    (15,782  (14,222  1,711,988  

Profit (loss) attributable to Shareholders of the parent company

  237,924    686,445    491,404    1,415,773    291,592    17,652    16,606    (15,782  (22,928  1,702,913  

Profit attributable to Non-controlling interests

  —      —      369    369    —      —      —      —      8,706    9,075  

Total assets(1)

  93,143,686    100,591,642    64,013,369    257,748,697    14,046,174    3,353,745    5,987,928    19,987,537    (19,117,503  282,006,578  

Total liabilities(1)

  84,489,905    115,521,270    37,779,967    237,791,142    10,966,541    2,808,001    5,594,727    1,288,348    (1,146,221  257,302,538  

(1)

AmountAmounts before intra-group transaction adjustment.

5.2 Services and Geographical Segments

5.2.1 Services information

Operating revenues from external customers by services for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

  2010   2011 2012   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Banking service

  5,994,277    7,188,455   6,309,016    6,290,999    5,672,100    5,403,223  

Credit card service

   1,361,255     1,401,669    1,286,719     1,286,719     1,420,937     1,280,628  

Investment & securities service

   138,042     162,835    152,461     142,617     115,054     141,355  

Life insurance service

   116,110     114,616    131,299     131,188     102,226     105,255  

Other service

   16,299     (24,455  24,992     32,988     143,811     266,332  
  

 

   

 

  

 

   

 

   

 

   

 

 

Total

  7,625,983    8,843,120   7,904,487    7,884,511    7,454,128    7,196,793  
  

 

   

 

  

 

   

 

   

 

   

 

 

5.2.2 Geographical information

Geographical operating revenues from external customers for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, and major non-current assets as of December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

  2010   2011   2012   2012   2013   2014 
  Revenues
from

external
customers
 Major
non-current
assets
   Revenues
from

external
customers
   Major
non-current
assets
   Revenues
from

external
customers
   Major
non-current
assets
   Revenues
from external
customers
   Major
non-current
assets
   Revenues
from external
customers
 Major
non-current
assets
   Revenues
from external
customers
   Major
non-current
assets
 
  (In millions of Korean won)   (In millions of Korean won) 

Domestic

  7,540,673   3,660,755    8,751,005    3,643,750    7,805,562    3,640,701    7,785,586    3,574,205    7,399,906   3,600,424    7,093,068    3,807,792  

United States

   15,648    358     12,849     145     11,438     35     11,438     35     12,730    21     11,655     256  

New Zealand

   9,072    130     7,591     60     8,268     35     8,268     35     8,581    20     6,684     193  

China

   26,525    1,453     25,528     861     30,800     11,349     30,800     11,349     32,190    10,488     46,892     7,518  

Japan

   22,600    2,000     31,499     2,103     30,810     2,653     30,810     2,653     (17,182  1,722     19,842     1,391  

Argentina

   (2  —       7     —       10     —       10     —       6    —       573     —    

Vietnam

   —      —       65     481     1,172     429     1,172     429     3,268    316     3,130     287  

Cambodia

   2,082    952     2,929     557     4,151     546     4,151     546     5,741    898     5,364     564  

England

   9,385    83     11,647     42     12,276     16  

United Kingdom

   12,276     16     8,888    9     9,585     108  

Intra-group adjustment

   —      42,370     —       58,014     —       57,230     —       57,230     —      56,408     —       131,342  
  

 

  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

 

   

 

   

 

 

Total

  7,625,983   3,708,101    8,843,120    3,706,013    7,904,487    3,712,994    7,884,511    3,646,498    7,454,128   3,670,306    7,196,793    3,949,451  
  

 

  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

 

   

 

   

 

 

6. Financial Assets and Financial Liabilities

6.1 Carrying amounts of financial instruments by category

Financial assetsClassification and liabilities are measured at fair value or amortized cost.

Measurement policies for each class of financial assets and liabilities are disclosed in Note 3, ‘Significant accounting policies’.

The carrying amounts of financial assets and liabilities by category as of December 31, 2011 and 2012, are as follows:

  2011 
  Financial assets at fair value
through profit or loss
                
  Held for
trading
  Designated at
fair value

through
profit or loss
  Loans and
receivables
  Available-for-
sale  financial

assets
  Held-to-
Maturity
financial
assets
  Derivatives
held for
hedging
  Total 
  (In millions of Korean won) 

Financial assets

       

Cash and due from financial institutions

 —     —     9,178,125   —     —     —     9,178,125  

Financial assets at fair value through profit or loss

  5,617,257    708,847    —      —      —      —      6,326,104  

Derivatives

  2,220,314    —      —      —      —      228,141    2,448,455  

Loans

  —      —      212,107,027    —      —      —      212,107,027  

Financial investments

  —      —      —      22,377,024    13,055,158    ��      35,432,182  

Other financial assets

  —      —      6,409,905    —      —      —      6,409,905  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 7,837,571   708,847   227,695,057   22,377,024   13,055,158   228,141   271,901,798  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

   2011 
   Financial liabilities at fair
value through profit or loss
             
   Held for
trading
   Designated
at fair  value
through
profit or loss
   Financial
liabilities at

amortized cost
   Derivatives
held for
hedging
   Total 
   (In millions of Korean won) 

Financial liabilities

          

Financial liabilities at fair value through profit or loss

  550,873    837,206    —      —      1,388,079  

Derivatives

   1,905,343     —       —       154,230     2,059,573  

Deposits

   —       —       190,337,590     —       190,337,590  

Debts

   —       —       16,823,838     —       16,823,838  

Debentures

   —       —       27,069,879     —       27,069,879  

Other financial liabilities

   —       —       9,962,105     —       9,962,105  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  2,456,216    837,206    244,193,412    154,230    247,641,064  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

  2012 
  Financial assets at fair
value through profit or
loss
                
  Held for
trading
  Designated at
fair value

through
profit or loss
  Loans and
receivables
  Available-for-
sale  financial

assets
  Held-to-
Maturity
financial
assets
  Derivatives
held for
hedging
  Total 
  (In millions of Korean won) 

Financial assets

       

Cash and due from financial institutions

 —     —     10,568,350   —     —     —     10,568,350  

Financial assets at fair value through profit or loss

  5,947,104    352,090    —      —      —      —      6,299,194  

Derivatives

  1,841,273    —      —      —      —      183,511    2,024,784  

Loans

  —      —      212,716,251    —      —      —      212,716,251  

Financial investments

  —      —      —      24,641,333    12,255,806    —      36,897,139  

Other financial assets

  —      —      7,554,156    —      —      —      7,554,156  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 7,788,377   352,090   230,838,757   24,641,333   12,255,806   183,511   276,059,874  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

   2012 
   Financial liabilities at fair value
through profit or loss
             
   Held for trading   Designated at fair
value through

profit or loss
   Financial liabilities
at amortized cost
   Derivatives held
for hedging
   Total 
   (In millions of Korean won) 

Financial liabilities

          

Financial liabilities at fair value through profit or loss

  1,381,997    469,138    —      —      1,851,135  

Derivatives

   1,868,287     —       —       200,526     2,068,813  

Deposits

   —       —       194,403,279     —       194,403,279  

Debts

   —       —       15,969,522     —       15,969,522  

Debentures

   —       —       24,131,770     —       24,131,770  

Other financial liabilities

   —       —       11,591,868     —       11,591,868  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  3,250,284    469,138    246,096,439    200,526    250,016,387  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

6.2 Fair value of financial instruments

FairCarrying amount and fair value of financial assets and liabilities as of December 31, 2013 and 2014, are as follows:

   2013   2014 
   Carrying
amount
   Fair value   Carrying
amount
   Fair value 
   (In millions of Korean won) 

Financial assets

        

Cash and due from financial institutions

  14,792,654    14,793,603    15,423,847    15,425,123  

Financial assets held for trading

   8,967,006     8,967,006     10,121,570     10,121,570  

Debt securities

   7,825,785     7,825,785     9,712,208     9,712,208  

Equity securities

   1,100,969     1,100,969     358,017     358,017  

Others

   40,252     40,252     51,345     51,345  

Financial assets designated at fair value through profit or loss

   361,736     361,736     636,340     636,340  

Equity securities

   115,778     115,778     134,172     134,172  

Derivative linked securities

   245,958     245,958     502,168     502,168  

Derivatives held for trading

   1,680,880     1,680,880     1,858,637     1,858,637  

Derivatives held for hedging

   138,529     138,529     109,553     109,553  

Loans

   219,001,356     219,319,406     231,449,653     232,084,413  

Available-for-sale financial assets

   21,832,104     21,832,104     22,391,466     22,391,466  

Debt securities

   18,933,288     18,933,288     19,359,822     19,359,822  

Equity securities

   2,898,816     2,898,816     3,031,644     3,031,644  

Held-to-maturity financial assets

   13,016,991     13,386,962     12,569,154     13,050,574  

Other financial assets

   6,251,679     6,251,679     7,559,631     7,559,631  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   286,042,935     286,731,905     302,119,851     303,237,307  
  

 

 

   

 

 

   

 

 

   

 

 

 

Financial liabilities

        

Financial liabilities held for trading

   236,637     236,637     836,542     836,542  

Financial liabilities designated at fair value through profit or loss

   878,565     878,565     982,426     982,426  

Derivatives held for trading

   1,580,029     1,580,029     1,775,341     1,775,341  

Derivatives held for hedging

   215,310     215,310     22,049     22,049  

Deposits

   200,882,064     201,128,271     211,549,121     211,946,808  

Debts

   14,101,331     14,098,569     15,864,500     15,944,770  

Debentures

   27,039,534     28,221,196     29,200,706     29,752,202  

Other financial liabilities

   13,262,914     13,262,946     11,918,820     11,918,865  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  258,196,384    259,621,523    272,149,505    273,179,003  
  

 

 

   

 

 

   

 

 

   

 

 

 

The fair value is defined as the amount for whichprice that would be received to sell an asset could be exchanged, or paid to transfer a liability could be settled, between knowledgeable, willing parties in an arm’s length transaction.orderly transaction between market participants. For each class of financial assets and financial liabilities, the Group discloses the fair value of that class of assets and liabilities in a way that permits it to be compared with its carrying amount at the end of each reporting period. The best evidence of fair value of financial instruments is a quoted price in an active market.

Methods of determining fair value for financial instruments are as follows:

 

Cash and due from financial institutions

The carrying amounts of cash and demand due from financial institutions and payment due from financial institutions are a reasonable approximation of fair values. These financial instruments do not have a fixed maturity and are receivable on demand. Fair value of ordinary due from financial institutions is measured using a DCF model.

Investment securities

  The fair value of financial instruments that are quoted in active markets is determined using the quoted prices. Fair value is determined through the use of independent third-party pricing services where quoted prices are not available. Pricing services use one or more of the following valuation techniques including Discounted Cash Flow (DCF) Model, Imputed Market Value Model, Free Cash Flow to Equity Model, Dividend Discount Model, Risk Adjusted Discount Rate Method, and Net Asset Value Method.

Loans

  Discounted Cash Flow ModelDCF model is used to determine the fair value of loans. Fair value is determined by discounting the expected cash flows, which are contractual cash flows adjusted by the expected prepayment rate, at an appropriate discount rate. For those loans with residual maturities of less than three months as of the reporting date and the ones with an interest rate reset period of less than three months, the carrying amount is regarded as representative of fair value.

Derivatives

  For exchange traded derivatives, quoted price in an active market is used to determine fair value and for OTC derivatives, fair value is determined using valuation techniques. The Group uses internally developed valuation models that are widely used by market participants to determine fair values of plain vanilla OTC derivatives including options, interest rate swaps, and currency swaps, based on observable market parameters. However, some complex financial instruments are valued using appropriate models developed from generally accepted market valuation models including the Finite Difference Method and the Monte Carlo Simulation or independent third-party valuation service.

Deposits

  Carrying amount of demand deposits is regarded as representative of fair value because they do not have a fixed maturity and are payable on demand. Fair value of time deposits is determined using a DCF model. Fair value is determined by discounting the expected cash flows, which are contractual cash flows adjusted by the expected prepayment rate, at an appropriate discount rate. For those deposits with residual maturities of less than three months as of the reporting date and ones with interest rate reset period of less than three months, carrying amount is regarded as representative of fair value.

Debts

  Carrying amount of overdraft in foreign currency is regarded as representative of fair value because they do not have a fixed maturity and are payable on demand. Fair value of other debts is determined using a DCF model discounting contractual future cash flows at an appropriate discount rate. However, for those debts with residual maturities of less than three months as of the reporting date and ones with an interest rate reset period of less than three months, the carrying amount is regarded as representative of fair value.

Debentures

  Fair value is determined by using the valuations of independent third-party pricing services, which are calculated using market inputs.

Other financial assets and liabilities

The carrying amounts are reasonable approximation of fair values. These financial instruments are temporary accounts used for other various transactions and their maturities are relatively short or not defined. However, fair value of finance lease liabilities is measured using a DCF model.

Fair value hierarchy

The Group believes that valuation methods used for measuring the fair values of financial instruments are reasonable and that the fair values recognized in the statements of financial position are appropriate. However, the fair values of the financial instruments recognized in the statements of financial position may be different if other valuation methods or assumptions are used. Additionally, as there is a variety of valuation techniques and assumptions used in measuring fair value, it may be difficult to reasonably compare the fair value with that of other financial institutions.

Fair values of financial assets and liabilities measured at amortized cost as of December 31, 2011 and 2012, are as follows:

   2011   2012 
   Carrying
amount
   Fair value   Carrying
amount
   Fair value 
   (In millions of Korean won) 

Financial assets

        

Cash and due from financial institutions

  9,178,125    9,185,763    10,568,350    10,521,612  

Loans

   212,107,027     212,858,247     212,716,251     213,730,235  

Held-to-maturity financial assets

   13,055,158     13,562,430     12,255,806     12,837,009  

Other financial assets

   6,409,905     6,409,905     7,554,156     7,554,157  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total financial assets

  240,750,215    242,016,345    243,094,563    244,643,013  
  

 

 

   

 

 

   

 

 

   

 

 

 

Financial liabilities

        

Deposits

  190,337,590    190,560,759    194,403,279    194,850,278  

Debts

   16,823,838     16,826,152     15,969,522     15,988,246  

Debentures

   27,069,879     28,636,722     24,131,770     25,623,606  

Other financial liabilities

   9,962,105     9,983,449     11,591,868     11,591,962  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total financial liabilities

  244,193,412    246,007,082    246,096,439    248,054,092  
  

 

 

   

 

 

   

 

 

   

 

 

 

Fair value hierarchy

The Group classifies and discloses fair value of the financial instruments into the following three-level hierarchy:

Level 1: Financial instruments measured atThe fair values are based on quoted prices from(unadjusted) in active markets are classified as level 1. This level includes debt securities, equity instruments and derivativesfor identical assets or liabilities that have a quoted market price in an active market.the entity can access at the measurement date.

Level 2: Financial instruments measured using valuation techniques where all significantThe fair values are based on inputs other than quoted prices included within Level 1 that are observable market data are classified as level 2. This level includes debt securities, certain private equity funds and general over-the-counter derivatives such as swaps, futures and options.for the asset or liability, either directly or indirectly.

Level 3: Financial instruments measured using valuation techniques where one or more significant inputsThe fair values are not based on observable market data are classified as level 3. This level includes unlisted equity securities and unlisted private equity funds, complex structured bonds and complex over-the-counter derivatives.unobservable inputs for the asset or liability.

The level in the fair value hierarchy within which the fair value measurement is categorized in its entirety shall be determined on the basis of the lowest level input that is significant to the fair value measurement in its entirety. For this purpose, the significance of an input is assessed against the fair value measurement in its entirety. If a fair value measurement uses observable inputs that require significant adjustment based on unobservable inputs, that measurement is a Level 3 measurement.

Fair value hierarchy of financial assets and liabilities measured at fair value

The fair value hierarchy of financial assets and liabilities measured at fair value in the statements of financial position as of December 31, 20112013 and 2012,2014, is as follows:

 

  2011  2013 
  Fair value hierarchy   Total  Fair value hierarchy   
  Level 1   Level 2   Level 3    Level 1 Level 2 Level 3 Total 
  (In millions of Korean won)  (In millions of Korean won) 

Financial assets

            

Financial assets held for trading

            

Debt securities

  2,829,456    2,347,068    —      5,176,524   3,160,592   4,665,193   —     7,825,785  

Equity securities

   265,706     135,576     10,826     412,108    327,260    773,709    —      1,100,969  

Others

   28,625     —       —       28,625    40,252    —      —      40,252  

Financial assets designated at fair value through profit or loss

            

Equity securities

   —       134,160     —       134,160    —      115,778    —      115,778  

Derivative linked securities

   —       —       574,687     574,687    —      12,030    233,928    245,958  

Derivatives held for trading

   158,649     2,020,623     41,042     2,220,314    744    1,630,940    49,196    1,680,880  

Derivatives held for hedging

   —       215,656     12,485     228,141    —      138,077    452    138,529  

Available-for-sale financial assets(1)

            

Debt securities

   9,209,662     10,344,037     180,832     19,734,531    9,754,737    9,175,742    2,809    18,933,288  

Equity securities

   1,045,235     446,624     1,150,634     2,642,493    985,108    254,464    1,659,244    2,898,816  
  

 

   

 

   

 

   

 

  

 

  

 

  

 

  

 

 

Total financial assets

  13,537,333    15,643,744    1,970,506    31,151,583  

Total

 14,268,693   16,765,933   1,945,629   32,980,255  
  

 

   

 

   

 

   

 

  

 

  

 

  

 

  

 

 

Financial liabilities

            

Financial liabilities held for trading

  550,873    —      —      550,873   236,637   —     —     236,637  

Financial liabilities designated at fair value through profit or loss

   —       —       837,206     837,206    —      —      878,565    878,565  

Derivatives held for trading

   158,261     1,695,235     51,847     1,905,343    261    1,538,374    41,394    1,580,029  

Derivatives held for hedging

   —       132,135     22,095     154,230    —      206,468    8,842    215,310  
  

 

   

 

   

 

   

 

  

 

  

 

  

 

  

 

 

Total financial liabilities

  709,134    1,827,370    911,148    3,447,652  

Total

 236,898   1,744,842   928,801   2,910,541  
  

 

   

 

   

 

   

 

  

 

  

 

  

 

  

 

 

  2012   2014 
  Fair value hierarchy       Fair value hierarchy     
  Level 1   Level 2   Level 3   Total   Level 1   Level 2   Level 3   Total 
  (In millions of Korean won)   (In millions of Korean won) 

Financial assets

                

Financial assets held for trading

                

Debt securities

  2,621,732    2,430,126    —      5,051,858    4,371,105    5,341,103    —      9,712,208  

Equity securities

   428,500     426,907     —       855,407     248,689     109,328     —       358,017  

Others

   39,839     —       —       39,839     51,345     —       —       51,345  

Financial assets designated at fair value through profit or loss

                

Equity securities

   —       159,483     —       159,483     —       134,172     —       134,172  

Derivative linked securities

   —       14,983     177,624     192,607     —       —       502,168     502,168  

Derivatives held for trading

   2,839     1,791,649     46,785     1,841,273     348     1,793,894     64,395     1,858,637  

Derivatives held for hedging

   —       180,746     2,765     183,511     —       109,293     260     109,553  

Available-for-sale financial assets(1)

                

Debt securities

   10,351,980     11,300,578     181,984     21,834,542     6,982,339     12,377,142     341     19,359,822  

Equity securities

   922,206     78,432     1,806,153     2,806,791     1,052,269     178,377     1,800,998     3,031,644  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total financial assets

  14,367,096    16,382,904    2,215,311    32,965,311  

Total

  12,706,095    20,043,309    2,368,162    35,117,566  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Financial liabilities

                

Financial liabilities held for trading

  1,381,997    —      —      1,381,997    836,542    —      —      836,542  

Financial liabilities designated at fair value through profit or loss

   —       —       469,138     469,138     —       —       982,426     982,426  

Derivatives held for trading

   2,560     1,817,784     47,943     1,868,287     1,146     1,751,617     22,578     1,775,341  

Derivatives held for hedging

   —       191,226     9,300     200,526     —       19,768     2,281     22,049  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total financial liabilities

  1,384,557    2,009,010    526,381    3,919,948  

Total

  837,688    1,771,385    1,007,285    3,616,358  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

(1) 

The amounts of equity securities carried at cost in “level“Level 3” which do not have a quoted market price in an active market and cannot be measured reliably at fair value are ₩186,564₩117,750 million and ₩150,637₩93,435 million as of December 31, 20112013 and 2012,2014, respectively. These equity securities are carried at cost because it is practically difficult to quantify the intrinsic values of the equity securities issued by unlisted public and non-profit entities. In addition, probabilities and range of estimated cash flows of the unlisted equity securities which are issued by project financing companies cannot be reasonably assessed. Therefore, these equity securities are carried at cost. The Group has no plan to sell these instruments in the near future.

6.3Valuation techniques and the inputs used in the fair value measurement classified as Level 2

Valuation techniques and inputs of financial assets and liabilities measured at fair value in the statement of financial position and classified as Level 2 as of December 31, 2013 and 2014, are as follows:

   Fair value   Valuation
techniques
  

Inputs

   2013   2014     
   (In millions of Korean won)       

Financial assets

        

Financial assets held for trading

  5,438,902    5,450,431      

Debt securities

   4,665,193     5,341,103    DCF Model  Discount rate

Equity securities

   773,709     109,328    DCF Model, Net
Asset Value
  

Discount rate, Fair value of underlying asset

Financial assets designated at fair value through profit or loss

   127,808     134,172      

Equity securities

   115,778     134,172    DCF Model  Discount rate

Derivative linked securities

   12,030    

 
—      Monte Carlo
Simulation
  

Price of the underlying asset, Interest rates, Volatility of the underlying asset, Correlation of the underlying assets

Derivatives held for trading

  

 

1,630,940

  

  

 

1,793,894

  

  

DCF Model,
Closed Form,
FDM

  

Discount rate, Volatility, Foreign exchange rate, Stock price and others

Derivatives held for hedging

  

 

138,077

  

  

 

109,293

  

  

DCF Model,
Closed Form,
FDM

  

Discount rate, Volatility, Foreign exchange rate and others

Available-for-sale financial assets

   9,430,206     12,555,519      

Debt securities

   9,175,742     12,377,142    DCF Model  Discount rate

Equity securities

   254,464     178,377    DCF Model, Net
Asset Value
  

Discount rate, Fair value of underlying asset

  

 

 

   

 

 

     

Total

  16,765,933    20,043,309      
  

 

 

   

 

 

     

Financial liabilities

        

Derivatives held for trading

  

1,538,374

  

  

1,751,617

  

  

DCF Model,
Closed Form,
FDM

  

Discount rate, Volatility, Foreign exchange rate, Stock price and others

Derivatives held for hedging

  

 

206,468

  

  

 

19,768

  

  

DCF Model,
Closed Form,
FDM

  

Discount rate, Volatility, Foreign exchange rate and others

  

 

 

   

 

 

     

Total

  1,744,842    1,771,385      
  

 

 

   

 

 

     

Fair value hierarchy of financial assets and liabilities whose the fair values are disclosed

The fair value hierarchy of financial assets and liabilities which the fair value is disclosed as of December 31, 2013 and 2014, is as follows:

   2013 
   Fair value hierarchy     
   Level 1   Level 2   Level 3   Total 
   (In millions of Korean won) 

Financial assets

        

Cash and due from financial institutions(1)

  2,698,018    10,555,993    1,539,592    14,793,603  

Loans

   —       —       219,319,406     219,319,406  

Held-to-maturity financial assets

   3,535,217     9,851,745     —       13,386,962  

Other financial assets(2)

   —       —       6,251,679     6,251,679  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  6,233,235    20,407,738    227,110,677    253,751,650  
  

 

 

   

 

 

   

 

 

   

 

 

 

Financial liabilities

        

Deposits(1)

  —      72,839,365    128,288,906    201,128,271  

Debts(1)

   —       156,349     13,942,220     14,098,569  

Debentures

   —       27,752,493     468,703     28,221,196  

Other financial liabilities(3)

   —       —       13,262,946     13,262,946  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  —      100,748,207    155,962,775    256,710,982  
  

 

 

   

 

 

   

 

 

   

 

 

 

   2014 
   Fair value hierarchy     
   Level 1   Level 2   Level 3   Total 
   (In millions of Korean won) 

Financial assets

        

Cash and due from financial institutions(1)

  2,588,407    10,879,916    1,956,800    15,425,123  

Loans

   —       —       232,084,413     232,084,413  

Held-to-maturity financial assets

   2,639,552     10,411,022     —       13,050,574  

Other financial assets(2)

   —       —       7,559,631     7,559,631  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  5,227,959    21,290,938    241,600,844    268,119,741  
  

 

 

   

 

 

   

 

 

   

 

 

 

Financial liabilities

        

Deposits(1)

  —      82,709,205    129,237,603    211,946,808  

Debts(1)

   —       48,984     15,895,786     15,944,770  

Debentures

   —       29,256,810     495,392     29,752,202  

Other financial liabilities(3)

   —       —       11,918,865     11,918,865  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  —      112,014,999    157,547,646    269,562,645  
  

 

 

   

 

 

   

 

 

   

 

 

 

(1)

The amounts included in Level 2 are the carrying amounts which are reasonable approximation of the fair values.

(2)

The ₩6,251,679 million and ₩7,559,631 million of other financial assets included in Level 3 are the carrying amounts which are reasonable approximation of fair values as of December 31, 2013 and 2014.

(3)

The ₩13,261,041 million and ₩11,905,579 million of other financial liabilities included in Level 3 are the carrying amounts which are reasonable approximation of fair values as of December 31, 2013 and 2014.

Valuation techniques and the inputs used in the fair value measurement

The valuation techniques and the inputs of financial assets and liabilities which are disclosed by the carrying amounts because it is a reasonable approximation of fair value are not subject to be disclosed.

The valuation techniques and the inputs of financial assets and liabilities whose the fair values are disclosed and classified as Level 2 as of December 31, 2013 and 2014, are as follows:

   Fair value   

Valuation
technique

  

Inputs

   2013   2014     
   (In millions of Korean won)       

Financial assets

        

Held-to-maturity financial assets

  9,851,745    10,411,022    DCF Model  Discount rate

Financial liabilities

        

Debentures

  27,752,493    29,256,810    DCF Model  Discount rate

The valuation techniques and the inputs of financial assets and liabilities whose the fair values are disclosed and classified as Level 3 as of December 31, 2013 and 2014, are as follows:

   Fair value   

Valuation
technique

  

Inputs

  

Unobservable
Inputs

   2013   2014       
   (In millions of Korean won)          

Financial assets

          

Cash and due from financial institutions

  

1,539,592

  

  

1,956,800

  

  

DCF Model

  

Credit spread, Other spread, Interest rate

  

Credit spread, Other spread

Loans

   219,319,406     232,084,413    DCF Model  

Credit spread, Other spread, Prepayment rate, Interest rate

  

Credit spread, Other spread, Prepayment rate

  

 

 

   

 

 

       

Total

  220,858,998    234,041,213        
  

 

 

   

 

 

       

Financial liabilities

          

Deposits

  128,288,906    129,237,603    DCF Model  

Other spread, Prepayment rate, Interest rate

  

Other spread, Prepayment rate

Debts

   13,942,220     15,895,786    DCF Model  

Other spread, Interest rate

  Other spread

Debentures

   468,703     495,392    DCF Model  

Other spread, Implied default probability, Interest rate

  

Other spread, Implied default probability

Other financial liabilities

   1,905     13,286    DCF Model  

Other spread, Interest rate

  Other spread
  

 

 

   

 

 

       

Total

  142,701,734    145,642,067        
  

 

 

   

 

 

       

6.2 Level 3 of the fair value hierarchy disclosure

6.3.1 6.2.1 Valuation policy and process of Level 3 Fair value

The Group uses external, independent and qualified independent third-party valuation service in addition to internal valuation models to determine the fair value of the Group’s assets at the end of every reporting period.

Where a reclassification between the levels of the fair value hierarchy occurs for a financial asset or liability, the Group’s policy is to recognize such transfers as having occurred at the beginning of the reporting period.

6.2.2 Changes in fair value (Level 3) measured using valuation technique based on unobservable in market

Changes in Level 3 of the fair value hierarchy

Changes in level 3 of the fair value hierarchy for the yearyears ended December 31, 20112013 and 2012,2014, are as follows:

 

 2011   2013 
 Financial assets at fair value
through profit or loss
 Financial
investments
 Financial
liabilities at fair
value through
profit or loss
 Net derivatives   Financial assets
at  fair value
through profit or

loss
 Financial
investments
 Financial
liabilities  at

fair value
through profit
or loss
 Net derivatives 
Financial assets
held for
trading
 Designated at
fair value
through profit
or loss
 Available-for-sale
financial assets
 Designated at
fair  value

through profit
or loss
 Derivatives held
for trading
 Derivatives held
for hedging
   Designate at
fair value
through

profit or loss
 Available-for-sale
financial assets
 Designate at
fair value
through profit
or loss
 Derivatives
held for
trading
 Derivatives
held for
hedging
 
 (In millions of Korean won)   (In millions of Korean won) 

Beginning balance

 9,807   139   1,523,742   —     (71,453 (29,410  177,624   1,478,339   (469,138 (1,158 (6,535

Total gains or losses

            

—Profit or loss

  1,019    (51,229  373,980    57,963    52,463    32,420  

—Other comprehensive income

  —      —      (140,112  —      5,749    —    

Profit or loss

   7,138    (10,180  (31,379  (2,007  (1,229

Other comprehensive income

   —      41,204    —      —      —    

Purchases

  —      636,126    136,582    —      14,733    —       415,876    519,140    —      96    —    

Sales

  —      (10,349  (554,022  —      (46  —       (366,710  (85,191  —      (2,058  —    

Issues

  —      —      —      (919,411  (36,214  —       —      —      (1,076,965  (4,080  —    

Settlements

  —      —      —      24,242    23,963    (12,620   —      —      698,917    17,009    (626

Transfers into level 3

  —      —      —      —      —      —    

Transfers out of level 3

  —      —      (8,704  —      —      —    

Transfers into Level 3

   —      26,979    —      —      —    

Transfers out of Level 3

   —      (308,238  —      —      —    
 

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

Ending balance

 10,826   574,687   1,331,466   (837,206 (10,805 (9,610  233,928   1,662,053   (878,565 7,802   (8,390
 

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

 

 2012   2014 
 Financial assets at fair value
through profit or loss
 Financial
investments
 Financial
liabilities at fair
value through
profit or loss
 Net derivatives   Financial assets
at  fair value
through profit or

loss
 Financial
investments
 Financial
liabilities at
fair value
through profit

or loss
 Net derivatives 
 Financial assets
held for
trading
 Designated at
fair value
through profit
or loss
 Available-for-sale
financial assets
 Designated at
fair  value

through profit
or loss
 Derivatives held
for trading
 Derivatives held
for hedging
   Designate at
fair value
through
profit or loss
 Available-for-sale
financial assets
 Designate at
fair value
through profit
or loss
 Derivatives
held for
trading
 Derivatives
held for
hedging
 
 (In millions of Korean won)   (In millions of Korean won) 

Beginning balance

 10,826   574,687   1,331,466   (837,206 (10,805 (9,610  233,928   1,662,053   (878,565 7,802   (8,390

Total gains or losses

            

—Profit or loss

  —      120,779    (96,637  (159,685  (8,246  15,935  

—Other comprehensive income

  —      —      152,877    —      —      —    

Profit or loss

   11,350    (131,057  (26,232  27,124    6,579  

Other comprehensive income

   —      141,422    —      —      —    

Purchases

  —      129,612    120,547    —      28,163    —       678,750    225,272    —      7,130    —    

Sales

  (10,826  (647,454  (70,370  —      (10,211  —       (421,860  (116,194  —      (3,771  —    

Issues

  —      —      —      (673,006  (6,903  —       —      —      (1,417,513  (4,829  —    

Settlements

  —      —      —      1,200,759    6,844    (12,860   —      —      1,339,884    (14,290  (210

Transfers into level 3

  —      —      551,755    —      —      —    

Transfers out of level 3

  —      —      (1,501  —      —      —    

Transfers into Level 3

   —      25,146    —      22,651    —    

Transfers out of Level 3

   —      (12,137  —      —      —    

Business combination

   —      6,834    —      —      —    
 

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

Ending balance

 —     177,624   1,988,137   (469,138 (1,158 (6,535  502,168   1,801,339   (982,426 41,817   (2,021
 

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

In relation to changes in Level 3 of the fair value hierarchy, total gains or losses recognized in profit or loss for the year, and total gains or losses for the year included in profit or loss for financial instruments held at the end of the reporting period in the statements of comprehensive income for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

   2010 
   Net income from financial
investments at fair value
through profit or loss
  Other operating
income
 
   (In millions of Korean won) 

Total gains or losses included in profit or loss for the year

  (30,135 47,221  

Total gains or losses for the year included in profit or loss for financial instruments held at the end of the reporting period

   (5,066  (3,464
   2012 
   Net income from financial
investments at fair value
through profit or loss
  Other operating
income
 
   (In millions of Korean won) 

Total losses included in profit or loss for the year

  (47,152 (80,259

Total losses for the year included in profit or loss for financial instruments held at the end of the reporting period

   (18,063  (83,533

 

  2011   2013 
  Net income from financial
investments at fair value
through profit or loss
   Other operating
income
   Net income from financial
investments at fair value
through profit or loss
 Other operating
income
 
  (In millions of Korean won)   (In millions of Korean won) 

Total gains or losses included in profit or loss for the year

  60,227    406,389    (26,248 (11,409

Total gains or losses for the year included in profit or loss for financial instruments held at the end of the reporting period

   18,295     (30,100   (3,285  (23,948

 

  2012   2014 
  Net income from financial
investments at fair value
through profit or loss
 Other operating
income
   Net income from financial
investments at fair value
through profit or loss
   Other operating
income
 Net Interest Income 
  (In millions of Korean won)   (In millions of Korean won) 

Total gains or losses included in profit or loss for the year

  (47,152 (80,702  12,242    (124,559 81  

Total gains or losses for the year included in profit or loss for financial instruments held at the end of the reporting period

   (18,063  (83,976   35,573     (119,657  81  

6.2.3 Sensitivity analysis of changes in unobservable inputs

Information about fair value measurements using unobservable inputs

  2013
  Fair value  

Valuation
technique

 

Inputs

 

Unobservable inputs

 Range of
unobservable
inputs(%)
 

Relationship of unobservable inputs to
fair value

  (In millions of
Korean won)
           

Financial assets

    

Financial assets designated at fair value through profit or loss

   

Derivative linked securities

 

233,928

  

 

Monte Carlo Simulation, Closed Form, Hull and White model

 

Price of the underlying asset, Interest rates, Dividend yield, Volatility of the underlying asset, Correlation between underlying asset, Volatility of interest rate, Discount rate

 

Volatility of the underlying asset

 

10.99~40.28

 

The higher the volatility, the higher the fair value fluctuation

    Correlation between underlying asset -3.28~57.89 The higher the correlation between underlying asset, the higher the fair value fluctuation
    Volatility of interest rate 0.48 The higher the volatility, the higher the fair value fluctuation
    Discount rate 2.54~5.32 The lower the discount rate, the higher the fair value

Derivatives held for trading

    

Stock and index

  42,706   DCF Model, Closed Form, FDM, Monte Carlo Simulation Price of the underlying asset, Interest rates, Volatility of the underlying asset, Correlation between underlying asset, Dividend yield, Discount rate Volatility of the underlying asset 7.10~45.64 

The higher the volatility, the higher the fair value fluctuation

    Correlation between underlying asset 11.43~79.26 The higher the correlation between underlying asset, the higher the fair value fluctuation
    Discount rate 3.46 The lower the discount rate, the higher the fair value

Currency

  6,490   DCF Model Interest rates, Foreign exchange rate, Loss given default Loss given default 88.24~94.12 The higher the loss given default, the lower the fair value

Derivatives held for hedging

  

Interest rate

  452   DCF Model, Closed Form, FDM, Monte Carlo Simulation Interest rates, Correlation between underlying asset (Interest rates), Foreign exchange rate Correlation between underlying asset(Interest rates) 0.03 The higher the correlation between underlying asset, the higher the fair value fluctuation

Available-for-sale financial assets

    

Debt securities

  2,809   DCF Model Discount rate Discount rate 8.85 The lower the discount rate, the higher the fair value

2013
Fair value

Valuation
technique

Inputs

Unobservable inputs

Range of
unobservable
inputs(%)

Relationship of unobservable inputs to
fair value

(In millions of
Korean won)

Equity securities

1,659,244DCF Model, Comparable company analysis, Adjusted discount rate method, Binomial trees, Hull and White model, Net asset value method, Dividend discount model, Discounted cash flows to equity,Growth rate, Discount rate, Volatility of interest rate, Volatilities of real estate selling price, Liquidation value, Net asset value, Stock price index of the comparative companyGrowth rate0.00~1.00The higher the growth rate, the higher the fair value
Discount rate2.86~58.69The lower the discount rate, the higher the fair value
Volatility of interest rate12.37~16.26The higher the volatility, the higher the fair value fluctuation
Volatilities of real estate selling price0.74~0.96The higher the real estate selling price, the higher the fair value
Liquidation value0.00The higher the liquidation value, the higher the fair value

Total

1,945,629

Financial liabilities

Financial liabilities designated at fair value through profit or loss

Derivative linked securities

878,565

Closed Form, Monte Carlo Simulation

Price of the underlying asset, Interest rates, Volatility of the underlying asset, Correlation between underlying asset, Dividend yield

Volatility of the underlying asset

10.99~44.71

The higher the volatility, the higher the fair value fluctuation

Correlation between underlying asset-3.28~58.28The higher the correlation between underlying asset, the higher the fair value fluctuation

Derivatives held for trading

Stock and index

41,394DCF Model, Closed Form, FDM, Monte Carlo SimulationPrice of the underlying asset, Interest rates, Volatility of the underlying asset, Correlation between underlying asset, Dividend yield, Volatility of interest rateVolatility of the underlying asset10.99~45.64The higher the volatility, the higher the fair value fluctuation
Correlation between underlying asset16.20~79.26The higher the correlation between underlying asset, the higher the fair value fluctuation
Volatility of interest rate12.37~16.26The higher the volatility, the higher the fair value fluctuation

Derivatives held for hedging

Interest rate

8,842DCF Model, Closed Form, FDM, Monte Carlo SimulationPrice of the underlying asset, Interest rates, Volatility of the underlying assetVolatility of the underlying asset3.00~5.28The higher the volatility, the higher the fair value fluctuation

Total

928,801

  2014
  Fair value  

Valuation
technique

 

Inputs

 

Unobservable inputs

 Range of
unobservable
inputs(%)
 

Relationship of unobservable inputs to
fair value

  (In millions of
Korean won)
           

Financial assets

    

Financial assets designated at fair value through profit or loss

   

Derivative linked securities

 

502,168

  

 

Monte Carlo Simulation, Closed Form, DCF Model, Black-Derman-Toy Model

 

Price of the underlying asset, Interest rates, Dividend yield, Discount rate, Volatility of the underlying asset, Correlation between underlying asset, Probability of Default, Volatility of interest rate

 

Volatility of the underlying asset

 

2.82~48.96

 

The higher the volatility, the higher the fair value fluctuation

    Correlation between underlying asset -7.75~59.13 The higher the correlation between underlying asset, the higher the fair value fluctuation
    Probability of Default 0.17~4.42 The higher the probability of default, the lower the fair value
    Volatility of interest rate 4.48 The higher volatility of interest rate, the higher the fair value fluctuation

Derivatives held for trading

    

Stock and index

  61,400   DCF Model, Closed Form, FDM, Monte Carlo Simulation, Binomial trees, Black-Scholes Model 

Price of the underlying asset, Interest rates, Dividend yield, Discount rate, Volatility of the underlying asset, Correlation between underlying asset

 Volatility of the underlying asset 4.80~45.82 The higher the volatility, the higher the fair value fluctuation
    Correlation between underlying asset -3.27~59.13 The higher the correlation between underlying asset, the higher the fair value fluctuation

Currency

  2,995   DCF Model, Interest rates, Foreign exchange rate, Loss given default Loss given default 6.78~90.56 The higher the loss given default, the lower the fair value

Derivatives held for hedging

  

Interest rate

  260   DCF Model, Closed Form, FDM, MonteCarlo Simulation Price of the underlying asset, Interest rates, Volatility of the underlying asset Volatility of the underlying asset 3.91 The higher the volatility, the higher the fair value fluctuation

Available-for-sale financial assets

    

Debt securities

  341   DCF Model Discount rate Discount rate 9.21 The lower the discount rate, the higher the fair value

2014
Fair value

Valuation
technique

Inputs

Unobservable inputs

Range of
unobservable
inputs(%)

Relationship of unobservable inputs to
fair value

(In millions of
Korean won)

Equity securities

1,800,998DCF Model, Comparable Company Analysis, Adjusted discount rate method, Binomial trees, Discounted cash flows to equity, Net asset value method, Dividend discount modelGrowth rate, Discount rate, Volatility of interest rate, Volatilities of real estate selling price, Liquidation value, Recovery rate of receivables’ acquisition costGrowth rate0.00~3.00The higher the growth rate, the higher the fair value
Discount rate2.29~23.25The lower the discount rate, the higher the fair value
Volatility of interest rate16.25~21.45The higher the volatility, the higher the fair value fluctuation
Volatilities of real estate selling price1.10The higher the real estate selling price, the higher the fair value
Liquidation value0.00The higher the liquidation value, the higher the fair value
Recovery rate of receivables’ acquisition cost155.83The higher the recovery rate of receivables’ acquisition cost, the higher the fair value

Total

2,368,162

Financial liabilities

Financial liabilities designated at fair value through profit or loss

Derivative linked securities

982,426

Closed Form, MonteCarlo Simulation

Price of the underlying asset, Interest rates, Dividend yield, Volatility of the underlying asset, Correlation between underlying asset

Volatility of the underlying asset

3.42~48.89

The higher the volatility, the higher the fair value fluctuation

Correlation between underlying asset-7.75~59.13The higher the correlation between underlying asset, the higher the fair value fluctuation

Derivatives held for trading

Stock and index

22,578DCF Model, Closed Form, FDM, Monte Carlo Simulation, Hull and White Model, Black-Scholes ModelPrice of the underlying asset, Interest rates, Volatility of the underlying asset, Correlation between underlying asset, Dividend yield, Volatility of interest rateVolatility of the underlying asset11.15~41.79The higher the volatility, the higher the fair value fluctuation
Correlation between underlying asset-3.83~68.20The higher the correlation between underlying asset, the higher the fair value fluctuation
Volatility of interest rate16.25~21.45The higher the volatility, the higher the fair value fluctuation

Derivatives held for hedging

Interest rate

2,281DCF Model, Closed Form, FDM, Monte Carlo SimulationPrice of the underlying asset, Interest rates, Volatility of the underlying assetVolatility of the underlying asset2.35~3.91The higher the volatility, the higher the fair value fluctuation

Total

1,007,285

Sensitivity analysis of financial instruments classified as level 3changes in unobservable inputs

Sensitivity analysis of financial instruments is performed, to measure favorable and unfavorable changes in the fair value of financial instruments which are affected by the unobservable parameters, using a statistical technique. When the fair value is affected by more than two input parameters, the amounts represent the most favorable or most unfavorable. Amongst levelLevel 3 financial instruments subject to sensitivity analysis are interest rate-relatedequity-related derivatives, currency-related derivatives and equity-relatedinterest rate-related derivatives whose fair value changes are recognized in profit andor loss as well as debt securities and unlisted equity securities and(including private equity fundsfunds) whose fair value changes are recognized in profit andor loss or other comprehensive income and loss.

Sensitivity analyses by type of instrument as a result of varying input parameters at December 31, 2012, are as follows:

 

  2012  2013 
  Recognition in profit and loss  Recognition
in profit or loss
 Other comprehensive income
or loss
 
  Favorable changes   Unfavorable changes  Favorable
changes
 Unfavorable
changes
 Favorable
changes
 Unfavorable
changes
 
  (In millions of Korean won)  (In millions of Korean won) 

Financial assets

        

Financial assets designated at fair value through profit or loss

  953    (1,888    

Derivative linked securities(1)

   953     (1,888 6,188   (8,834 —     —    

Derivatives held for trading(2)

   8,047     (9,451  6,653    (6,299  —      —    

Derivatives held for hedging(2)

   197     (202  —      —      —      —    

Available-for-sale financial assets

   405,057     (175,785    

Debt securities(3)

   2,773     (2,731  —      —      61    (58

Equity securities(4)

   402,284     (173,054  —      —      322,444    (121,192
  

 

   

 

  

 

  

 

  

 

  

 

 

Total financial assets

  414,254    (187,326

Total

 12,841   (15,133 322,505   (121,250
  

 

   

 

  

 

  

 

  

 

  

 

 

Financial liabilities

        

Financial liabilities designated at fair value through profit or loss(1)

  13,843    (7,752 15,467   (10,330 —     —    

Derivatives held for trading(2)

   3,934     (4,321  4,596    (4,968  —      —    

Derivatives held for hedging(2)

   176     (169  345    (333  —      —    
  

 

   

 

  

 

  

 

  

 

  

 

 

Total financial liabilities

  17,953    (12,242

Total

 20,408   (15,631 —     —    
  

 

   

 

  

 

  

 

  

 

  

 

 

  2014 
  Recognition
in profit or loss
  Other comprehensive income
or loss
 
  Favorable
changes
  Unfavorable
changes
  Favorable
changes
  Unfavorable
changes
 
  (In millions of Korean won) 

Financial assets

    

Financial assets designated at fair value through profit or loss

    

Derivative linked securities(1)

 6,006   (10,768 —     —    

Derivatives held for trading(2)

  9,851    (8,194  —      —    

Derivatives held for hedging(2)

  17    (15  —      —    

Available-for-sale financial assets

    

Debt securities(3)

  —      —      20    (18

Equity securities(4)

  —      —      388,278    (147,164
 

 

 

  

 

 

  

 

 

  

 

 

 

Total

 15,874   (18,977 388,298   (147,182
 

 

 

  

 

 

  

 

 

  

 

 

 

Financial liabilities

    

Financial liabilities designated at fair value through profit or loss(1)

 23,283   (15,248 —     —    

Derivatives held for trading(2)

  4,211    (6,812  —      —    

Derivatives held for hedging(2)

  86    (76  —      —    
 

 

 

  

 

 

  

 

 

  

 

 

 

Total

 27,580   (22,136 —     —    
 

 

 

  

 

 

  

 

 

  

 

 

 

 

(1) 

For financial assets designated at fair value through profit or loss, the changes in fair-valuefair value are calculated by shifting principal unobservable input parameters such as stock price fluctuation range of underlying assets by +/- 10%.

(2) 

For equity-related derivatives, the changes in fair-valuefair value are calculated by shifting principal unobservable input parameters such as correlation between the stock price and volatility by +/- 10%. For currency-related derivatives, the changes in fair value are calculated by shifting principal unobservable input parameters such as loss given default by ± 1%. For interest rate-related derivatives, coefficient of correlation between long-term and short-term interest rates or the volatilities of the underlying assets are shifted by +/- 10% to calculate the fair value changes.

(3) 

For debt securities,the changes in fair-valuefair value are calculated by shifting principal unobservable input parameters such as discount rate by +/- 1%.

(4) 

For equity securities, the changes in fair-valuefair value are calculated by shifting principal unobservable input parameters such as correlation between growth rate (0~0.5%) and discount rate, or liquidation value (-1~1%) and discount rate.rate, or recovery rate of receivables’ acquisition cost (-1~1%). Sensitivity of fair values to unobservable parameters of private equity fund is practically impossible, but in the case of equity fund composed of real-estates,real estates, the changes in fair-valuefair value are calculated by shifting correlation between discount rate of cash flows from rent (-1%~(-1~1%) and volatilities of real estate selling price (-10%~+10%(-1~1%).

6.3.26.2.4 Day one gain or loss

If the Group uses a valuation technique that incorporates data not obtained from observable markets for the fair value at initial recognition of financial instruments, there could be a difference between the transaction price and the amount determined using that valuation technique. In these circumstances, the fair value of financial instruments is recognized as the transaction price and the difference is deferred and not recognized in profit or loss, and is amortized by using the straight-line method over the life of the financial instruments.instrument. If the fair value of the financial instruments is subsequently determined using observable market inputs, the remaining deferred amount is recognized in profit or loss.

The aggregate difference yet to be recognized in profit or loss at the beginning and end of the period and a reconciliation of changes in the balance of this difference, are as follows:

 

   2011  2012 
   (In millions of Korean won) 

Balance at the beginning of the year (A)

  2,168   4,082  

New transactions (B)

   5,878    23,677  

Amounts recognized in profit or loss during the year (C= a+b)

   (3,964  (19,107

a. Amortization

   (1,314  (7,091

b. Settlement

   (2,650  (12,016
  

 

 

  

 

 

 

Balance at the end of the year (A+B+C)

  4,082   8,652  
  

 

 

  

 

 

 
   2013  2014 
   (In millions of Korean won) 

Balance at the beginning of the year

  8,652   4,190  

New transactions

   3,449    (853

Amounts recognized in profit or loss during the year

   

Amortization

   (3,484  (891

Settlement

   (4,427  (1,070
  

 

 

  

 

 

 

Balance at the end of the year

  4,190   1,376  
  

 

 

  

 

 

 

6.3 Carrying amounts of financial instruments by category

Financial assets and liabilities are measured at fair value or amortized cost. Measurement policies for each class of financial assets and liabilities are disclosed in Note 3, ‘Significant accounting policies’.

The carrying amounts of financial assets and liabilities by category as of December 31, 2013 and 2014, are as follows:

  2013 
  Financial assets at fair
value through profit or loss
                
  Held for
trading
  Designated
at fair value
through
profit or loss
  Loans and
receivables
  Available-
for-sale
financial
assets
  Held-to-
Maturity
financial
assets
  Derivatives
held for
hedging
  Total 
  (In millions of Korean won) 

Financial assets

       

Cash and due from financial institutions

 —     —     14,792,654   —     —     —     14,792,654  

Financial assets at fair value through profit or loss

  8,967,006    361,736    —      —      —      —      9,328,742  

Derivatives

  1,680,880    —      —      —      —      138,529    1,819,409  

Loans

  —      —      219,001,356    —      —      —      219,001,356  

Financial investments

  —      —      —      21,832,104    13,016,991    —      34,849,095  

Other financial assets

  —      —      6,251,679    —      —      —      6,251,679  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 10,647,886   361,736   240,045,689   21,832,104   13,016,991   138,529   286,042,935  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

   2013 
   Financial liabilities at fair
value through profit or loss
             
   Held for
trading
   Designated
at fair value
through
profit or loss
   Financial
liabilities at
amortized cost
   Derivatives
held for
hedging
   Total 
   (In millions of Korean won) 

Financial liabilities

          

Financial liabilities at fair value through profit or loss

  236,637    878,565    —      —      1,115,202  

Derivatives

   1,580,029     —       —       215,310     1,795,339  

Deposits

   —       —       200,882,064     —       200,882,064  

Debts

   —       —       14,101,331     —       14,101,331  

Debentures

 �� —       —       27,039,534     —       27,039,534  

Other financial liabilities

   —       —       13,262,914     —       13,262,914  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  1,816,666    878,565    255,285,843    215,310    258,196,384  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

  2014 
  Financial assets at fair
value through profit or  loss
                
  Held for
trading
  Designated
at fair value
through
profit or loss
  Loans and
receivables
  Available-
for-sale
financial
assets
  Held-to-
Maturity
financial
assets
  Derivatives
held for
hedging
  Total 
  (In millions of Korean won) 

Financial assets

       

Cash and due from financial institutions

 —     —     15,423,847   —     —     —     15,423,847  

Financial assets at fair value through profit or loss

  10,121,570    636,340    —      —      —      —      10,757,910  

Derivatives

  1,858,637    —      —      —      —      109,553    1,968,190  

Loans

  —      —      231,449,653    —      —      —      231,449,653  

Financial investments

  —      —      —      22,391,466    12,569,154    —      34,960,620  

Other financial assets

  —      —      7,559,631    —      —      —      7,559,631  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 11,980,207   636,340   254,433,131   22,391,466   12,569,154   109,553   302,119,851  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

   2014 
   Financial liabilities at fair
value through profit or loss
             
   Held for
trading
   Designated
at fair value
through
profit or loss
   Financial
liabilities at
amortized cost
   Derivatives
held for
hedging
   Total 
   (In millions of Korean won) 

Financial liabilities

          

Financial liabilities at fair value through profit or loss

  836,542    982,426    —      —      1,818,968  

Derivatives

   1,775,341     —       —       22,049     1,797,390  

Deposits

   —       —       211,549,121     —       211,549,121  

Debts

   —       —       15,864,500     —       15,864,500  

Debentures

   —       —       29,200,706     —       29,200,706  

Other financial liabilities

   —       —       11,918,820     —       11,918,820  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  2,611,883    982,426    268,533,147    22,049    272,149,505  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

6.4 Transfer of financial assets

Transferred financial assets that are derecognized in their entirety

The Group transferred loans and other financial assets to SPEs which werethat are derecognized in their entirety. Theentirety to SPEs, while the maximum exposure to loss (carrying amount) from its continuing involvement in the derecognized financial assets isas of December 31, 2013 and 2014, are as follows:

 

Type of continuing involvement

Carrying amount of continuing
involvement

in statement of
financial position
(In millions of Korean won)

KR ABS Ltd.(1)

Senior debt21,288
Mezzanine/subordinate debt43,143

Total

64,431

  

2013

 
  

Type of continuing
involvement

 

Classification of financial
instruments

 Carrying amount
of continuing
involvement
in statement of
financial position
  Fair value  of
continuing
involvement
 
      (In millions of Korean won) 

KR ABS Co., Ltd.

 

Mezzanine/ subordinate debt

 

Available-for-sale financial assets

 11,434   11,434  

KR ABS Second Co., Ltd.(1)

 Senior debt 

Loans and receivables

  26,065    26,227  
 

Subordinate debt

 

Available-for-sale financial assets

  33,017    33,017  

EAK ABS Co., Ltd.(2)

 Subordinate debt 

Available-for-sale financial assets

  35,020    35,020  

AP ABS First Co., Ltd.(3)

 Senior debt 

Loans and receivables

  67,326    67,353  
 

Subordinate debt

 

Available-for-sale financial assets

  16,669    16,669  

Discovery ABS First Co., Ltd.(4)

 Senior debt 

Loans and receivables

  23,494    23,547  
 

Subordinate debt

 

Available-for-sale financial assets

  21,454    21,454  
   

 

 

  

 

 

 
  

Total

 234,479   234,721  
   

 

 

  

 

 

 

 

(1) 

Recognized net loss from transferring loans to the SPEs amounts to ₩22,734₩24,589 million.

(2)

Recognized net loss from transferring loans to the SPEs amounts to ₩2,480 million.

(3)

Recognized net loss from transferring loans to the SPEs amounts to ₩18,556 million.

(4)

Recognized net loss from transferring loans to the SPEs amounts to ₩37,975 million.

(5)

In addition to the above, there were gains from the transfer of non-performing loans to the National Happiness Fund (‘the Fund’) amounting to ₩57,826 million. According to the agreement with the Fund, where the recovered amounts exceed the consideration paid by the Fund for the non-performing loans, the excess amount is to be reimbursed to the Group.

  

2014

 
  

Type of continuing
involvement

 

Classification of financial
instruments

 Carrying amount
of continuing
involvement

in statement of
financial position
  Fair value of
continuing
involvement
 
      (In millions of Korean won) 

KR ABS Co., Ltd.

 Subordinate debt 

Available-for-sale financial assets

 4,921   4,921  

KR ABS Second Co., Ltd.

 Subordinate debt 

Available-for-sale financial assets

  22,219    22,219  

EAK ABS Co., Ltd.

 Subordinate debt 

Available-for-sale financial assets

  11,211    11,211  

AP ABS First Co., Ltd.

 Senior debt 

Loans and receivables

  9,762    9,842  
 

Subordinate debt

 

Available-for-sale financial assets

  17,346    17,346  

Discovery ABS First Co., Ltd.

 Senior debt 

Loans and receivables

  1,175    1,194  
 

Subordinate debt

 

Available-for-sale financial assets

  22,591    22,591  

EAK ABS Second Co., Ltd.(1)

 Senior debt 

Loans and receivables

  19,806    20,026  
 

Subordinate debt

 

Available-for-sale financial assets

  38,207    38,207  

FK1411 Co., Ltd. (2)

 Senior debt 

Loans and receivables

  44,966    44,917  
 

Subordinate debt

 

Available-for-sale financial assets

  47,600    47,600  
   

 

 

  

 

 

 
  

Total

 239,804   240,074  
   

 

 

  

 

 

 

(1)

Recognized net loss from transferring loans to the SPEs amounts to ₩6,924 million.

(2)

Recognized net loss from transferring loans to the SPEs amounts to ₩27,365 million.

(3)

In addition to the above, there were gains on sale of loans attributable to true-up adjustments based on the transfer agreement with the National Happiness Fund (‘the Fund’) amounting to ₩3,762 million.

Transferred financial assets that are not derecognized in their entirety

The Group securitized the loans and received the subordinated debts as part of consideration related to the securitization to provide credit enhancements to other senior debtors, and this transaction was recognized by the Group as collateralized debts. The liabilities and related securitized assets as of December 31, 2013 and 2014, are as follows:

  2013 
        Liabilities arising from asset-backed securities 
  Carrying amount
of assets (Underlying
assets)
  Carrying amount
of the associated
liabilities (Senior
debentures)
  Fair value of
assets (Underlying
assets)
  Fair value of the
associated
liabilities (Senior
debentures)
  Net Position 
  (In millions of Korean won) 

KB Mortgage Loan First Securitization Specialty Co., Ltd.

 295,679   193,062   295,679   192,972   102,707  

KAMCO Value Recreation Third Securitization Specialty
Co., Ltd.

  8,291    1,958    8,291    1,958    6,333  

KH First Co., Ltd.(3)

  99,763    100,900    —      —      —    

KB Kookmin Card First Securitization Co., Ltd.(1)

  568,916    315,845    —      —      —    

Wise Mobile First Securitization Specialty(2)

  339,222    329,785    —      —      —    

Wise Mobile Second Securitization Specialty(2)

  384,473    374,733    —      —      —    

Wise Mobile Third Securitization Specialty(2)

  350,822    343,736    —      —      —    

Wise Mobile Fourth Securitization Specialty(2)

  202,038    199,802    —      —      —    

Wise Mobile Fifth Securitization Specialty(2)

  344,047    339,631    —      —      —    

Wise Mobile Sixth Securitization Specialty(2)

  362,975    359,534    —      —      —    

Wise Mobile Seventh Securitization Specialty(2)

  351,905    349,486    —      —      —    

  2014 
        Liabilities arising from asset-backed securities 
  Carrying amount
of assets (Underlying
assets)
  Carrying amount
of the associated
liabilities (Senior
debentures)
  Fair value of
assets (Underlying
assets)
  Fair value of the
associated
liabilities (Senior
debentures)
  Net Position 
  (In millions of Korean won) 

KB Kookmin Card First Securitization Co., Ltd.(1)

 546,770   —     —     —     —    

KB Kookmin Card Second Securitization Co., Ltd.(1)

  622,573    327,553    —      —      —    

Wise Mobile First Securitization Specialty(2)

  122,528    109,972    —      —      —    

Wise Mobile Second Securitization Specialty(2)

  158,396    144,958    —      —      —    

Wise Mobile Third Securitization Specialty(2)

  169,609    158,957    —      —      —    

Wise Mobile Fourth Securitization Specialty(2)

  99,952    94,959    —      —      —    

Wise Mobile Fifth Securitization Specialty(2)

  179,703    169,926    —      —      —    

Wise Mobile Sixth Securitization Specialty(2)

  204,095    194,896    —      —      —    

Wise Mobile Seventh Securitization Specialty(2)

  207,387    199,878    —      —      —    

Wise Mobile Eighth Securitization Specialty(2)

  202,745    194,862    —      —      —    

Wise Mobile Ninth Securitization Specialty(2)

  143,666    139,889    —      —      —    

Wise Mobile Tenth Securitization Specialty(2)

  193,959    189,827    —      —      —    

Wise Mobile Eleventh Securitization Specialty(2)

  182,281    179,781    —      —      —    

Wise Mobile Twelfth Securitization Specialty(2)

  191,329    189,719    —      —      —    

(1)

They have the obligation to early redeem the asset-backed debentures upon occurrence of an event specified in the agreement as trust type asset securitization. To avoid such early redemption, they entrust supplementary card accounts, deposits and others. Accordingly, as asset-backed debenture holders’ recourse is not limited to the underlying assets, the fair value is not disclosed.

(2)

If the Special Purpose Companies (SPC) could not redeem the senior debentures by collection of underlying assets, the SPC should be redeem by borrowings from the credit facilities. Accordingly, as senior debenture holders’ recourse is not limited to the underlying assets, the fair value is not disclosed.

(3)

Pursuant to the Purchase Agreement of the liabilities, the fair value is not disclosed as the counterparty has both a right of recourse for the securitized assets and a right to request to purchase the liabilities.

Securities under repurchase agreements and loaned securities

The Group continues to recognize the financial assets related to repurchase agreements and securities lending transactions on the statements of financial position since those transactions are not qualified for derecognition even though the Group transfers the financial assets. A financial asset is sold under an agreement to repurchase the same asset at a fixed price, or loaned under a securities lending agreement to be returned as the same asset. Thus, the Group retains substantially all the risks and rewards of ownership of the financial asset. The amounts of transferred assets and related liabilities as of December 31, 2013 and 2014, are as follows:

   2013 
   Carrying amount of
transferred assets
   Carrying amount of related
liabilities
 
   (In millions of Korean won) 

Securities under repurchase agreements

  649,309    608,156  

Loaned securities

    

Government bond

   527,427     —    

Stock

   14,296     —    
  

 

 

   

 

 

 

Total

  1,191,032    608,156  
  

 

 

   

 

 

 

   2014 
   Carrying amount of
transferred assets
   Carrying amount of related
liabilities
 
   (In millions of Korean won) 

Securities under repurchase agreements

  1,080,804    1,019,071  

Loaned securities

    

Government bond

   162,408     —    

Stock

   2,378     —    
  

 

 

   

 

 

 

Total

  1,245,590    1,019,071  
  

 

 

   

 

 

 

6.5 Offsetting financial assets and financial liabilities

The Group enters into International Derivatives Swaps and Dealers Association (“ISDA”) master netting agreements and other arrangements with the Group’s derivative and spot exchange counterparties. Similar netting agreements are also entered into with the Group’s reverse repurchase, securities and others. Pursuant to these agreements, in the event of default by one party, contracts are to be terminated and receivables and payables are to be offset. Further, as the law allows for the right to offset, domestic uncollected receivables balances and domestic accrued liabilities balances are shown in its net settlement balance in the statement of consolidated financial position.

The details of financial assets subject to offsetting, enforceable master netting arrangements or similar agreements as of December 31, 2013 and 2014, are as follows:

  2013 
  Gross
amounts of
recognized
financial
assets
  Gross amounts of
recognized
financial liabilities
offset in the
statement of
financial position
  Net amounts of
financial assets
presented in the
statement of
financial
position
  Non-offsetting amount  Net amount 
     Financial
instruments
  Cash
collateral
received
  
  (In millions of Korean won) 

Derivatives held for trading

 1,593,909   —     1,593,909   (1,190,301 (1,850 401,758  

Derivatives held for hedging

  138,028    —      138,028    (36,133  —      101,895  

Receivable spot exchange

  2,256,532    —      2,256,532    (2,255,085  —      1,447  

Reverse repurchase, securities borrowing and similar agreements(1)

  4,173,200    —      4,173,200    (4,173,200  —      —    

Other financial instruments

  16,475,869    (15,637,526  838,343    —      —      838,343  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 24,637,538   (15,637,526 9,000,012   (7,654,719 (1,850 1,343,443  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

  2014 
  Gross
amounts of
recognized
financial
assets
  Gross amounts of
recognized
financial liabilities
offset in the
statement of
financial position
  Net amounts of
financial assets
presented in
the statement of
financial position
  Non-offsetting amount  Net amount 
     Financial
instruments
  Cash
collateral
received
  
  (In millions of Korean won) 

Derivatives held for trading

 1,806,087   —     1,806,087   (1,477,495 (1,635 326,957  

Derivatives held for hedging

  109,553    —      109,553    (15,688  —      93,865  

Receivable spot exchange

  2,343,308    —      2,343,308    (2,342,116  —      1,192  

Reverse repurchase, securities borrowing and similar agreements(1)

  3,529,900    —      3,529,900    (3,529,900  —      —    

Other financial instruments

  18,680,680    (16,483,341  2,197,339    —      —      2,197,339  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 26,469,528   (16,483,341 9,986,187   (7,365,199 (1,635 2,619,353  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

(1)

Includes a portion of the securities loaned.

The details of financial liabilities subject to offsetting, enforceable master netting arrangements or similar agreements as of December 31, 2013 and 2014, are as follows:

  2013 
  Gross
amounts of
recognized
financial
liabilities
  Gross amounts of
recognized
financial assets
offset in the
statement of
financial position
  Net amounts of
financial liabilities
presented in the
statement of
financial
position
  Non-offsetting amount  Net
amount
 
     Financial
instruments
  Cash
collateral
received
  
  (In millions of Korean won) 

Derivatives held for trading

 1,579,878   —     1,579,878   (992,164 —     587,714  

Derivatives held for hedging

  204,642    —      204,642    (16,320  —      188,322  

Payable spot exchange

  2,256,147    —      2,256,147    (2,255,085  —      1,062  

Repurchase agreements, securities lending and similar
agreements
(1),(2)

  804,726    —      804,726    (804,726  —      —    

Other financial instruments

  16,754,401    (15,637,526  1,116,875    (946,800  —      170,075  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 21,599,794   (15,637,526 5,962,268   (5,015,095 —     947,173  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

  2014 
  Gross
amounts of
recognized
financial
liabilities
  Gross amounts
of recognized
financial assets
offset in the
statement of
financial position
  Net amounts of
financial liabilities
presented in the
statement of
financial
position
  Non-offsetting amount  Net
amount
 
     Financial
instruments
  Cash
collateral
received
  
  (In millions of Korean won) 

Derivatives held for trading

 1,765,781   —     1,765,781   (1,323,749 —     442,032  

Derivatives held for hedging

  21,147    —      21,147    (3,013  —      18,134  

Payable spot exchange

  2,343,234    —      2,343,234    (2,342,116  —      1,118  

Repurchase agreements, securities lending and similar
agreements
(1),(2)

  1,803,963    —      1,803,963    (1,803,963  —      —    

Other financial instruments

  16,724,449    (16,483,341  241,108    (122,797  —      118,311  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 22,658,574   (16,483,341 6,175,233   (5,595,638 —     579,595  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

(1)

Includes repurchase agreements sold to customers.

(2)

Includes a portion of securities sold.

7. Due from financial institutions

The details of due from financial institutions as of December 31, 20112013 and 2012,2014, are as follows:

 

     

Financial Institutions

  Interest
rate(%)
   2011   2012 
           (In millions of Korean won) 

Due from financial institutions in Korean won

 

Due from Bank of Korea

 

Bank of Korea

   0.00~2.77    3,757,108    3,095,038  
 

Due from banking institutions

 

Busan Bank and others

   0.00~7.15     371,225     552,672  
 

Due from others

 

Samsung Securities Co., Ltd. and others

   0.00~3.62     1,888,260     3,177,053  
      

 

 

   

 

 

 
       6,016,593     6,824,763  
      

 

 

   

 

 

 

Due from financial institutions in foreign currencies

 

Due from banks in foreign currencies

 

Bank of Korea and others

   0.00~0.15     321,689     385,798  
 

Time deposits in foreign currencies

 

China Guangfa Bank Panjiayuan Branch and others

   0.15~5.69     187,294     448,349  
 

Due from others

 

Sumitomo Mitsui Banking Corporation and others

   —       30,451     59,330  
      

 

 

   

 

 

 
       539,434     893,477  
      

 

 

   

 

 

 
      6,556,027    7,718,240  
      

 

 

   

 

 

 

     

Financial Institutions

  Interest rate(%)   2013   2014 
           (In millions of Korean won) 

Due from financial institutions in Korean won

 

Due from Bank of Korea

 

Bank of Korea

   0.00~2.03    6,717,697    6,283,230  
 

Due from banking institutions

 

Hana Bank and others

   0.00~7.15     636,837     1,191,877  
 

Due from others

 

DaiShin Investment & Securities Co., Ltd. and others

   0.10~3.20     3,203,452     3,750,163  
      

 

 

   

 

 

 
  

Sub-total

     10,557,986     11,225,270  
      

 

 

   

 

 

 

Due from financial institutions in foreign currencies

 

Due from banks in foreign currencies

 

Bank of Korea and others

   —       855,388     899,080  
 

Time deposits in foreign currencies

 

Bank of Communications and others

   0.11~6.70     657,408     708,926  
 

Due from others

 

Woori Investment & Securities Co., Ltd. and others

   —       23,321     45,154  
      

 

 

   

 

 

 
  

Sub-total

     1,536,117     1,653,160  
      

 

 

   

 

 

 
  

Total

    12,094,103    12,878,430  
      

 

 

   

 

 

 

Due from financial institutions, classified by type of financial institution as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  In Korean won   In foreign currencies   Total   In Korean won   In foreign currencies   Total 
  (In millions of Korean won)   (In millions of Korean won) 

Bank of Korea

  3,757,108    185,050    3,942,158    6,717,697    410,328    7,128,025  

Other banking institutions

   371,225     337,784     709,009     636,837     1,105,842     1,742,679  

Other financial institutions

   1,888,260     16,600     1,904,860     3,203,452     19,947     3,223,399  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  6,016,593    539,434    6,556,027    10,557,986    1,536,117    12,094,103  
  

 

   

 

   

 

   

 

   

 

   

 

 

 

  2012   2014 
  In Korean won   In foreign currencies   Total   In Korean won   In foreign currencies   Total 
  (In millions of Korean won)   (In millions of Korean won) 

Bank of Korea

  3,095,038    120,143    3,215,181    6,283,230    225,393    6,508,623  

Other banking institutions

   552,672     739,100     1,291,772     1,191,877     1,399,586     2,591,463  

Other financial institutions

   3,177,053     34,234     3,211,287     3,750,163     28,181     3,778,344  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  6,824,763    893,477    7,718,240    11,225,270    1,653,160    12,878,430  
  

 

   

 

   

 

   

 

   

 

   

 

 

Restricted due from financial institutions as of December 31, 20112013 and 2012,2014, are as follows:

 

      

Financial Institutions

  2011   2012   

Reason for restriction

         (In millions of Korean won)    

Due from financial institutions
in Korean won

  

Due from Bank of Korea

  

Bank of Korea

  3,757,108    3,095,038    

Bank of Korea Act

  

Due from Banking institution

  

Hana Bank and others

   88,827     248,603    

Agreement for allocation of deposit

  

Due from others

  

The Korea Exchange and others

   69,437     152,235    

Market entry deposit and others

      

 

 

   

 

 

   
      3,915,372    3,495,876    
      

 

 

   

 

 

   

Due from financial institutions
in foreign currencies

  

Due from banks in foreign currencies

  

Bank of Korea and others

  189,859    128,812    

Bank of Korea Act and others

  

Time deposit in foreign currencies

  

Sumitomo Mitsui BKG CO New York and others

   48,810     6,962    

Bank Act of the State of New York

  

Due from others

  

Ong First Tradition PTE and others

   17,172     11,063    

Derivatives margin account and others

      

 

 

   

 

 

   
      255,841    146,837    
      

 

 

   

 

 

   
      4,171,213    3,642,713    
      

 

 

   

 

 

   

    

Financial Institutions

 2013  2014  

Reason for restriction

  (in millions of Korean won)   

Due from financial institutions in Korean won

 

Due from Bank of Korea

 Bank of Korea 6,717,697   6,283,230   

Bank of Korea Act

 

Due from Banking institution

 

Hana Bank and others

  342,469    393,824   

Agreement for allocation of deposit

 Due from others 

The Korea Exchange and others

  102,460    137,327   

Market entry deposit and others

   

 

 

  

 

 

  
  

Sub-total

  7,162,626    6,814,381   
   

 

 

  

 

 

  

Due from financial institutions in foreign currencies

 

Due from banks in foreign currencies

 

Bank of Korea and others

  482,296    293,067   

Bank of Korea Act and others

 

Time deposit in foreign currencies

 

Bank of communications and others

  10,553    16,488   

Bank Act of the State of New York

 Due from others 

Woori Investment & Securities Co., Ltd. and others

  10,428    8,158   

Derivatives margin account and others

   

 

 

  

 

 

  
  

Sub-total

  503,277    317,713   
   

 

 

  

 

 

  
  

Total

 7,665,903   7,132,094   
   

 

 

  

 

 

  

8. Assets pledged as collateralscollateral

The details of assets pledged as collateralscollateral as of December 31, 20112013 and 2012,2014, are as follows:

 

     2011 2013

Assets pledged

  

Pledgee

  Carrying
amount
   Collateralized
amount
   

Reason of pledge

 

Pledgee

 Carrying
amount
 Collateralized
amount
 

Reason of pledge

     (In millions of Korean won)     (In millions of Korean won) 

Due from financial institutions

  

Woori Bank and others

  57,500    57,500    

Borrowings from Bank and others

 

Korea Federation of Savings Banks and others

 238,901   238,901   Borrowings from Bank and others
    

 

   

 

     

 

  

 

  

Financial assets

held for trading

  

Korea Securities Depository and others

   183,280     178,171    

Bonds sold under repurchase agreements

 

Korea Securities Depository and others

  336,154    329,391   

Repurchase agreements and similar agreements

  

Korea Securities Depository and others

   647,363     602,299    

Securities lending transactions

 

Korea Securities Depository and others

  446,126    393,981   

Securities lending transactions

  

Samsung Futures Inc. and others

   105,457     95,956    

Derivatives transactions

 

Samsung Futures Inc. and others

  15,570    14,589   

Derivatives transactions

  

Others

   8,803     8,395    

Others

  

 

  

 

  
    

 

   

 

    

Sub-total

  797,850    737,961   
  

Sub-total

   944,903     884,821      

 

  

 

  
    

 

   

 

   

Available-for-sale financial assets

  

Korea Securities Depository and others

   29,393     29,986    

Bonds sold under repurchase agreements

 

Korea Securities Depository and others

  45,771    45,145   

Securities lending transactions

  

Samsung Futures Inc. and others

   5,976     5,766    

Derivatives transactions

 

Samsung Futures Inc. and others

  33,317    31,746   

Derivatives transactions

    

 

   

 

    Others  15,100    14,370   

Others

  

Sub-total

   35,369     35,752      

 

  

 

  
    

 

   

 

    

Sub-total

  94,188    91,261   
  

 

  

 

  

Held-to-maturity financial assets

  

Korea Securities Depository and others

   1,678,218     1,678,000    

Bonds sold under repurchase agreements

 

Korea Securities Depository and others

  3,577,052    3,572,000   

Repurchase agreements and similar agreements

Bank of Korea

   1,063,228     1,070,000    

Borrowings from Bank of Korea

Bank of Korea

   938,200     934,800    

Settlement risk of Bank of Korea

Samsung Futures Inc. and others

   661,666     666,807    

Derivatives transactions

 

Bank of Korea

  617,250    610,000   Borrowings from Bank of Korea
 

Bank of Korea

  956,284    946,800   Settlement risk of Bank of Korea
 

Samsung Futures Inc. and others

  325,616    325,521   Derivatives transactions
  

Others

   1,224,998     1,200,300    

Others

 Others  258,615    258,500   Others
    

 

   

 

     

 

  

 

  
  

Sub-total

   5,566,310     5,549,907     

Sub-total

  5,734,817    5,712,821   
    

 

   

 

     

 

  

 

  

Mortgage loans

  

Others

   1,287,527     1,282,791    

Covered Bond

 Others  846,000    843,127   Covered Bond
    

 

   

 

     

 

  

 

  

Total

  7,891,609    7,810,771    
    

 

   

 

    

Total

 7,711,756   7,624,071   
  

 

  

 

  

     2012 2014

Assets pledged

  

Pledgee

  Carrying
amount
   Collateralized
amount
   

Reason of pledge

 

Pledgee

 Carrying
amount
 Collateralized
amount
 

Reason of pledge

     (In millions of Korean won)     (In millions of Korean won)

Due from financial institutions

  

Woori Bank and others

  89,000    89,000    

Borrowings from Bank and others

 

Korea Federation of Savings Banks and others

 166,344   166,344   Borrowings from Bank and others
    

 

   

 

   

Financial assets held for trading

  

Korea Securities Depository and others

   321,454     306,194    

Bonds sold under repurchase agreements

 

Korea Securities Depository and others

  999,412    960,368   

Repurchase agreements and similar agreements

  

Korea Securities Depository and others

   1,440,316     1,338,186    

Securities lending transactions

 

Korea Securities Depository and others

  959,858    869,279   Securities lending transactions
  

Samsung Futures Inc. and others

   80,583     72,801    

Derivatives transactions

 

Samsung Futures Inc. and others

  17,521    16,033   Derivatives transactions
  

Others

   18,917     17,945    

Others

 

Others

  17,864    17,721   Others
    

 

   

 

     

 

  

 

  
  

Sub-total

   1,861,270     1,735,126     

Sub-total

  1,994,655    1,863,401   
    

 

   

 

     

 

  

 

  

Available-for-sale financial assets

  

Samsung Futures Inc. and others

   3,447     3,213    

Derivatives transactions

 

Korea Securities Depository and others

  120,081    90,576   Securities lending transactions
  

Others

   400     400    Others 

Samsung Futures Inc. and others

  24,856    22,634   Derivatives transactions
    

 

   

 

    

Others

  39,100    37,132   Others
  

Sub-total

   3,847     3,613      

 

  

 

  
    

 

   

 

    

Sub-total

  184,037    150,342   
  

 

  

 

  

Held-to-maturity financial assets

  

Korea Securities Depository and others

   3,602,681     3,602,000    

Bonds sold under repurchase agreements

 

Korea Securities Depository and others

  1,460,932    1,452,000   

Repurchase agreements and similar agreements

  

Bank of Korea

   965,072     960,000    

Borrowings from Bank of Korea

 

Bank of Korea

  993,853    990,000   Borrowings from Bank of Korea
  

Bank of Korea

   781,389     776,800    

Settlement risk of Bank of Korea

 

Bank of Korea

  1,440,821    1,416,800   Settlement risk of Bank of Korea
  

Samsung Futures Inc. and others

   266,113     266,000    

Derivatives transactions

 

Samsung Futures Inc. and others

  285,023    284,492   Derivatives transactions
  

Others

   1,249,441     1,220,500    

Others

 

Others

  238,654    238,500   Others
    

 

   

 

     

 

  

 

  
  

Sub-total

   6,864,696     6,825,300     

Sub-total

  4,419,283    4,381,792   
    

 

   

 

     

 

  

 

  

Mortgage loans

  Others   1,058,470     1,054,834    

Covered Bond

    

 

   

 

    

Total

 6,764,319   6,561,879   

Total

  9,877,283    9,707,873    
    

 

   

 

     

 

  

 

  

The fair value of collateral available to sell or repledge, and collateral sold or repledged, regardless of debtor’s default, as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Fair value of collateral
held
   Fair value of  collateral
sold or repledged
   Total   Fair value of collateral
held
   Fair value of collateral
sold or repledged
   Total 
  (In millions of Korean won)   (In millions of Korean won) 

Securities

  1,881,523    —      1,881,523    4,258,909    —      4,258,909  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  1,881,523    —      1,881,523    4,258,909    —      4,258,909  
  

 

   

 

   

 

   

 

   

 

   

 

 

 

   2012 
   Fair value of collateral
held
   Fair value of  collateral
sold or repledged
   Total 
   (In millions of Korean won) 

Securities

  3,609,354    —      3,609,354  
  

 

 

   

 

 

   

 

 

 

Total

  3,609,354    —      3,609,354  
  

 

 

   

 

 

   

 

 

 

Loaned securities as of December 31, 2011 and 2012, are as follows:

   2011   2012   

Borrower

   (In millions of Korean won)    

Government and public bonds

  170,279    228,912    

Korea Securities Finance Corp., Korea Securities Depository and others

Stocks

   26,766     43,543    

Korea Securities Depository and others

  

 

 

   

 

 

   

Total

  197,045    272,455    
  

 

 

   

 

 

   

Securities borrowed as of December 31, 2011 and 2012, are as follows:

   2011   2012   

Borrower

   (In millions of Korean won)    

Government and public bonds

  18,422    31,088    

Korea Securities Finance Corp., Korea Securities Depository and others

Stocks

   52,075     47,996    

Korea Securities Finance Corp., Korea Securities Depository and others

  

 

 

   

 

 

   

Total

  70,497    79,084    
  

 

 

   

 

 

   
   2014 
   Fair value of collateral
held
   Fair value of collateral
sold or repledged
   Total 
   (In millions of Korean won) 

Securities

  3,601,032    —      3,601,032  
  

 

 

   

 

 

   

 

 

 

Total

  3,601,032    —      3,601,032  
  

 

 

   

 

 

   

 

 

 

9. Derivative financial instruments and hedge accounting

The Group’s derivative operations focus on addressing the needs of the Group’s corporate clients to hedge their risk exposure and to hedge the Group’s risk exposure that results from such client contracts. The Group also engages in derivative trading activities to hedge the interest rate and foreign currency risk exposures that arise from the Group’s own assets and liabilities. In addition, the Group engages in proprietary trading of derivatives within the Group’s regulated open position limits.

The Group provides and trades a range of derivatives products, including:

 

Interest rate swaps, relating to interest rate risks in Korean won;

 

Cross-currency swaps, forwards and options relating to foreign exchange rate risks,

 

Stock price index options linked with the KOSPI index.

In particular, the Group uses cross currency swaps, interest rate swaps and others to hedge the risk of changes in fair values and in cash flows due to changes in interest rates and foreign exchange rates of subordinated debts in Korean won, structured debts and financial debentures in foreign currencies.

The details of derivative financial instruments for trading as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Notional amount   Assets   Liabilities   Notional amount   Assets   Liabilities 
  (In millions of Korean won)   (In millions of Korean won) 

Interest rate

            

Futures(1)

  1,924,542    —      —      928,684    —      —    

Swaps

   110,920,785     519,217     653,983     141,275,150     582,544     639,695  

Options

   11,997,483     69,952     69,979     8,285,091     45,063     85,906  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub-total

   124,842,810     589,169     723,962     150,488,925     627,607     725,601  
  

 

   

 

   

 

   

 

   

 

   

 

 

Currency

            

Forwards

   31,316,223     916,479     405,570     23,055,704     241,804     289,629  

Futures(1)

   212,052     —       125     415,560     219     15  

Swaps

   16,341,586     509,085     551,918     17,414,405     693,116     503,663  

Options

   348,643     3,151     1,401     273,745     2,428     1,492  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub-total

   48,218,504     1,428,715     959,014     41,159,414     937,567     794,799  
  

 

   

 

   

 

   

 

   

 

   

 

 

Stock and index

            

Futures(1)

   85,419     —       —       136,624     —       95  

Swaps

   97,942     1,416     6,385     477,143     17,565     15,168  

Options

   1,049,752     198,295     213,668     1,982,455     30,006     35,118  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub-total

   1,233,113     199,711     220,053     2,596,222     47,571     50,381  
  

 

   

 

   

 

   

 

   

 

   

 

 

Commodity

            

Futures(1)

   3,351     279     —       2,024     121     —    
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub-total

   3,351     279     —       2,024     121     —    
  

 

   

 

   

 

   

 

   

 

   

 

 

Other

   60,000     2,440     2,314     60,000     68,014     9,248  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  174,357,778    2,220,314    1,905,343    194,306,585    1,680,880    1,580,029  
  

 

   

 

   

 

   

 

   

 

   

 

 

  2012   2014 
  Notional amount   Assets   Liabilities   Notional amount   Assets   Liabilities 
  (In millions of Korean won)   (In millions of Korean won) 

Interest rate

            

Futures(1)

  1,593,818    —      —      678,798    —      —    

Swaps

   145,046,846     839,948     948,697     101,610,724     924,189     957,504  

Options

   10,715,347     79,942     78,149     8,398,000     86,277     128,185  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub-total

   157,356,011     919,890     1,026,846     110,687,522     1,010,466     1,085,689  
  

 

   

 

   

 

   

 

   

 

   

 

 

Currency

            

Forwards

   17,280,288     264,579     342,576     21,363,840     340,339     217,357  

Futures(1)

   602,051     974     7     632,430     46     289  

Swaps

   13,487,378     576,857     427,227     18,430,843     415,842     441,696  

Options

   334,912     3,215     2,638     616,977     6,057     6,078  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub-total

   31,704,629     845,625     772,448     41,044,090     762,284     665,420  
  

 

   

 

   

 

   

 

   

 

   

 

 

Stock and index

            

Forwards

   685,000     —       —    

Futures(1)

   174,997     —       —       162,766     90     753  

Swaps

   355,995     18,056     6,879     431,709     30,091     6,222  

Options

   1,938,069     56,376     60,952     1,860,561     31,632     8,199  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub-total

   2,469,061     74,432     67,831     3,140,036     61,813     15,174  
  

 

   

 

   

 

   

 

   

 

   

 

 

Commodity

            

Futures(1)

   3,856     88     2     765     7     9  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub-total

   3,856     88     2     765     7     9  
  

 

   

 

   

 

   

 

   

 

   

 

 

Other

   60,000     1,238     1,160     —       24,067     9,049  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  191,593,557    1,841,273    1,868,287    154,872,413    1,858,637    1,775,341  
  

 

   

 

   

 

   

 

   

 

   

 

 

 

(1) 

A gain or loss from daily marking to marketmark-to-market futures is reflected in the margin accounts.

Fair value hedge

The details of derivatives designated as fair value hedging instruments as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Notional amount   Assets   Liabilities   Notional amount   Assets   Liabilities 
  (In millions of Korean won)   (In millions of Korean won) 

Interest rate

            

Swaps

  4,343,294    206,560    12,564    1,951,013    137,445    —    

Currency

            

Forwards

   42,048     502     —    

Swaps

   1,153,300     —       127,780     1,055,300     —       195,800  

Other

   190,000     —       12,800     140,000     —       8,842  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  5,686,594    206,560    153,144    3,188,361    137,947    204,642  
  

 

   

 

   

 

   

 

   

 

   

 

 

  2012   2014 
  Notional amount   Assets   Liabilities   Notional amount   Assets   Liabilities 
  (In millions of Korean won)   (In millions of Korean won) 

Interest rate

            

Swaps

  1,921,251    180,719    6,642    2,179,779    109,293    1,144  

Currency

      

Swaps

   1,071,100     —       183,929  

Other

   140,000     2,348     2,658     140,000     260     2,281  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  3,132,351    183,067    193,229    2,319,779    109,553    3,425  
  

 

   

 

   

 

   

 

   

 

   

 

 

Gains and losses from fair value hedging instruments and hedged items attributable to the hedged risk for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

   2010  2011  2012 
   (In millions of Korean won) 

Gains(losses) on hedging instruments

  102,691   108,507   (14,654

Gains(losses) on the hedged item attributable to the hedged risk

   (87,292  (84,914  37,641  
  

 

 

  

 

 

  

 

 

 

Total

  15,399   23,593   22,987  
  

 

 

  

 

 

  

 

 

 
  2012  2013  2014 
  (In millions of Korean won) 

Losses on hedging instruments

 (14,654 (48,545 (26,320

Gains on the hedged item attributable to the hedged risk

  37,641    81,428    52,721  
 

 

 

  

 

 

  

 

 

 

Total

 22,987   32,883   26,401  
 

 

 

  

 

 

  

 

 

 

Cash flow hedge

The details of derivatives designated as cash flow hedging instruments as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Notional amount   Assets   Liabilities   Notional amount   Assets   Liabilities 
  (In millions of Korean won)   (In millions of Korean won) 

Interest rate

            

Swaps

  350,000    —      1,086    1,403,000    582    4,902  

Currency

            

Swaps

   345,990     21,581     —       316,590     —       5,766  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  695,990    21,581    1,086    1,719,590    582    10,668  
  

 

   

 

   

 

   

 

   

 

   

 

 

 

  2012   2014 
  Notional amount   Assets   Liabilities   Notional amount   Assets   Liabilities 
  (In millions of Korean won)   (In millions of Korean won) 

Interest rate

            

Swaps

  1,065,000    444    7,013    1,033,000    —      16,073  

Currency

            

Swaps

   321,330     —       284     329,760     —       2,551  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  1,386,330    444    7,297    1,362,760    —      18,624  
  

 

   

 

   

 

   

 

   

 

   

 

 

Gains and losses from cash flow hedging instruments and hedged items attributable to the hedged risk for the years ended December 31, 2010, 20112013 and 2012,2014, are as follows:

 

   2010   2011   2012 
   (In millions of Korean won) 

Gains(losses) on hedging instruments

  —      21,631    (27,006

Gains(losses) on the hedged item attributable to the hedged risk

   —       21,631     (26,838
  

 

 

   

 

 

   

 

 

 

Ineffectiveness recognized in profit or loss

  —      —      (168
  

 

 

   

 

 

   

 

 

 
   2012  2013  2014 
   (In millions of Korean won) 

Losses on hedging instruments

  (27,006 (3,068 (7,976

Losses on the hedged item attributable to the hedged risk

   (26,838  (2,990  (7,452
  

 

 

  

 

 

  

 

 

 

Ineffectiveness recognized in loss

  (168 (78 (524
  

 

 

  

 

 

  

 

 

 

Amounts recognized in other comprehensive income and reclassified from equity to profit or loss for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

  2010   2011 2012   2012 2013 2014 
  (In millions of Korean won)   (In millions of Korean won) 

Amount recognized in other comprehensive income

  —      21,631   (26,838  (26,838 (2,990 (7,452

Amount reclassified from equity to profit or loss

   —       (23,193  25,000     25,000    5,227    (5,426

Tax effect

   —       241    1,025     1,025    (619  2,619  
  

 

   

 

  

 

   

 

  

 

  

 

 

Total

  —      (1,321 (813  (813 1,618   (10,259
  

 

   

 

  

 

   

 

  

 

  

 

 

10. Loans

Loans as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011 2012   2013 2014 
  (In millions of Korean won)   (In millions of Korean won) 

Loans

  215,155,061   215,558,351    221,439,295   233,300,563  

Deferred loan origination fees and costs

   399,871    426,336     423,245    601,142  

Less: Allowances for loan losses

   (3,447,905  (3,268,436   (2,861,184  (2,452,052
  

 

  

 

   

 

  

 

 

Carrying amount

  212,107,027   212,716,251    219,001,356   231,449,653  
  

 

  

 

   

 

  

 

 

Loans to banks as of December 31, 20112013 and 2012,2014, are as follows:

 

   2011  2012 
   (In millions of Korean won) 

Loans

  3,987,658   4,397,742  

Less: Allowances for loan losses

   (334  (9
  

 

 

  

 

 

 

Carrying amount

  3,987,324   4,397,733  
  

 

 

  

 

 

 

   2013  2014 
   (In millions of Korean won) 

Loans

  6,335,056   6,208,391  

Less: Allowances for loan losses

   (25  —    
  

 

 

  

 

 

 

Carrying amount

  6,335,031   6,208,391  
  

 

 

  

 

 

 

Loans to customers other than banks as of December 31, 20112013 and 2012,2014, consist of:

 

   2011 
   Retail  Corporate  Credit card  Total 
   (In millions of Korean won) 

Loans in Korean won

  103,855,183   80,355,474   —     184,210,657  

Loans in foreign currencies

   70,022    4,071,464    —      4,141,486  

Domestic import usance bills

   —      4,277,672    —      4,277,672  

Off-shore funding loans

   —      893,289    —      893,289  

Call loans

   —      1,092,895    —      1,092,895  

Bills bought in Korean won

   —      104,487    —      104,487  

Bills bought in foreign Currencies

   —      2,723,066    —      2,723,066  

Guarantee payments under payment guarantee

   —      56,511    —      56,511  

Credit card receivables in Korean won

   —      —      12,420,308    12,420,308  

Credit card receivables in foreign currencies

   —      —      959    959  

Bonds purchased under repurchase agreements

   —      829,500    —      829,500  

Privately placed bonds

   —      816,444    —      816,444  
  

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

   103,925,205    95,220,802    12,421,267    211,567,274  

Proportion (%)

   49.12    45.01    5.87    100.00  

Allowances

   (635,476  (2,461,713  (350,382  (3,447,571
  

 

 

  

 

 

  

 

 

  

 

 

 

Total

  103,289,729   92,759,089   12,070,885   208,119,703  
  

 

 

  

 

 

  

 

 

  

 

 

 

  2012  2013 
  Retail Corporate Credit card Total  Retail Corporate Credit card Total 
  (In millions of Korean won)  (In millions of Korean won) 

Loans in Korean won

  102,066,790   82,892,571   —     184,959,361   104,920,187   84,596,181   —     189,516,368  

Loans in foreign currencies

   71,974    3,466,302    —      3,538,276    98,614    2,956,418    —      3,055,032  

Domestic import usance bills

   —      3,595,143    —      3,595,143    —      2,978,478    —      2,978,478  

Off-shore funding loans

   —      753,885    —      753,885    —      669,603    —      669,603  

Call loans

   —      1,193,334    —      1,193,334    —      696,929    —      696,929  

Bills bought in Korean won

   —      30,343    —      30,343    —      14,243    —      14,243  

Bills bought in foreign Currencies

   —      2,522,110    —      2,522,110  

Bills bought in foreign currencies

  —      1,588,066    —      1,588,066  

Guarantee payments under payment guarantee

   —      45,154    —      45,154    —      38,318    —      38,318  

Credit card receivables in Korean won

   —      —      11,871,313    11,871,313    —      —      11,782,005    11,782,005  

Credit card receivables in foreign currencies

   —      —      2,538    2,538    —      —      2,453    2,453  

Bonds purchased under repurchase agreements

   —      1,251,000    —      1,251,000  

Reverse repurchase agreements

  —      1,683,200    —      1,683,200  

Privately placed bonds

   —      603,667    —      603,667    —      731,706    —      731,706  

Factored receivables

   1,198,105    22,716    —      1,220,821    2,724,413    46,670    —      2,771,083  
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Sub-total

   103,336,869    96,376,225    11,873,851    211,586,945    107,743,214    95,999,812    11,784,458    215,527,484  
 

 

  

 

  

 

  

 

 

Proportion (%)

   48.84    45.55    5.61    100.00    49.99    44.54    5.47    100.00  

Allowances

   (687,833  (2,251,104  (329,490  (3,268,427  (580,510  (1,870,849  (409,800  (2,861,159
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  102,649,036   94,125,121   11,544,361   208,318,518   107,162,704   94,128,963   11,374,658   212,666,325  
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  2014 
  Retail  Corporate  Credit card  Total 
  (In millions of Korean won) 

Loans in Korean won

 114,712,199   85,633,171   —     200,345,370  

Loans in foreign currencies

  50,047    2,574,041    —      2,624,088  

Domestic import usance bills

  —      3,693,951    —      3,693,951  

Off-shore funding loans

  —      664,794    —      664,794  

Call loans

  —      292,043    —      292,043  

Bills bought in Korean won

  —      6,678    —      6,678  

Bills bought in foreign currencies

  —      1,958,251    —      1,958,251  

Guarantee payments under payment guarantee

  418    12,975    —      13,393  

Credit card receivables in Korean won

  —      —      11,629,215    11,629,215  

Credit card receivables in foreign currencies

  —      —      3,081    3,081  

Reverse repurchase agreements

  —      1,082,200    —      1,082,200  

Privately placed bonds

  —      743,348    —      743,348  

Factored receivables

  2,741,789    50,435    —      2,792,224  

Lease receivables

  808,866    50,973    —      859,839  

Loans for installment credit

  984,839    —      —      984,839  
 

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

  119,298,158    96,762,860    11,632,296    227,693,314  
 

 

 

  

 

 

  

 

 

  

 

 

 

Proportion (%)

  52.39    42.50    5.11    100.00  

Allowances

  (536,959  (1,525,152  (389,941  (2,452,052
 

 

 

  

 

 

  

 

 

  

 

 

 

Total

 118,761,199   95,237,708   11,242,355   225,241,262  
 

 

 

  

 

 

  

 

 

  

 

 

 

The changes in deferred loan origination fees and costs for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Beginning   Increase   Decrease   Others Ending   Beginning   Increase   Decrease Others Ending 
  (In millions of Korean won)   (In millions of Korean won) 

Deferred loan origination costs

                 

Loans in Korean won

  365,774    254,099    171,751    —     448,122    502,512    330,202    288,683   (33,130 510,901  

Other origination costs

   —       263     62     —      201     344     635     602    —      377  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

  

 

 

Sub-total

   365,774     254,362     171,813     —      448,323     502,856     330,837     289,285    (33,130  511,278  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

  

 

 

Deferred loan origination fees

                 

Loans in Korean won

   46,245     17,723     20,726     —      43,242     69,994     72,822     62,383    (70  80,363  

Credit card

   2,438     —       2,332     —      106  

Other origination fees

   5,379     2,211     2,487     1    5,104     6,526     3,872     2,709    (19  7,670  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

  

 

 

Sub-total

   54,062     19,934     25,545     1    48,452     76,520     76,694     65,092    (89  88,033  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

  

 

 

Total

  311,712    234,428    146,268    (1 399,871    426,336    254,143    224,193   (33,041 423,245  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

  

 

 

  2012   2014 

 

 
  Beginning   Increase   Decrease   Others Ending   Beginning   Increase   Decrease   Business
Combination
   Others Ending 
  (In millions of Korean won)   (In millions of Korean won) 

Deferred loan origination costs

                    

Loans in Korean won

  448,122    321,090    266,700    —     502,512    510,901    402,415    310,681    24,656    —     627,291  

Other origination costs

   201     430     287     —      344     377     40,693     63,486     79,907     —      57,491  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

  

 

 

Sub-total

   448,323     321,520     266,987     —      502,856     511,278     443,108     374,167     104,563     —      684,782  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

  

 

 

Deferred loan origination fees

                    

Loans in Korean won

   43,242     53,166     26,414     —      69,994     80,363     51,216     71,495     2,272     —      62,356  

Credit card

   106     —       106     —      —    

Other origination fees

   5,104     3,245     1,803     (20  6,526     7,670     10,526     25,564     28,645     7    21,284  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

  

 

 

Sub-total

   48,452     56,411     28,323     (20  76,520     88,033     61,742     97,059     30,917     7    83,640  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

  

 

 

Total

  399,871    265,109    238,664    20   426,336    423,245    381,366    277,108    73,646    (7 601,142  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

  

 

 

11. Allowances for Loan Losses

The changes in the allowances for loan losses for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

  2011  2013 
  Retail Corporate Credit card Total  Retail Corporate Credit card Total 
  (In millions of Korean won)  (In millions of Korean won) 

Beginning

  520,842   2,907,747   327,587   3,756,176   687,851   2,251,318   329,490   3,268,659  

Written-off

   (286,895  (1,481,877  (412,642  (2,181,414  (581,100  (1,146,767  (404,199  (2,132,066

Recoveries from written-off loans

   119,925    166,696    203,658    490,279    126,651    147,110    141,452    415,213  

Sale

   (17,947  (221,809  (94  (239,850  (8,483  (76,413  435    (84,461

Provision(1)

   295,871    1,115,831    232,932    1,644,634    361,253    720,136    346,064    1,427,453  

Other changes

   3,680    (24,541  (1,059  (21,920  (5,662  (24,510  (3,442  (33,614
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Ending

  635,476   2,462,047   350,382   3,447,905   580,510   1,870,874   409,800   2,861,184  
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  2012  2014 
  Retail Corporate Credit card Total  Retail Corporate Credit card Total 
  (In millions of Korean won)  (In millions of Korean won) 

Beginning

  635,476   2,462,047   350,382   3,447,905   580,510   1,870,874   409,800   2,861,184  

Written-off

   (452,639  (1,203,832  (540,664  (2,197,135  (576,084  (1,087,897  (427,059  (2,091,040

Recoveries from written-off loans

   102,698    161,333    185,027    449,058    139,131    260,574    131,046    530,751  

Sale

   (6,082  (98,865  —      (104,947  (6,736  (65,163  —      (71,899

Provision(1)

   402,373    914,551    336,356    1,653,280    341,783    589,913    279,413    1,211,109  

Business combination

  58,346    24,294    —      82,640  

Other changes

   6,007    15,879    (1,611  20,275    9    (67,443  (3,259  (70,693
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Ending

  687,833   2,251,113   329,490   3,268,436   536,959   1,525,152   389,941   2,452,052  
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 

(1) 

Provision for credit losses in statements of comprehensive income also include reversalprovision (reversal) for unused commitments and guarantees(Noteguarantees (Note 23), reversal for financial guarantees contracts(Notecontracts (Note 23), and provision for other financial assets(Noteassets (Note 18).

The amounts of written-off loans, over which the Group still has a right to claim against the borrowers and guarantors due to unexpired statute of limitations, are ₩14,118,853₩15,061,182 million and ₩15,018,335₩16,686,972 million as of December 31, 20112013 and 2012,2014, respectively.

The coverage ratio of allowances for loan losses as of December 31, 20112013 and 2012,2014, is as follows:

 

   2011   2012 
   (In millions of Korean won) 

Loans

  215,554,932    215,984,687  

Allowances for loan losses

   3,447,905     3,268,436  

Ratio (%)

   1.60     1.51  

   2013   2014 
   (In millions of Korean won) 

Loans

  221,862,540    233,901,705  

Allowances for loan losses

   2,861,184     2,452,052  

Ratio (%)

   1.29     1.05  

12. Financial assets at fair value through profit or loss and Financial investments

The details of financial assets at fair value through profit or loss and financial investments as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Financial assets held for trading

        

Debt securities:

        

Government and public bonds

  1,507,503    1,671,956    2,085,450    3,067,490  

Financial bonds

   2,837,144     2,498,711     3,265,960     4,049,449  

Corporate bonds

   586,416     748,706     1,759,993     1,826,682  

Asset-backed securities

   134,943     20,004     510,159     318,893  

Others

   110,518     112,481     204,223     449,694  

Equity securities:

        

Stocks

   187,181     197,458     145,163     69,736  

Beneficiary certificates

   224,927     657,949     955,806     288,281  

Others

   28,625     39,839     40,252     51,345  
  

 

   

 

   

 

   

 

 

Total financial assets held for trading

   5,617,257     5,947,104  

Sub-total

   8,967,006     10,121,570  
  

 

   

 

   

 

   

 

 

Financial assets designated at fair value through profit or loss

        

Equity securities:

        

Beneficiary certificates

   134,160     159,483     115,778     134,172  

Derivative linked securities

   574,687     192,607     245,958     502,168  
  

 

   

 

   

 

   

 

 

Total financial assets designated at fair value through profit or loss

   708,847     352,090  

Sub-total

   361,736     636,340  
  

 

   

 

   

 

   

 

 

Total financial assets at fair value through profit or loss

  6,326,104    6,299,194    9,328,742    10,757,910  
  

 

   

 

   

 

   

 

 

Available-for-sale financial assets

        

Debt securities:

        

Government and public bonds

  5,988,659    6,256,380    6,925,617    4,702,036  

Financial bonds

   6,432,081     7,476,233     5,782,234     6,980,846  

Corporate bonds

   5,375,387     6,526,465     4,997,788     6,119,889  

Asset-backed securities

   1,757,482     1,399,015     1,208,241     1,211,343  

Others

   180,922     176,449     19,408     345,708  

Equity securities:

        

Stocks

   1,911,108     1,927,841     2,366,887     2,402,675  

Equity investments and others

   87,917     109,833     97,937     74,596  

Beneficiary certificates

   643,468     769,117     433,992     554,373  
  

 

   

 

   

 

   

 

 

Total available-for-sale financial assets

   22,377,024     24,641,333  

Sub-total

   21,832,104     22,391,466  
  

 

   

 

   

 

   

 

 

Held-to-maturity financial assets

        

Debts securities:

        

Government and public bonds

   5,435,754     4,449,243     4,357,623     3,556,913  

Financial bonds

   1,125,326     1,315,417     892,509     1,262,187  

Corporate bonds

   6,155,467     6,212,850     7,400,085     7,277,779  

Asset-backed securities

   338,611     278,296     366,774     472,275  

Total held-to-maturity financial assets

   13,055,158     12,255,806  
  

 

   

 

 

Sub-total

   13,016,991     12,569,154  
  

 

   

 

   

 

   

 

 

Total financial investments

  35,432,182    36,897,139    34,849,095    34,960,620  
  

 

   

 

   

 

   

 

 

The impairment losses and the reversal of impairment losses in financial investments for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

  2010   2012 
  Impairment Reversal   Net   Impairment   Reversal   Net 
  (In millions of Korean won)   (In millions of Korean won) 

Available-for-sale financial assets

  (48,184 —      (48,184  280,610    —      280,610  

Held-to-maturity financial assets

   (523  4     (519   154     —       154  
  

 

  

 

   

 

   

 

   

 

   

 

 

Total

  (48,707 4    (48,703  280,764    —      280,764  
  

 

  

 

   

 

   

 

   

 

   

 

 

 

  2011   2013 
  Impairment Reversal   Net   Impairment   Reversal   Net 
  (In millions of Korean won)   (In millions of Korean won) 

Available-for-sale financial assets

  (51,072 —      (51,072  163,464    —      163,464  

Held-to-maturity financial assets

   (150  117     (33   5     —       5  
  

 

  

 

   

 

   

 

   

 

   

 

 

Total

  (51,222 117    (51,105  163,469    —      163,469  
  

 

  

 

   

 

   

 

   

 

   

 

 

 

  2012   2014 
  Impairment Reversal   Net   Impairment   Reversal   Net 
  (In millions of Korean won)   (In millions of Korean won) 

Available-for-sale financial assets

  (281,053 —      (281,053  195,929    260    195,669  

Held-to-maturity financial assets

   (154  —       (154   —       —       —    
  

 

  

 

   

 

   

 

   

 

   

 

 

Total

  (281,207 —      (281,207  195,929    260    195,669  
  

 

  

 

   

 

   

 

   

 

   

 

 

13. Investments in associates

Investments in associates as of December 31, 20112013 and 2012,2014, are as follows:

 

 2011 2013
 Ownership
(%)
 Acquisition
cost
 Share of net
asset amount
 Carrying
amount
 

Industry

 Location Ownership
 Acquisition
cost
 Share of
net asset
amount
 Carrying
amount
 

Industry

 Location
 (%) (In millions of Korean won)  (%) (in millions of Korean won) 

Associates

            

Balhae Infrastructure Fund(1)

  12.61   125,597   128,778   128,778   

Investment finance

 Korea  12.61   121,817   124,968   124,968   Investment finance Korea

Korea Credit Bureau Co., Ltd.(1)

  9.00    4,500    3,766    3,766   

Credit Information

 Korea  9.00    4,500    4,185    4,185   Credit Information Korea

UAMCO., Ltd.(1)

  17.50    85,050    103,617    109,531   

Other finance

 Korea  17.50    85,050    139,286    150,826   Other finance Korea

JSC Bank CenterCredit

            

Ordinary share(2),(4)(3)

  29.56    954,104    271,941    365,059   

Banking

 Kazakhstan  29.56    954,104    51,989    68,110   Banking Kazakhstan

Preference share(2)

  93.15     93.15   

KoFC KBIC Frontier Champ 2010-5(PEF)

  50.00    28,850    28,840    28,831   

Investment finance

 Korea  50.00    47,580    46,496    45,393   Investment finance Korea

KB Global Star Game & Apps SPAC(1),(4)

  0.23    20    48    48   

SPAC

 Korea

Semiland Co., Ltd.

  21.32    1,470    2,247    2,247   

Manufacture

 Korea

Serit Platform Co., Ltd.

  21.72    1,500    1,451    1,451   

Manufacture of communication equipment

 Korea

Sehwa Electronics Co., Ltd.

  20.95    3,508    3,454    3,454   

Manufacture of electronic components

 Korea

Testian Co., Ltd.(3)

  19.90    820    789    789   

Manufacture of semiconductor equipment

 Korea

DS Plant Co., Ltd.(3)

  —      —      —      —     

Manufacture of machine

 Korea

KT Wibro infrastructure

  40.34    100,000    104,049    104,049   

Manufacture of electronic components

 Korea

Joam Housing Development Co., Ltd.(1)

  15.00    8    (566  —     

Housing

 Korea

Semiland Co., Ltd

  21.32    1,470    2,639    2,639   Manufacture Korea

United PF 1st Recovery Private Equity Fund(1)

  18.50    148,000    149,099    143,437   

Other finance

 Korea  17.72    191,617    203,618    197,941   Other finance Korea

Ilssan Elecom(Shenyang) Co., Ltd.

  100.00    2,140    (1,270  —     

Manufacture of electronic components

 China

Qingdao Danam Electronics Co., Ltd.

  100.00    692    692    692   

Manufacture of electronic components

 China

CH Engineering Co., Ltd

  41.73    —      64    —     Specialty construction Korea

Shinla Construction Co., Ltd

  20.24    —      —      —     

Specialty construction

 Korea

Kores Co., Ltd.(8)

  10.39    634    1,925    1,505   

Manufacture of automobile parts

 Korea

KB GwS Private Securities Investment Trust

  26.74    113,880    126,556    123,085   Investment finance Korea

Incheon Bridge Co., Ltd.(1)

  14.99    24,677    (429  —     

Operation of Highways and Related facilities

 Korea

Ssangyong Engineering & Construction Co., Ltd.(8)

  15.64    28,779    2,490    —     

Office and Commercial Building Construction

 Korea

KB Star office Private real estate Investment Trust No.1

  21.05    20,000    20,347    19,934   

Investment finance

 Korea

KoFC POSCO HANHWA KB shared growth Private Equity Fund

  25.00    14,025    11,620    10,329   Investment finance Korea

NPS KBIC Private Equity Fund No. 1(1)

  2.56    3,393    4,238    4,238   Investment finance Korea

KBIC Private Equity Fund No.3(1)

  2.00    2,050    2,223    2,223   Investment finance Korea

KB-Glenwood Private Equity Fund(1)

  0.03    10    10    10   Investment finance Korea

Terra Co., Ltd

  24.06    —      20    4   

Manufacture of Hand-Operated Kitchen Appliances and Metal Ware

 Korea
  

 

  

 

  

 

     

 

  

 

  

 

   

Total

  1,456,259   796,935   892,132      1,613,586   742,245   755,390    
  

 

  

 

  

 

     

 

  

 

  

 

   

  2012
  Ownership
(%)
  Acquisition
cost
  Share of net
asset amount
  Carrying
amount
  

Industry

 Location
  (%)  (In millions of Korean won)     

Associates

      

Balhae Infrastructure Fund(1)

  12.61    121,817    125,004    125,004   

Investment finance

 Korea

Korea Credit Bureau Co., Ltd.(1)

  9.00    4,500    3,790    3,790   

Credit Information

 Korea

UAMCO., Ltd.(1)

  17.50    85,050    120,916    139,760   

Other finance

 Korea

JSC Bank CenterCredit

      

Ordinary share(2),(4)

  29.56    954,104    250,692    281,889   

Banking

 Kazakhstan

Preference share(2)

  93.15       

KoFC KBIC Frontier Champ 2010-5(PEF)

  50.00    32,150    28,761    25,539   

Investment finance

 Korea

KB Global Star Game & Apps SPAC(1),(4)

  0.23    20    48    48   

SPAC

 Korea

Semiland Co., Ltd.

  21.32    1,470    2,513    2,513   

Manufacture

 Korea

Serit Platform Co., Ltd.

  21.72    1,500    1,517    1,517   

Manufacture of communication equipment

 Korea

Sehwa Electronics Co., Ltd.

  20.95    3,508    2,955    2,955   

Manufacture of electronic components

 Korea

Testian Co., Ltd.(3)

  47.09    1,018    1,041    1,041   

Manufacture of semiconductor equipment

 Korea

DS Plant Co., Ltd.(3)

  —      —      —      —     

Manufacture of machine

 Korea

KT Wibro infrastructure

  40.34    100,000    105,955    105,955   

Manufacture of electronic components

 Korea

Joam Housing Development Co., Ltd.(1)

  15.00    8    (371  —     

Housing

 Korea

United PF 1st Recovery Private Equity Fund(1)

  17.72    191,617    201,182    195,425   

Other finance

 Korea

CH Engineering Co., Ltd.(5)

  41.73    —      107    —     

Architectural design and Service

 Korea

Evalley Co., Ltd.(5)

  46.24    —      —      —     

Software advisory, development, and supply

 Korea

Shinla Construction Co., Ltd.(5)

  20.24    —      —      —     

Specialty construction

 Korea

PyungJeon Industries Co.,LTD.(5)

  15.65    —      —      —     

Specialty construction

 Korea

Kores Co., Ltd.(6)

  16.01    634    1,384    1,384   

Manufacture of automobile parts

 Korea

KB GwS Private Securities Investment Trust

  26.74    113,880    124,410    120,939   

Security investment trust management

 Korea

Incheon Bridge Co., Ltd.(1)

  14.99    24,677    1,630    1,630   

Operation of Highways and Related facilities

 Korea

KB Star office Private real estate Investment Trust No.1

  21.05    20,000    20,311    19,898   

Security investment trust management

 Korea

KoFC POSCO HANHWA KB shared growth Private Equity Fund

  25.00    6,250    5,606    4,983   

Investment finance

 Korea

Ilssan Elecom(Shenyang) Co., Ltd.

  100.00    2,140    (1,212  —     

Manufacture of electronic components

 China

Qingdao Danam Electronics Co., Ltd.

  100.00    692    935    935   

Manufacture of electronic components

 China
  

 

 

  

 

 

  

 

 

   

Total

  1,665,035   997,174   1,035,205    
  

 

 

  

 

 

  

 

 

   
  2014
  Ownership  Acquisition
cost
  Share of
net asset
amount
  Carrying
amount
  

Industry

 Location
  (%)  (in millions of Korean won)  

Associates

      

Balhae Infrastructure Fund(1)

  12.61   122,623   125,119   125,119   Investment finance Korea

Korea Credit Bureau Co., Ltd.(1)

  9.00    4,500    4,222    4,222   Credit Information Korea

UAMCO., Ltd.(1)

  17.50    85,050    114,240    121,182   Other finance Korea

JSC Bank CenterCredit

      

Ordinary share(2),(3)

  29.56    954,104    36,763    29,279   Banking Kazakhstan

Preference share(2)

  93.15       

KoFC KBIC Frontier Champ
2010-5(PEF)

  50.00    31,635    26,176    23,559   Investment finance Korea

United PF 1st Recovery Private
Equity Fund(1)

  17.72    191,617    203,270    198,089   Other finance Korea

CH Engineering Co., Ltd

  41.73    —      178    20   Specialty construction Korea

Shinla Construction Co., Ltd

  20.24    —      (504  —     Specialty construction Korea

KB GwS Private Securities
Investment Trust

  26.74    113,880    127,525    124,074   Investment finance Korea

Incheon Bridge Co., Ltd.(1)

  14.99    24,677    (1,716  —     

Operation of Highways and Related facilities

 Korea

KB Star office Private real estate Investment Trust No.1

  21.05    20,000    20,402    19,989   

Investment finance

 Korea

KoFC POSCO HANHWA KB shared growth Private Equity Fund

  25.00    26,250    23,204    22,329   Investment finance Korea

NPS KBIC Private Equity Fund No. 1(1)

  2.56    3,393    —      —     Investment finance Korea

KBIC Private Equity Fund No. 3(1)

  2.00    2,050    2,287    2,287   Investment finance Korea

KB-Glenwood Private Equity Fund(1)

  0.03    10    10    10   Investment finance Korea

Terra Co., Ltd

  24.06    —      (99  —     

Manufacture of Hand-Operated Kitchen Appliances and Metal Ware

 Korea

KB No.3 Special Purpose Acquition Company(1),(4)

  0.19    20    39    39   

SPAC

 Korea

KB No.4 Special Purpose Acquition Company(1),(5)

  0.19    30    38    38   

SPAC

 Korea

KB No.5 Special Purpose Acquition Company(1),(6)

  0.19    10    19    19   

SPAC

 Korea

KB No.6 Special Purpose Acquition Company(1),(7)

  0.25    40    77    77   

SPAC

 Korea
  

 

 

  

 

 

  

 

 

   

Total

  1,579,889   681,250   670,332    
  

 

 

  

 

 

  

 

 

   

 

(1) 

As of December 31, 20112013 and 2012,2014, the Group is represented in the governing bodybodies of Balhae Infrastructure Fund, Korea Credit Bureau Co., Ltd., UAMCO., Ltd., KB Global Star Game & Apps SPAC, Joam Housing Development Co., Ltd., United PF 1st Recovery Private Equity Fund and Incheon Bridge Co., Ltd., and has business relationships with thoseits associates. Therefore, the Group has significant influence over the decision-making process relating to their financial and business policies.

(2) 

The Group determined that ordinary shares and convertible preference shares issued by JSC Bank CenterCredit are the same in economic substance except for the voting rights, and therefore, the equity method of accounting is applied on the basis of single ownership ratio of 41.93%, calculated based on ordinary and convertible preference shares held by the Group against the total outstanding ordinary and convertible preference shares issued by JSC Bank CenterCredit.

(3) 

The Group’s ownership in Testian Co., Ltd. is 27.39% and 48.41% as of December 31, 2011 and 2012, respectively, when the potential voting rights from redeemable convertible preference shares and convertible bond held by the Group are taken into account. Also, The Group’s ownership in DS Plant Co., Ltd. is 21.05% and 21.05%, when the potential voting rights from convertible bond held by the Group are taken into account as of December 31, 2011 and 2012, respectively.

(4)

Fair value of ordinary shares of JSC Bank CenterCredit, reflecting the published market price, as of December 31, 20112013 and 2012,2014, are ₩89,669₩57,476 million and ₩65,821 million, respectively, and₩42,945 million.

(4)

The fair value of shares of KB Global Star Game & Apps SPAC,No.3 Special Purpose Acquisition Company, reflecting the publishedquoted market price as of December 31, 2011 and 2012, are ₩47 million and ₩49 million, respectively.2014, amounts to ₩40 million.

(5) 

SharesThe fair value of CH Engineering Co., Ltd., Evalley Co., Ltd., Shinla Construction Co., Ltd. and PyungJeon Industries Co.,Ltd. acquired through debt-equity swap, are reclassifiedKB No.4 Special Purpose Acquisition Company, reflecting the quoted market price as investments in associates dueof December 31, 2014, amounts to termination of rehabilitation procedures.₩40 million.

(6) 

As corporate restructuringThe fair value of KB No.5 Special Purpose Acquisition Company, reflecting the quoted market price as of December 31, 2014, amounts to ₩20 million.

(7)

The fair value of KB No.6 Special Purpose Acquisition Company, reflecting the quoted market price as of December 31, 2014, amounts to ₩84 million.

(8)

Where the Group has acquired shares of entities through debt-for-equity swaps, the Group is represented in progress,the creditor council. Therefore, the Group has significant influence through participation in creditors’ consultative council.over the decision-making process relating to their financial and business policies.

Summarized financial information on associates:

 

  2011 
  Total assets  Total liabilities  Share capital  Equity  Operating income  Profit (loss) 
  (In millions of Korean won) 

Associates

      

Balhae Infrastructure Fund

 1,023,825   2,187   971,835   1,021,638   63,530   55,069  

Korea Credit Bureau Co., Ltd.

  51,484    9,651    10,000    41,833    40,535    6,357  

UAMCO., Ltd.

  3,738,326    3,146,227    2,430    592,099    468,220    106,274  

JSC Bank CenterCredit

  8,392,599    7,744,111    546,794    648,488    352,383    10,627  

KoFC KBIC Frontier Champ 2010-5(PEF)

  58,015    334    57,700    57,681    2,210    1,065  

KB Global Star Game & Apps SPAC

  21,755    1,260    862    20,495    —      173  

Semiland Co., Ltd.

  11,074    6,080    985    4,994    5,996    387  

Serit Platform Co., Ltd.

  5,985    3,590    1,000    2,395    4,617    (203

Sehwa Electronics Co., Ltd.

  27,378    11,487    1,050    15,891    13,812    43  

Testian Co., Ltd.

  2,442    1,651    1,030    791    426    62  

DS Plant Co., Ltd.

  10,286    7,590    600    2,696    12,518    32  

KT Wibro infrastructure

  277,933    25,963    24,792    251,970    1,719    2,310  

Joam Housing Development
Co., Ltd.

  85,714    89,485    50    (3,771  18,451    (828

United PF 1st Recovery Private Equity Fund

  836,104    30,162    800,000    805,942    58,529    5,942  

IlssanElecom (Shenyang)
Co., Ltd.

  1,094    2,364    1,698    (1,270  4,360    (205

Qingdao Danam Electronics
Co., Ltd.

  1,394    702    4,733    692    —      —    
  2013(1) 
  Total assets  Total
liabilities
  Share
capital
  Equity  Share of
net asset
amount
  Unrealized
gains
  Consolidated
carrying
amount
 
  (In millions of Korean won) 

Associates

       

Balhae Infrastructure Fund

 993,571   2,157   993,030   991,414   124,968   —     124,968  

Korea Credit Bureau Co., Ltd

  63,043    16,542    10,000    46,501    4,185    —      4,185  

UAMCO., Ltd

  4,365,097    3,567,972    2,430    797,125    139,286    11,540    150,826  

JSC Bank CenterCredit

  7,083,662    6,903,416    546,794    180,246    51,989    16,121    68,110  

KoFC KBIC Frontier Champ 2010-5(PEF)

  93,367    375    95,160    92,992    46,496    (1,103  45,393  

Semiland Co., Ltd

  20,753    14,608    1,970    6,145    2,639    —      2,639  

United PF 1st Recovery Private Equity Fund

  1,159,220    10,092    1,081,400    1,149,128    203,618    (5,677  197,941  

CH Engineering Co., Ltd.(2)

  917    763    158    154    64    (64  —    

Kores Co., Ltd.(3)

  92,937    80,914    11,099    12,023    1,925    (420  1,505  

Terra Co., Ltd.(3)

  1,659    1,576    254    83    20    (16  4  

KB GwS Private Securities Investment Trust

  473,946    738    425,814    473,208    126,556    (3,471  123,085  

Incheon Bridge Co., Ltd.

  740,321    743,182    164,621    (2,861  (429  429    —    

Ssangyong Engineering & Construction Co., Ltd.(3)

  1,359,658    1,343,734    73,045    15,924    2,490    (2,490  —    

KB Star office Private real estate Investment Trust No.1

  217,557    120,910    95,000    96,647    20,347    (413  19,934  

KoFC POSCO HANHWA KB shared growth Private
Equity Fund

  48,192    1,712    56,100    46,480    11,620    (1,291  10,329  

NPS KBIC Private Equity
Fund No. 1

  174,469    8,911    132,541    165,558    4,238    —      4,238  

KBIC Private Equity
Fund No. 3

  111,270    79    102,500    111,191    2,223    —      2,223  

KB-Glenwood Private
Equity Fund

  30,558    1,794    31,100    28,764    10    —      10  
     

 

 

  

 

 

  

 

 

 

Total

     742,245   13,145   755,390  
     

 

 

  

 

 

  

 

 

 

  2012 
  Total assets  Total liabilities  Share capital  Equity  Operating income  Profit (loss) 
  (In millions of Korean won) 

Associates

      

Balhae Infrastructure Fund

 993,838   2,138   993,030   991,700   67,825   61,514  

Korea Credit Bureau Co., Ltd.

  55,944    13,834    10,000    42,110    47,660    5,019  

UAMCO., Ltd.

  4,906,010    4,215,061    2,430    690,949    599,570    95,828  

JSC Bank CenterCredit

  7,722,114    7,124,299    546,794    597,815    269,586    3,795  

KoFC KBIC Frontier Champ
2010-5(PEF)

  57,779    257    64,300    57,522    1,870    (6,635

KB Global Star Game & Apps SPAC

  22,108    1,310    862    20,798    —      303  

Semiland Co., Ltd.

  12,472    6,901    985    5,571    10,552    774  

Serit Platform Co., Ltd.

  8,134    5,585    1,000    2,549    9,998    304  

Sehwa Electronics Co., Ltd.

  23,255    9,744    1,050    13,511    14,059    2,674  

Testian Co., Ltd.

  2,771    1,899    1,030    872    707    80  

DS Plant Co., Ltd.

  10,253    7,530    600    2,723    10,190    (194

KT Wibro infrastructure

  253,906    30    24,792    253,876    2,138    1,906  

Joam Housing Development Co., Ltd.

  117,159    119,632    50    (2,473  36,074    1,345  

United PF 1st Recovery Private Equity Fund

  1,153,268    17,886    1,081,400    1,135,382    98,873    48,040  

CH Engineering Co., Ltd.

  1,088    833    158    255    714    (42

Kores Co., Ltd.

  75,750    67,105    11,099    8,645    72,622    190  

KB GwS Private Securities Investment Trust

  465,690    503    425,814    465,187    39,881    39,373  

Incheon Bridge Co., Ltd.

  765,522    754,646    164,621    10,876    68,711    (29,451

KB Star office Private real estate Investment Trust No.1

  217,732    121,256    95,000    96,476    2,865    1,476  

KoFC POSCO HANHWA KB shared growth Private Equity Fund

  23,337    913    25,000    22,424    106    (1,900

IlssanElecom (Shenyang) Co., Ltd.

  1,122    2,334    1,698    (1,212  4,177    (34

Qingdao Danam Electronics Co., Ltd.

  1,676    740    4,733    936    3,388    (269
  2013 
  Operating
income
  Profit
(Loss)
  Other
comprehensive
income(loss)
  Total
comprehensive
income(loss)
  Dividends 
  (In millions of Korean won) 

Associates

     

Balhae Infrastructure Fund

 57,754   49,685   —     49,685   6,299  

Korea Credit Bureau Co., Ltd

  51,571    4,909    —      4,909    —    

UAMCO., Ltd

  708,035    105,085    —      105,085    —    

JSC Bank CenterCredit

  532,768    (497,885  (5,732  (503,617  3  

KoFC KBIC Frontier Champ 2010-5(PEF)

  3,368    (2,454  7,064    4,610    —    

Semiland Co., Ltd

  11,513    649    —      649    11  

United PF 1st Recovery Private Equity Fund

  152,315    13,769    —      13,769    —    

CH Engineering Co., Ltd.(2)

  681    (102  —      (102  —    

Kores Co., Ltd.(3)

  100,769    565    2,472    3,037    —    

Terra Co., Ltd.(3)

  1,422    17    —      17    —    

KB GwS Private Securities Investment Trust

  76,201    41,247    —      41,247    8,894  

Incheon Bridge Co., Ltd

  77,311    (13,533  —      (13,533  —    

Ssangyong Engineering & Construction Co., Ltd.(3)

  1,724,742    (314,105  (8,615  (322,720  —    

KB Star office Private real estate Investment Trust No.1

  16,672    8,490    —      8,490    1,751  

KoFC POSCO HANHWA KB shared growth Private Equity Fund

  1,685    (8,803  1,759    (7,044  —    

NPS KBIC Private Equity Fund No. 1

  10,206    9,301    (2,113  7,188    106  

KBIC Private Equity Fund No. 3

  3,702    3,385    —      3,385    —    

KB-Glenwood Private Equity Fund

  —      (627  —      (627  —    

(1)

The amounts included in the financial statements of the associates are adjusted to reflect adjustments made by the entity, such as fair value adjustments made at the time of acquisition and adjustments for differences in accounting policies.

(2)

As the financial statements as of December 31, 2013, were not available, the Group applied the equity method by using the financial statements as of November 30, 2013, and adjusted for the effects of significant transactions or events that occurred between the date of those financial statements and the date of the consolidated financial statements.

(3)

As the financial statements as of December 31, 2013 were not available, the Group applied the equity method by using the financial statements as of September 30, 2013, and adjusted for the effects of significant transactions or events that occurred between the date of those financial statements and the date of the consolidated financial statements.

  2014(1) 
  Total assets  Total
liabilities
  Share capital  Equity  Share of
net asset
amount
  Unrealized
gains
  Consolidated
carrying
amount
 
  (In millions of Korean won) 

Associates

       

Balhae Infrastructure Fund

 994,768   2,158   999,430   992,610   125,119   —     125,119  

Korea Credit Bureau
Co., Ltd

  54,717    7,806    10,000    46,911    4,222    —      4,222  

UAMCO., Ltd

  4,357,490    3,688,589    2,430    668,901    114,240    6,942    121,182  

JSC Bank CenterCredit

  6,278,391    6,156,255    546,794    122,136    36,763    (7,484  29,279  

KoFC KBIC Frontier Champ 2010-5(PEF)

  52,499    148    63,270    52,351    26,176    (2,617  23,559  

United PF 1st Recovery Private Equity Fund

  1,187,406    40,240    1,081,400    1,147,166    203,270    (5,181  198,089  

CH Engineering
Co., Ltd.
(2)

  1,086    659    158    427    178    (158  20  

KB GwS Private Securities Investment Trust

  477,646    738    425,814    476,908    127,525    (3,451  124,074  

Incheon Bridge Co., Ltd

  727,659    739,105    164,621    (11,446  (1,716  1,716    —    

KB Star office Private real estate Investment Trust No.1

  218,250    121,341    95,000    96,909    20,402    (413  19,989  

KoFC POSCO HANHWA KB shared growth Private Equity Fund

  94,731    1,917    105,000    92,814    23,204    (875  22,329  

NPS KBIC Private Equity Fund No. 1

  151    146    —      5    —      —      —    

KBIC Private Equity Fund No. 3

  114,575    162    102,500    114,413    2,287    —      2,287  

KB-Glenwood Private Equity Fund

  30,558    1,804    31,100    28,754    10    —      10  

KB No.3 Special Purpose Acquition Company

  21,904    1,531    1,052    20,373    39    —      39  

KB No.4 Special Purpose Acquition Company

  22,567    2,382    1,052    20,185    38    —      38  

KB No.5 Special Purpose Acquition Company

  12,399    2,382    522    10,017    19    —      19  

KB No.6 Special Purpose Acquition Company

  34,434    3,515    1,600    30,919    77    —      77  
     

 

 

  

 

 

  

 

 

 

Total

     681,853   (11,521 670,332  
     

 

 

  

 

 

  

 

 

 

  2014 
  Operating
income
  Profit (Loss)  Other
comprehensive
income(loss)
  Total
comprehensive
income(loss)
  Dividends 
  (In millions of Korean won) 

Associates

     

Balhae Infrastructure Fund

 53,100   44,616   —     44,616   6,280  

Korea Credit Bureau Co., Ltd

  46,111    114    —      114    —    

UAMCO., Ltd

  548,990    57,438    —      57,438    35,041  

JSC Bank CenterCredit

  425,506    (22,973  (26,987  (49,960  2  

KoFC KBIC Frontier Champ 2010-5(PEF)

  16,942    957    (3,249  (2,292  3,230  

United PF 1st Recovery Private Equity Fund

  105,369    (1,962  —      (1,962  —    

CH Engineering Co., Ltd.(2)

  787    251    —      251    —    

KB GwS Private Securities Investment Trust

  39,207    38,207    —      38,207    9,229  

Incheon Bridge Co., Ltd

  83,578    (8,185  —      (8,185  —    

KB Star office Private real estate Investment Trust No.1

  17,413    8,585    —      8,585    1,752  

KoFC POSCO HANHWA KB shared growth Private Equity Fund

  9,228    3,771    (6,337  (2,566  —    

NPS KBIC Private Equity Fund No. 1

  59,068    55,241    (53,847  1,394    4,274  

KBIC Private Equity Fund No. 3

  3,539    3,222    —      3,222    —    

KB-Glenwood Private Equity Fund

  —      (10  —      (10  —    

KB No.3 Special Purpose Acquition Company

  —      (392  —      (392  —    

KB No.4 Special Purpose Acquition Company

  —      (313  —      (313  —    

KB No.5 Special Purpose Acquition Company

  —      (193  —      (193  —    

KB No.6 Special Purpose Acquition Company

  —      (555  —      (555  —    

(1)

The amounts included in the financial statements of the associates are adjusted to reflect adjustments made by the entity, such as fair value adjustments made at the time of acquisition and adjustments for differences in accounting policies.

(2)

As the financial statements as of December 31, 2014, were not available, the Group applied the equity method by using the financial statements as of November 30, 2014, and adjusted for the effects of significant transactions or events that occurred between the date of those financial statements and the date of the consolidated financial statements.

As Evalley Co., Ltd., Shinla Construction Co., Ltd. and PyungJeon Industries Co., Ltd. areis capital deficient as of December 31, 2012,2014, its reliable financial information iswas not available. Therefore, financial information of these associatesthis associate is not included in the summarized financial information.

The changes in investments in associates for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

  2011 
  Beginning  Acquisition  Disposal  Dividends  Gains
(losses)
  Other
compre-
hensive
income
  Impairment
losses
  Others  Ending 
  (In millions of Korean won) 

Associates

         

Balhae Infrastructure Fund

 120,274   9,063   —     (7,501 6,942   —     —     —     128,778  

Korea Credit Bureau Co., Ltd.

  3,194    —      —      —      572    —      —      —      3,766  

UAMCO., Ltd.

  85,622    —      —      —      23,909    —      —      —      109,531  

JSC Bank CenterCredit(1)

  390,157    —      —      (3  (4,652  45    (20,488  —      365,059  

KoFC KBIC Frontier Champ 2010-5(PEF)

  10,438    18,350    —      —      554    (511  —      —      28,831  

KB Global Star Game & Apps
SPAC

  1,034    —      (1,011  —      17    (6  —      14    48  

Powerrex Corporation Co., Ltd.

  1,951    —      —      —      (1,951  —      —      —      —    

Semiland Co., Ltd.

  2,095    —      —      (11  163    —      —      —      2,247  

Seho Robo Ind. Co.,
Ltd.

  820    —      (1,358  —      538    —      —      —      —    

Serit Platform Co., Ltd.

  1,438    —      —      —      13    —      —      —      1,451  

Sehwa Electronics Co., Ltd.

  3,385    —      —      —      53    16    —      —      3,454  

Testian Co., Ltd.

  857    —      —      —      (68  —      —      —      789  

Solice Co., Ltd.

  2,007    —      (2,007  —      —      —      —      —      —    

KT Wibro infrastructure

  100,139    —      —      —      3,910    —      —      —      104,049  

Joam Housing Development Co.,
Ltd.

  —      —      —      —      —      —      —      —      —    

United PF 1st Recovery Private Equity Fund

  —      148,000    —      —      (4,563  —      —      —      143,437  

IlssanElecom(Shenyang) Co., Ltd.

  —      —      —      —      —      —      —      —      —    

Qingdao Danam Electronics Co., Ltd.

  —      692    —      —      —      —      —      —      692  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 723,411   176,105   (4,376 (7,515 25,437   (456 (20,488 14   892,132  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
  2013 
  Beginning  Acquisition  Disposal  Dividends  Gains
(losses)
  Other
compre-
hensive
income
  Impairment  Others  Ending 
  (In millions of Korean won) 

Associates

         

Balhae Infrastructure Fund

 125,004   —     —     (6,299 6,263   —     —     —     124,968  

Korea Credit Bureau
Co., Ltd

  3,790    —      —      —      395    —      —      —      4,185  

UAMCO., Ltd

  139,760    —      —      —      11,066    —      —      —      150,826  

JSC Bank CenterCredit

  281,889    —      —      (3  (204,312  (9,464  —      —      68,110  

KoFC KBIC Frontier Champ 2010-5(PEF)

  25,539    15,565    (135  —      4,227    197    —      —      45,393  

KB Global Star Game & Apps SPAC

  48    —      —      —      1    —      —      (49  —    

Semiland Co., Ltd

  2,513    —      —      (11  137    —      —      —      2,639  

Serit Platform Co., Ltd.

  1,517    —      (1,518  —      1    —      —      —      —    

Sehwa Electronics Co., Ltd

  2,955    —      (1,577  —      (360  (71  —      (947  —    

Testian Co., Ltd

  1,041    —      (260  —      (587  —      —      (194  —    

United PF 1st Recovery Private Equity Fund

  195,425    —      —      —      2,516    —      —      —      197,941  

Kores Co., Ltd

  1,384    —      —      —      91    450    (420  —      1,505  

KB GwS Private Securities Investment Trust

  120,939    —      —      (8,894  11,040    —      —      —      123,085  

Incheon Bridge Co., Ltd

  1,630    —      —      —      (1,630  —      —      —      —    

Ssangyong Engineering & Construction Co., Ltd.(1)

  —      28,779    —      —      (8,200  (1,176  (19,403  —      —    

KB Star office Private real estate Investment Trust No.1

  19,898    —      —      (1,751  1,787    —      —      —      19,934  

KoFC POSCO HANHWA KB shared growth Private Equity Fund

  4,983    7,775    —      —      (2,703  274    —      —      10,329  

NPS KBIC Private Equity Fund No. 1

  4,160    —      —      (106  238    (54  —      —      4,238  

KBIC Private Equity Fund No. 3

  2,156    —      —      —      67    —      —      —      2,223  

KB-Glenwood Private Equity Fund

  10    —      —      —      —      —      —      —      10  

Terra Co., Ltd

  —      —      —      —      4    —      —      —      4  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 934,641   52,119   (3,490 (17,064 (179,959 (9,844 (19,823 (1,190 755,390  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

  2012 
  Beginning  Acquisition
and others
  Disposal  Dividends  Gains
(losses)
  Other
compre-
hensive
income
  Impairment
losses
  Ending 
  (In millions of Korean won) 

Associates

        

Balhae Infrastructure Fund

 128,778   2,660   (6,440 (7,747 7,753   —     —     125,004  

Korea Credit Bureau Co., Ltd.

  3,766    —      —      —      354    (330  —      3,790  

UAMCO., Ltd.

  109,531    —      —      —      30,229    —      —      139,760  

JSC Bank CenterCredit(1)

  365,059    —      —      (3  (6,257  (43,097  (33,813  281,889  

KoFC KBIC Frontier Champ 2010-5(PEF)

  28,831    3,300    —      —      (5,477  (1,115  —      25,539  

KB Global Star Game & Apps SPAC

  48    —      —      —      —      —      —      48  

Semiland Co., Ltd.

  2,247    —      —      (10  276    —      —      2,513  

Serit Platform Co., Ltd.

  1,451    —      —      —      66    —      —      1,517  

Sehwa Electronics Co., Ltd.

  3,454    —      —      —      (553  54    —      2,955  

Testian Co., Ltd.

  789    198    —      —      54    —      —      1,041  

KT Wibro infrastructure

  104,049    —      —      —      1,906    —      —      105,955  

Joam Housing Development
Co., Ltd.

  —      —      —      —      —      —      —      —    

United PF 1st Recovery Private Equity Fund

  143,437    43,617    (402  —      8,773    —      —      195,425  

CH Engineering Co.,
Ltd.
(2)

  —      —      —      —      —      —      —      —    

Evalley Co., Ltd.(2)

  —      —      —      —      —      —      —      —    

Shinla Construction Co., Ltd.(2)

  —      —      —      —      —      —      —      —    

PyungJeon Industries Co., LTD(2)

  —      —      —      —      —      —      —      —    

Kores Co., Ltd.

  —      634    —      —      273    477    —      1,384  

KB GwS Private Securities Investment Trust

  —      115,745    (1,865  —      7,059    —      —      120,939  

Incheon Bridge Co., Ltd.

  —      24,677    —      —      (22,916  (131  —      1,630  

KB Star office Private real estate Investment Trust No.1

  —      20,000    —      —      (102  —      —      19,898  

KoFC POSCO HANHWA KB shared growth Private Equity Fund

  —      6,250    —      —      (934  (333  —      4,983  

IlssanElecom(Shenyang) Co., Ltd.

  —      —      —      —      —      —      —      —    

Qingdao Danam Electronics Co., Ltd.

  692    —      —      —      175    68    —      935  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 892,132   217,081   (8,707 (7,760 20,679   (44,407 (33,813 1,035,205  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
  2014 
  Beginning  Acquisition  Disposal  Dividends  Gains
(losses)
  Other
compre-
hensive
income
  Impairment  Others  Ending 
  (In millions of Korean won) 

Associates

         

Balhae Infrastructure Fund

 124,968   807   —     (6,280 5,624   —     —     —     125,119  

Korea Credit Bureau Co., Ltd

  4,185    —      —      —      37    —      —      —      4,222  

UAMCO., Ltd

  150,826    —      —      (35,041  5,397    —      —      —      121,182  

JSC Bank CenterCredit

  68,110    —      —      (2  (6,278  (32,551  —      —      29,279  

KoFC KBIC Frontier Champ 2010-5(PEF)

  45,393    50    (15,995  (3,230  (5,877  3,586    (368  —      23,559  

Semiland Co., Ltd

  2,639    —      (1,638  (11  104    —      —      (1,094  —    

United PF 1st Recovery Private Equity Fund

  197,941    —      —      —      148    —      —      —      198,089  

CH Engineering Co., Ltd

  —      —      —      —      20    —      —      —      20  

Kores Co., Ltd

  1,505    —      —      —      —      —      —      (1,505  —    

KB GwS Private Securities Investment Trust

  123,085    —      —      (9,229  10,218    —      —      —      124,074  

KB Star office Private real estate Investment Trust No.1

  19,934    —      —      (1,752  1,807    —      —      —      19,989  

KoFC POSCO HANHWA KB shared growth Private Equity Fund

  10,329    12,225    —      —      1,880    (2,105  —      —      22,329  

NPS KBIC Private Equity Fund No. 1

  4,238    —      —      (4,274  1,414    (1,378  —      —      —    

KBIC Private Equity Fund No. 3

  2,223    —      —      —      64    —      —      —      2,287  

KB-Glenwood Private Equity Fund

  10    —      —      —      —      —      —      —      10  

Terra Co., Ltd

  4    —      —      —      (4  —      —      —      —    

KB No.2 Special Purpose Acquition Company

  —      15    —      —      —      —      —      (15  —    

KB No.3 Special Purpose Acquition Company

  —      20    —      —      19    —      —      —      39  

KB No.4 Special Purpose Acquition Company

  —      4,483    (4,453  —      8    —      —      —      38  

KB No.5 Special Purpose Acquition Company

  —      10    —      —      9    —      —      —      19  

KB No.6 Special Purpose Acquition Company

  —      40    —      —      37    —      —      —      77  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 755,390   17,650   (22,086 (59,819 14,627   (32,448 (368 (2,614 670,332  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

 

(1) 

Kazakhstan has been experiencing liquidity problems and roll-over of borrowings in the financial sector due to depression of its domestic economy mainly driven by delays of recovery in the local real estate market and global credit

crunch. The Group determined that the decrease in the investment value of its BCC shares were not expected to recover in the near future due to an adverse economic condition in Kazakhstan, particularly the real estate market and the fact that loan portfolio of BCC consisted mainly of loans collateralized by real estates. The recoverable amount of shares of JSC Bank CenterCredit, obtained from an independent third-party valuation service as ofImpairment recognized on reorganization proceedings filed on December 31, 2011 and 2012, amounts to ₩365,059 million and ₩281,889 million, respectively. Carrying value of shares of JSC Bank CenterCredit before recognizing impairment losses, amounts to ₩385,547 million and ₩315,702 million, respectively.
(2)

Shares of CH Engineering Co., Ltd., Evalley Co., Ltd., Shinla Construction Co., Ltd. and PyungJeon Industries Co., Ltd. acquired through debt-equity swap, are reclassified as investments in associates due to termination of rehabilitation procedures.30, 2013.

Accumulated unrecognized share of losses of an associatein investments in associates due to discontinuing the usediscontinuation of applying the equity method as of December 31, 20112013 and 2012,2014, follows:

 

   2011 
   Unrecognized loss  Unrecognized change in equity 
   (In millions of Korean won) 

Joam Housing Development Co., Ltd.

  (566 —    

IlssanElecom(Shenyang) Co., Ltd.

   (1,165  (105
   2013 
   Unrecognized loss   Unrecognized change in equity 
   (In millions of Korean won) 

Incheon Bridge Co., Ltd

  429    429  

CH Engineering Co., Ltd

   43     94  

Shinla Construction Co., Ltd

   41     101  

 

   2012 
   Unrecognized loss  Unrecognized change in equity 
   (In millions of Korean won) 

Joam Housing Development Co., Ltd.

  (371 —    

IlssanElecom(Shenyang) Co., Ltd.

   (1,199  (13

CH Engineering Co., Ltd.

   (18  —    
   2014 
   Unrecognized loss   Unrecognized change in equity 
   (In millions of Korean won) 

Incheon Bridge Co., Ltd

  1,287    1,716  

Shinla Construction Co., Ltd

   34     134  

Terra Co., Ltd

   115     115  

14. Property and Equipment, and Investment Property

The details of property and equipment as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Acquisition
cost
   Accumulated
depreciation
 Accumulated
impairment
losses
 Carrying
amount
   Acquisition
cost
   Accumulated
depreciation
 Accumulated
impairment
losses
 Carrying
amount
 
  (In millions of Korean won)   (In millions of Korean won) 

Land

  2,022,943    —     (581 2,022,362    1,991,831    —     —     1,991,831  

Buildings

   1,200,813     (301,947  (2,661  896,205     1,219,806     (353,140  (2,117  864,549  

Leasehold improvements

   484,328     (424,742  —      59,586     567,231     (511,207  —      56,024  

Equipment and vehicles

   1,710,477     (1,513,746  —      196,731     1,642,796     (1,503,257  —      139,539  

Construction in-progress

   1,075     —      —      1,075  

Financial lease assets

   43,756     (33,695  —      10,061     66,641     (57,741  —      8,900  
  

 

   

 

  

 

  

 

   

 

   

 

  

 

  

 

 

Total

  5,463,392    (2,274,130 (3,242 3,186,020    5,488,305    (2,425,345 (2,117 3,060,843  
  

 

   

 

  

 

  

 

   

 

   

 

  

 

  

 

 

 

   2012 
   Acquisition
cost
   Accumulated
depreciation
  Accumulated
impairment
losses
  Carrying
amount
 
   (In millions of Korean won) 

Land

  2,014,527    —     (581 2,013,946  

Buildings

   1,211,056     (327,801  (2,661  880,594  

Leasehold improvements

   523,039     (467,381  —      55,658  

Equipment and vehicles

   1,635,134     (1,492,395  —      142,739  

Construction in-progress

   893     —      —      893  

Financial lease assets

   55,908     (46,141  —      9,767  
  

 

 

   

 

 

  

 

 

  

 

 

 

Total

  5,440,557    (2,333,718 (3,242 3,103,597  
  

 

 

   

 

 

  

 

 

  

 

 

 

   2014 
   Acquisition
cost
   Accumulated
depreciation
  Accumulated
impairment
losses
  Carrying
amount
 
   (In millions of Korean won) 

Land

  1,970,010    —     —     1,970,010  

Buildings

   1,231,645     (373,306  (2,117  856,222  

Leasehold improvements

   602,438     (549,942  —      52,496  

Equipment and vehicles

   1,725,901     (1,561,480  —      164,421  

Construction in-progress

   7,946     —      —      7,946  

Financial lease assets

   32,965     (1,075  —      31,890  
  

 

 

   

 

 

  

 

 

  

 

 

 

Total

  5,570,905    (2,485,803 (2,117 3,082,985  
  

 

 

   

 

 

  

 

 

  

 

 

 

The changes in property and equipment for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

 2011  2013 
 Beginning Acquisition Transfers(1) Disposal Depreciation(2) Others Ending  Beginning Acquisition Transfers(1) Disposal Depreciation(2) Business
Combination
 Others Ending 
 (In millions of Korean won)  (In millions of Korean won)   

Land

 2,022,864   195   (706 (18 —     27   2,022,362   2,012,265   1,405   (21,551 (214 —     —     (74 1,991,831  

Buildings

  891,220    3,019    30,207    (26  (28,307  92    896,205    879,878    3,234    11,056    (281  (29,094  —      (244  864,549  

Leasehold Improvements

  50,634    11,414    39,195    (423  (47,447  6,213    59,586  

Leasehold improvement

  55,658    2,687    32,702    (332  (46,057  299    11,067    56,024  

Equipment and vehicles

  174,818    160,319    —      (847  (137,559  —      196,731    141,932    94,875    —      (434  (97,119  247    38    139,539  

Construction in-progress

  119    76,258    (75,302  —      —      —      1,075    893    51,268    (52,161  —      —      —      —      —    

Financial lease assets

  10,605    10,700    —      —      (11,244  —      10,061    9,767    10,734    —      —      (11,601  —      —      8,900  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

 3,150,260   261,905   (6,606 (1,314 (224,557 6,332   3,186,020   3,100,393   164,203   (29,954 (1,261 (183,871 546   10,787   3,060,843  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 

 2012  2014 
 Beginning Acquisition Transfers(1) Disposal Depreciation(2) Others Ending  Beginning Acquisition Transfers(1) Disposal Depreciation(2) Business
Combination
 Others Ending 
 (In millions of Korean won)  (In millions of Korean won)   

Land

 2,022,362   40   (6,505 (1,878 —     (73 2,013,946   1,991,831   11,371   (37,017 —     —     3,850   (25 1,970,010  

Buildings

  896,205    1,806    14,344    (2,667  (28,849  (244  880,595    864,549    12,884    2,044    —      (29,335  6,159    (79  856,222  

Leasehold Improvements

  59,586    4,574    32,591    (272  (44,007  3,186    55,658  

Leasehold improvement

  56,024    3,854    30,420    (605  (40,570  791    2,582    52,496  

Equipment and vehicles

  196,731    75,109    —      (365  (128,641  (96  142,738    139,539    110,269    1,947    (333  (90,200  2,285    914    164,421  

Construction in-progress

  1,075    49,646    (49,828  —      —      —      893    —      63,629    (55,683  —      —      —      —      7,946  

Financial lease assets

  10,061    12,152    —      —      (12,446  —      9,767    8,900    40,873    (1,947  —      (15,936  —      —      31,890  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

 3,186,020   143,327   (9,398 (5,182 (213,943 2,773   3,103,597   3,060,843   242,880   (60,236 (938 (176,041 13,085   3,392   3,082,985  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 

(1)

Including transfers with investment property and assets held for sale.

(2) 

Including ₩122depreciation cost ₩71 million and ₩232₩82 million recorded in other operating expenses in the statements of comprehensive income for the years ended December 31, 20112013 and 2012,2014, respectively.

The changes in accumulated impairment losses of property and equipment for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

2011 
20132013 
BeginningBeginning   Impairment   Reversal   Others   Ending Beginning   Impairment   Reversal   Others   Ending 
(In millions of Korean won)(In millions of Korean won) (In millions of Korean won) 
(3,251)    —      —      9    (3,242(3,242)    —      —      1,125    (2,117

 

2012 
Beginning   Impairment   Reversal   Others   Ending 
(In millions of Korean won) 
(3,242)    —      —      —      (3,242

2014 
Beginning   Impairment   Reversal   Others   Ending 
(In millions of Korean won) 
(2,117)    —      —      —      (2,117)  

The details of investment property as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Acquisition
cost
   Accumulated
depreciation
 Carrying
amount
   Acquisition
cost
   Accumulated
depreciation
 Carrying
amount
 
  (In millions of Korean won)   (In millions of Korean won) 

Land

  37,451    —     37,451    94,708    —     94,708  

Buildings

   18,961     (4,860  14,101     78,526     (6,975  71,551  
  

 

   

 

  

 

   

 

   

 

  

 

 

Total

  56,412    (4,860 51,552    173,234    (6,975 166,259  
  

 

   

 

  

 

   

 

   

 

  

 

 

 

  2012   2014 
  Acquisition
cost
   Accumulated
depreciation
 Carrying
amount
   Acquisition
cost
   Accumulated
depreciation
 Accumulated
impairment
losses
 Carrying
amount
 
  (In millions of Korean won)   (In millions of Korean won) 

Land

  38,653    —     38,653    229,437    —     (738 228,699  

Buildings

   19,723     (5,402  14,321     157,885     (9,040  —      148,845  
  

 

   

 

  

 

   

 

   

 

  

 

  

 

 

Total

  58,376    (5,402 52,974    387,322    (9,040 (738 377,544  
  

 

   

 

  

 

   

 

   

 

  

 

  

 

 

The valuation technique and input variables that are used to measure the fair value of investment property as of December 31, 2014, are as follows:

2014
Fair valueValuation technique

Inputs

(In millions of Korean won)

Land and buildings

379,812Cost Approach Method

- Price per square meter

- Replacement cost

As of December 31, 20112013 and 2012,2014, fair values of the investment properties amount to ₩48,996₩189,534 million and ₩51,142₩379,812 million, respectively. The investment properties were valuedmeasured by qualified independent appraisers with experience in valuing similar properties in the same location.area. In addition, per the fair value hierarchy on Note 6.1, the fair value hierarchy of all investment properties has been categorized and classified as Level 3.

Rental income from the above investment properties for the years ended December 31, 2010, 20112013 and 2012,2014, amounts to ₩1,122 million, ₩683₩4,889 million and ₩675₩7,107 million, respectively.

The changes in investment property for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Beginning   Transfers Depreciation Ending   Beginning   Acquisition   Transfers   Depreciation Ending 
  (In millions of Korean won)   (In millions of Korean won) 

Land

  38,633    (1,182 —     37,451    38,653    56,055    —      —     94,708  

Buildings

   14,288     264    (451  14,101     14,321     58,554     257     (1,581  71,551  
  

 

   

 

  

 

  

 

   

 

   

 

   

 

   

 

  

 

 

Total

  52,921    (918 (451 51,552    52,974    114,609    257    (1,581 166,259  
  

 

   

 

  

 

  

 

   

 

   

 

   

 

   

 

  

 

 

 

  2012   

 

   2014 
  Beginning   Transfers   Depreciation Ending   Beginning   Acquisition   Transfers Depreciation Business
combination
   Ending 
  (In millions of Korean won)   (In millions of Korean won) 

Land

  37,451    1,202    —     38,653    94,708    132,924    (262 —     1,329    228,699  

Buildings

   14,101     685     (465  14,321     71,551     79,071     288    (2,065  —       148,845  
  

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

  

 

   

 

 

Total

  51,552    1,887    (465 52,974    166,259    211,995    26   (2,065 1,329    377,544  
  

 

   

 

   

 

  

 

   

 

   

 

   

 

  

 

  

 

   

 

 

Property and equipment insured as of December 31, 20112013 and 2012,2014, are as follows:

 

   Insurance coverage 

Insurance company

   Insurance coverage 

Insurance company

Type

  

Assets insured

 2011 2012   

Assets insured

 2013 2014 
   (In millions of Korean won)    (In millions of Korean won) 

General property insurance

  Buildings(1) 1,061,097   1,138,216   

Samsung Fire & Marine Insurance Co., Ltd. and others

  Buildings(1) 1,027,420   1,134,840   

Samsung Fire & Marine Insurance Co., Ltd. and others

  Leasehold improvements  134,595    117,600     

Leasehold improvements

  121,188    142,163   
  

Equipment and vehicles and others

  179,804    142,828     

Equipment and vehicles and others

  139,544    164,106   
   

 

  

 

     

 

  

 

  

Total

Total

 1,288,152   1,441,109   
  

Total

 1,375,496   1,398,644      

 

  

 

  
   

 

  

 

  

 

(1) 

Buildings include office buildings, investment properties and assets held for sale.

15. Intangible Assets

The details of intangible assets as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Acquisition
cost
   Accumulated
amortization
 Accumulated
impairment
losses
 Carrying
Amount
   Acquisition
cost
   Accumulated
amortization
 Accumulated
impairment
losses
 Carrying
amount
 
  (In millions of Korean won)   (In millions of Korean won) 

Goodwill

  143,209    —     —     143,209    252,098    —     (46,533 205,565  

Other intangible assets

   760,538     (421,380  (13,926  325,232     851,406     (590,550  (23,217  237,639  
  

 

   

 

  

 

  

 

   

 

   

 

  

 

  

 

 

Total

  903,747    (421,380 (13,926 468,441    1,103,504    (590,550 (69,750 443,204  
  

 

   

 

  

 

  

 

   

 

   

 

  

 

  

 

 

 

  2012   2014 
  Acquisition
cost
   Accumulated
amortization
 Accumulated
impairment
losses
 Carrying
Amount
   Acquisition
cost
   Accumulated
amortization
 Accumulated
impairment
losses
 Carrying
amount
 
  (In millions of Korean won)   (In millions of Korean won) 

Goodwill

  251,209    —     (35,157 216,052    331,707    —     (69,315 262,392  

Other intangible assets

   786,565     (484,749  (17,845  283,971     900,951     (649,723  (24,698  226,530  
  

 

   

 

  

 

  

 

   

 

   

 

  

 

  

 

 

Total

  1,037,774    (484,749 (53,002 500,023    1,232,658    (649,723 (94,013 488,922  
  

 

   

 

  

 

  

 

   

 

   

 

  

 

  

 

 

The details of goodwill as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2012   2013   2014 
  Acquisition
cost
   Carrying
amount
   Acquisition
cost
   Carrying
amount
   Acquisition
cost
   Carrying
amount
   Acquisition
cost
   Carrying
amount
 
  (In millions of Korean won)   (In millions of Korean won) 

Housing & Commercial Bank

  65,288    65,288    65,288    65,288    65,288    65,288    65,288    65,288  

KB Cambodia Bank

   1,202     1,202     1,202     1,202     1,202     1,202     1,202     1,202  

KB Investment Securities

   70,265     70,265     70,265     70,265     70,265     58,889     70,265     58,889  

Powernet Technologies Co., Ltd.

   6,454     6,454     6,454     6,454  

KB Savings Bank Co., Ltd.

   —       —       108,000     72,843  

KB Capital Co., Ltd

   —       —       79,609     79,609  

KB Savings Bank Co., Ltd

   108,000     72,843     115,343     57,404  

Yehansoul Savings Bank Co., Ltd

   7,343     7,343     —       —    
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  143,209    143,209    251,209    216,052    252,098    205,565    331,707    262,392  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

The changes in accumulated impairment losses of goodwill for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

2011
BeginningImpairmentOthersEnding
(In millions of Korean won)
—  —  —  
2013 
Beginning   Impairment   Others   Ending 
(In millions of Korean won) 
35,157    11,376    —      46,533  

 

2012 
Beginning   Impairment(1)   Others   Ending 
(In millions of Korean won) 
—      35,157        35,157  

(1)

Industry environment of savings banks has deteriorated continuously since the recognition of goodwill and KB Savings Bank’s performance fell short of expectations primarily due to a decline of benchmark interest rate during 2012. Considering the aforementioned recent downturns, the Group recognized the impairment of goodwill on KB Savings Bank.

2014 
Beginning   Impairment   Others   Ending 
(In millions of Korean won) 
46,533    22,782    —      69,315  

The details of allocating goodwill to cash-generating units and related information for impairment testing as of December 31, 2012,2014, are as follows:

 

 Housing & Commercial
Bank
            Housing & Commercial Bank           
Retail
Banking
 Corporate
Banking
 KB
Cambodia
Bank
 KB
Investment
Securities
 Powernet
Technologies

Co., Ltd.
 KB
Savings
Bank Co.,
Ltd.
 Total  Retail
Banking
 Corporate
Banking
 KB
Cambodia
Bank
 KB
Investment
Securities
 KB Capital
Co., Ltd.
 KB Savings
Bank Co., Ltd.
and Yehansoul
Savings Bank
Co., Ltd.
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Carrying amounts

 49,315   15,973   1,202   70,265   6,454   72,843   216,052   49,315   15,973   1,202   58,889   79,609   57,404   262,392  

Recoverable amount exceeded carrying amount

  86,263    106,736    2,441    52,137    5,811    —      253,388    1,090,789    1,058,505    735    38,772    210,379    —      2,399,180  

Discount rate (%)

  14.20    14.40    17.80    17.40    14.80    14.60     17.13    17.49    33.45    16.53    13.67    17.01   

Permanent growth rate(%)

  2.90    2.90    4.90    2.90    2.90    2.00   

Permanent growth rate (%)

  2.00    2.00    2.00    2.00    2.00    2.00   

Goodwill is allocated to cash-generating units, based on management’s analysis, that are expected to benefit from the synergies of the combination for impairment testing, and cash-generating units consist of an operating segment or units which are not larger than an operating segment. The Group recognized the amount of ₩65,288 million related to goodwill acquired in the merger of Housing & Commercial Bank. Of those respective amounts, the amounts of ₩49,315 million and ₩15,973 million were allocated to the Retail Banking and Corporate Banking, respectively. Cash-generating units to which goodwill has been allocated is tested for impairment annually, and whenever there is an indication that the unit may be impaired, by comparing the carrying amount of the unit, including the goodwill, with the recoverable amount of the unit.

The recoverable amount of a cash-generating unit is measured at the higher of its fair value less costs to sell and its value in use. The fair value less costs to sell is the amount obtainable from the sale in an arm’s length transaction between knowledgeable, willing parties, less the costs of disposal. If it is difficult to measure the amount obtainable from the sale, the Group measures the fair value less costs to sell by reflecting the characteristics of the measured cash-generating unit. If it is not possible to obtain reliable information to measure the fair value less costs to sell, the Group uses the asset’s value in use as its recoverable amount. Value in use is the present value of the future cash flows expected to be derived from an asset or cash-generating unit. The projections of the future cash flows are based on the most recent financial budget approved by management and generally cover a period of five years. However, KB Savings Bank Co., Ltd. used a period of seven years for projection considering the special characteristics of the business in the early stages. The future cash flows after projection period are estimated on the assumption that the future cash flows will increase by 2.9% for Retail Banking, Corporate Banking, KB Investment Securities, and Powernet Technologies Co., Ltd., and 4.9% for KB Cambodia Bank and 2.0% KB Savings Bank Co., Ltd. for every year. The key assumptions used for the estimation of the future cash flows are the market size and the Group’s market share. The discount rate is a pre-tax rate that reflects assumptions regarding risk-free interest rate, market risk premium and the risks specific to the asset for which the future cash flow estimates have not been adjusted.

The details of intangible assets, excluding goodwill, as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Acquisition
cost
   Accumulated
amortization
 Accumulated
impairment
losses
 Carrying
amount
   Acquisition
cost
   Accumulated
amortization
 Accumulated
impairment
losses
 Carrying
amount
 
  (In millions of Korean won)   (In millions of Korean won) 

Industrial property rights

  1,025    (919 —     106    1,405    (936 —     469  

Software

   556,739     (340,421  —      216,318     614,124     (500,327  —      113,797  

Other intangible assets

   183,714     (69,396  (13,926  100,392     206,427     (67,892  (23,217  115,318  

Finance leases assets

   19,060     (10,644  —      8,416     29,450     (21,395  —      8,055  
  

 

   

 

  

 

  

 

   

 

   

 

  

 

  

 

 

Total

  760,538    (421,380 (13,926 325,232    851,406    (590,550 (23,217 237,639  
  

 

   

 

  

 

  

 

   

 

   

 

  

 

  

 

 

  2012   2014 
  Acquisition
cost
   Accumulated
amortization
 Accumulated
impairment
losses
 Carrying
amount
   Acquisition
cost
   Accumulated
amortization
 Accumulated
impairment
losses
 Carrying
amount
 
  (In millions of Korean won)   (In millions of Korean won) 

Industrial property rights

  1,436    (1,018 —     418    1,470    (1,079 —     391  

Software

   576,056     (408,024  —      168,032     644,485     (564,887  —      79,598  

Other intangible assets

   185,660     (59,383  (17,845  108,432     213,927     (83,190  (24,698  106,039  

Finance leases assets

   23,413     (16,324  —      7,089     41,069     (567  —      40,502  
  

 

   

 

  

 

  

 

   

 

   

 

  

 

  

 

 

Total

  786,565    (484,749 (17,845 283,971    900,951    (649,723 (24,698 226,530  
  

 

   

 

  

 

  

 

   

 

   

 

  

 

  

 

 

The changes in intangible assets, excluding goodwill, for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

 2011  2013 
 Beginning Acquisition Disposal Transfer Amortization(1) Others Ending  Beginning Acquisition Disposal Amortization(1) Business
combination
 Others Ending 
 (In millions of Korean won)  (In millions of Korean won) 

Industrial property rights

 85   28   —     —     (42 35   106   418   190   —     (137 —     (2 469  

Software

  257,537    64,826    —      435    (106,480  —      216,318    168,032    33,649    —      (87,078  —      (806  113,797  

Other intangible assets(2)

  96,312    34,142    (9,310  (435  (6,361  (13,956  100,392    107,994    34,252    (5,177  (9,122  38    (12,667  115,318  

Finance leases assets

  7,777    5,404    —      —      (4,765  —      8,416    7,089    6,036    —      (5,070  —      —      8,055  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

 361,711   104,400   (9,310 —     (117,648 (13,921 325,232   283,533   74,127   (5,177 (101,407 38   (13,475 237,639  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 2012  2014 
 Beginning Acquisition Disposal Transfer Amortization(1) Others Ending  Beginning Acquisition Disposal Transfer Amortization(1) Business
combination
 Others Ending 
 (In millions of Korean won)  (In millions of Korean won) 

Industrial property rights

 106   429   —     —     (102 (15 418   469   74   —     —     (151 —     (1 391  

Software

  216,318    52,576    (280  —      (100,578  (4  168,032    113,797    24,516    —      4,528    (62,805  364    (802  79,598  

Other intangible assets(2)

  100,392    25,042    (3,946  —      (7,874  (5,182  108,432    115,318    6,165    (4,455  —      (11,805  2,050    (1,234  106,039  

Finance leases assets

  8,416    4,353    —      —      (5,680  —      7,089    8,055    45,305    —      (4,528  (8,330  —      —      40,502  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

 325,232   82,400   (4,226 —     (114,234 (5,201 283,971   237,639   76,060   (4,455 —     (83,091 2,414   (2,037 226,530  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 

(1) 

Including ₩41₩31 million and ₩45₩59 million recorded in other operating expenses in the statements of comprehensive income for the years ended December 31, 20112013 and 2012.2014.

(2) 

Membership rights classified asof other intangible assets with indefinite useful lives recognized impairment losses because their recoverable amount is lower than their carrying amount.

The changes in accumulated impairment losses on intangible assets, excluding goodwill, for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

   2011 
   Beginning   Impairment  Reversal   Disposal and
others
   Ending 
   (In millions of Korean won) 

Accumulated impairment losses on intangible assets

  —      (13,926 —      —      (13,926
  2013 
  Beginning  Impairment  Reversal  Disposal
and
others
  Ending 
  (In millions of Korean won) 

Accumulated impairment losses on intangible assets

 (17,845 (5,763 24   367   (23,217

   2012 
   Beginning  Impairment  Reversal   Disposal and
others
   Ending 
   (In millions of Korean won) 

Accumulated impairment losses on intangible assets

  (13,926 (5,166 72    1,175    (17,845
  2014 
  Beginning  Impairment  Reversal  Disposal
and
others
  Ending 
  (In millions of Korean won) 

Accumulated impairment losses on intangible assets

 (23,217 (1,888 411   (4 (24,698

16. Deferred income tax assets and liabilities

The details of deferred income tax assets and liabilities as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Assets Liabilities Net amount   Assets Liabilities Net amount 
  (In millions of Korean won)   (In millions of Korean won) 

Other provisions

  113,752   (115 113,637    113,685   —     113,685  

Allowances for loan losses

   200    (2,574  (2,374   171    (2,118  (1,947

Impairment losses on property and equipment

   3,065    —      3,065     2,873    —      2,873  

Interest on equity index-linked deposits

   1,785    —      1,785     340    —      340  

Share-based payments

   4,069    —      4,069     8,512    —      8,512  

Provisions for guarantees

   75,326    —      75,326     50,463    —      50,463  

Losses(gains) from valuation on derivatives

   1,584    (109,427  (107,843

Losses(gains) from valuation on derivative financial instruments

   1,045    (15,119  (14,074

Present value discount

   3,770    (12,603  (8,833   2,554    (6,812  (4,258

Losses(gains) from fair value hedged item

   26,522    —      26,522     16,670    (111  16,559  

Accrued interest

   —      (91,147  (91,147   —      (79,656  (79,656

Deferred loan origination fees and costs

   49    (96,848  (96,799   13,263    (97,532  (84,269

Gains from revaluation

   —      (276,505  (276,505   —      (276,057  (276,057

Investments in subsidiaries and others

   24,943    (41,541  (16,598   74,324    (63,407  10,917  

Derivative linked securities

   444,766    (446,837  (2,071   265,477    (264,024  1,453  

Others

   433,962    (254,709  179,253     546,499    (337,434  209,065  
  

 

  

 

  

 

   

 

  

 

  

 

 

Sub-total

   1,133,793    (1,332,306  (198,513   1,095,876    (1,142,270  (46,394
  

 

  

 

  

 

 

Off-setting of deferred income tax assets and liabilities

   (1,111,464  1,111,464    —    

Offsetting of deferred income tax assets and liabilities

   (1,080,454  1,080,454    —    
  

 

  

 

  

 

   

 

  

 

  

 

 

Total

  22,329   (220,842 (198,513  15,422   (61,816 (46,394
  

 

  

 

  

 

   

 

  

 

  

 

 
  2012 
  Assets Liabilities Net amount 
  (In millions of Korean won) 

Other provisions

  139,412   (57 139,355  

Allowances for loan losses

   1,144    (2,578  (1,434

Impairment losses on property and equipment

   2,111    —      2,111  

Interest on equity index-linked deposits

   722    —      722  

Share-based payments

   6,191    —      6,191  

Provisions for guarantees

   50,398    —      50,398  

Losses(gains) from valuation on derivatives

   1,593    (39,501  (37,908

Present value discount

   2,337    (7,081  (4,744

Losses(gains) from fair value hedged item

   30,802    —      30,802  

Accrued interest

   —      (80,459  (80,459

Deferred loan origination fees and costs

   8,745    (94,142  (85,397

Gains from revaluation

   —      (276,421  (276,421

Investments in subsidiaries and others

   49,128    (57,388  (8,260

Derivative linked securities

   161,642    (160,131  1,511  

Others

   467,144    (315,148  151,996  
  

 

  

 

  

 

 

Sub-total

   921,369    (1,032,906  (111,537
  

 

  

 

  

 

 

Off-setting of deferred income tax assets and liabilities

   (902,937  902,937    —    
  

 

  

 

  

 

 

Total

  18,432   (129,969 (111,537
  

 

  

 

  

 

 

   2014 
   Assets  Liabilities  Net amount 
   (In millions of Korean won) 

Other provisions

  99,369   —     99,369  

Allowances for loan losses

   2,416    (1,900  516  

Impairment losses on property and equipment

   5,590    (358  5,232  

Interest on equity index-linked deposits

   183    —      183  

Share-based payments

   8,134    —      8,134  

Provisions for guarantees

   50,115    —      50,115  

Losses(gains) from valuation on derivative financial instruments

   3,714    (52,714  (49,000

Present value discount

   8,078    (10,694  (2,616

Losses(gains) from fair value hedged item

   12,834    —      12,834  

Accrued interest

   —      (79,385  (79,385

Deferred loan origination fees and costs

   9,265    (132,815  (123,550

Gains from revaluation

   —      (274,947  (274,947

Investments in subsidiaries and others

   12,635    (74,504  (61,869

Derivative linked securities

   336,025    (338,587  (2,562

Others

   703,497    (363,600  339,897  
  

 

 

  

 

 

  

 

 

 

Sub-total

   1,251,855    (1,329,504  (77,649

Offsetting of deferred income tax assets and liabilities

   (1,236,293  1,236,293    —    
  

 

 

  

 

 

  

 

 

 

Total

  15,562   (93,211 (77,649
  

 

 

  

 

 

  

 

 

 

Unrecognized deferred income tax assets

No deferred income tax assets have been recognized for the deductible temporary difference of ₩563,040 million associated with investments in subsidiaries and others as of December 31, 2014, because it is not probable that the temporary differences will be reversed in the foreseeable future.

No deferred income tax assets have been recognized for deductible temporary differences of ₩199 million, ₩80,204million and ₩172,199million associated with loss on other provisions, SPE repurchase and others, respectively, as of December 31, 2014, due to the uncertainty that these will be realized in the future.

Unrecognized deferred income tax liabilities

No deferred income tax liabilities have been recognized for the taxable temporary difference of ₩83,745₩27,367 million associated with investment in subsidiaries and associates as of December 31, 2012,2014, due to the following reasons:

��

The Group is able to control the timing of the reversal of the temporary difference.

 

It is probable that the temporary difference will not reversebe reversed in the foreseeable future.

No deferred income tax liabilities have been recognized as of December 31, 2014, for the taxable temporary difference of ₩65,288 million arising from the initial recognition of goodwill from the merger of Housing and Commercial Bank as of December 31, 2012.

Unrecognized deferred income tax assets

No deferred income tax assets have been recognized for the deductible temporary difference of ₩2,492,775 million associated with investments in subsidiaries and others as of December 31, 2012, because it is not probable that the temporary differences will reverse in the foreseeable future.

No deferred income tax assets have been recognized for deductible temporary differences of ₩10 million, ₩817 million, ₩80,204 million and ₩87,342 million associated with share-based payments, other provisions, loss on SPE repurchase and others, respectively, as of December 31, 2012, due to the uncertainty that these will be realized in the future.Bank.

The changes in cumulative temporary differences for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Beginning   Decrease   Increase   Ending   Beginning Decrease Increase Ending 
  (In millions of Korean won)   (In millions of Korean won) 

Deductible temporary differences

             

Losses(gains) from fair value hedged item

  129,178    129,178    109,596    109,596    127,281   127,281   68,884   68,884  

Other provisions

   584,999     894,311     779,819     470,507     576,999    553,376    446,706    470,329  

Allowances for loan losses

   20,269     35,642     16,200     827     4,727    4,221    199    705  

Impairment losses on property and equipment

   6,904     6,904     12,666     12,666     8,723    8,723    11,873    11,873  

Deferred loan origination fees and costs

   171     486     519     204     36,136    35,720    54,200    54,616  

Interest on equity index-linked deposits

   10,388     10,388     7,378     7,378     2,985    2,985    1,407    1,407  

Share-based payments

   30,271     30,271     19,359     19,359     25,591    25,591    35,174    35,174  

Provisions for guarantees

   414,048     428,288     325,503     311,263     208,255    208,255    208,524    208,524  

Gains(losses) from valuation on derivatives

   4,468     4,451     6,531     6,548  

Gains(losses) from valuation on derivative financial instruments

   6,581    6,581    4,319    4,319  

Present value discount

   —       —       15,579     15,579     9,655    9,658    10,558    10,555  

Dividends from SPEs

   2,563     2,563     —       —    

Loss on SPE repurchase

   80,204     —       —       80,204     80,204    —      —      80,204  

Investments in subsidiaries and others

   3,484,474     83,055     —       3,401,419     2,687,622    2,099,827    302,836    890,631  

Derivative securities

   —       —       1,837,877     1,837,877  

Derivative linked securities

   667,942    667,942    1,097,012    1,097,012  

Others

   1,394,001     1,352,107     1,805,161     1,847,055     2,004,536    947,787    1,300,751    2,357,500  
  

 

   

 

   

 

   

 

   

 

  

 

  

 

  

 

 

Sub-total

   6,161,938     2,977,644     4,936,188     8,120,482     6,447,237   4,697,947   3,542,443    5,291,733  
  

 

   

 

   

 

   

 

   

 

  

 

  

 

  

 

 

Unrecognized deferred income tax assets:

             

Share-based payments

   15,834         2,546     10      —    

Other provisions

   1,477         365     817      250  

Loss on SPE repurchase

   80,204         80,204     80,204      80,204  

Investments in subsidiaries and others

   3,272,930         3,299,083     2,492,775      603,097  

Others

   92,307         88,939     87,342      94,786  
  

 

       

 

   

 

    

 

 

Total

   2,699,186         4,649,345     3,786,089      4,513,396  

Tax rate (%)

   24.2      24.2  
  

 

       

 

   

 

    

 

 

Total deferred income tax assets from deductible temporary difference

  919,214     1,095,876  
  

 

    

 

 

Taxable temporary differences

     

Losses(gains) from fair value hedged item

  —     —     (502 (502

Accrued interest

   (339,126  (220,320  (217,970  (336,776

Allowances for loans losses

   (10,654  (1,902  —      (8,752

Deferred loan origination fees and costs

   (389,017  (389,017  (403,026  (403,026

Gains(losses) from valuation on derivative financial instruments

   (163,225  (162,935  (62,287  (62,577

Present value discount

   (32,185  (1,221  —      (30,964

Goodwill

   (65,288  —      —      (65,288

Gains on revaluation

   (1,142,234  (1,504  —      (1,140,730

Investments in subsidiaries and others

   (5,959,490  (5,644,900  (53,127  (367,717

Derivative linked securities

   (661,700  (661,700  (1,091,009  (1,091,009

Others

   (1,307,717  (581,961  (660,956  (1,386,712
  

 

  

 

  

 

  

 

 

Sub-total

   (10,070,636 (7,665,460 (2,488,877  (4,894,053
  

 

  

 

  

 

  

 

 

Unrecognized deferred income tax assets:

     

Goodwill

   (65,288    (65,288

Investments in subsidiaries and others

   (83,745    (118,749
  

 

    

 

 

Total

   (9,921,603    (4,710,016

Tax rate (%)

   24.2, 22.0         24.2     24.2      24.2  
  

 

       

 

   

 

    

 

 

Total deferred income tax assets from deductible temporary differences

  641,672        1,133,793    (1,055,085   (1,142,270
  

 

       

 

   

 

    

 

 

 2011   2014 
 Beginning Decrease Increase Ending   Beginning Decrease Increase Ending 
 (In millions of Korean won)   (In millions of Korean won) 

Deductible temporary differences

     

Losses(gains) from fair value hedged item

  68,884   68,884   53,033   53,033  

Other provisions

   470,329    445,632    386,116    410,813  

Allowances for loan losses

   705    292    5,720    6,133  

Impairment losses on property and equipment

   11,873    11,873    22,363    22,363  

Deferred loan origination fees and costs

   54,616    54,772    37,529    37,373  

Interest on equity index-linked deposits

   1,407    1,325    676    758  

Share-based payments

   35,174    35,174    33,613    33,613  

Provisions for guarantees

   208,524    208,524    225,414    225,414  

Gains(losses) from valuation on derivative financial instruments

   4,319    4,319    15,171    15,171  

Present value discount

   10,555    10,555    11,762    11,762  

Loss on SPE repurchase

   80,204    —      —      80,204  

Investments in subsidiaries and others

   890,631    310,123    18,691    599,199  

Derivative linked securities

   1,097,012    1,097,012    1,388,534    1,388,534  

Others

   2,357,500    1,349,309    2,099,534    3,107,725  
  

 

  

 

  

 

  

 

 

Sub-total

   5,291,733   3,597,794   4,298,156    5,992,095  
  

 

  

 

  

 

  

 

 

Unrecognized deferred income tax assets:

     

Share-based payments

   —        —    

Other provisions

   250      199  

Loss on SPE repurchase

   80,204      80,204  

Investments in subsidiaries and others

   603,097      563,040  

Others

   94,786      172,199  
  

 

    

 

 

Total

   4,513,396      5,176,453  

Tax rate (%)

   24.2      24.2  
  

 

    

 

 

Total deferred income tax assets from deductible temporary differences

  1,095,876     1,251,855  
  

 

    

 

 

Taxable temporary differences

         

Losses(gains) from fair value hedged item

  (502 (502 —     —    

Accrued interest

 (405,417 (309,036 (284,895 (381,276   (336,776  (220,808  (213,071  (329,039

Allowances for loans losses

  (57,578  (40,796  6,146    (10,636   (8,752  (902  —      (7,850

Deferred loan origination fees and costs

  (312,168  (311,853  (399,884  (400,199   (403,026  (403,026  (548,978  (548,978

Advanced depreciation provisions

  (460,918  (460,918  —      —    

Gains(losses) from valuation on derivatives

  (502,897  (502,836  (452,139  (452,200

Gains(losses) from valuation on derivative financial instruments

   (62,577  (61,187  (216,436  (217,826

Present value discount

  (70,994  (52,423  (38,716  (57,287   (30,964  —      (13,226  (44,190

Goodwill

  (65,288  —      —      (65,288   (65,288  —      —      (65,288

Gains on revaluation

  (1,142,809  (9,529  (9,301  (1,142,581   (1,140,730  (4,587  —      (1,136,143

Investments in subsidiaries and others

  (3,258,119  (7,791  (2,095,375  (5,345,703   (367,717  (60,223  (15,199  (322,693

Derivative securities

  —      —      (1,846,433  (1,846,433

Derivative linked securities

   (1,091,009  (1,091,009  (1,399,118  (1,399,118

Others

  (882,777  (217,222  (393,051  (1,058,606   (1,386,712  (562,646  (677,763  (1,501,829
 

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Sub-total

  (7,158,965  (1,912,404  (5,513,648  (10,760,209   (4,894,053 (2,404,890 (3,083,791  (5,572,954
 

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Unrecognized deferred income tax assets:

         

Goodwill

  (65,288    (65,288   (65,288    (65,288

Investments in subsidiaries and others

  (26,894    (53,293   (118,749    (27,367
 

 

    

 

   

 

    

 

 

Total

  (7,066,783    (10,641,628   (4,710,016    (5,480,299
 

 

    

 

 

Tax rate (%)

  24.2, 22.0      24.2     24.2      24.2  
 

 

    

 

   

 

    

 

 

Total deferred income tax assets from deductible temporary differences

 (921,202   (1,332,306  (1,142,270   (1,329,504
 

 

    

 

   

 

    

 

 

  2012 
  Beginning  Decrease  Increase  Ending 
  (In millions of Korean won) 

Deductible temporary differences

    

Losses(gains) from fair value hedged item

 109,596   109,596   127,281   127,281  

Other provisions

  470,507    430,917    537,409    576,999  

Allowances for loan losses

  827    149    4,049    4,727  

Impairment losses on property and equipment

  12,666    12,666    8,723    8,723  

Deferred loan origination fees and costs

  204    204    36,136    36,136  

Interest on equity index-linked deposits

  7,378    7,378    2,985    2,985  

Share-based payments

  19,359    19,359    25,591    25,591  

Provisions for guarantees

  311,263    311,263    208,255    208,255  

Gains(losses) from valuation on derivatives

  6,548    6,548    6,581    6,581  

Present value discount

  15,579    15,579    9,655    9,655  

Loss on SPE repurchase

  80,204    —      —      80,204  

Investments in subsidiaries and others

  3,401,419    917,955    203,794    2,687,258  

Derivative linked securities

  1,837,877    1,837,877    667,942    667,942  

Others

  1,847,055    1,141,225    1,308,709    2,014,539  
 

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

  8,120,482    4,810,716    3,147,110    6,456,876  
 

 

 

  

 

 

  

 

 

  

 

 

 

Unrecognized deferred income tax assets:

    

Share-based payments

  2,546      10  

Other provisions

  365      817  

Loss on SPE repurchase

  80,204      80,204  

Investments in subsidiaries and others

  3,299,083      2,492,775  

Others

  88,939      87,342  
 

 

 

    

 

 

 

Total

  4,649,345      3,795,728  
 

 

 

    

 

 

 

Tax rate (%)

  24.2      24.2  
 

 

 

    

 

 

 

Total deferred income tax assets from deductible temporary differences

 1,133,793     921,369  
 

 

 

    

 

 

 

  2012 
  Beginning  Decrease  Increase  Ending 
  (In millions of Korean won) 

Taxable temporary differences

    

Accrued interest

 (381,276 (287,013 (244,863 (339,126

Allowances for loans losses

  (10,636  —      (18  (10,654

Deferred loan origination fees and costs

  (400,199  (400,199  (389,017  (389,017

Gains(losses) from valuation on derivatives

  (452,200  (452,200  (163,225  (163,225

Present value discount

  (57,287  (25,102  —      (32,185

Goodwill

  (65,288  —      —      (65,288

Gains on revaluation

  (1,142,581  (347  —      (1,142,234

Investments in subsidiaries and others

  (5,345,703  (562  (525,003  (5,870,144

Derivative linked securities

  (1,846,433  (1,846,433  (661,700  (661,700

Others

  (1,058,606  (190,495  (440,703  (1,308,814
 

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

  (10,760,209  (3,202,351  (2,424,529  (9,982,387
 

 

 

  

 

 

  

 

 

  

 

 

 

Unrecognized deferred income tax assets:

    

Goodwill

  (65,288    (65,288

Investments in subsidiaries and others

  (53,293    (83,745
 

 

 

    

 

 

 

Total

  (10,641,628    (9,833,354
 

 

 

    

 

 

 

Tax rate (%)

  24.2      24.2  
 

 

 

    

 

 

 

Total deferred income tax assets from deductible temporary differences

 (1,332,306   (1,032,906
 

 

 

    

 

 

 

17. Assets held for sale

The details of assets held for sale as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Acquisition  cost(1)   Accumulated
impairment
 Carrying
amount
   Fair value less
costs to sell
   Acquisition
cost(1)
   Accumulated
impairment
 Carrying
amount
   Fair value less
costs to sell
 
  (In millions of Korean won)   (In millions of Korean won) 

Land

  7,807    (2,501 5,306    5,306    21,380    (5,109 16,271    16,271  

Buildings

   8,371     (3,746  4,625     4,625     39,777     (18,330  21,447     21,447  
  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

 

Total

  16,178    (6,247 9,931    9,931    61,157    (23,439 37,718    37,718  
  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

 

 

  2012   2014 
  Acquisition  cost(1)   Accumulated
impairment
 Carrying
amount
   Fair value less
costs to sell
   Acquisition
cost(1)
   Accumulated
impairment
 Carrying
amount
   Fair value less
costs to sell
 
  (In millions of Korean won)   (In millions of Korean won) 

Land

  5,288    (2,613 2,675    2,675    47,418    (9,442 37,976    40,530  

Buildings

   35,883     (3,146  32,737     32,737     57,005     (24,624  32,381     33,752  
  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

 

Total

  41,171    (5,759 35,412    35,412    104,423    (34,066 70,357    74,282  
  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

 

 

(1) 

Acquisition cost of buildings held for sale is net of accumulated depreciation.

The valuation technique and input variables that are used to measure the fair value of assets held for sale as of December 31, 2014, are as follows:

2014
Fair value

Valuation technique(1)

Unobservable input(2)

Range of

unobservable inputs

(%)

Relationship of
unobservable

inputs to fair

value

(In millions of Korean won)
57,982

Market comparison approach model

Adjustment index0.17~2.00

Fair value increases as the adjustment index rises.

Adjustment ratio-20.00~0.00

Fair value decreases as the absolute value of adjustment index rises.

Land and buildings

16,323

Market comparison approach model

Unit price per area of exclusive possession, Time point adjustment, Individual factor and others

Unit price per area of exclusive possession: About ₩4.9 million

Time point adjustment: 0.9987

Individual factor: 0.85

Fair value increases as the unit price per area of exclusive possess and others rise.

Total

74,305

(1)

The Group adjusted the appraisal value by the adjustment ratio in the event the public sale is unsuccessful.

(2)

Adjustment index is calculated using the real estate index or the producer price index, or land price volatility.

The fair values of assets held for sale were measured by qualified independent appraisers with experience in valuing similar properties in the same area. In addition, per the fair value hierarchy on Note 6.1, the fair value hierarchy of all investment properties has been categorized and classified as Level 3.

The changes in accumulated impairment losses of assets held for sale for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

2011 
20132013 
BeginningBeginning   Provision Reversal   Others   Ending Beginning   Provision Reversal   Others   Ending 
(In millions of Korean won)(In millions of Korean won) (In millions of Korean won) 
(3,653)    (3,931 312    1,025    (6,247(5,759)    (22,365 —      4,685    (23,439

 

2012 
20142014 
BeginningBeginning   Provision Reversal   Others   Ending Beginning   Provision Reversal   Others   Ending 
(In millions of Korean won)(In millions of Korean won) (In millions of Korean won) 
(6,247)    (5,708 —      6,196    (5,759(23,439)    (16,592 —      5,965    (34,066

As of December 31, 2012,2014, buildings and land classified as assets held for sale consist of six15 pieces of real estate of closed officesbranches and one real estateKB Wellyan Private Equity Real Estate Fund No. 6 and 7, which were acquired through executionfrom the litigation of security right, which theKB Asset Management Co., Ltd. The management of the Group was committed to a plandecided to sell but not yet sold bythe assets, and accordingly, the assets were classified as assets held for sale. As of December 31, 2012. As of reporting date, two2014, three assets out of the above assets held for sale are under negotiation for sale and the remaining five assets are also being actively marketed.

18. Other Assets

The details of other assets as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011 2012   2013 2014 
  (In millions of Korean won)   (In millions of Korean won) 

Other financial assets

      

Other receivables

  2,470,405   3,236,027    3,494,745   3,185,783  

Receivables in gold

   107    —    

Accrued income

   1,253,034    1,053,687     1,018,907    1,166,555  

Guarantee deposits

   1,333,370    1,369,716     1,395,359    1,339,572  

Domestic exchange settlement debits

   1,403,284    2,239,607     735,807    2,096,804  

Others

   304,694    247,044     188,540    119,733  

Allowances for loan losses

   (353,905  (590,974   (580,651  (347,918

Present value discount

   (1,084  (951   (1,028  (898
  

 

  

 

   

 

  

 

 

Sub-total

   6,409,905    7,554,156     6,251,679    7,559,631  
  

 

  

 

   

 

  

 

 

Other non-financial assets

      

Other receivables

   7,300    32,206     663    1,469  

Prepaid expenses

   307,742    266,282  

Prepaid expenses(1)

   379,854    327,633  

Guarantee deposits

   3,149    4,219     3,941    4,081  

Insurance assets

   128,450    155,676     157,154    127,493  

Separate account assets

   538,179    655,040     696,909    689,701  

Others

   92,133    95,626     76,798    96,759  

Allowances on other asset

   (8,339  (7,988   (16,402  (23,294
  

 

  

 

   

 

  

 

 

Sub-total

   1,068,614    1,201,061     1,298,917    1,223,842  
  

 

  

 

   

 

  

 

 

Total

  7,478,519   8,755,217    7,550,596   8,783,473  
  

 

  

 

   

 

  

 

 

(1)

Prepaid income tax expenses amounting to ₩17,467 million for KB Life Insurance Co., Ltd as of December 31, 2013 were reclassified from other assets into deferred income tax assets.

The changes in allowances for loan losses on other assets for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Other financial
assets
 Other non-financial
assets
 Total   Other financial
assets
 Other non-financial
assets
 Total 
  (In millions of Korean won)   (In millions of Korean won) 

Beginning

  364,530   24,210   388,740    590,110   7,988   598,098  

Written-off

   (19,859  (19,800  (39,659   (37,382  (6,715  (44,097

Provision

   9,505    3,678    13,183     29,229    15,129    44,358  

Others

   (271  251    (20   (1,306  —      (1,306
  

 

  

 

  

 

   

 

  

 

  

 

 

Ending

  353,905   8,339   362,244    580,651   16,402   597,053  
  

 

  

 

  

 

   

 

  

 

  

 

 

 

  2012   2014 
  Other financial
assets
 Other non-financial
assets
 Total   Other financial
assets
 Other non-financial
assets
 Total 
  (In millions of Korean won)   (In millions of Korean won) 

Beginning

  353,905   8,339   362,244    580,651   16,402   597,053  

Written-off

   (30,602  (4,439  (35,041   (293,614  (2,436  (296,050

Provision

   46,508    4,088    50,596     38,091    3,930    42,021  

Business combination

   1,085    —      1,085  

Others

   221,163    —      221,163     21,705    5,398    27,103  
  

 

  

 

  

 

   

 

  

 

  

 

 

Ending

  590,974   7,988   598,962    347,918   23,294   371,212  
  

 

  

 

  

 

   

 

  

 

  

 

 

19. Financial liabilities at fair value through profit or loss

19.Financial liabilities at fair value through profit or loss

The details of financial liabilities at fair value through profit or loss as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Financial liabilities held for trading

        

Securities sold

  522,112    1,342,119    196,570    784,892  

Other

   28,761     39,878     40,067     51,650  
  

 

   

 

   

 

   

 

 

Sub-total

   550,873     1,381,997     236,637     836,542  
  

 

   

 

   

 

   

 

 

Financial liabilities designated at fair value through profit or loss

        

Derivative linked securities

   837,206     469,138     878,565     982,426  
  

 

   

 

   

 

   

 

 

Sub-total

   837,206     469,138     878,565     982,426  
  

 

   

 

   

 

   

 

 

Total financial liabilities at fair value through profit or loss

  1,388,079    1,851,135    1,115,202    1,818,968  
  

 

   

 

   

 

   

 

 

The details of credit risk of financial liabilities designated at fair value through profit or loss as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011 2012   2013 2014 
  (In millions of Korean won)   (In millions of Korean won) 

Financial liabilities designated at fair value through profit or loss

  837,206   469,138    878,565   982,426  

Changes in fair value resulting from changes in the credit risk

   (9,442  3,812     (4,032  (4,848

Accumulated changes in fair value resulting from changes in the credit risk

   (9,442  (5,630   (9,662  (14,510

20.Deposits

20. Deposits as of December 31, 2011 and 2012, are as follows:

   2011  2012 
   (In millions of Korean won) 

Deposits

  190,337,890   194,403,282  

Deferred financing costs

   (300  (3
  

 

 

  

 

 

 

Total

  190,337,590   194,403,279  
  

 

 

  

 

 

 

The details of deposits as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Demand deposits

    

Demand deposits in Korean won

        

Checking deposits

  146,658    116,423    122,296    183,748  

Household checking deposits

   434,134     434,814     467,229     495,268  

Special deposits

   2,691,674     3,093,868     2,706,609     3,018,524  

Ordinary deposits

   20,581,481     21,469,971     24,533,701     28,049,893  

Public fund deposits

   85,895     68,600     75,127     81,899  

Treasury deposits

   7,539     5,256     5,148     5,012  

General savings deposits

   23,471,543     24,668,545     28,077,274     30,195,868  

Corporate savings deposits

   10,209,575     10,504,790     10,715,746     13,549,740  

Nonresident’s deposit in Korean won

   128,630     61,255     32,355     53,079  

Nonresident’s free deposit in Korean won

   15,672     17,994     15,001     16,761  

Others

   308,181     186,192     163,262     186,055  
  

 

   

 

   

 

   

 

 

Sub-total

   58,080,982     60,627,708     66,913,748     75,835,847  
  

 

   

 

   

 

   

 

 

Demand deposits in foreign currencies

        

Checking deposits

   71,838     98,478     251,072     114,531  

Ordinary deposits

   1,661,358     1,809,712     2,461,685     2,808,835  

Special deposits

   1,145     1,316     5,325     1,678  

Others

   9,436     9,852     14,142     94,019  
  

 

   

 

   

 

   

 

 

Sub-total

   1,743,777     1,919,358     2,732,224     3,019,063  
  

 

   

 

   

 

   

 

 

Total demand deposits

   59,824,759     62,547,066     69,645,972     78,854,910  
  

 

   

 

   

 

   

 

 

Time deposits

    

Time deposits in Korean won

        

Time deposits

   114,868,739     114,496,449     108,216,861     110,822,758  

Installment savings deposits

   5,454,573     7,088,988     11,097,205     10,133,900  

Good-sum formation savings

   338     33,586     425,090     846,172  

Nonresident’s deposit in Korean won

   186,966     137,578  

Workers’ savings for housing

   2     —       1,543     1,488  

Nonresident’s deposit in Korean won

   193,765     192,945  

Long-term savings deposits for workers

   1,862     1,692  

Nonresident’s free deposit in Korean won

   85,875     76,835     41,085     26,361  

Long-term housing savings deposits

   3,309,833     3,083,602     2,061,129     1,429,659  

Long-term savings for households

   247     206     190     163  

Preferential savings deposits for workers

   489     323     245     143  

Mutual installment deposits

   1,273,806     1,143,415     1,478,299     1,265,869  

Mutual installment for housing

   1,173,404     1,005,752     853,392     755,764  

Trust deposits

   3,093,949     3,207,318  

Fair value adjustments on valuation of fair value hedged items (current period portion)

   —       (958
  

 

   

 

 

Sub-total

   127,455,954     128,626,215  
  

 

   

 

 

Time deposits in foreign currencies

    

Time deposits

   2,082,865     2,456,599  

Installment savings deposits

   4,035     3,053  

Others

   196     183     68,960     25,297  
  

 

   

 

   

 

   

 

 

Sub-total

   126,363,129     127,123,976     2,155,860     2,484,949  
  

 

   

 

   

 

   

 

 

Total time deposits

   129,611,814     131,111,164  
  

 

   

 

 

Certificates of deposits

   1,624,278     1,583,047  
  

 

   

 

 

Total deposits

  200,882,064    211,549,121  
  

 

   

 

 

   2011   2012 
   (In millions of Korean won) 

Time deposits in foreign currencies

    

Time deposits

   2,604,603     2,954,348  

Installment savings deposits

   1,201     2,131  

Others

   23     23,694  
  

 

 

   

 

 

 

Sub-total

   2,605,827     2,980,173  
  

 

 

   

 

 

 

Total time deposits

   128,968,956     130,104,149  
  

 

 

   

 

 

 

Certificates of deposits

   1,544,175     1,752,067  
  

 

 

   

 

 

 

Total deposits

  190,337,890    194,403,282  
  

 

 

   

 

 

 

21. Debts

The details of debts as of December 31, 20112013 and 2012,2014, consist of:

 

   2011   2012 
   (In millions of Korean won) 

Borrowings

  14,091,973    12,278,565  

Bonds sold under repurchase agreements and others

   1,590,400     1,094,031  

Call money

   1,141,465     2,596,926  
  

 

 

   

 

 

 

Total

  16,823,838    15,969,522  
  

 

 

   

 

 

 

   2013   2014 
   (In millions of Korean won) 

Borrowings

  10,767,737    11,908,698  

Bonds sold under repurchase agreements and others

   685,626     1,074,146  

Call money

   2,647,968     2,881,656  
  

 

 

   

 

 

 

Total

  14,101,331    15,864,500  
  

 

 

   

 

 

 

The details of borrowings as of December 31, 20112013 and 2012,2014, are as follows:

 

    

Lender

 Annual
interest rate
(%)
 2011  2012 
        (In millions of Korean won) 

Borrowingsin Korean won

 Borrowings from the Bank of Korea Bank of Korea 1.25 650,616   781,787  
 Borrowings from the government KEMCO and others 0.00~5.00  690,750    626,059  
 

Borrowings from banking institutions

 

Industrial Bank of Korea and others

 2.01~5.67  405,033    106,448  
 

Borrowings from non-banking financial institutions

 

The Korea Development Bank and others

 0.99~3.76  91,254    268,491  
 

Other borrowings

 

The Korea Finance Corporation and others

 0.04~5.74  3,538,983    3,716,879  
    

 

 

  

 

 

 
 

Sub Total

   5,376,636    5,499,664  
    

 

 

  

 

 

 

Borrowings inforeigncurrencies

 Due to banks Citibank N.A. and others 0.00~1.00  28,194    52,186  
 

Borrowings from banking institutions

 

Sumitomo Mitsui Banking Corp. and others

 0.24~2.50  4,694,199    3,382,672  
 

Off-shore borrowings in foreign currencies

 

Central bank Uzbekistan and others

 0.25~1.81  1,019,279    930,956  
 Other borrowings The Korea Finance Corporation 1.32  —      5,195  
 

Other borrowings

 

JP Morgan Chase Bank N.A. and others

 —    2,973,665    2,407,892  
    

 

 

  

 

 

 
 

Sub Total

   8,715,337    6,778,901  
    

 

 

  

 

 

 
 

Total

  14,091,973   12,278,565  
    

 

 

  

 

 

 
    

Lender

 Annual
interest rate
(%)
 2013  2014 
        (In millions of Korean won) 

Borrowings in Korean won

 

Borrowings from the Bank of Korea

 Bank of Korea 0.50~1.00 557,998   1,002,796  
 

Borrowings from the government

 KEMCO and others 0.00~5.00  626,593    611,378  
 

Borrowings from banking institutions

 

Industrial Bank of Korea and others

 1.97~4.04  61,877    37,874  
 

Borrowings fromnon-banking financial institutions

 

The Korea Development Bank and others

 0.71~2.70  142,511    212,452  
 

Other borrowings

 

The Korea Finance Corporation and others

 0.00~7.50  3,527,292    3,980,812  
    

 

 

  

 

 

 
 

Sub-total

    4,916,271    5,845,312  
    

 

 

  

 

 

 

Borrowings in foreign currencies

 Due to banks 

Royal Bank of Canada and others

 —    158,180    3,313  
 

Borrowings from banking institutions

 

Wells Fargo Securities. and others

 0.21~1.70  3,831,929    3,522,159  
 

Other borrowings

 

The Korea Finance Corporation

 0.61~1.36  3,166    34,460  
 Other borrowings 

JP Morgan Chase Bank N.A. and others

 —    1,858,191    2,503,454  
    

 

 

  

 

 

 
 

Sub-total

    5,851,466    6,063,386  
    

 

 

  

 

 

 
 

Total

   10,767,737   11,908,698  
    

 

 

  

 

 

 

The details of bonds sold under repurchase agreements and others as of December 31, 20112013 and 2012,2014, are as follows:

 

  

Lenders

  Annual
interest rate
(%)
   2011   2012   

Lenders

  Annual
interest rate
(%)
   2013   2014 
         (In millions of Korean won)          (In millions of Korean won) 

Bonds sold under repurchase agreements

  

Individuals, Groups, Corporations

   0.78~4.00    1,511,875    1,003,348    

Individuals, Groups and Corporations

   1.25~3.63    608,156    1,019,071  

Bills sold

  

Counter sale

   1.80~3.53     78,525     90,683    

Counter sale

   1.09~2.62     77,470     55,075  
      

 

   

 

       

 

   

 

 

Total

Total

    1,590,400    1,094,031  

Total

    685,626    1,074,146  
      

 

   

 

       

 

   

 

 

The details of call money as of December 31, 20112013 and 2012,2014, are as follows:

 

  

Lenders

  Annual
interest rate
(%)
   2011   2012   

Lenders

  Annual
interest rate
(%)
   2013   2014 
         (In millions of Korean won)          (In millions of Korean won) 

Call money in Korean won

  

The Korea Development Bank and others

   2.57~2.72    314,200    2,018,100    

Woori Bank and others

   1.83~2.15    1,649,400    1,882,000  

Call money in foreign currencies

  

Centralbank Uzbekistan and others

   0.15~0.47     827,265     578,826    

Central bank Uzbekistan and others

   0.10~3.61     998,568     999,656  
      

 

   

 

       

 

   

 

 

Total

Total

    1,141,465    2,596,926  

Total

    2,647,968    2,881,656  
      

 

   

 

       

 

   

 

 

Call money and borrowings from financial institutions as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Bank of Korea   Other Banks   Others   Total   Bank of
Korea
   Other Banks   Others   Total 
  (In millions of Korean won)   (In millions of Korean won) 

Call money

  —      932,410    209,055    1,141,465    1,001    1,970,567    676,400    2,647,968  

Borrowings

   650,616     9,064,282     1,216,359     10,931,257     557,998     5,901,018     630,733     7,089,749  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  650,616    9,996,692    1,425,414    12,072,722    558,999    7,871,585    1,307,133    9,737,717  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 
  2012 
  Bank of Korea   Other Banks   Others   Total 
  (In millions of Korean won) 

Call money

  —      1,431,826    1,165,100    2,596,926  

Borrowings

   781,787     6,550,903     1,438,969     8,771,659  
  

 

   

 

   

 

   

 

 

Total

  781,787    7,982,729    2,604,069    11,368,585  
  

 

   

 

   

 

   

 

 

   2014 
   Bank of
Korea
   Other Banks   Others   Total 
   (In millions of Korean won) 

Call money

  —      1,983,656    898,000    2,881,656  

Borrowings

   1,277,596     6,131,496     867,674     8,276,766  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  1,277,596    8,115,152    1,765,674    11,158,422  
  

 

 

   

 

 

   

 

 

   

 

 

 

22. Debentures

The details of debentures as of December 31, 20112013 and 2012,2014, are as follows:

 

  Annual
interest rate
(%)
  2011 2012   Annual
Interest rate
(%)
   2013 2014 
     (In millions of Korean won)   (In millions of Korean won) 

Debentures in Korean won

          

Hybrid capital instrument

  8.50  100,000   100,000  

Structured debentures

  2.00~8.62   3,424,238    1,699,238     0.40~8.62    1,499,238   1,239,238  

Subordinated fixed rate debentures in Korean won

  3.40~7.70   7,995,571    7,896,760     3.08~8.00     8,648,474    4,761,124  

Fixed rate debentures in Korean won

  2.77~7.95   10,791,612    10,132,425     2.11~5.04     12,057,142    18,839,553  

Floating rate debentures in Korean won

  2.96~10.74   803,258    1,068,258     2.17~2.93     1,505,858    1,133,000  
    

 

  

 

     

 

  

 

 

Sub Total

     23,114,679    20,896,681  

Sub total

     23,710,712    25,972,915  
    

 

  

 

     

 

  

 

 

Fair value adjustments on fair value hedged financial debentures in Korean won

          

Fair value adjustments on valuation of fair value hedged items (current period portion)

     15,964    36,417       (31,577  5,733  

Fair value adjustments on valuation of fair value hedged items (prior year portion)

     42,494    52,572       81,369    48,183  
    

 

  

 

     

 

  

 

 

Sub Total

     58,458    88,989  

Sub total

     49,792    53,916  
    

 

  

 

     

 

  

 

 

Discount or premium on debentures in Korean won

          

Discount on debentures

     (52,290  (15,647     (16,615  (43,291
    

 

  

 

     

 

  

 

 

Sub Total

     23,120,847    20,970,023  

Sub total

     23,743,889    25,983,540  
    

 

  

 

     

 

  

 

 

Debentures in foreign currencies

          

Floating rate debentures

  1.18~4.54   1,309,606    759,783     0.38~1.48     1,143,360    1,648,175  

Fixed rate debentures

  0.60~7.25   2,705,167    2,553,814     0.60~3.63     2,335,059    1,578,980  
    

 

  

 

     

 

  

 

 

Sub Total

     4,014,773    3,313,597  

Sub total

     3,478,419    3,227,155  
    

 

  

 

     

 

  

 

 

Fair value adjustments on fair value hedged debentures in foreign currencies

          

Fair value adjustments on valuation of fair value hedged items (current period portion)

     47,986    (68,212     (42,195  (10,309

Fair value adjustments on valuation of fair value hedged items (prior year portion)

     (90,778  (69,060     (130,011  10,384  
    

 

  

 

     

 

  

 

 

Sub Total

     (42,792  (137,272

Sub total

     (172,206  75  
    

 

  

 

     

 

  

 

 

Discount or premium on debentures in foreign currencies

          

Discount on debentures

     (22,949  (14,578     (10,568  (10,064
    

 

  

 

     

 

  

 

 

Sub Total

     3,949,032    3,161,747  

Sub total

     3,295,645    3,217,166  
    

 

  

 

     

 

  

 

 

Total

    27,069,879   24,131,770      27,039,534   29,200,706  
    

 

  

 

     

 

  

 

 

The changes in debentures based on face value for the yearyears ended December 31, 20112013 and 2012,2014, are as follows:

 

  2011  2013 
  Beginning   Issues   Repayments Others Ending  Beginning Issues Repayments Others Ending 
  (In millions of Korean won)  (In millions of Korean won) 

Debentures in Korean won

             

Hybrid capital instrument

  100,000    —      —     —     100,000   100,000   —     (100,000 —     —    

Structured debentures

   3,684,341     500,000     (760,103  —      3,424,238    1,699,238    100,000    (300,000  —      1,499,238  

Subordinated fixed rate debentures in Korean won.

   7,323,268     800,000     (127,697  —      7,995,571  

Subordinated fixed rate debentures in Korean won

  7,921,510    1,000,000    (248,286  (24,750  8,648,474  

Fixed rate debentures in Korean won

   13,273,928     6,940,000     (9,422,316  —      10,791,612    10,145,218    7,716,400    (5,791,683  (12,793  12,057,142  

Floating rate debentures in Korean won

   833,258     690,000     (720,000  —      803,258    1,169,158    760,600    (423,900  —      1,505,858  
  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Sub Total

   25,214,795     8,930,000     (11,030,116  —      23,114,679  

Sub-total

  21,035,124    9,577,000    (6,863,869  (37,543  23,710,712  
  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Debentures in foreign currencies

             

Floating rate debentures

   1,686,459     322,800     (789,143  89,490    1,309,606    759,783    537,850    (176,050  21,777    1,143,360  

Fixed rate debentures

   2,337,759     412,374     (33,217  (11,749  2,705,167    2,553,814    657,465    (772,364  (103,856  2,335,059  
  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Sub Total

   4,024,218     735,174     (822,360  77,741    4,014,773  

Sub-total

  3,313,597    1,195,315    (948,414  (82,079  3,478,419  
  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  29,239,013    9,665,174    (11,852,476 77,741   27,129,452   24,348,721   10,772,315   (7,812,283 (119,622 27,189,131  
  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 

  2012  2014 
  Beginning   Issues   Repayments Others Ending  Beginning Issues Repayments Business
combination
 Others Ending 
  (In millions of Korean won)  (In millions of Korean won) 

Debentures in Korean won

              

Hybrid capital instrument

  100,000    —      —     —     100,000  

Structured debentures

   3,424,238     310,000     (2,035,000  —      1,699,238   1,499,238   80,000   (340,000 —     —     1,239,238  

Subordinated fixed rate debentures in Korean won

   7,995,571     1,799,980     (1,898,791  —      7,896,760    8,648,474    —      (4,082,350  195,000    —      4,761,124  

Fixed rate debentures in Korean won

   10,791,612     6,175,300     (6,834,487  —      10,132,425    12,057,142    40,912,000    (36,674,589  2,545,000    —      18,839,553  

Floating rate debentures in Korean won

   803,258     765,000     (500,000  —      1,068,258    1,505,858    353,200    (726,058  —      —      1,133,000  
  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Sub Total

   23,114,679     9,050,280     (11,268,278  —      20,896,681  

Sub-total

  23,710,712    41,345,200    (41,822,997  2,740,000    —      25,972,915  
  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Debentures in foreign currencies

              

Floating rate debentures

   1,309,606     198,478     (682,622  (65,679  759,783    1,143,360    1,084,303    (641,957  —      62,469    1,648,175  

Fixed rate debentures

   2,705,167     1,034,162     (1,042,992  (142,523  2,553,814    2,335,059    803,503    (1,633,588  —      74,006    1,578,980  
  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Sub Total

   4,014,773     1,232,640     (1,725,614  (208,202  3,313,597  

Sub-total

  3,478,419    1,887,806    (2,275,545  —      136,475    3,227,155  
  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  27,129,452    10,282,920    (12,993,892 (208,202 24,210,278   27,189,131   43,233,006   (44,098,542 2,740,000   136,475   29,200,070  
  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

23. Provisions

The details of provisions as of December 31, 20112013 and 2012,2014, are as follows:

 

          2011                   2012                   2013                   2014         
  (In millions of Korean won)   (In millions of Korean won) 

Provisions for unused loan commitments

  259,427    236,026    226,110    209,964  

Provisions for acceptances and guarantees

   311,502     208,753     209,118     207,927  

Provisions for financial guarantee contracts

   7,959     7,383     2,699     2,718  

Provisions for asset retirement obligation

   60,059     65,226     76,608     73,442  

Other

   158,792     152,341     163,538     120,296  
  

 

   

 

   

 

   

 

 

Total

  797,739    669,729    678,073    614,347  
  

 

   

 

   

 

   

 

 

Provisions for unused loan commitments as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Commitments
outstanding
   Provision   Ratio
(%)
   Commitments
outstanding
   Provision   Ratio
(%)
 
  (In millions of Korean won)   (In millions of Korean won) 

Corporate loan commitments

  36,365,468    102,301     0.28    42,446,365    101,455     0.24  

Retail loan commitments

   14,632,998     44,499     0.30     13,976,426     38,385     0.27  

Credit line on credit cards

   39,070,550     112,627     0.29     37,112,333     86,270     0.23  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  90,069,016    259,427     0.29    93,535,124    226,110     0.24  
  

 

   

 

   

 

   

 

   

 

   

 

 

 

  2012   2014 
  Commitments
outstanding
   Provision   Ratio
(%)
   Commitments
outstanding
   Provision   Ratio
(%)
 
  (In millions of Korean won)   (In millions of Korean won) 

Corporate loan commitments

  40,770,994    106,025     0.26    42,977,471    90,315     0.21  

Retail loan commitments

   14,348,821     41,273     0.29     13,886,999     34,927     0.25  

Credit line on credit cards

   36,214,899     88,728     0.25     37,584,381     84,722     0.23  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  91,334,714    236,026     0.26    94,448,851    209,964     0.22  
  

 

   

 

   

 

   

 

   

 

   

 

 

Provisions for acceptances and guarantees as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Acceptances
and  guarantees
   Provision   Ratio
(%)
   Acceptances and
guarantees
   Provision   Ratio
(%)
 
  (In millions of Korean won)   (In millions of Korean won) 

Confirmed acceptances and guarantees in Korean won

  1,605,167    39,318     2.45    1,231,569    42,604     3.46  

Confirmed acceptances and guarantees in foreign currencies

   4,242,061     119,548     2.82     4,532,036     96,077     2.12  

Unconfirmed acceptances and guarantees

   5,695,456     152,636     2.68     4,041,087     70,437     1.74  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  11,542,684    311,502     2.70    9,804,692    209,118     2.13  
  

 

   

 

   

 

   

 

   

 

   

 

 

 

  2012   2014 
  Acceptances
and  guarantees
   Provision   Ratio
(%)
   Acceptances and
guarantees
   Provision   Ratio
(%)
 
  (In millions of Korean won)   (In millions of Korean won) 

Confirmed acceptances and guarantees in Korean won

  1,564,128    33,554     2.15    1,098,048    37,507     3.42  

Confirmed acceptances and guarantees in foreign currencies

   3,609,636     75,859     2.10     4,061,444     79,966     1.97  

Unconfirmed acceptances and guarantees

   4,244,517     99,340     2.34     3,886,332     90,454     2.33  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  9,418,281    208,753     2.22    9,045,824    207,927     2.30  
  

 

   

 

   

 

   

 

   

 

   

 

 

The changes in provisions for unused loan commitments, acceptances and guarantees for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Provisions for
unused loan
commitments
 Provisions for
acceptances and
guarantees
 Total   Provisions for
unused loan
commitments
 Provisions for
acceptances and
guarantees
 Total 
  (In millions of Korean won)   (In millions of Korean won) 

Beginning

  284,667   414,254   698,921    236,026   208,753   444,779  

Effects of changes in foreign exchange rate

   132    2,130    2,262     (164  (961  (1,125

Reversal

   (25,372  (104,882  (130,254

Provision(reversal)

   (9,752  1,326    (8,426
  

 

  

 

  

 

   

 

  

 

  

 

 

Ending

  259,427   311,502   570,929    226,110   209,118   435,228  
  

 

  

 

  

 

   

 

  

 

  

 

 

 

  2012   2014 
  Provisions for
unused loan
commitments
 Provisions for
acceptances and
guarantees
 Total   Provisions for
unused loan
commitments
 Provisions for
acceptances and
guarantees
 Total 
  (In millions of Korean won)   (In millions of Korean won) 

Beginning

  259,427   311,502   570,929    226,110   209,118   435,228  

Effects of changes in foreign exchange rate

   (770  (10,219  (10,989   548    3,358    3,906  

Reversal

   (22,631  (68,777  (91,408

Others

   —      (23,753  (23,753

Provision(reversal)

   (16,694  (4,549  (21,243
  

 

  

 

  

 

   

 

  

 

  

 

 

Ending

  236,026   208,753   444,779    209,964   207,927   417,891  
  

 

  

 

  

 

   

 

  

 

  

 

 

The changes in provisions for financial guarantee contracts for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

          2011                 2012                   2013                 2014         
  (In millions of Korean won)   (In millions of Korean won) 

Beginning

  18,866   7,959    7,383   2,699  

Reversal

   (10,907  (576

Provision(reversal)

   (4,684  19  
  

 

  

 

   

 

  

 

 

Ending

  7,959   7,383    2,699   2,718  
  

 

  

 

   

 

  

 

 

The changes in provisions for asset retirement obligation for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

          2011                 2012                   2013                 2014         
  (In millions of Korean won)   (In millions of Korean won) 

Beginning

  49,461   60,059    65,226   76,608  

Provision

   5,893    4,115     3,334    5,231  

Reversal

   (94  —       (226  (6,047

Used

   (1,845  (1,296   (2,475  (5,701

Unwinding of discount

   2,719    2,483     2,203    2,936  

Effects of changes in discount rate

   3,925    (135   7,908    70  

Business combination

   638    345  
  

 

  

 

   

 

  

 

 

Ending

  60,059   65,226    76,608   73,442  
  

 

  

 

   

 

  

 

 

Provisions for asset retirement obligations are the present value of estimated costs to be incurred for the restoration of the leased properties. Actual expenses are expected to be incurred at the end of each lease contract. Three-year historical data of expired leases were used to estimate the average lease period. Also, the average restoration expense based on actual three-year historical data and the three-year historical average inflation rate were used to estimate the present value of estimated costs.

The details of other provisions as of December 31, 20112013 and 2012,2014, are as follows:

 

          2011                   2012           2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Membership rewards program

  13,495    11,108    5,402    11,274  

Dormant accounts

   11,292     16,028     16,839     33,996  

Litigations

   49,286     21,215     23,455     24,506  

Others

   84,719     103,990     117,842     50,520  
  

 

   

 

   

 

   

 

 

Total

  158,792    152,341    163,538    120,296  
  

 

   

 

   

 

   

 

 

The changes in other provisions for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Membership
rewards program
 Dormant
accounts
 Litigations Others Total   Membership
rewards
program
 Dormant
accounts
 Litigations Others Total 
  (In millions of Korean won)   (In millions of Korean won) 

Beginning

  12,437   9,773   6,200   224,412   252,822    11,108   16,028   21,215   103,990   152,341  

Increase

   16,759    10,377    69,479    5,081    101,696     13,473    10,596    4,800    18,026    46,895  

Decrease

   (15,701  (8,858  (26,393  (144,774  (195,726   (19,179  (9,785  (2,560  (4,174  (35,698
  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

Ending

  13,495   11,292   49,286   84,719   158,792    5,402   16,839   23,455   117,842   163,538  
  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

 
  2012   2014 
  Membership
rewards program
 Dormant
accounts
 Litigations Others Total   Membership
rewards
program
 Dormant
accounts
 Litigations Others Total 
  (In millions of Korean won)   (In millions of Korean won) 

Beginning

  13,495   11,292   49,286   84,719   158,792    5,402   16,839   23,455   117,842   163,538  

Increase

   15,958    13,998    18,073    51,799    99,828     21,442    49,040    2,965    3,352    76,799  

Decrease

   (18,345  (9,262  (46,144  (32,528  (106,279   (15,570  (31,883  (1,914  (70,947  (120,314

Business combination

   —      —      —      273    273  
  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

Ending

  11,108   16,028   21,215   103,990   152,341    11,274   33,996   24,506   50,520   120,296  
  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

24. Net Defined benefit liabilities

Defined benefit plan

The Group operates defined benefit plans which have the following characteristics:

 

The Group has the obligation to pay the agreed benefits to all its current and former employees.

 

Actuarial risk (that benefits will cost more than expected) and investment risk fall, in substance, on the Group.

The defined benefit liability recognized in the statements of financial position is calculated annually by independent actuaries in accordance with actuarial valuation methods.

The defined benefit obligation is calculated using the Projected Unit Credit method (the ‘PUC’). Data used in the PUC such as interest rates, future salary increase rate, mortality rate and consumer price index and expected return on plan asset are based on observable market data and historical data which are updated annually.

Actuarial assumptions may differ from actual results, due to changes in the market, economic trends and mortality trends which may impact defined benefit liabilities and future payments. Actuarial gains and losses arising from changes in actuarial assumptions are recognized in the period incurred through profit or loss.other comprehensive income (loss).

The changes in the net defined benefit obligationliabilities for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

           2011                  2012         
   (In millions of Korean won) 

Present value of defined benefit obligation (beginning)

  491,989   728,884  

Current service cost

   145,397    154,905  

Interest cost

   24,883    31,158  

Actuarial gains(losses)

   40,685    41,183  

Exchange difference on foreign plans

   29    (85

Benefits paid

   (17,885  (24,308

Past service cost(1)

   45,538    12,855  

Curtailments

   (827  (389

Settlements

   (925  (541
  

 

 

  

 

 

 

Present value of defined benefit obligation (ending)

  728,884   943,662  
  

 

 

  

 

 

 
  2013 
  Present value of
defined benefit
obligation
  Fair value of plan
assets
  Net defined benefit
liabilities
 
  (In millions of Korean won) 

Beginning

 942,333   (858,610 83,723  

Current service cost

  172,857    —      172,857  

Interest cost(income)

  33,282    (30,321  2,961  

Past service cost

  1,005    —      1,005  

Gain or loss on settlement

  (4,244  —      (4,244

Remeasurements

   

Actuarial gains and losses by changes in demographic assumptions

  563    —      563  

Actuarial gains and losses by changes in financial assumptions

  (62,793  —      (62,793

Actuarial gains and losses by experience adjustments

  7,066    —      7,066  

Return on plan assets (excluding amounts included in interest income)

  —      1,096    1,096  

Contributions

  —      (132,870  (132,870

Payments from plans (settlement)

  (65,493  65,212    (281

Payments from plans (benefit payments)

  (34,814  34,772    (42

Payments from the Group

  (4,590  —      (4,590

Transfer in

  2,551    (2,315  236  

Transfers out

  (2,551  2,314    (237

Effect of exchange rate changes

  (94  —      (94

Business combination

  117    —      117  
 

 

 

  

 

 

  

 

 

 

Ending

 985,195   (920,722 64,473  
 

 

 

  

 

 

  

 

 

 

 

(1)

Past service cost for the year ended December 31, 2011, included ₩34,427 million transferred from other provisions.

The changes in the fair value of plan assets for the years ended December 31, 2011 and 2012, are as follows:
  2014 
  Present value of
defined benefit
obligation
  Fair value of plan
assets
  Net defined benefit
liabilities
 
  (In millions of Korean won) 

Beginning

 985,195   (920,722 64,473  

Current service cost

  163,997    —      163,997  

Interest cost(income)

  39,208    (36,545  2,663  

Past service cost

  11    —      11  

Remeasurements

   

Actuarial gains and losses by changes in demographic assumptions

  (36  —      (36

Actuarial gains and losses by changes in financial assumptions

  112,550    —      112,550  

Actuarial gains and losses by experience adjustments

  6,303    —      6,303  

Return on plan assets (excluding amounts included in interest income)

  —      12,576    12,576  

Contributions

  —      (288,212  (288,212

Payments from plans (settlement)

  (43,108  43,054    (54

Payments from the Group

  (3,567  —      (3,567

Transfer in

  3,788    (3,788  —    

Transfers out

  (3,788  3,661    (127

Effect of exchange rate changes

  (27  —      (27

Business combination

  10,552    (5,418  5,134  
 

 

 

  

 

 

  

 

 

 

Ending

 1,271,078   (1,195,394 75,684  
 

 

 

  

 

 

  

 

 

 

           2011                  2012         
   (In millions of Korean won) 

Fair value of plan assets (beginning)

  366,526   600,396  

Expected return on plan assets

   15,382    25,009  

Actuarial gains(losses)

   982    2,019  

Contributions

   235,736    255,078  

Benefits paid

   (17,658  (23,596

Settlements

   (572  (221
  

 

 

  

 

 

 

Fair value of plan assets (ending)

  600,396   858,685  
  

 

 

  

 

 

 

The details of the net defined benefit liabilities as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011 2012   2013 2014 
  (In millions of Korean won)   (In millions of Korean won) 

Present value of defined benefit obligation

  728,884   943,662    985,195   1,271,078  

Fair value of plan assets

   (600,396  (858,685   (920,722  (1,195,394

Unrecognized past service cost

   —      (9,820
  

 

  

 

   

 

  

 

 

Defined benefit liability

  128,488   75,157  

Net Defined benefit liabilities

  64,473   75,684  
  

 

  

 

   

 

  

 

 

The details of post-employment benefits recognized in profit andor loss as employee compensation and benefits for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

   2010  2011  2012 
   (In millions of Korean won) 

Current service cost

  142,930   145,397   154,905  

Interest cost

   28,383    24,883    31,158  

Expected return on plan assets

   (19,181  (15,382  (25,009

Actuarial losses(gains)

   (17,940  39,703    39,164  

Past service cost

   —      11,111    3,035  

Curtailments

   18,362    (827  (389
  

 

 

  

 

 

  

 

 

 

Post-employment benefits(1)

  152,554   204,885   202,864  
  

 

 

  

 

 

  

 

 

 
   2012  2013  2014 
   (In millions of Korean won) 

Current service cost

  154,552   172,857   163,997  

Past service cost

   12,855    1,005    11  

Gain or loss on settlement

   (389  (4,244  —    

Net interest expenses of net defined benefit liabilities

   5,373    2,961    2,663  
  

 

 

  

 

 

  

 

 

 

Post-employment benefits(1)

  172,391   172,579   166,671  
  

 

 

  

 

 

  

 

 

 

 

(1) 

Post-employment benefits amounting to ₩1,211₩883 million, ₩548₩1,471 million and ₩1,179₩971 million for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, respectively, are recognized as other operating expense in the statements of comprehensive income.

The actual return on plan assets is ₩12,215 million, ₩16,364 million and ₩27,028 millionRemeasurements of the net defined benefit liabilities recognized as other comprehensive income for the years ended December 31, 2010, 20112012, 2013 and 2012, respectively.2014, are as follows:

   2012  2013  2014 
   (In millions of Korean won) 

Remeasurements

    

Return on plan assets (excluding amounts included in interest income)

  1,243   (1,096 (12,576

Actuarial gains and losses

   (41,184  55,165    (118,817

Income tax effects

   9,669    (13,085  31,799  
  

 

 

  

 

 

  

 

 

 

Remeasurements after income tax

  (30,272 40,984   (99,594
  

 

 

  

 

 

  

 

 

 

The details of fair value of plan assets as of December 31, 20112013 and 2012,2014, are as follows:

 

   2011   2012 
   (In millions of Korean won) 

Time deposits

  600,396    858,685  
   2013 
   Assets quoted
in an active
market
   Assets not
quoted in

an active
market
   Total 
   (In millions of Korean won) 

Cash and due from financial institutions

  —      915,584    915,584  

Repurchase agreements

   —       5,138     5,138  
  

 

 

   

 

 

   

 

 

 

Total

  —      920,722    920,722  
  

 

 

   

 

 

   

 

 

 

   2014 
  Assets quoted
in an active
market
   Assets not
quoted in
an active
market
   Total 
   (In millions of Korean won) 

Cash and due from financial institutions

  —      1,195,394    1,195,394  
  

 

 

   

 

 

   

 

 

 

Total

  —      1,195,394    1,195,394  
  

 

 

   

 

 

   

 

 

 

Key actuarial assumptions used as of December 31, 20112013 and 2012,2014, are as follows:

 

   Ratio (%)
   2011  2012

Discount rate

  3.76 ~ 4.40  3.00 ~ 3.64

Expected return on plan assets

  3.71 ~ 3.91  3.20 ~ 4.19

Future salary increase rate

  0.00 ~ 10.00  0.00 ~ 8.90
   2013  2014

Discount rate (%)

  2.90 ~ 4.00  2.20 ~ 3.10

Salary increase rate (%)

  0.00 ~ 8.90  0.00 ~ 8.50

Turnover (%)

  0.00 ~ 32.00  0.00 ~ 32.00

Mortality assumptions are based on the 20127th experience-based mortality table (retirement pension) of Korea standard mortality rates table.Insurance Development Institute of 2012.

The present valuesensitivity of the defined benefitsbenefit obligation fair value of plan assets and actuarial adjustments to each itemschanges in the weighted principal assumptions as of January 1, 2010 and December 31, 2010, 2011 and 2012, are2014, is as follows:

 

   Jan. 1, 2010  Dec. 31, 2010  Dec. 31, 2011  Dec. 31, 2012 
   (In millions of Korean won) 

Present value of defined benefits obligation

  584,404   491,989   728,884   943,662  

Fair value of plan assets

   (417,017  (366,526  (600,396  (858,685

Unrecognized Past service cost.

   —      —      —      (9,820

Deficit in the funded plans

   167,387    125,463    128,488    75,157  

Experience adjustments on defined benefits obligation

   —      (75,924  24,075    20,741  

Changes in assumptions to defined benefits obligation

   —      51,018    16,610    20,442  

Experience adjustments to plan assets

   —      6,966    (982  (2,019
Changes in principal
assumption
Effect on net defined benefit obligation
Increase in principal
assumption
Decrease in principal
assumption

Discount rate (%)

0.5 p.4.49 decrease4.77 increase

Salary increase rate (%)

0.5 p.4.39 increase4.27 decrease

Turnover (%)

0.5 p.0.53 decrease0.42 increase

The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. The sensitivity of the defined benefit obligation to changes in principal actuarial assumptions is calculated using the projected unit credit method, the same method applied when calculating the defined benefit obligations recognized on the statement of financial position.

Expected contributionsmaturity analysis of undiscounted pension benefits as of December 31, 2014, is as follows:

Up to 1 year

1~2 years2~5 years5~10 yearsOver
10 years
Total
(In millions of Korean won)

Pension benefits

₩26,981₩87,525₩326,571₩902,146₩1,188,644₩2,531,867

The weighted average duration of the defined benefit obligation is 1.0 ~ 14.4 years.

Expected contribution to plan assets for the year endingperiods after December 31, 2013, are ₩85,9152014, is estimated to be 195,236 million.

25. Other liabilities

The details of other liabilities excluding defined benefits liabilities, as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Other financial liabilities

        

Other payables

  3,000,703    3,866,824    4,582,344    4,712,587  

Prepaid card and debit card

   20,151     18,165     18,527     19,578  

Accrued expenses

   4,219,075     4,191,789     4,053,809     3,123,144  

Financial guarantee liabilities

   7,217     8,174     11,797     13,237  

Deposits for letter of guarantees and others

   154,542     114,171     108,786     351,041  

Domestic exchange settlement credits

   133,568     167,842     998,928     128,739  

Foreign exchanges settlement credits

   88,480     52,456     83,237     69,440  

Borrowings from other business account

   11,827     34,367     7,911     40,383  

Other payables from trust accounts

   1,918,766     2,115,603     2,423,675     2,548,577  

Liability Incurred by agency relationship

   197,537     499,249     532,157     505,664  

Account for agency businesses

   134,256     402,290     384,921     340,062  

Dividend payables

   —       489     485     477  

Other payables from factored receivables

   —       78,025     42,924     37,734  

Others

   75,983     42,424     13,413     28,157  
  

 

   

 

   

 

   

 

 

Sub Total

   9,962,105     11,591,868  

Sub-total

   13,262,914     11,918,820  
  

 

   

 

 
  

 

   

 

 

Other non-financial liabilities

        

Other payables

   126,666     29,027     44,982     72,370  

Unearned revenue

   125,190     117,009     123,033     154,066  

Accrued expenses

   184,412     229,441     191,513     208,226  

Deferred revenue on credit card points

   106,132     111,838     117,659     115,658  

Withholding taxes

   154,478     121,700     111,975     106,291  

Insurance liabilities

   3,531,436     4,837,166     5,599,043     6,265,198  

Separate account liabilities

   543,819     661,782     702,757     698,832  

Others

   351,931     38,667     82,353     57,741  
  

 

   

 

   

 

   

 

 

Sub Total

   5,124,064     6,146,630  

Sub-total

   6,973,315     7,678,382  
  

 

   

 

   

 

   

 

 

Total

  15,086,169    17,738,498    20,236,229    19,597,202  
  

 

   

 

   

 

   

 

 

26. Equity

26.1 Share capitalCapital Stock

The details of outstanding shares of the Parent Company as of December 31, 20112013 and 2012,2014, are as follows:

 

  Ordinary shares   Ordinary shares 
  2011   2012   2013   2014 

Number of shares authorized

   1,000,000,000     1,000,000,000     1,000,000,000     1,000,000,000  

Number of shares

   386,351,693     386,351,693     386,351,693     386,351,693  

Par value per share

  5,000    5,000    5,000    5,000  

Share capital stock(1)

  1,931,758    1,931,758    1,931,758    1,931,758  

 

(1) 

In millions of Korean won.

26.2 Capital surplus

The details of capital surplus as of December 31, 20112013 and 2012,2014, are as follows:

 

   2011  2012 
   (In millions of Korean won) 

Share premium

  12,226,596   12,226,596  

Loss on sale of treasury shares

   (568,544  (568,544

Other capital surplus

   4,183,772    4,182,248  
  

 

 

  

 

 

 

Total

  15,841,824   15,840,300  
  

 

 

  

 

 

 

The changes in the loss on sale of treasury shares for the years ended December 31, 2011 and 2012, are as follows:

2011 
Beginning   Changes  Tax effect   Ending 
(In millions of Korean won) 
(420,484)     (195,285  47,225    (568,544

2012 
Beginning   Changes   Tax effect   Ending 
(In millions of Korean won) 
(568,544)     —       —      (568,544
   2013  2014 
   (In millions of Korean won) 

Share premium

  12,226,596   12,226,596  

Loss on sale of treasury shares

   (568,544  (568,544

Other capital surplus

   4,196,553    4,196,458  
  

 

 

  

 

 

 

Total

  15,854,605   15,854,510  
  

 

 

  

 

 

 

26.3 Accumulated other comprehensive income

The details of accumulated other comprehensive income as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011 2012   2013 2014 
  (In millions of Korean won)   (In millions of Korean won) 

Remeasurements of net defined benefit liabilities

  (12,523 (110,814

Exchange differences on translating foreign operations

  (1,465 (27,061   (29,433  (12,153

Change in value of available-for-sale financial assets

   200,275    438,760     430,976    680,900  

Change in value of held-to-maturity financial assets

   (1,652  (1,225   4,904    3,823  

Shares of other comprehensive income of associates

   (4,195  (48,372   (57,097  (89,303

Cash flow hedges

   (1,321  (2,133   (515  (10,774
  

 

  

 

   

 

  

 

 

Total

  191,642   359,969    336,312   461,679  
  

 

  

 

   

 

  

 

 

26.4 Retained earnings

The details of retained earnings as of December 31, 20112013 and 2012,2014, consist of:

 

  2011   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Legal reserves(1)

  124,014    124,014    188,638    208,221  

Voluntary reserves

   982,000     982,000     982,000     982,000  

Unappropriated retained earnings(2)

   3,846,737     5,271,477     6,688,961     7,876,924  
  

 

   

 

   

 

   

 

 

Total

  4,952,751    6,377,491    7,859,599    9,067,145  
  

 

   

 

   

 

   

 

 

 

(1) 

With respect to the allocation of net profit earned in a fiscal term, the Parent Company must set aside in its legal reserve an amount equal to at least 10% of its net income after tax as reported in the separate statement of comprehensive income each time it pays dividends on its net profits earned until its legal reserve reaches at least the aggregate amount of its share capital in accordance with Article 53 of the Financial Holding Company Act. The reserve is not available for the payment of cash dividends, but may be transferred to share capital, or used to reduce accumulated deficit.

(2)

Retained earnings restricted for dividend at subsidiaries level pursuant to law and regulations amounts to ₩2,456,352 million as of December 31, 2014.

27. Net Interest Income

The details of interest income and interest expense for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

          2010                   2011                   2012           2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Interest income

            

Due from financial institutions

  38,029    74,663    160,030    160,400    146,105    190,302  

Loans

   11,512,207     12,412,206     12,567,467     12,310,713     10,778,258     10,168,304  

Financial investments

            

Available-for-sale financial assets

   766,252     775,783     801,565     799,020     694,218     571,755  

Held-to-maturity financial assets

   735,448     693,605     626,763     626,763     574,586     548,361  

Other

   313,210     163,763     156,574  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub Total

   13,051,936     13,956,257     14,155,825  

Sub-total

   14,210,106     12,356,930     11,635,296  
  

 

   

 

   

 

   

 

   

 

   

 

 

Interest expenses

            

Deposits

   4,708,531     4,944,615     5,318,726     5,450,781     4,279,153     3,845,468  

Debts

   306,490     398,802     463,870     394,812     289,652     265,773  

Debentures

   1,863,111     1,508,328     1,257,316     1,261,542     1,190,446     1,032,111  

Other

   65,188     74,847     76,169  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub Total

   6,878,132     6,851,745     7,039,912  

Sub-total

   7,172,323     5,834,098     5,219,521  
  

 

   

 

   

 

   

 

   

 

   

 

 

Net interest income

  6,173,804    7,104,512    7,115,913    7,037,783    6,522,832    6,415,775  
  

 

   

 

   

 

   

 

   

 

   

 

 

Interest income recognized on impaired loans and financial investments amounts to ₩124,183₩108,968 million (2011: ₩121,221(2013: ₩127,120 million, 2010: ₩100,9422012: ₩124,183 million) and ₩200₩242 million (2011: ₩200(2013: ₩569 million, 2010:2012: ₩200 million), respectively, for the yearsyear ended December 31, 2010, 20112012, 2013 and 2012.2014.

28. Net Fee and Commission income

The details of fee and commission income, and fee and commission expense for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

          2010                   2011                   2012           2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Fee and commission income

            

Banking activity fees

  183,862    188,652    169,244    169,244    167,507    167,452  

Lending activity fees

   79,734     88,521     89,964     89,964     90,413     74,133  

Credit card related fees and commissions

   1,043,768     1,142,306     1,179,618     1,179,618     1,126,944     1,106,601  

Debit card related fees and commissions

   166,680     192,686     217,870     217,870     255,742     291,723  

Agent activity fees

   136,034     238,216     286,600     285,183     207,036     158,022  

Trust and other fiduciary fees

   149,450     165,772     171,746     148,672     160,521     230,839  

Fund management related fees

   64,116     75,699     81,477     81,477     93,494     89,264  

Guarantee fees

   38,752     34,181     33,594     33,594     34,173     29,811  

Foreign currency related fees

   109,646     114,722     108,611     108,611     102,047     96,018  

Commissions from transfer agent services

   279,081     211,776     174,829     174,829     177,793     148,583  

Other business account commission on consignment

   43,979     173,893     30,354     30,354     29,799     25,311  

Securities brokerage fees

   42,964     57,435     67,858     67,858     68,158     68,249  

Lease fee

   —       —       16,050  

Other

   143,385     145,895     166,903     166,602     143,738     164,129  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub Total

   2,481,451     2,829,754     2,778,668  

Sub-total

   2,753,876     2,657,365     2,666,185  
  

 

   

 

   

 

   

 

   

 

   

 

 

Fee and commission expense

            

Trading activity related fees(1)

   6,310     3,498     14,962     14,963     9,358     7,938  

Lending activity fees

   4,110     2,743     6,605     20,466     18,791     9,958  

Credit card related fees and commissions

   541,134     842,294     997,368  

Credit card and debit card related fees and commissions

   997,368     934,114     979,913  

Outsourcing related fees

   56,027     61,551     62,153     62,546     74,516     76,604  

Foreign currency related fees

   17,670     18,003     11,638     11,638     12,561     12,812  

Management fees of written-off loans

   8,680     6,331     3,169     3,284     4,065     9,853  

Other

   142,806     100,584     90,132     76,905     124,721     186,378  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub Total

   776,737     1,035,004     1,186,027  

Sub-total

   1,187,170     1,178,126     1,283,456  
  

 

   

 

   

 

   

 

   

 

   

 

 

Net fee and commission income

  1,704,714    1,794,750    1,592,641    1,566,706    1,479,239    1,382,729  
  

 

   

 

   

 

   

 

   

 

   

 

 

 

(1) 

The fees from financial assets/liabilities at fair value through profit or loss.

29. Net gains or losses on financial assets/liabilities at fair value through profit or loss

29.1 Net gains or losses on financial instruments held for trading

Net gain or loss from financial instruments held for trading includes interest income, dividend income and gains or losses arising from changes in the fair values, sales and redemptions. The details for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

  2010   2011   2012   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Gains related to financial instruments held for trading

            

Financial assets held for trading

            

Debt securities

  420,884    284,225    301,432    462,456    340,601    471,048  

Equity securities

   79,461     70,345     107,732     117,103     109,698     68,024  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub Total

   500,345     354,570     409,164  

Sub-total

   579,559     450,299     539,072  
  

 

   

 

   

 

   

 

   

 

   

 

 

Derivatives held for trading

            

Interest rate

   1,185,651     970,825     946,936     948,426     1,090,262     1,327,839  

Currency

   4,363,440     4,194,484     2,726,277     2,718,568     2,524,173     1,919,287  

Stock or stock index

   199,712     365,123     685,454     685,454     218,509     153,863  

Credit

   2,214     1,107     —    

Commodity

   1,971     2,421     486     486     1,336     568  

Other

   5,433     3,775     10,482     20,668     20,825     6,894  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub Total

   5,758,421     5,537,735     4,369,635  

Sub-total

   4,373,602     3,855,105     3,408,451  
  

 

   

 

   

 

   

 

   

 

   

 

 

Financial liabilities held for trading

   43,216     48,483     69,866     69,866     95,382     35,645  
  

 

   

 

   

 

   

 

   

 

   

 

 

Other financial instruments

   360     1,046     48     48     70     47  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  6,302,342    5,941,834    4,848,713    5,023,075    4,400,856    3,983,215  
  

 

   

 

   

 

   

 

   

 

   

 

 

Losses related to financial instruments held for trading

            

Financial assets held for trading

            

Debt securities

  101,236    76,661    63,291    72,078    118,362    38,888  

Equity securities

   37,957     96,571     69,814     70,852     81,733     85,808  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub Total

   139,193     173,232     133,105  

Sub-total

   142,930     200,095     124,696  
  

 

   

 

   

 

   

 

   

 

   

 

 

Derivatives held for trading

            

Interest rate

   1,301,859     1,011,068     961,535     962,738     1,076,647     1,411,540  

Currency

   3,655,580     3,308,219     2,275,295     2,274,799     2,007,454     1,796,605  

Stock or stock index

   223,961     305,610     665,037     665,037     224,019     101,267  

Credit

   170     848     —    

Commodity

   2,032     2,238     506     506     182     547  

Other

   4,457     3,260     11,582     14,651     2,343     841  
  

 

   

 

   

 

   

 

   

 

   

 

 

Sub Total

   5,188,059     4,631,243     3,913,955  

Sub-total

   3,917,731     3,310,645     3,310,800  
  

 

   

 

   

 

   

 

   

 

   

 

 

Financial liabilities held for trading

   160,335     107,786     113,929     113,929     110,114     97,621  
  

 

   

 

   

 

   

 

   

 

   

 

 

Other financial instruments

   434     816     35     35     29     50  
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

   5,488,021     4,913,077     4,161,024    4,174,625    3,620,883    3,533,167  
  

 

   

 

   

 

   

 

   

 

   

 

 

Net gains or losses on financial instruments held for trading

  814,321    1,028,757    687,689    848,450    779,973    450,048  
  

 

   

 

   

 

   

 

   

 

   

 

 

29.2 Net gains or losses on financial instruments designated at fair value through profit or loss

Net gain or loss from financial instruments designated at fair value through profit or loss includes interest income, dividend income and gains or losses arising from changes in the fair values, sales and redemptions. The details for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

  2010   2011   2012   2012 2013 2014 
  (In millions of Korean won)   (In millions of Korean won) 

Gains related to financial instruments designated at fair value through profit or loss

          

Financial assets designated at fair value through profit or loss

  864    6,231    117,213    117,213   23,760   28,496  

Financial liabilities designated at fair value through profit or loss

   —       66,126     5,230     5,230    20,846    34,468  
  

 

   

 

   

 

   

 

  

 

  

 

 

Total

   864     72,357     122,443  

Sub-total

   122,443    44,606    62,964  
  

 

   

 

   

 

   

 

  

 

  

 

 

Losses related to financial instruments designated at fair value through profit or loss

          

Financial assets designated at fair value through profit or loss

   377     57,084     6,753     6,753    14,754    22,521  

Financial liabilities designated at fair value through profit or loss

   —       8,163     152,176     152,176    53,003    51,293  
  

 

   

 

   

 

   

 

  

 

  

 

 

Total

   377     65,247     158,929  

Sub-total

   158,929    67,757    73,814  
  

 

   

 

   

 

   

 

  

 

  

 

 

Net gains or losses on financial instruments designated at fair value through profit or loss

  487    7,110    (36,486  (36,486 (23,151 (10,850
  

 

   

 

   

 

   

 

  

 

  

 

 

30. Other operating income and expenses

The details of other operating income and expenses for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

  2010 2011 2012   2012 2013 2014 
  (In millions of Korean won)   (In millions of Korean won) 

Other operating income

        

Revenue related to available-for-sale financial assets

        

Gains on redemption of available-for-sale financial assets

  592   118   480    480   867   —    

Gains on sale of available-for-sale financial assets

   178,941    551,506    149,833     149,925    189,011    91,925  

Reversal for Impairment on available-for-sale financial assets

   —      —      260  
  

 

  

 

  

 

   

 

  

 

  

 

 

Sub Total

   179,533    551,624    150,313  

Sub-total

   150,405    189,878    92,185  
  

 

  

 

  

 

   

 

  

 

  

 

 

Revenue related to held-to-maturity financial assets

    

Reversal of impairment losses on held-to-maturity financial assets

   4    117    —    

Revenue related to available-for-sale held-to-maturity investments

    

Gains on sale of available-for- sale held-to-maturity investments

   —      —      1,668  
  

 

  

 

  

 

   

 

  

 

  

 

 

Sub Total

   4    117    —    

Sub-total

   —      —      1,668  
  

 

  

 

  

 

   

 

  

 

  

 

 

Gains on foreign exchange transactions

   1,980,593    1,562,633    1,095,999     1,093,904    1,387,450    1,490,797  

Income related to insurance

   1,064,042    1,011,089    1,730,466     1,730,466    1,233,773    1,215,031  

Dividend income

   101,795    94,391    91,882     69,023    64,441    78,298  

Others

   446,937    464,340    321,442     242,169    261,886    221,745  
  

 

  

 

  

 

   

 

  

 

  

 

 

Sub Total

   3,772,904    3,684,194    3,390,102  

Total other operating income

   3,285,967    3,137,428    3,099,724  
  

 

  

 

  

 

   

 

  

 

  

 

 

Other operating expenses

        

Expense related to available-for-sale financial assets

        

Loss on redemption of available-for-sale financial assets

   46    22    11     11    65    7  

Loss on sale of available-for-sale financial assets

   18,233    19,038    16,877     16,884    25,157    7,381  

Impairment on available-for-sale financial assets

   48,184    51,072    281,053     280,610    163,464    195,929  
  

 

  

 

  

 

   

 

  

 

  

 

 

Sub Total

   66,463    70,132    297,941  

Sub-total

   297,505    188,686    203,317  
  

 

  

 

  

 

   

 

  

 

  

 

 

Expense related to held-to-maturity financial assets

        

Impairment on held-to-maturity financial assets

   523    150    154     154    5    —    
  

 

  

 

  

 

   

 

  

 

  

 

 

Sub Total

   523    150    154  

Sub-total

   154    5    —    
  

 

  

 

  

 

   

 

  

 

  

 

 

Loss on foreign exchanges transactions

   2,381,297    2,208,390    1,412,769     1,410,525    1,667,335    1,456,918  

Expense related to insurance

   1,091,665    1,088,357    1,822,178     1,822,178    1,358,830    1,352,384  

Others

   1,300,299    1,409,174    1,312,330     1,287,547    1,227,337    1,128,014  
  

 

  

 

  

 

   

 

  

 

  

 

 

Sub Total

   4,840,247    4,776,203    4,845,372  

Total other operating expenses

   4,817,909    4,442,193    4,140,633  
  

 

  

 

  

 

   

 

  

 

  

 

 

Net other operating income (expenses)

  (1,067,343 (1,092,009 (1,455,270  (1,531,942 (1,304,765 (1,040,909
  

 

  

 

  

 

   

 

  

 

  

 

 

31. General and administrative expenses

31.1 General and administrative expenses

The details of general and administrative expenses for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

   2010(1)  2011(1)  2012 
   (In millions of Korean won) 

Employee Benefits

    

Salaries and short-term employee benefits—salaries

  1,603,553   1,657,823   1,600,144  

Salaries and short-term employee benefits—others

   571,957    521,894    656,772  

Post employment benefits—defined benefit plans

   151,343    204,337    201,685  

Post employment benefits—defined contribution plans

   2,767    4,005    5,463  

Termination benefits

   654,039    12,308    (3,960

Share-based payments(reversal)(2)

   (4,850  (7,609  13,871  
  

 

 

  

 

 

  

 

 

 

Sub-total

   2,978,809    2,392,758    2,473,975  
  

 

 

  

 

 

  

 

 

 

Depreciation and amortization

   347,692    342,493    328,365  
  

 

 

  

 

 

  

 

 

 

Other general and administrative expenses

    

Rental expense

   248,618    255,760    276,813  

Tax and dues

   140,484    144,716    72,228  

Communication

   49,442    73,531    53,583  

Electricity and utilities

   23,169    23,535    24,946  

Publication

   22,326    23,308    20,764  

Repairs and maintenance

   16,070    15,576    13,447  

Vehicle

   9,504    11,392    12,330  

Travel

   5,000    5,405    5,701  

Training

   20,296    25,300    22,443  

Service fees

   105,280    99,706    106,272  

Others

   399,939    518,328    474,418  
  

 

 

  

 

 

  

 

 

 

Sub-total

   1,040,128    1,196,557    1,082,945  
  

 

 

  

 

 

  

 

 

 

Total

  4,366,629   3,931,808   3,885,285  
  

 

 

  

 

 

  

 

 

 

(1)

Other general and administrative expenses for the year ended December 31, 2010 and 2011, reclassified as employee benefits, amount to ₩571,957 million and ₩521,894 million.

(2)

Reversal of share-based payments was due to the decrease in share price.

   2012  2013   2014 
   (In millions of Korean won) 

Employee Benefits

     

Salaries and short-term employee benefits—salaries

  1,598,045   1,641,326    1,700,120  

Salaries and short-term employee benefits—others

   657,473    677,107     706,309  

Post-employment benefits—defined benefit plans

   171,508    171,108     165,700  

Post-employment benefits—defined contribution plans

   5,463    7,094     8,821  

Termination benefits

   (3,960  19,714     1,124  

Share-based payments

   13,871    17,289     11,422  
  

 

 

  

 

 

   

 

 

 

Sub-total

   2,442,400    2,533,638     2,593,496  
  

 

 

  

 

 

   

 

 

 

Depreciation and amortization

   328,152    286,756     261,056  
  

 

 

  

 

 

   

 

 

 

Other general and administrative expenses

     

Rental expense

   276,769    290,886     297,656  

Tax and dues

   72,111    141,274     150,443  

Communication

   53,549    55,549     38,661  

Electricity and utilities

   24,898    26,315     27,988  

Publication

   20,764    19,259     19,642  

Repairs and maintenance

   13,426    14,615     16,892  

Vehicle

   12,114    11,816     11,579  

Travel

   5,526    5,722     5,489  

Training

   22,443    19,498     17,362  

Service fees

   105,972    104,210     106,403  

Others

   467,486    474,026     463,027  
  

 

 

  

 

 

   

 

 

 

Sub-total

   1,075,058    1,163,170     1,155,142  
  

 

 

  

 

 

   

 

 

 

Total

  3,845,610   3,983,564    4,009,694  
  

 

 

  

 

 

   

 

 

 

31.2 Share-based payments

31.2.1 Share options

The details of the share options as of December 31, 2012,2014, are as follows:

 

   Grant date  Exercise period  Granted  shares(1)  Vesting conditions
      (Years)  (In number of shares)   

Series 15-1

   2005.03.18    8    165,000   Service period: 3  years(3)

Series 15-2

   2005.03.18    8    690,000   Service period: 3 years(4)

Series 17

   2005.07.22    8    30,000   Service period: 3 years(4)

Series 18

   2005.08.23    8    15,000   Service period: 3 years(4)

Series 19

   2006.03.24    8    930,000   Service period: 1, 2, 3 year(2)

Series 20

   2006.04.28    8    30,000   Service period: 3 years(2)

Series 21

   2006.10.27    8    20,000   Service period: 2 years(2)

Series 22

   2007.02.08    8    855,000   Service period: 1, 3  years(2)

Series 23

   2007.03.23    8    30,000   Service period: 3 years(2)
    

 

 

  

Total

     2,765,000   
    

 

 

  
   Grant date  Exercise period  Granted shares(1)  Vesting conditions
      (Years)  (In number of shares)   

Series 22

   2007.02.08    8    855,000   Service period: 1, 3 years

Series 23

   2007.03.23    8    30,000   Service period: 3 years
    

 

 

  

Total

  

  885,000   
    

 

 

  

 

(1) 

Granted shares represent the total number of shares initially granted to directors and employees whose options have not been exercised at the end of the reporting period.

(2)

The exercise price is indexed to the sum of the major competitors’ total market capitalization.

(3)

The exercise price is indexed to the banking industry index.

(4)

The exercisability and number of shares are linked to certain performance conditions for the service period.

The changes in the number of granted share options and the weighted average exercise price for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

  2011 
  Number of granted shares  Number of
exercisable

shares
  Exercise
price per
share
  Remaining
contractual
life (Years)
 
  Beginning  Exercised  Expired  Ending    
  (In Korean won, except shares)    

Series 10-1

  40,063    23,385    16,678    —      —     —      —    

Series 10-2

  51,303    51,303    —      —      —      —      —    

Series 11

  5,091    5,091    —      —      —      —      —    

Series 12

  54,250    —      —      54,250    54,250    46,100    0.11  

Series 13-1

  20,000    —      —      20,000    20,000    48,650    0.23  

Series 15-1

  125,362    —      —      125,362    125,362    54,656    1.21  

Series 15-2

  450,928    10,000    —      440,928    440,928    46,800    1.21  

Series 16

  8,827    8,827    —      —      —      —      —    

Series 17

  29,441    —      —      29,441    29,441    49,200    1.56  

Series 18

  7,212    —      —      7,212    7,212    53,000    1.65  

Series 19

  751,651    —      —      751,651    751,651    77,063    2.23  

Series 20

  25,613    —      —      25,613    25,613    81,900    2.33  

Series 21

  18,987    —      —      18,987    18,987    76,600    2.82  

Series 22

  657,498    —      —      657,498    657,498    77,100    3.11  

Series 23

  15,246    —      —      15,246    15,246    84,500    3.23  

Series Kookmin Credit Card -1

  22,146    —      22,146    —      —      —      —    

Series Kookmin Credit Card -2

  9,990    —      9,990    —      —      —      —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

Total

  2,293,608    98,606    48,814    2,146,188    2,146,188    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

Weighted average exercise price

 67,108   40,630   75,058   68,144   68,144    

The weighted-average share price for share options exercised during the year ended December 31, 2011, was ₩57,960.

  2013 
  Number of granted shares  Number of
exercisable
shares
  Exercise
price per
share
  Remaining
contractual
life(Years)
 
  Beginning  Expired  Ending    
  (In Korean won, except shares)    

Series 15-1

  125,362    125,362    —      —      —      —    

Series 15-2

  440,928    440,928    —      —      —      —    

Series 17

  29,441    29,441    —      —      —      —    

Series 18

  7,212    7,212    —      —      —      —    

Series 19

  751,651    —      751,651    751,651    77,063    0.23  

Series 20

  25,613    —      25,613    25,613    81,900    0.32  

Series 21

  18,987    —      18,987    18,987    76,600    0.82  

Series 22

  657,498    —      657,498    657,498    77,100    1.11  

Series 23

  15,246    —      15,246    15,246    84,500    1.22  
 

 

 

  

 

 

  

 

 

  

 

 

   

Total

  2,071,938    602,943    1,468,995    1,468,995    
 

 

 

  

 

 

  

 

 

  

 

 

   

Weighted average exercise price

 68,909   48,625   77,235   77,235    

 

  2012 
  Number of granted shares  Number of
exercisable

shares
  Exercise
price per
share
  Remaining
contractual
life (Years)
 
  Beginning  Exercised  Expired  Ending    
  (In Korean won, except shares)    

Series 12

  54,250    —      54,250    —      —     —      —    

Series 13-1

  20,000    —      20,000    —      —      —      —    

Series 15-1

  125,362    —      —      125,362    125,362    54,656    0.21  

Series 15-2

  440,928    —      —      440,928    440,928    46,800    0.21  

Series 17

  29,441    —      —      29,441    29,441    49,200    0.56  

Series 18

  7,212    —      —      7,212    7,212    53,000    0.64  

Series 19

  751,651    —      —      751,651    751,651    77,063    1.23  

Series 20

  25,613    —      —      25,613    25,613    81,900    1.32  

Series 21

  18,987    —      —      18,987    18,987    76,600    1.82  

Series 22

  657,498    —      —      657,498    657,498    77,100    2.11  

Series 23

  15,246    —      —      15,246    15,246    84,500    2.22  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

Total

  2,146,188    —      74,250    2,071,938    2,071,938    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

Weighted average exercise price

 68,144   —     46,787   68,909   68,909    

  2014 
  Number of granted shares  Number of
exercisable
shares
  Exercise
price per
share
  Remaining
contractual
life(Years)
 
  Beginning  Expired  Ending    
  (In Korean won, except shares)    

Series 19

  751,651    751,651    —      —      —      —    

Series 20

  25,613    25,613    —      —      —      —    

Series 21

  18,987    18,987    —      —      —      —    

Series 22

  657,498    —      657,498    657,498    77,100    0.11  

Series 23

  15,246    —      15,246    15,246    84,500    0.22  
 

 

 

  

 

 

  

 

 

  

 

 

   

Total

  1,468,995    796,251    672,744    672,744    
 

 

 

  

 

 

  

 

 

  

 

 

   

Weighted average exercise price

 77,235   77,207   77,268   77,268    

The fair value of each option granted is estimated using a Black-Scholes option pricing model based on the assumptions in the table below:

 

   Share
price
   Weighted
average
exercise
price
   Expected
volatility
(%)
   Option’s
expected
life

(Years)
   Expected
dividends
   Risk
free
interest
rate
(%)
   Fair
value
 
   (In Korean won) 

Series 15-1

(Directors)

  37,200    54,656     12.63     0.11    33     2.78    —    

Series 15-2

(Directors)

   37,200     46,800     12.63     0.11     33     2.78     —    

Series 15-2

(Employees)

   37,200     46,800     12.63     0.11     33     2.78     —    

Series 17

(Directors)

   37,200     49,200     20.97     0.28     86     2.78     11  

Series 18

(Employees)

   37,200     53,000     23.46     0.32     100     2.78     6  

Series 19

(Directors)

   37,200     76,726     22.99     0.61     189     2.78     —    

Series 19

(Employees)

   37,200     77,390     18.90     0.15     47     2.78     —    

Series 20

(Employees)

   37,200     81,900     21.49     0.25     77     2.78     —    

Series 21

(Employees)

   37,200     76,600     24.73     0.75     230     2.78     3  

Series 22

(Directors)

   37,200     77,100     25.85     1.05     323     2.78     12  

Series 22

(Employees)

   37,200     77,100     26.04     1.03     316     2.78     14  

Series 23

(Non-executive directors)

   37,200     84,500     27.27     1.11     340     2.78     9  
   Share
price
   Weighted
average
exercise
price
   Expected
volatility
(%)
   Option’s
expected
life

(Years)
   Expected
dividends
   Risk free
interest
rate (%)
   Fair
value
 
   (In Korean won) 

Series 22 (Directors)

  38,200    77,100     11.15     0.05    32     2.07     —    

Series 22 (Employees)

   38,200     77,100     11.15     0.05     32     2.07     —    

Series 23 (Non-executive directors)

   38,200     84,500     8.01     0.11     67     2.07     —    

The option’s expected life is separately estimated for employees and directors using actual historical behavior and projected future behavior to reflect the effects of expected early exercise. Expected volatility is based on the historical volatility of the share price over the most recent period that is generally commensurate with the expected term of the option. To reflect the changes in exercise price which is indexed to the sum of the major competitors’ total market capitalization, cross volatility is used in calculating the expected volatility.

31.2.2 Share Grants

The Group changed the scheme of share-based payment from share options to share grants in November 2007. The share grant award program is an incentive plan that sets, on grant date, the maximum amount of shares that can be awarded. Actual shares granted at the end of the vesting period is determined in accordance with achievement of pre-specified targets over the vesting period.

The details of the share grants as of December 31, 2012,2014, are as follows:

 

Share grants

 Grant date  Number of granted shares(1)  

Vesting conditions

   (In number of shares)   

(KB Financial Group Inc.)

  

 

Series 1

  2008.09.29    2,543   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(2)

Series 2

  2009.03.27    3,090   

Service fulfillment(3)

Series 3

  2010.01.01    32,256   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(4),(10)

Series 4

  2010.07.13    218,944   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(5),(10)

Series 5

  2010.12.23    13,260   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(6),(10)

Series 6

  2011.08.10    8,183   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(6),(10)

Series 7

  2012.01.01    42,568   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(4),(10)

  

 

 

  
   320,844   
  

 

 

  

(Kookmin Bank)

   

Series 23

  2010.07.29    73,650   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(7),(10)

Series 24

  2010.08.03    25,707   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10),(11)

Series 25

  2010.08.12    18,472   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(7),(10)

Series 27

  2010.09.20    6,222   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Series 28

  2010.12.21    50,310   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Series 29

  2010.12.23    5,559   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Series 31

  2011.01.03    16,479   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Series 32

  2011.03.24    7,986   

Services fulfillment, Achievement of targets on the basis of non-market performance(9),(10)

   Grant date  Number of  granted
shares(1)
  

Vesting conditions

     (In number of shares)   

(KB Financial Group Inc.)

   

Series 4

  2010.07.13    180,707   Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(3)

Series 8

  2012.01.01    13,471   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(4)

Series 9

  2013.07.17    82,699   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(4)

Series 10

  2014.01.01    37,732   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(4)

Series 11

  2013.07.13    69,892   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(3)

Deferred grant in 2010

  —      6,583   

Satisfied

Deferred grant in 2011

  —      1,435   

Satisfied

Deferred grant in 2012

  —      7,975   

Satisfied

Deferred grant in 2013

  —      2,617   Satisfied
  

 

 

  

Sub-total

   403,111   
  

 

 

  

(Kookmin Bank)

   

Series 41

  2012.08.02    23,521   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(5)

Series 43

  2012.11.26    13,918   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(5)

Series 44

  2013.01.01    17,242   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(5)

Series 45...

  2013.01.01    9,698   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(5)

Series 46

  2013.01.01    103,440   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(5)

Series 48

  2013.07.23    74,666   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(6)

Series 49

  2013.07.24    101,828   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(6)

Series 50

  2013.07.24    82,926   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(6)

Series 51

  2013.07.25    9,899   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(6)

Series 52

  2013.08.01    10,278   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(6)

Series 53

  2013.07.19    69,256   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(7)

Series 54

  2013.07.23    26,689   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(7)

Series 55

  2014.01.03    11,060   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(8)

Series 56

  2013.12.30    17,798   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(6)

Series 57

  2014.01.01    44,265   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(6)

Series 58

  2014.01.01    78,700   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(6)

Series 59

  2014.08.26    9,106   

Services fulfillment, Achievements of targets on the basis of market and non-market performance (2),(6)

Deferred grant in 2010

  —      171   

Satisfied

Deferred grant in 2011

  —      8,454   

Satisfied

Deferred grant in 2012

  —      31,348   

Satisfied

Deferred grant in 2013

  —      92,316   Satisfied
  

 

 

  

Sub-total

   836,579   
  

 

 

  

Share grants

 Grant date  Number of granted shares(1)  

Vesting conditions

   (In number of shares)   

Series 33

  2011.07.07    6,025   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Series 34

  2011.08.10    10,242   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Series 35

  2011.10.12    8,846   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Series 36

  2011.10.18    8,596   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(10),(12)

Series 37

  2011.12.23    68,310   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Series 38

  2012.01.01    171,100   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Series 39

  2012.01.08    120,176   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Series 40

  2012.08.01    8,978   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Series 41

  2012.08.02    36,938   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Series 42

  2012.09.20    8,244   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Series 43

  2012.11.26    13,918   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(8),(10)

Grant deferred in 2010

  —      10,392   

Satisfied

Grant deferred in 2011

  —      26,884   

Satisfied

Grant deferred in 2012

  —      13,547   

Satisfied

  

 

 

  

Sub Total

   716,581   
  

 

 

  

(Other subsidiaries)

   

Share granted in 2010

   33,822   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(13)

Share granted in 2011

   38,931   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(13)

Share granted in 2012

   63,976   

Services fulfillment, Achievement of targets on the basis of market and non-market performance(13)

  

 

 

  

Sub Total

   136,729   
  

 

 

  

Total

   1,174,154   
  

 

 

  

Grant dateNumber of  granted
shares(1)

Vesting conditions

(In number of shares)

(Other subsidiaries)

Share granted in 2010

3,485

Services fulfillment, Achievements of targets on the basis of market and non-market performance (9)

Share granted in 2011

7,648

Services fulfillment, Achievements of targets on the basis of market and non-market performance (9)

Share granted in 2012

63,976

Services fulfillment, Achievements of targets on the basis of market and non-market performance (9)

Share granted in 2013

104,394

Services fulfillment, Achievements of targets on the basis of market and non-market performance (9)

Share granted in 2014

82,759

Services fulfillment, Achievements of targets on the basis of market and non-market performance (9)

Sub-total

262,262

Total

1,501,952

 

(1) 

Granted shares represent the total number of shares initially granted to directors and employees at the end of reporting period.

(2) 

The vesting condition is to fulfillCertain portion of the remaining contracted service period. The number of certain granted shares to beis compensated is determined based on the fulfillmentover a maximum period of service requirements. The 30%, 30% and 40% of the number of certain granted shares to be compensated are determined upon the accomplishment of the targeted KPIs, the targeted financial results of the Group and the targeted relative TSR, respectively.three years.

(3)

The number of granted shares to be compensated is determined based on fulfillment of service requirements.

(4)

The 30%, 30% and 40% of the number of granted shares to be compensated are determined upon the accomplishment of targeted KPIs, targeted financial results of the Group and targeted relative TSR, respectively. However, 50% of certain granted shares will be compensated based on the accomplishment of targeted KPIs and the remaining 50% of those shares will be compensated based on the accomplishment of targeted relative TSR.

(5) 

The 37.5%, 37.5% and 25% of the number of certain granted shares to be compensated are determined based on the accomplishment of targeted relative TSR, targeted relative EPS ratio and qualitative indicators, respectively. The 30%, 30% and 40% of the number of other granted shares to be compensated are determined based on the accomplishment of the targeted KPIs,Value-up Index, targeted financial results of the GroupCompany and its subsidiaries (Group) and targeted relative TSR, respectively. The 40%, 40% and 20% of the number of the remaining granted shares to be compensated are determined based on the accomplishment of the targeted relative EPS ratio,TSR, the targeted relative TSREPS and qualitative indicators, respectively.

(6)(4)

The 30%, 30% and 40% of the number of granted shares to be compensated are determined upon the accomplishment of the targeted Value-up Index, targeted financial results of the Company and its subsidiaries (Group) and the targeted relative TSR, respectively. However, 50% and 50% of certain granted shares will be compensated based on the accomplishment of the targeted Value-up Index and the accomplishment of targeted relative TSR.

(5) 

The 40%, 30% and 30% of the number of granted shares to be compensated are determined based on the accomplishment of the targeted relative TSR, the targeted KPIsValue-up Index and the targeted financial results of the Group,Bank, respectively.

(6)

The 30%, 30% and 40% of the number of granted shares to be compensated are determined upon the accomplishment of the targeted financial results of the Bank, the targeted relative TSR and the targeted Value-up Index, respectively. However, as for certain number of shares, half of the number of granted shares to be compensated is determined based on the accomplishment of the targeted relative TSR, while the other half is determined by the targeted Value-up Index.

(7) 

The 40%30%, 40%45% and 20%25% of the number of granted shares to be compensated are determined based on the accomplishment of the targeted relative TSR, the targeted relative EPS ratioROA and qualitative indicators, such as a trendthe growth rate of ROA of last two years,total assets, respectively.

(8)

The number of granted shares to be compensated is not linked to performance, but fixed.

(9) 

The 30%, 30% and 40% of the number of granted shares to be compensated are determined based on the accomplishment of the targeted KPIs,Value-up Index, the targeted financial results of the Kookmin Bank and the targeted relative TSR, respectively.

(9)

The number of granted shares to be compensated is not linked torespective subsidiaries’ performance but fixed.

(10)

Certain portion of the granted shares is compensated over a maximum period of three-years.

(11)

Fair value of compensation per granted share is confirmed.

(12)

Half of the number of granted shares to be compensated is determined based on the accomplishment of the targeted relative TSR, while the other is determined by the targeted KPIs.

(13)

The 30%, 30% and 40% of the number of granted shares to be compensated are determined based on the accomplishment of the targeted KPIs, subsidiary’s MOU with the Group and the targeted relative TSR, respectively. The 60% and 40% of the number of certain granted shares to be compensated areis determined based on subsidiary’s MOU with the Groupaccomplishment of the respective subsidiaries’ performance and the accomplishment of the targeted relative TSR, respectively. The 40%, 30% and 30% of the number of certain granted shares to be compensated is determined based on the accomplishment of the targeted Value-up Index, the respective subsidiaries’ performance and the targeted relative TSR, respectively.

The share grant award program is an incentive plan that sets, on grant date, the maximum amount of shares that can be awarded. Actual shares granted at the end of the vesting period is determined in accordance with achievement of pre-specified targets over the vesting period.

The details of share grants linked to short-term performance as of December 31, 2012,2014, are as follows:

 

  Grant date   Number of vested shares(1)   

Vesting conditions

  Grant date   Number of  vested
shares(1)
   

Vesting Conditions

(KB Financial Group Inc.)

            

Share granted in 2010

   2010.01.01     6,149    Satisfied   2010.01.01     322    Satisfied

Share granted in 2011

   2011.01.01     19,279    Satisfied   2011.01.01     7,295    Satisfied

Share granted in 2012

   2012.01.01     24,257    Proportion to service period   2012.01.01     15,782    Satisfied

Share granted in 2013

   2013.01.01     16,560    Satisfied

Share granted in 2014

   2014.01.01     25,174    Proportion to service period

(Kookmin Bank)

            

Share granted in 2010

   2010.01.01     54,858    Satisfied   2010.01.01     363    Satisfied

Share granted in 2011

   2011.01.01     142,778    Satisfied   2011.01.01     46,845    Satisfied

Share granted in 2012

   2012.01.01     179,905    Proportion to service period   2012.01.01     103,177    Satisfied

Share granted in 2013

   2013.01.01     102,343    Satisfied

Share granted in 2014

   2014.01.01     173,132    Proportion to service period

(Other subsidiaries)

      

Share granted in 2013

   2013.01.01     9,823    Satisfied

Share granted in 2014

   2014.01.01     28,149    Proportion to service period

 

(1) 

The number of shares, which are exercisable, is determined by the results of performance. The share grants are settled over three years.

Share grants are measured at fair value using the Monte Carlo Simulation Model and assumptions used in determining the fair value as of December 31, 2014, are as follows:

 

  Expected
exercise
period
  Risk free
rate
  Fair value (Market
performance
condition)
  Fair value
(Non-market
performance
condition)
 
  (Years)  (%)  (In Korean won) 

Linked to long term performance

  

(KB Financial Group Inc.)

  

   

Series 1-4

  0.22    2.78    —      37,800  

Series 2-3

  0.22    2.78    —      37,800  

Series 3-1

  0.25~1.00    2.78    —      37,117~38,564  

Series 3-2

  0.25~2.00    2.78    —      37,117~39,366  

Series 3-3

  0.25~1.00    2.78    —      37,117~38,564  

Series 4-1

  0.53~3.53    2.78    5,401    38,961~40,501  

Series 4-2

  0.53~3.53    2.78    5,874    38,961~40,501  

Series 4-3

  0.25~3.00    2.78    37,117    37,117~40,159  

Series 4-4

  0.25~3.00    2.78    37,117    37,117~40,159  

Series 4-5

  0.25~3.00    2.78    37,117    37,117~40,159  

Series 5-1

  0.25~2.00    2.78    —      37,117~39,366  

Series 6-1

  1.00~4.00    2.78    8,321    37,616~40,925  

Series 7-1

  1.00~4.00    2.78    17,835    37,616~40,925  

(Kookmin Bank)

    

Series 23

  0.53~3.53    2.78    5,713    37,635~40,501  

Series 24

  0.25~3.00    2.78    —      37,117~40,159  

Series 25

  0.53~3.53    2.78    5,673    37,635~40,501  

Series 27

  0.25~3.00    2.78    —      37,117~40,159  

Series 28

  0.25~3.00    2.78    —      37,117~40,159  

Series 29

  0.25~3.00    2.78    —      37,117~40,159  

Series 31

  0.25~3.00    2.78    —      37,117~40,159  

Series 32

  1.22~4.23    2.78    —      37,451~40,894  

Series 33

  0.50~4.00    2.78    5,117    37,743~40,925  

Series 34

  0.61~4.00    2.78    8,454    37,666~40,925  

Series 35

  1.00~4.00    2.78    10,764    37,616~40,925  

Series 36

  1.00~4.00    2.78    11,559    37,616~40,925  

Series 37

  1.00~4.00    2.78    17,351    37,616~40,925  

Series 38

  1.00~4.00    2.78    17,835    37,616~40,925  

Series 39

  1.00~4.00    2.78    17,591    37,616~40,925  

Series 40

  1.58~5.00    2.79    23,052    37,283~41,706  

Series 41

  1.58~5.00    2.79    23,100    37,396~41,706  

Series 42

  1.72~5.00    2.79    17,946    37,471~41,706  

Series 43

  1.90~5.00    2.80    17,739    37,363~41,706  

Grant deferred in 2010

  0.25~1.00    2.78    —      38,529~39,366  

Grant deferred in 2011

  0.25~2.00    2.78    —      38,056~39,366  

Grant deferred in 2012

  0.25~2.00    2.78    —      38,564~39,366  

(Other subsidiaries)

    

Share granted in 2010

  0.25~0.65    2.78    0~37,117    37,117~37,801  

Share granted in 2011

  1.00~1.35    2.78~2.79    4,482~11,720    37,450~37,616  

Share granted in 2012

  2.00~2.54    2.80~2.82    19,787~25,616    36,989~37,291  
   Expected
exercise
period
(Years)
   Risk free
rate (%)
   Fair value
(Market
performance
condition)
   Fair value
(Non-market
performance
condition)
 

Linked to long term performance

  

    

(KB Financial Group Inc.)

        

Series 4

   0.00~1.53     2.07     —       35,315~36,425  

Series 4-1

   0.00~1.53     2.07     —       35,315~36,425  

Series 4-2

   0.00~1.00     2.07     —       36,389~40,662  

Series 8

   0.00~2.00     2.07     —       36,389~40,662  

Series 9

   0.00~3.00     2.07     38,617     36,389~38,111  

Series 9-1

   0.00~3.00     2.07     39,437     36,389~38,111  

Series 9-2

   1.00~4.00     2.07     33,363     35,653~36,835  

Series 9-3

   0.00~3.00     2.07     39,223     36,389~38,111  

Series 9-4

   0.00~3.00     2.07     37,036     36,389~38,111  

Series 10

   0.00~3.00     2.07     38,617     36,389~38,111  

Series 10-1

   1.00~4.00     2.07     32,645     35,653~36,835  

Series 10-2

   1.00~4.00     2.07     33,110     35,653~36,835  

Series 11

   1.53~4.53     2.08     35,335     36,639~36,858  

Deferred grant in 2010

   0.00~1.00     2.07     —       36,389~38,111  

Deferred grant in 2011

   0.00~2.00     2.07     —       36,389~38,111  

Deferred grant in 2012

   0.00~2.00     2.07     —       36,389~38,111  

Deferred grant in 2013

   0.00~2.00     2.07     —       36,389~38,111  

Expected
exercise
period
Risk free
rate
Fair value (Market
performance
condition)
Fair value
(Non-market
performance
condition)
(Years)(%)(In Korean won)

Linked to short term performance

(KB Financial Group Inc.)

Share granted in 2010

0.25~1.002.78—  37,117~38,564

Share granted in 2011

0.25~2.002.78—  37,117~39,366

Share granted in 2012

1.00~3.002.78—  38,564~40,159

(Kookmin Bank)

Share granted in 2010

0.25~1.002.78—  37,117~38,564

Share granted in 2011

0.25~2.002.78—  37,117~39,366

Share granted in 2012

1.00~3.002.78—  38,564~40,159
   Expected
exercise
period
(Years)
   Risk free
rate (%)
   Fair value
(Market
performance
condition)
   Fair value
(Non-market
performance
condition)
 

(Kookmin Bank)

        

Series 41-1

   0.00~3.00     2.07     —       36,389~38,111  

Series 41-2

   0.00~3.00     2.07     —       36,389~38,111  

Series 43

   0.00~3.00     2.07     —       36,389~38,111  

Series 44

   0.00~2.00     2.07     —       36,389~40,662  

Series 45

   0.00~3.00     2.07     —       36,389~38,111  

Series 46

   0.00~3.00     2.07     —       36,389~38,111  

Series 48

   0.56~4.00     2.07     35,029     36,389~36,835  

Series 48-1

   0.00~3.00     2.07     36,734     36,389~38,111  

Series 48-2

   0.00~3.00     2.07     38,617     36,389~38,111  

Series 49

   0.56~4.00     2.07     34,972     36,389~36,835  

Series 49-1

   0.65~4.00     2.07     34,906     36,389~36,835  

Series 49-2

   0.00~3.00     2.07     38,617     36,389~38,111  

Series 50

   0.56~4.00     2.07     34,972     36,389~36,835  

Series 50-1

   0.00~3.00     2.07     38,617     36,389~38,111  

Series 51

   0.00~3.00     2.07     38,617     36,389~38,111  

Series 52

   0.58~4.00     2.07     34,977     36,389~36,835  

Series 53

   0.00~2.68     2.07     38,284     36,317~40,991  

Series 54

   0.00~3.00     2.07     38,617     36,389~38,111  

Series 55

   2.01~5.01     2.08     —       36,551~37,053  

Series 56

   0.00~3.00     2.07     32,595     36,389~36,835  

Series 56-1

   0.00~3.00     2.07     36,854     36,389~38,111  

Series 57

   1.00~4.00     2.07     32,645     36,389~36,835  

Series 57-1

   0.00~3.00     2.07     38,617     36,389~38,111  

Series 58

   1.00~4.00     2.07     32,645     36,389~36,835  

Series 59

   0.00~3.00     2.07     38,617     36,389~38,111  

Grant deferred in 2012

   0.00~1.00     2.07     —       36,389~38,111  

Grant deferred in 2013

   0.00~2.00     2.07     —       36,205~38,111  

(Other subsidiaries)

        

Share granted in 2012

   0.00~0.54     2.07     0~21,928     35,968~38,617  

Share granted in 2013

   0.00~1.75     2.07~2.08     0~33,505     35,115~40,662  

Share granted in 2014

   1.00~2.67     2.07~2.10     30,801~33,312     34,676~36,835  

Linked to short-term performance

        

(KB Financial Group Inc.)

        

Share granted in 2012

   0.00~1.00     2.07     —       36,389~40,662  

Share granted in 2013

   0.00~2.00     2.07     —       36,389~38,111  

Share granted in 2014

   1.00~3.00     2.07     —       36,389~36,684  

(Kookmin Bank)

        

Share granted in 2012

   0.00~1.00     2.07     —       36,389~38,111  

Share granted in 2013

   0.00~2.00     2.07     —       36,389~38,111  

Share granted in 2014

   1.00~3.00     2.07     —       36,389~38,111  

(Other subsidiaries)

        

Share granted in 2013

   0.00~2.00     2.07     —       36,389~38,111  

Share granted in 2014

   2.00~4.00     2.07     —       36,498~36,835  

Expected volatility is based on the historical volatility of the share price over the most recent period that is generally commensurate with the expected term of the grant. And the current stock price as of December 31, 2012,2014, was used for the underlying asset price. Additionally, the average three-year historical dividend rate was used as the expected dividend rate. The Group used the historical data of Kookmin Bank for the period before the Parent Company was incorporated.

As of December 31, 20112013 and 2012,2014, the accrued expenses related to share-based payments including share options and share grants amounted to ₩27,236₩48,423 million and ₩63,315₩48,734 million, respectively. Therespectively, and the compensation costs from share options and share grants amountsamounting to ₩4,850₩17,289 million and ₩7,609₩11,422 million were reversed forincurred during the years ended December 31, 20102013 and 2011, and the compensation costs amounting to ₩13,871 million were recognized for the year ended December 31, 2012.2014, respectively. There is no intrinsic value of the vested share options as of December 31, 20112013 and 2012, respectively(December 31, 2010: ₩8,615 million).2014.

32. Other non-operating income and expenses

The details of other non-operating income and expenses for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

             2010                       2011                       2012            
   (In millions of Korean won) 

Other non-operating income

    

Gains of disposal in property and equipment

  596   313   5,840  

Rent received

   3,784    3,678    4,349  

Others

   51,202    56,580    51,328  
  

 

 

  

 

 

  

 

 

 

Sub Total

   55,582    60,571    61,517  
  

 

 

  

 

 

  

 

 

 

Other non-operating expenses

    

Losses of disposal in property and equipment

   1,455    768    426  

Donation

   42,984    77,889    80,448  

Restoration cost

   473    1,981    945  

Others

   38,645    122,424    116,232  
  

 

 

  

 

 

  

 

 

 

Sub Total

   83,557    203,062    198,051  
  

 

 

  

 

 

  

 

 

 

Net other non-operating income(expense)

  (27,975 (142,491 (136,534
  

 

 

  

 

 

  

 

 

 

   2012  2013  2014 
   (In millions of Korean won) 

Other non-operating income

    

Gains of disposal in property and equipment

  5,840   819   491  

Rent received

   4,349    8,615    10,035  

Others

   50,666    101,848    62,041  
  

 

 

  

 

 

  

 

 

 

Sub-total

   60,855    111,282    72,567  
  

 

 

  

 

 

  

 

 

 

Other non-operating expenses

    

Losses of disposal in property and equipment

   426    928    1,297  

Donation

   80,446    59,760    52,330  

Restoration cost

   945    909    2,242  

Others

   97,310    61,994    87,824  
  

 

 

  

 

 

  

 

 

 

Sub-total

   179,127    123,591    143,693  
  

 

 

  

 

 

  

 

 

 

Net other non-operating income(expense)

  (118,272 (12,309 (71,126
  

 

 

  

 

 

  

 

 

 

33. Tax expenseIncome tax expenses

Income tax expense for the years ended December 31, 2010, 20112012, 2013 and 2012, consists2014, consist of:

 

  2010 2011 2012   2012 2013 2014 
  (In millions of Korean won)   (In millions of Korean won) 

Tax payable

        

Current tax expense

  233,867   816,051   695,135    695,135   569,449   512,536  

Adjustments recognized in the period for current tax of prior years

   (172,291  3,639    18,017     (20,517  75,938    (11,721
  

 

  

 

  

 

 

Sub Total

   61,576    819,690    713,152  
  

 

  

 

  

 

 

Changes in deferred income tax assets (liabilities)

   (97,827  (80,996  (86,976   (87,494  (89,477  31,255  
  

 

  

 

  

 

 

Income tax recognized directly in equity

        

Exchange differences on translating foreign operations

   (384  (11  —    

Remeasurements of net defined benefit liabilities

   9,663    (13,085  31,386  

Change in value of available-for-sale financial assets

   (33,618  46,303    (78,003   (77,956  7,942    (79,473

Change in value of held-to-maturity financial assets

   (287  (249  (240   (240  (1,787  198  

Share of other comprehensive income of associates and joint ventures

   (1  31    362  

Share of other comprehensive income of associates

   390    9    (6

Cash flow hedges

   —      241    1,025     1,025    (618  2,619  

Losses on Sale of Treasury Stock

   —      47,225    —    

Others

   —      —      20     (29  —      —    
  

 

  

 

  

 

 

Sub Total

   (34,290  93,540    (76,836

Others

   —      (7,778  (480
  

 

  

 

  

 

   

 

  

 

  

 

 

Tax expense

  (70,541 832,234   549,340    519,977   540,593   486,314  
  

 

  

 

  

 

   

 

  

 

  

 

 

An analysis of the net profit before income tax and income tax expense for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, follows:

 

  Proportion
(%)
 2010 2011 2012   2012 2013 2014 
    (In millions of Korean won)   (In millions of Korean won) 

Net profit before income tax

   149,368   3,260,806   2,261,328    2,298,644   1,815,291   1,901,425  
   

 

  

 

  

 

   

 

  

 

  

 

 

Tax at the applicable tax rate(1)

   24.18   36,121   789,089   546,779     555,810    438,838    459,683  

Non-taxable income

   (0.28  (3,681  (14,325  (6,291   (6,291  (17,716  (11,171

Non-deductible expense

   0.59    9,371    16,220    13,268     13,263    33,489    14,916  

Tax credit and tax exemption

   (0.01  (5,959  (2,198  (187   (187  (1,417  (1,192

Temporary difference for which no deferred tax is recognized

   0.07    61,417    (2,567  1,633     1,633    47,138    24,682  

Deferred tax relating to changes in recognition and measurement

   (0.32  (9,703  (8,459  (7,289   (7,289  2,828    (1,593

Income tax refund for tax of prior years

   (0.88  (172,291  23,479    (19,870   (58,404  30,329    (6,654

Income tax expense of overseas branch

   0.75    13,888    18,308    16,929     16,929    4,796    6,202  

Effects from change in tax rate

   0.04    (1,235  16,436    941     941    (871  1,642  

Others

   0.15    1,531    (3,749  3,427     3,572    3,179    (201
   

 

  

 

  

 

   

 

  

 

  

 

 

Tax expense

   24.29   (70,541 832,234   549,340    519,977   540,593   486,314  
   

 

  

 

  

 

   

 

  

 

  

 

 

Average effective tax rate (Income tax expense / Profit before tax) (%)

   22.62    29.78    25.58  

 

(1) 

Applicable income tax rate for ₩200 million and below is 11%, for over ₩200 million is 24.2% as of December 31, 2010 and 2011, which is composed of corporate tax and local income tax. In addition, for ₩200 million and below is 11%, for ₩200 million to ₩20 billion is 22% and for over ₩20 billion is 24.2% as of December 31, 2012, which is composed of corporate tax2013 and local income tax.2014.

The details of current tax assets (income tax refund receivables) and current tax liabilities (income tax payables), as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Tax payables
(receivables)
before offsetting
 Offsetting Tax payables
(receivables)
after offsetting
   Tax payables
(receivables)
before offsetting
   Offsetting   Tax payables
(receivables)
after offsetting
 
  (In millions of Korean won)   (In millions of Korean won) 

Income tax refund receivables

  (228,579 216,981   (11,598

Income tax refund receivables(1), (2)

  (99,524  82,057    (17,467

Income tax payables

   805,806    (216,981  588,825     293,320     (82,057   211,263  

 

  2012   2014 
  Tax payables
(receivables)
before offsetting
 Offsetting Tax payables
(receivables)
after offsetting
   Tax payables
(receivables)
before offsetting
   Offsetting   Tax payables
(receivables)
after offsetting
 
  (In millions of Korean won)   (In millions of Korean won) 

Income tax refund receivables(1)

  (429,676 415,156   (14,520  (693,018  693,018    —    

Income tax payables

   679,822    (415,156  264,666     924,925     (693,018   231,907  

(1)

Excludes current tax assets of ₩306,313 million (2013: ₩329,443 million) by uncertain tax position, which do not qualify for offsetting.

(2)

Prepaid income tax expenses amounting to ₩17,467 million for KB Life Insurance Co., Ltd, which separately paid tax in 2013, were reclassified from other assets into current income tax assets.

34. Dividends

The dividends paid to the shareholders of the Parent Company in 2010, 20112013 and 20122014 were ₩78,897₩231,811 million (₩230 per share), ₩41,163 million (₩120600 per share) and ₩278,173₩193,176 million (₩720500 per share), respectively. The dividends to the shareholders of the Parent Company in respect of the year ended December 31, 2012,2014, of ₩600₩780 per share, amounting to total

dividends of ₩231,811₩301,354 million, is to be proposed at the annual general shareholders’ meeting on March 22, 2013.27, 2015. The Group’s consolidated financial statements as of December 31, 2012,2014, do not reflect this dividend payable.

35. Accumulated other comprehensive income

The details of accumulated other comprehensive income for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Beginning Changes except
for
reclassification
 Reclassification
to profit or loss
 Tax effect Ending   Beginning Changes
except for
reclassification
 Reclassification
to profit or loss
 Tax effect Ending 
  (In millions of Korean won)   (In millions of Korean won) 

Remeasurements of net defined benefit liabilities

  (53,507 54,069   —     (13,085 (12,523

Exchange differences on translating foreign operations

  (6,957 5,503   —     (11 (1,465   (27,061  (2,372  —      —      (29,433

Change in value of available-for-sale financial assets

   443,389    (37,308  (252,109  46,303    200,275     426,354    198,798    (202,118  7,942    430,976  

Change in value of held-to-maturity financial assets

   (2,098  699    (4  (249  (1,652   (1,225  1,005    6,911    (1,787  4,904  

Shares of other comprehensive income of associates

   (3,762  (464  —      31    (4,195   (47,286  (9,765  (55  9    (57,097

Cash flow hedges

   —      21,631    (23,193  241    (1,321   (2,133  (2,991  5,227    (618  (515
  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

Total

  430,572   (9,939 (275,306 46,315   191,642    295,142   238,744   (190,035 (7,539 336,312  
  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

 

  2012   2014 
  Beginning Changes except
for
reclassification
 Reclassification
to profit or loss
 Tax effect Ending   Beginning Changes
except for
reclassification
 Reclassification
to profit or loss
 Tax effect Ending 
  (In millions of Korean won)   (In millions of Korean won) 

Remeasurements of net defined benefit liabilities

  (12,523 (129,677 —     31,386   (110,814

Exchange differences on translating foreign operations

  (1,465 (25,596 —     —     (27,061   (29,433  17,280    —      —      (12,153

Change in value of available-for-sale financial assets

   200,275    386,966    (70,478  (78,003  438,760     430,976    403,828    (74,431  (79,473  680,900  

Change in value of held-to-maturity financial assets

   (1,652  671    (4  (240  (1,225   4,904    (1,276  (3  198    3,823  

Shares of other comprehensive income of associates

   (4,195  (44,491  (48  362    (48,372   (57,097  (32,448  248    (6  (89,303

Cash flow hedges

   (1,321  (26,837  25,000    1,025    (2,133   (515  (7,452  (5,426  2,619    (10,774
  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

Total

  191,642   290,713   (45,530 (76,856 359,969    336,312   250,255   (79,612 (45,276 461,679  
  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

 

36. Earnings per share

36.1 Basic earnings per share

Basic earnings per share is calculated by dividing profit and loss attributable to ordinary equity holders of the Parent Company by the weighted average number of ordinary shares outstanding, excluding the treasury shares, during the years ended December 31, 2010, 20112012, 2013 and 2012.2014.

Weighted average number of ordinary shares outstanding:

 

   2010 
   Number of
shares (a)
   Days
outstanding  (b)
   Total outstanding
shares [(a) x (b)]
 
   (In number of shares) 

Beginning(A)

   386,351,693     365     141,018,367,945  

Treasury shares (B)

   43,322,704     365     15,812,786,960  
      

 

 

 

Total outstanding shares [(C)=(A)-(B)]

       125,205,580,985  
      

 

 

 

Weighted average number of ordinary shares outstanding [(D) =(C)/365]

       343,028,989  
   2012 
   Number of
shares (a)
   Days
outstanding (b)
   Total outstanding
shares [(a) x (b)]
 
   (In number of shares) 

Beginning (A)

   386,351,693     366     141,404,719,638  
      

 

 

 

Weighted average number of ordinary shares outstanding
[(B) =(A)/366]

       386,351,693  

 

   2011 
   Number of
shares (a)
   Days
outstanding  (b)
   Total outstanding
shares [(a) x (b)]
 
   (In number of shares) 

Beginning (A)

   386,351,693     365     141,018,367,945  

Treasury shares (B)

   43,322,704     13     563,195,152  
   40,984,474     28     1,147,565,272  
   37,463,510     42     1,573,467,420  
   34,966,962     105     3,671,531,010  
      

 

 

 
       6,955,758,854  
      

 

 

 

Total outstanding shares [(C)=(A)-(B)]

       134,062,609,091  
      

 

 

 

Weighted average number of ordinary shares outstanding [(D) =(C)/365]

       367,294,819  
   2013 
   Number of
shares (a)
   Days
outstanding (b)
   Total outstanding
shares [(a) x (b)]
 
   (In number of shares) 

Beginning (A)

   386,351,693     365     141,018,367,945  
      

 

 

 

Weighted average number of ordinary shares outstanding
[(B) =(A)/365]

       386,351,693  

  2012   2014 
  Number of
shares (a)
   Days
outstanding  (b)
   Total outstanding
shares [(a) x (b)]
   Number of
shares (a)
   Days
outstanding (b)
   Total outstanding
shares [(a) x (b)]
 
  (In number of shares)   (In number of shares) 

Beginning (A)

   386,351,693     366     141,404,719,638     386,351,693     365     141,018,367,945  
      

 

       

 

 

Weighted average number of ordinary shares outstanding [(B) =(A)/366]

       386,351,693  

Weighted average number of ordinary shares outstanding
[(B) =(A)/365]

       386,351,693  

Basic earnings per share:

 

   2010   2011   2012 
   (in Korean won and in number of shares) 

Profit attributable to ordinary shares (E)

  146,600,053,919    2,373,026,068,477    1,702,913,550,877  

Weighted average number of ordinary shares outstanding (F)

   343,028,989     367,294,819     386,351,693  

Basic earnings per share [(G)=(E)/(F)]

  427    6,461    4,408  
2012
(in Korean won and in number of shares)

Profit attributable to ordinary shares (C)

1,769,566,917,759

Weighted average number of ordinary shares outstanding (D)

386,351,693

Basic earnings per share [(E)=(C)/(D)]

4,580

2013
(in Korean won and in number of shares)

Profit attributable to ordinary shares (C)

1,271,502,597,550

Weighted average number of ordinary shares outstanding (D)

386,351,693

Basic earnings per share [(E)=(C)/(D)]

3,291

2014
(in Korean won and in number of shares)

Profit attributable to ordinary shares (C)

1,400,722,065,239

Weighted average number of ordinary shares outstanding (D)

386,351,693

Basic earnings per share [(E)=(C)/(D)]

3,626

36.2 Diluted earnings per share

Diluted earnings per share is calculated using the weighted average number of ordinary shares outstanding which is adjusted by the weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares. The Group’s dilutive potential ordinary shares include share grants.

A calculation is done to determine the number of shares that could have been acquired at fair value (determined as the average market share price of the Group’s outstanding shares for the period) based on the monetary value of the subscription rights attached to the share options. The number of shares calculated above is compared with the number of shares that would have been issued assuming the exercise of share grants.

Adjusted profit for diluted earnings per share:

 

   2010   2011   2012 
   (In Korean won) 

Profit attributable to ordinary shares

  146,600,053,919    2,373,026,068,477    1,702,913,550,877  

Adjustment

   —       —       —    

Adjusted profit for diluted earnings per share

  146,600,053,919    2,373,026,068,477    1,702,913,550,877  
2012
(In Korean won)

Profit attributable to ordinary shares

1,769,566,917,759

Adjustment

—  

Adjusted profit for diluted earnings per share

1,769,566,917,759

2013
(In Korean won)

Profit attributable to ordinary shares

1,271,502,597,550

Adjustment

—  

Adjusted profit for diluted earnings per share

1,271,502,597,550

2014
(In Korean won)

Profit attributable to ordinary shares

1,400,722,065,239

Adjustment

—  

Adjusted profit for diluted earnings per share

1,400,722,065,239

Adjusted weighted average number of ordinary shares outstanding to calculate diluted earnings per share:

 

   2010   2011   2012 
   (in number of shares) 

Weighted average number of ordinary shares outstanding

   343,028,989     367,294,819     386,351,693  

Adjustment

      

Share grants

   415,726     884,974     1,193,606  

Adjusted weighted average number of ordinary shares outstanding for diluted earnings per share

   343,444,715     368,179,793     387,545,299  

    2012   2013   2014 
   (in number of shares) 

Weighted average number of ordinary shares outstanding

   386,351,693     386,351,693     386,351,693  

Adjustment

      

Share grants

   1,193,606     1,639,306     1,589,706  
  

 

 

   

 

 

   

 

 

 

Adjusted weighted average number of ordinary shares outstanding for diluted earnings per share

   387,545,299     387,990,999     387,941,399  
  

 

 

   

 

 

   

 

 

 

Diluted earnings per share:

 

   2010   2011   2012 
   (In Korean won) 

Adjusted profit for diluted earnings per share

  146,600,053,919    2,373,026,068,477    1,702,913,550,877  

Adjusted weighted average number of ordinary shares outstanding for diluted earnings per share

   343,444,715     368,179,793     387,545,299  

Diluted earnings per share

  427    6,445    4,394  
2012
(in Korean won and in number of shares)

Adjusted profit for diluted earnings per share

1,769,566,917,759

Adjusted weighted average number of ordinary shares outstanding for diluted earnings per share

387,545,299

Diluted earnings per share

4,567

2013
(in Korean won and in number of shares)

Adjusted profit for diluted earnings per share

1,271,502,597,550

Adjusted weighted average number of ordinary shares outstanding for diluted earnings per share

387,990,999

Diluted earnings per share

3,277

2014
(in Korean won and in number of shares)

Adjusted profit for diluted earnings per share

1,400,722,065,239

Adjusted weighted average number of ordinary shares outstanding for diluted earnings per share

387,941,399

Diluted earnings per share

3,611

37. Insurance Contracts

37.1 Insurance liabilities

The details of insurance liabilities presented within other liabilities as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Individual insurance

        

Pure Endowment insurance

  2,159,534    3,281,701    3,861,364    4,334,823  

Death insurance

   54,008     63,821     85,123     112,858  

Joint insurance

   1,301,139     1,470,755     1,634,590     1,800,468  

Group insurance

   266     1,285     1,339     1,417  

Other

   16,489     19,604     16,627     15,632  
  

 

   

 

   

 

   

 

 

Total

  3,531,436    4,837,166    5,599,043    6,265,198  
  

 

   

 

   

 

   

 

 

The changes in insurance liabilities for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Individual insurance   Group
insurance
   Other(1)   Total   Individual insurance   Group
insurance
   Others(1)  Total 
  Pure
Endowment

insurance
   Death
insurance
   Joint
insurance
     Pure Endowment
insurance
   Death
insurance
   Joint
insurance
    
  (In millions of Korean won)   (In millions of Korean won) 

Beginning

  1,640,681    51,166    1,152,599    234    13,496    2,858,176    3,281,701    63,821    1,470,755    1,285    19,604   4,837,166  

Provision

   518,853     2,842     148,540     32     2,993     673,260  

Provision (Reversal)

   579,663     21,302     163,835     54     (2,977  761,877  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

 

 

Ending

  2,159,534    54,008    1,301,139    266    16,489    3,531,436    3,861,364    85,123    1,634,590    1,339    16,627   5,599,043  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

 

 

 

  2012   2014 
  Individual insurance   Group
insurance
   Other(1)   Total   Individual insurance   Group
insurance
   Others(1)  Total 
  Pure
Endowment

insurance
   Death
insurance
   Joint
insurance
     Pure Endowment
insurance
   Death
insurance
   Joint
insurance
    
  (In millions of Korean won)   (In millions of Korean won) 

Beginning

  2,159,534    54,008    1,301,139    266    16,489    3,531,436    3,861,364    85,123    1,634,590    1,339    16,627   5,599,043  

Provision

   1,122,167     9,813     169,616     1,019     3,115     1,305,730  

Provision (Reversal)

   473,459     27,735     165,878     78     (995  666,155  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

 

 

Ending

  3,281,701    63,821    1,470,755    1,285    19,604    4,837,166    4,334,823    112,858    1,800,468    1,417    15,632   6,265,198  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

 

 

 

(1) 

Consists of policyholders’ profit dividend reserve, reserve for compensation for losses on dividend-paying insurance contracts and others.

37.2 Insurance assets

The details of insurance assets presented within other assets as of December 31, 20112013 and 2012,2014, are as follows:

 

          2011                   2012                   2013                   2014         
  (In millions of Korean won)   (In millions of Korean won) 

Reinsurance assets

  2,146    3,751    5,245    4,482  

Deferred acquisition costs

   126,304     151,925     151,909     123,011  
  

 

   

 

   

 

   

 

 

Total

  128,450    155,676    157,154    127,493  
  

 

   

 

   

 

   

 

 

The changes in reinsurance assets for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

          2011                   2012                   2013                   2014         
  (In millions of Korean won)   (In millions of Korean won) 

Beginning

  690    2,146    3,751    5,245  

Increase (decrease)

   1,456     1,605     1,494     (763
  

 

   

 

   

 

   

 

 

Ending

  2,146    3,751    5,245    4,482  
  

 

   

 

   

 

   

 

 

The changes in deferred acquisition costs for the years ended December 31, 20112013 and 2012,2014, are as follows:

 

          2011                 2012                   2013                 2014         
  (In millions of Korean won)   (In millions of Korean won) 

Beginning

  71,407   126,304    151,925   151,909  

Increase

   102,476    106,959     102,702    52,386  

Amortization

   (47,579  (81,338   (102,718  (81,284
  

 

  

 

   

 

  

 

 

Ending

  126,304   151,925    151,909   123,011  
  

 

  

 

   

 

  

 

 

37.3 Insurance premiums and reinsurance

The details of insurance premiums for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

  2010   2012 
  Pure
endowment
insurance
 Death
insurance
 Joint
insurance
 Group
insurance
 Total   Pure endowment
insurance
 Death
insurance
 Joint
insurance
 Group
insurance
 Others Total 
  (In millions of Korean won)   (In millions of Korean won) 

Insurance premiums earned

  691,158   4,100   365,980   1,489   1,062,727    1,307,974   19,547   352,482   3,967   39,081   1,723,051  

Reinsurance premiums paid

   (328  (738  (144  (322  (1,532   (196  (2,637  (133  (892  (8,354  (12,212
  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Net premiums earned

  690,830   3,362   365,836   1,167   1,061,195    1,307,778   16,910   352,349   3,075   30,727   1,710,839  
  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

 

  2011   2013 
  Pure
endowment
insurance
 Death
insurance
 Joint
insurance
 Group
insurance
 Others Total   Pure endowment
insurance
 Death
insurance
 Joint
insurance
 Group
insurance
 Others Total 
  (In millions of Korean won)   (In millions of Korean won) 

Insurance premiums earned

  651,281   7,073   339,204   1,640   8,173   1,007,371    795,031   41,389   336,540   5,019   42,474   1,220,453  

Reinsurance premiums paid

   (333  (773  (161  (1,373  (2,056  (4,696   (480  (3,854  (278  (2,177  (7,302  (14,091
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Net premiums earned

  650,948   6,300   339,043   267   6,117   1,002,675    794,551   37,535   336,262   2,842   35,172   1,206,362  
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

   2014 
   Pure endowment
insurance
  Death
insurance
  Joint
insurance
  Group
insurance
  Others  Total 
   (In millions of Korean won) 

Insurance premiums earned

  756,697   55,035   350,076   5,271   37,481   1,204,560  

Reinsurance premiums paid

   (502  (2,674  (306  (2,366  (7,072  (12,920
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net premiums earned

  756,195   52,361   349,770   2,905   30,409   1,191,640  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

   2012 
   Pure
endowment
insurance
  Death
insurance
  Joint
insurance
  Group
insurance
  Others  Total 
   (In millions of Korean won) 

Insurance premiums earned

  1,307,974   19,547   352,482   3,967   39,081   1,723,051  

Reinsurance premiums paid

   (196  (2,637  (133  (892  (8,354  (12,212
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net premiums earned

  1,307,778   16,910   352,349   3,075   30,727   1,710,839  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

The details of reinsurance transactions for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

  2010   2012 
  Reinsurance
expense
   Reinsurance revenue   Reinsurance expense   Reinsurance revenue 
  Reinsurance
premium paid
   Reinsurance
claims
   Reinsurance
commission
   Total   Reinsurance premium paid   Reinsurance claims   Reinsurance commission   Total 
  (In millions of Korean won)   (In millions of Korean won) 

Individual

  1,210    661    294    955    2,966    1,150    1,000    2,150  

Group

   322     360     —       360     892     1,138     —       1,138  

Others

   8,354     4,127     —       4,127  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  1,532    1,021    294    1,315    12,212    6,415    1,000    7,415  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

  2011   2013 
  Reinsurance
expense
   Reinsurance revenue   Reinsurance expense   Reinsurance revenue 
  Reinsurance
premium paid
   Reinsurance
claims
   Reinsurance
commission
   Total   Reinsurance premium paid   Reinsurance claims   Reinsurance commission   Total 
  (In millions of Korean won)   (In millions of Korean won) 

Individual

  1,268    623    674    1,297    4,612    3,850    466    4,316  

Group

   1,372     1,133     —       1,133     2,177     2,124     220     2,344  

Others

   2,056     1,288     —       1,288     7,302     6,660     —       6,660  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  4,696    3,044    674    3,718    14,091    12,634    686    13,320  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

   2012 
   Reinsurance
expense
   Reinsurance revenue 
   Reinsurance
premium paid
   Reinsurance
claims
   Reinsurance
commission
   Total 
   (In millions of Korean won) 

Individual

  2,966    1,150    1,000    2,150  

Group

   892     1,138     —       1,138  

Others

   8,354     4,127     —       4,127  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  12,212    6,415    1,000    7,415  
  

 

 

   

 

 

   

 

 

   

 

 

 

   2014 
   Reinsurance expense   Reinsurance revenue 
   Reinsurance premium paid   Reinsurance claims   Reinsurance commission   Total 
   (In millions of Korean won) 

Individual

  3,482    2,461    555    3,016  

Group

   2,366     2,652     47     2,699  

Others

   7,072     4,756     —       4,756  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  12,920    9,869    602    10,471  
  

 

 

   

 

 

   

 

 

   

 

 

 

Insurance expenses for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

  2010   2012 
  Pure
endowment
insurance
   Death
insurance
 Joint insurance   Group
insurance
 Total   Pure endowment
insurance
 Death
insurance
 Joint
insurance
 Group
insurance
 Others Total 
  (In millions of Korean won)   (In millions of Korean won) 

Insurance expense

  1,440    883   36,807    990   40,120    2,659   1,637   6,232   2,775   2,423   15,726  

Dividend expense

   21     10    —       —      31     154    12    —      —      —      166  

Refund expense

   107,470     4,105    116,767     182    228,524     202,965    4,043    183,061    215    —      390,284  

Provision

   594,632     (2,714  220,008     (443  811,483     1,122,167    9,813    169,616    1,019    3,115    1,305,730  
  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Sub-total

   703,563     2,284    373,582     729    1,080,158     1,327,945    15,505    358,909    4,009    5,538    1,711,906  
  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Reinsurance claims

   157     443    61     360    1,021     (184  (898  (68  (1,138  (4,127  (6,415
  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Net insurance expense

  703,406    1,841   373,521    369   1,079,137    1,327,761   14,607   358,841   2,871   1,411   1,705,491  
  

 

   

 

  

 

   

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

   2013 
   Pure endowment
insurance
  Death
insurance
  Joint
insurance
  Group
insurance
  Others  Total 
   (In millions of Korean won) 

Insurance expense

  6,557   2,287   1,085   4,922   5,645   20,496  

Dividend expense

   295    13    —      —      —      308  

Refund expense

   259,710    5,257    185,286    351    —      450,604  

Provision

   579,663    21,302    163,835    54    (2,977  761,877  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

   846,225    28,859    350,206    5,327    2,668    1,233,285  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Reinsurance claims

   (204  (3,592  (54  (2,124  (6,660  (12,634
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net insurance expense

  846,021   25,267   350,152   3,203   (3,992 1,220,651  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

 

   2011 
   Pure
endowment
insurance
  Death
insurance
  Joint
insurance
  Group
insurance
  Others  Total 
   (In millions of Korean won) 

Insurance expense

  2,010   670   25,201   1,663   206   29,750  

Dividend expense

   73    11    1    —      —      85  

Refund expense

   150,627    3,565    171,090    276    —      325,558  

Provision

   518,853    2,842    148,540    32    2,993    673,260  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

   671,563    7,088    344,832    1,971    3,199    1,028,653  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Reinsurance claims

   (106  (433  (84  (1,133  (1,288  (3,044
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net insurance expense

  671,457   6,655   344,748   838   1,911   1,025,609  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

  2012   2014 
  Pure
endowment
insurance
 Death
insurance
 Joint
insurance
 Group
insurance
 Others Total   Pure endowment
insurance
 Death
insurance
 Joint
insurance
 Group
insurance
 Others Total 
  (In millions of Korean won)   (In millions of Korean won) 

Insurance expense

  2,659   1,637   6,232   2,775   2,423   15,726    6,078   3,006   10,837   5,006   4,757   29,684  

Dividend expense

   154    12    —      —      —      166     417    21    —      —      —      438  

Refund expense

   202,965    4,043    183,061    215    —      390,284     346,740    7,588    201,029    238    —      555,595  

Provision

   1,122,167    9,813    169,616    1,019    3,115    1,305,730  

Provision(Reversal)

   473,459    27,735    165,878    78    (995  666,155  
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Sub-total

   1,327,945    15,505    358,909    4,009    5,538    1,711,906     826,694    38,350    377,744    5,322    3,762    1,251,872  
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Reinsurance claims

   (184  (898  (68  (1,138  (4,127  (6,415   (202  (2,205  (55  (2,651  (4,756  (9,869
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Net insurance expense

  1,327,761   14,607   358,841   2,871   1,411   1,705,491    826,492   36,145   377,689   2,671   (994 1,242,003  
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

37.4 Insurance risk

Summary of insurance risk

Insurance risk is the risk of loss arising from the actual risk at the time of claims exceeding the estimated risk at the time of underwriting. Insurance risk is classified by insurance price risk and policy reserve risk.

Insurance price risk is the risk of loss arising from differences between premiums from policyholders and actual claims paid.

Policy reserve risk is the risk of loss arising from differences between policy reserves the Group holds and actual claims to be paid.

Concentration of insurance risk and reinsurance policy

The Group uses reinsurance with the intent to expand the ability of underwriting insurance contracts through mitigating the exposure to insurance risk, and generates synergy by joint development of products, management discipline and collecting information on foreign markets.

The Group cedes reinsurance for mortality, illness and other risks arising from insurance contracts where the Group has little experience for a necessary period of time required to accumulate experience.

The Group’s Reinsurance is ceded through the following process:

i. In the decision-making process of launching a new product, the Group makes a decision on ceding reinsurance. Subsequently, a reinsurer is selected through bidding, agreements with the relevant departments and final approval by the executive management.

ii. The reinsurance department analyzes the object of reinsurance, the maximum limit of reinsurance and the loss ratio with the relevant departments.

The characteristic and exposure of insurance price risk

The insurance risk of a life insurance company is measured by insurance price risk. As the life insurance coverage is in the form of a fixed payment, the fluctuation of policy reserve is small and the period from insured event to claims payment is not long, thelong. The policy reserve risk is managed by assessments of adequacy of the policy reserve.

The Group measures the exposure of insurance price risk as the shortfall of the risk premiums received compared to the claims paid on all insurance contracts for the last 12 monthsone year preceding the reporting date.

The maximum exposure of premium risk as of December 31, 20112013 and 2012,2014, follows:

 

  2011   2013 
  Before reinsurance
mitigation
   After reinsurance
mitigation
   Before
reinsurance
mitigation
   After
reinsurance
mitigation
 
  (In millions of Korean won)   (In millions of Korean won) 

Mortality

  5,091    3,068    10,969    5,430  

Disability

   633     485     660     370  

Hospitalization

   676     509     861     600  

Operation and diagnosis

   1,162     908     1,731     1,164  

Actual losses for medical expense

   60     32     243     132  

Other

   84     65  

Others

   89     21  
  

 

   

 

   

 

   

 

 

Total

  7,706    5,067    14,553    7,717  
  

 

   

 

   

 

   

 

 

 

   2012 
   Before reinsurance
mitigation
   After reinsurance
mitigation
 
   (In millions of Korean won) 

Mortality

  8,016    5,905  

Disability

   509     176  

Hospitalization

   821     507  

Operation and diagnosis

   1,914     911  

Actual losses for medical expense

   121     43  

Other

   86     66  
  

 

 

   

 

 

 

Total

  11,467    7,608  
  

 

 

   

 

 

 

   2014 
   Before
reinsurance
mitigation
   After
reinsurance
mitigation
 
   (In millions of Korean won) 

Mortality

  10,736    6,321  

Disability

   950     545  

Hospitalization

   767     490  

Operation and diagnosis

   1,516     998  

Actual losses for medical expense

   279     89  

Others

   232     189  
  

 

 

   

 

 

 

Total

  14,480    8,632  
  

 

 

   

 

 

 

Average ratios of claims paid per risk premium received on the basis of exposure before mitigation for the past three years as of December 31, 20112013 and 2012,2014, were 68%69% and 68%70%, respectively.

The exposure of market risk arising from embedded derivatives included in host insurance contracts as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2012   2013   2014 
  Policyholders
reserve
   Guarantee
reserve
   Policyholders
reserve
   Guarantee
reserve
   Policy
holders

reserve
   Guarantee
reserve
   Policy
holders

reserve
   Guarantee
reserve
 
  (In millions of Korean won)   (In millions of Korean won) 

Variable annuity

  459,174    3,444    524,903    3,937    540,797    4,058    535,749    5,153  

Variable universal

   70,533     35     117,397     59     132,413     135     110,766     458  

Others

   1,443     —       26,573     118  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  529,707    3,479    642,300    3,996    674,653    4,193    673,088    5,729  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Premium reserves and unearned premium reserves classified based on each residual maturity as of December 31, 20112013 and 2012,2014, are as follows:

 

 2011  2013 
 Lower than
3 years
 3-5 years 5-10 years 10-15 years 15-20 years 20 Years or
more
 Total  Less than
3 years
 3-5 years 5-10 years 10-15 years 15-20 years 20 years or
more
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Premium reserves

 67,027   213,331   1,198,711   294,585   319,018   1,389,754   3,482,426   259,324   324,305   1,570,009   294,058   426,287   2,653,510   5,527,493  

Unearned premium reserves

  35    —      2    —      2    4    43    642    1    3    —      2    3    651  

 

 2012  2014 
 Lower than
3 years
 3-5 years 5-10 years 10-15 years 15-20 years 20 Years or
more
 Total  Less than
3 years
 3-5 years 5-10 years 10-15 years 15-20 years 20 years or
more
 Total 
 (In millions of Korean won)  (In millions of Korean won) 

Premium reserves

 156,070   276,101   1,615,643   270,973   345,853   2,109,936   4,774,576   381,413   548,410   1,385,847   352,039   440,581   3,076,824   6,185,114  

Unearned premium reserves

  741    —      2    —      2    4    749    690    1    2    1    1    3    698  

38. Supplemental Cash Flow Information

Cash and cash equivalents as of December 31, 20112013 and 2012,2014, are as follows:

 

   2011  2012 
   (In millions of Korean won) 

Cash

  1,840,829   2,041,649  

Checks with other banks

   781,269    808,461  

Due from Bank of Korea

   3,942,158    3,215,181  

Due from other financial institutions

   2,613,869    4,503,059  
  

 

 

  

 

 

 

Sub-total

   9,178,125    10,568,350  
  

 

 

  

 

 

 

Restricted due from financial institutions

   (4,171,213  (3,642,713

Due from financial institutions with original maturities over three-months

   (266,108  (361,914
  

 

 

  

 

 

 

Sub-total

   (4,437,321  (4,004,627
  

 

 

  

 

 

 

Total

  4,740,804   6,563,723  
  

 

 

  

 

 

 

   2013  2014 
   (In millions of Korean won) 

Cash

  1,963,977   2,019,965  

Checks with other banks

   734,574    525,452  

Due from Bank of Korea

   7,128,025    6,508,623  

Due from other financial institutions

   4,966,078    6,369,807  
  

 

 

  

 

 

 

Sub-total

   14,792,654    15,423,847  
  

 

 

  

 

 

 

Restricted due from financial institutions

   (7,665,903  (7,132,094

Due from financial institutions with original maturities over three-months

   (957,565  (1,272,957
  

 

 

  

 

 

 

Sub-total

   (8,623,468  (8,405,051
  

 

 

  

 

 

 

Total

  6,169,186   7,018,796  
  

 

 

  

 

 

 

Significant non-cash transactions for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

   2010   2011  2012 
   (In millions of Korean won) 

Decrease in loans due to the write-offs

  2,278,930    2,181,414   2,197,135  

Changes in other comprehensive income due to valuation of investment securities

   88,593     (242,668  249,647  

Increase in available-for-sale financial assets from debt-equity swap

   132,938     1,914    1,388  
   2012  2013  2014 
   (In millions of Korean won) 

Decrease in loans due to the write-offs

  2,197,135   2,132,066   2,091,040  

Changes in accumulated other comprehensive income due to valuation of financial investments

   245,757    (3,591  248,880  

Increase in investment in associates due to debt-for-equity swap with Ssangyong Engineering & Construction Co., Ltd

   —      28,779    —    

Increase in financial investments due to debt-for-equity swap with Hyundai Cement Wire Co., Ltd

   —      —      25,178  

Increase in financial investments due to debt-for-equity swap with Taihan Electric Wire Co., Ltd

   —      115,716    —    

Decrease in Accumulated other comprehensive income from measurement of investment securities in associates

   (44,263  (9,811  (32,206

Cash inflow and outflow from income tax, interestinterests and dividends for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

   

Activity

  2010  2011  2012 
      (In millions of Korean won) 

Income tax paid (refund)

  Operating  (130,096 (121,533 838,073  

Interest received

  Operating   14,046,425    14,384,913    14,434,239  

Interest paid

  Operating   6,945,482    6,830,541    7,158,510  

Dividends received

  Operating   103,055    98,212    91,587  

Dividends paid

  Financing   78,897    41,163    278,173  

Dividends paid on hybrid capital instrument

  Financing   64,600    46,331    —    

Cash flows generated by business combination

During 2012, the Group acquired cash and cash equivalents amounting to ₩40,575 million through the purchase & assumption(P&A) deal for selected assets and liabilities of Jeil Savings Bank Co., Ltd., and no consideration was transferred.

   Activity   2012   2013   2014 
       (In millions of Korean won) 

Income tax paid(refund)

   Operating    838,073    504,900    205,130  

Interest received

   Operating     14,494,389     12,749,214     12,250,845  

Interest paid

   Operating     7,247,429     6,407,081     5,342,297  

Dividends received

   Operating     96,587     98,579     124,021  

Dividends paid

   Financing     278,173     231,811     193,176  

39. Contingent liabilities and commitments

Acceptances and guarantees as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Confirmed acceptances and guarantees

        

Confirmed acceptances and guarantees in Korean won

        

Acceptances and guarantees for corporate purchasing card

  70,134    17    17    —    

Acceptances and guarantees for KB purchasing loan

   684,445     546,480     448,906     428,815  

Bid bond

   402     —    

Performance bond

   649     —    

Other acceptances and guarantees

   849,537     1,017,631     782,646     669,233  
  

 

   

 

   

 

   

 

 

Sub-total

   1,605,167     1,564,128     1,231,569     1,098,048  
  

 

   

 

   

 

   

 

 

Confirmed acceptances and guarantees in foreign currency

        

Acceptances of letter of credit

   411,145     204,764     281,049     327,963  

Letter of guarantees

   57,903     66,535     57,596     61,081  

Bid bond

   41,721     85,228     24,212     43,362  

Performance bond

   437,046     529,088     999,872     1,175,330  

Refund guarantees

   3,025,855     2,172,006     2,263,202     1,494,023  

Other acceptances and guarantees

   268,391     552,015     906,105     959,685  
  

 

   

 

   

 

   

 

 

Sub-total

   4,242,061     3,609,636     4,532,036     4,061,444  
  

 

   

 

   

 

   

 

 

Financial guarantees

        

Acceptances and guarantees for debentures

   208     —    

Guarantees for Debenture-Issuing

   20,200     51,200  

Acceptances and guarantees for mortgage

   57,079     45,123     43,272     75,651  

Financial guarantees

   20,000     —    

Overseas debt guarantees

   244,929     238,670     319,080     392,021  

International financing guarantees in foreign currencies

   —       21,422     41,896     35,949  
  

 

   

 

   

 

   

 

 

Other financial guarantees

   —       21,846  
  

 

   

 

 

Sub-total

   322,216     305,215     424,448     576,667  
  

 

   

 

   

 

   

 

 

Total confirmed acceptances and guarantees

   6,169,444     5,478,979  

Total Confirmed acceptances and guarantees

   6,188,053     5,736,159  
  

 

   

 

   

 

   

 

 

Unconfirmed acceptances and guarantees

        

Guarantees of letter of credit

   4,023,393     3,326,326     3,265,906     2,825,919  

Refund guarantees

   1,672,063     918,191     775,181     1,060,413  
  

 

   

 

   

 

   

 

 

Total unconfirmed acceptances and guarantees

   5,695,456     4,244,517  

Total Unconfirmed acceptances and guarantees

   4,041,087     3,886,332  
  

 

   

 

   

 

   

 

 

Total

  11,864,900    9,723,496    10,229,140    9,622,491  
  

 

   

 

   

 

   

 

 

Acceptances and guarantees by counter partycounterparty as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Confirmed
guarantees
   Unconfirmed
guarantees
   Total   Proportion
(%)
   Confirmed
guarantees
   Unconfirmed
guarantees
   Total   Proportion
(%)
 
  (In millions of Korean won)   (In millions of Korean won) 

Corporations

  4,571,010    2,954,567    7,525,577     63.43    4,998,062    2,723,162    7,721,224     75.48  

Small companies

   1,505,137     1,005,318     2,510,455     21.16     1,029,039     623,803     1,652,842     16.16  

Public and others

   93,297     1,735,571     1,828,868     15.41     160,952     694,122     855,074     8.36  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  6,169,444    5,695,456    11,864,900     100.00    6,188,053    4,041,087    10,229,140     100.00  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

  2012   2014 
  Confirmed
guarantees
   Unconfirmed
guarantees
   Total   Proportion
(%)
   Confirmed
guarantees
   Unconfirmed
guarantees
   Total   Proportion
(%)
 
  (In millions of Korean won)   (In millions of Korean won) 

Corporations

  4,237,305    2,450,719    6,688,024     68.78    4,699,777    2,936,635    7,636,412     79.36  

Small companies

   1,185,994     763,254     1,949,248     20.05     857,004     562,655     1,419,659     14.75  

Public and others

   55,680     1,030,544     1,086,224     11.17     179,378     387,042     566,420     5.89  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  5,478,979    4,244,517    9,723,496     100.00    5,736,159    3,886,332    9,622,491     100.00  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Acceptances and guarantees by industry as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2013 
  Confirmed
guarantees
   Unconfirmed
guarantees
   Total   Proportion
(%)
   Confirmed
guarantees
   Unconfirmed
guarantees
   Total   Proportion
(%)
 
  (In millions of Korean won)   (In millions of Korean won) 

Financial institutions

  75,048    5,176    80,224     0.68    145,197    3,924    149,121     1.46  

Manufacturing

   4,196,612     2,884,922     7,081,534     59.68     3,867,870     2,270,254     6,138,124     60.01  

Service

   162,960     49,197     212,157     1.79     523,698     115,710     639,408     6.25  

Whole sale & Retail

   991,023     858,189     1,849,212     15.59     1,083,264     745,658     1,828,922     17.88  

Construction

   639,406     177,030     816,436     6.88     484,764     244,727     729,491     7.13  

Public sector

   58,129     1,663,052     1,721,181     14.51     72,583     635,326     707,909     6.92  

Others

   46,266     57,890     104,156     0.87     10,677     25,488     36,165     0.35  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  6,169,444    5,695,456    11,864,900     100.00    6,188,053    4,041,087    10,229,140     100.00  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

  2012   2014 
  Confirmed
guarantees
   Unconfirmed
guarantees
   Total   Proportion
(%)
   Confirmed
guarantees
   Unconfirmed
guarantees
   Total   Proportion
(%)
 
  (In millions of Korean won)   (In millions of Korean won) 

Financial institutions

  92,037    8,610    100,647     1.04    229,086    3,573    232,659     2.42  

Manufacturing

   3,262,542     2,198,617     5,461,159     56.16     3,179,368     2,410,472     5,589,840     58.09  

Service

   389,831     33,815     423,646     4.36     583,302     114,645     697,947     7.25  

Whole sale & Retail

   924,602     725,224     1,649,826     16.97     932,283     788,804     1,721,087     17.89  

Construction

   754,876     284,448     1,039,324     10.69     709,582     215,382     924,964     9.61  

Public sector

   20,650     972,777     993,427     10.22     72,964     336,484     409,448     4.26  

Others

   34,441     21,026     55,467     0.56     29,574     16,972     46,546     0.48  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  5,478,979    4,244,517    9,723,496     100.00    5,736,159    3,886,332    9,622,491     100.00  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Commitments as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011   2012   2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Commitments

        

Corporate loan commitments

  36,365,468    40,770,994    42,446,365    42,977,471  

Retail loan commitments

   14,632,998     14,348,821     13,976,426     13,886,999  

Credit line on credit cards

   39,070,550     36,214,899     37,112,333     37,584,381  

Private placement commitments

   —       80,000     80,000     121,300  

Purchase of other security investment

   1,674,926     1,778,767     1,806,908     1,746,430  
  

 

   

 

   

 

   

 

 

Total commitments

   91,743,942     93,193,481  

Sub-total

   95,422,032     96,316,581  
  

 

   

 

   

 

   

 

 

Financial Guarantees

        

Credit line

   471,951     1,141,554     2,572,424     3,809,478  

Purchase of security investment

   151,000     163,500     100,500     73,500  
  

 

   

 

   

 

   

 

 

Total financial guarantees

   622,951     1,305,054  

Sub-total

   2,672,924     3,882,978  
  

 

   

 

   

 

   

 

 

Total

  92,366,893    94,498,535    98,094,956    100,199,559  
  

 

   

 

   

 

   

 

 

Other Matters (including litigation)

i)a) The Group has filed 93122 lawsuits (excluding minor lawsuits in relation to the collection or management of loans), involving aggregate claims of ₩898,300₩834,440 million, and faces 322374 lawsuits (as the defendant) (excluding minor lawsuits in relation to the collection or management of loans) involving aggregate damages of ₩439,568₩523,099 million, which arose in the normal course of the business and are still pending as of December 31, 2012.2014.

Meanwhile, severalcertain customers of Kookmin Bank have filed lawsuits against Kookmin Bank claiming a refundin connection with fees paid for the registration of fees for putting up fixed collateralcollateral. The first and second trials are in progress as of December 31, 2012. One lawsuit is on its second2014. The Court ruled in favor and partially in favor of Kookmin Bank in the first trial while the courtand ruled in favor of Kookmin Bank duringin the first trial. The others are on their first trial. A relativelysecond and third trials. There is a low probability of an outflow of resources is expected in relationpotential losses related to the outcome of theaforementioned lawsuits.

ii)b) According to the shareholders’ agreement on September 25, 2009, amongbetween Kookmin Bank, the International Finance Corporation (“IFC”) and the remaining shareholders, Kookmin Bank granted a put option to IFC with the right to sell shares of JSC Bank Center Credit to itself or its designee. The exercise price is determined at its fair value by mutual agreement between Kookmin Bank and IFC. If the price is not agreed by the designated date, it is determined by the value measured by the selected independent external valuation institution. The put option may be exercised by IFC at any time from February 24, 2013, to February 24, 2017. However, if the put trigger event defined in the shareholders’ agreement occurs, and consequently, if a put notice is delivered to Kookmin Bank within 60 days from the date when IFC recognizes such event, IFC may also exercise its put option at any time after February 24, 2010.

iii)c) The face value of the securities which Kookmin Bank sold to general customers through tellers’ saletellers amounts to ₩142,145₩57,159 million and ₩116,633₩26,487 million as of December 31, 20112013 and 2012,2014, respectively.

iv)d) Kookmin Bank underwent a tax investigation by the Seoul Regional Tax Office and in early 2007 was assessed additional corporate tax including local income tax of ₩482,755 million. Kookmin Bank paid this amount to the Taxtax authorities. Subsequently, Kookmin Bank filed a claim for adjudication in August 2007 for repayment of the amount of ₩482,643 million. Of this amount, ₩117,135 million has been refunded to Kookmin Bank followingThe case was closed with a successful appeal to the National Tax Tribunal and administrative litigations. Further, a portion of the claim amounting to ₩970 million has been extinguished following litigation. Meanwhile, the claim for a refund of ₩364,538 million, specifically related to the merger of Kookmin Card Co., Ltd. was ruled

in favor of Kookmin Bank in an original case on April 1, 2011, and in a second trial at the Seoul High Court on January 12, 2012. The ruling has been appealedfavorable final judgment by the Tax authorities to the Supreme Court where it is currently pending third trialin January 2015.

e) For the year ended December 31, 2013, Kookmin Bank underwent a tax investigation for the fiscal years 2008 to 2012 by the Seoul Regional Tax Office. As a result, Kookmin Bank was fined a total of ₩124,357 million for income taxes (including local income taxes) and paid ₩123,330 million, excluding local income tax amounting to ₩1,027 million, and recognized as non-trade payable as of December 31, 2012.

40. Asset-backed securitization

The Group issued debentures secured by certain transferred assets.

The details of debentures which are secured by loans and other financial assets2014. Meanwhile, the appeal to the tax tribunal over the ₩114,283 million is currently pending as of December 31, 20112014.

f) While setting up a fraud detection system, a computer contractor employed by the personal credit ratings firm Korea Credit Bureau caused a widespread data breach in June 2013, resulting in the theft of cardholders’ personal information. As a result of the leakage of customer personal information, the KB Kookmin Card received a notification from the Financial Services Commission that the KB Kookmin Card is subject to a temporary three-month operating suspension. In respect of the incident, the Group faces 101 legal claims filed as the defendant, with an aggregate claim of ₩52,421 million as of December 31, 2014. In addition, the Group may be subject to additional fines, penalties or judgments, reimbursement to affected clients. Meanwhile, the final outcome of the cases cannot be reasonably ascertained.

g) In relation to a tax credit for research and 2012, arehuman resource development expenses, Kookmin Bank filed an administrative litigation (the aggregate amount in 2007 and 2008) and received a refund in the amount of ₩16,371 million from National Tax Service based on a recent Supreme Court precedent. However, the appeal to the tax tribunal (the aggregate amount in 2009 is ₩13,827 million) is currently pending as follows:of December 31, 2014.

   2011 
   Interest rates
(%)
  Expiration
date
  Senior
debentures
  Underlying assets 
        Loans   Securities 
         (In millions of Korean won) 

KB Mortgage Loan 1st Securitization Specialty Co., Ltd.(1)

  2.57  2039-12-08  335,169   434,376    —    

KAMCO Value Recreation 3th Securitization Specialty Co., Ltd.(2)

  5.16  2012-10-09   3,258    19,000     —    

New Star 1st Co., Ltd.(3)

  5.05  2012-01-18   50,000    —       50,218  

KB Kookmin Card First Securitization Co., Ltd.(1)

  LIBOR+0.48  2014-11-26   345,990    616,089     —    
      

 

 

  

 

 

   

 

 

 

Total

       734,417    1,069,465     50,218  

Premiums(discounts) on debentures

       (2,566  —       —    
      

 

 

  

 

 

   

 

 

 

Net Senior debentures

      731,851   1,069,465    50,218  
      

 

 

  

 

 

   

 

 

 

   2012 
   Interest rates
(%)
  Expiration
date
  Senior
debentures
  Underlying assets 
        Loans   Securities 
         (In millions of Korean won) 

KB Mortgage Loan 1st Securitization Specialty Co., Ltd.(1)

  1.29  2039-12-08  249,668   361,702    —    

KAMCO Value Recreation 3th Securitization Specialty Co., Ltd.(2)

  10.73  2014-06-30   3,258    19,000     —    

KB Kookmin Card First Securitization Co., Ltd.(1)

  LIBOR+0.48  2014-11-26   321,330    601,924     —    

Wise Mobile First Securitization Specialty

  2.90~3.17  2015-09-07   570,000    533,936     —    
      

 

 

  

 

 

   

 

 

 

Total

       1,144,256    1,516,562     —    

Premiums(discounts) on debentures

       (2,495  —       —    
      

 

 

  

 

 

   

 

 

 

Net Senior debentures

      1,141,761   1,516,562    —    
      

 

 

  

 

 

   

 

 

 

(1)

Included in the floating rate debentures in foreign currencies (Note 22).

(2)

Included in the floating rate debentures in Korean won (Note 22).

(3)

Included in the fixed rate debentures in Korean won (Note 22).

h) The Group entered into a purchase agreement to acquire 11,682,580 common shares of LIG Insurance Co., Ltd. (19.47% of outstanding shares with an expected price of ₩685,000 million) in June 2014. The Financial Services Commission approved LIG Insurance Co., Ltd. to be included as a subsidiary of the Group in December 2014.

41. The40. Subsidiaries

The details of subsidiaries as of December 31, 2012,2013, are as follows:

 

Investor

  

Investee

 Ownership
interests(%)
  Location Date of
financial
information
  

Industry

KB Financial
Group Inc.

  Kookmin Bank  100.00   Korea  Dec. 31   

Banking and domestic, foreign exchange transaction

  

KB Kookmin Card Co., Ltd.

  100.00   Korea  Dec. 31   

Credit card

  

KB Investment & Securities Co., Ltd.

  100.00   Korea  Dec. 31   

Financial investment

  

KB Life Insurance
Co., Ltd.

  51.00100.00   Korea  Dec. 31   

Life insurance

  

KB Asset Management Co., Ltd.

  100.00   Korea  Dec. 31   

Security investment trust management and advisory

  

KB Real Estate Trust
Co., Ltd.

  100.00   Korea  Dec. 31   

Real estate trust management

  

KB Investment Co., Ltd.

  100.00   Korea  Dec. 31   

Capital Investment in small company

  

KB Credit Information Co., Ltd.

  100.00   Korea  Dec. 31   

Collection of receivables or credit investigation

  

KB Data System
Co., Ltd.

  100.00   Korea  Dec. 31   

Software advisory, development, and supply

  

KB Savings Bank
Co., Ltd.

  100.00   Korea  Dec. 31   

Savings banking

Yehansoul Savings Bank Co., Ltd.

100.00KoreaDec. 31

Savings banking

Investor

Investee

Ownership
interests(%)
LocationDate of
financial
information

Industry

Kookmin Bank

  

Kookmin Bank Int’l Ltd.(London)

  100.00   United
Kingdom
  Dec. 31   

Banking and foreign exchange transaction

  

Kookmin Bank Hong Kong Ltd.

  100.00   Hong
Kong
  Dec. 31   

Banking and foreign exchange transaction

  

Kookmin Bank Cambodia PLC.

  92.44100.00   Cambodia  Dec. 31   

Banking and foreign exchange transaction

  

Kookmin Bank (China) Ltd.

  100.00   China  Dec. 31   

Banking and foreign exchange transaction

  

Principal & interest guaranteed trustPersonal pension trusts and 10 other trusts(1)

  —     Korea  Dec. 31   

Trust

  

KB Mortgage Loan First Securitization Specialty Co., Ltd. and 610 others(1)(2)

  —     Korea

and others

  Dec. 31   

Asset-backed securitization and others

  

KB Evergreen Private Securities 2682 and 2528 others(1)

  100.00   Korea  Dec. 31   

Private equity fund

Kookmin Bank,
KB Investment Co., Ltd.

  

KB06-1 Venture Investment

  75.00   Korea  Dec. 31   

Capital investment

  

KB08-1 Venture Investment

  100.00   Korea  Dec. 31   

Capital investment

  

KB12-1 Venture Investment

  100.00KoreaDec. 31

Capital investment

KB Start-up Creation Fund

100.00KoreaDec. 31

Capital investment

KB Asset Management Co., Ltd.

KB Wellyan Private Equity Real Estate Fund No. 6

95.67KoreaDec. 31

Capital investment

KB Wellyan Private Equity Real Estate Fund No. 7(3)

47.97KoreaDec. 31

Capital investment

KB Wellyan Private Equity Real Estate Fund No. 6, 7

Boyoung construction(4)

—  KoreaDec. 31

Construction

KB Investment Co., Ltd.

NPS 07-5 KB Venture Fund(5)

20.00KoreaDec. 31

Capital investment

09-5 KB Venture Fund(5)

33.33KoreaDec. 31

Capital investment

KoFC-KB Pioneer Champ No.2010-8 Investment Partnership

50.00KoreaDec. 31

Capital investment

2011 KIF-KB IT Venture Fund(5)

43.33KoreaDec. 31

Capital investment

KoFC-KB Young Pioneer 1st Fund(5)

33.33   Korea  Dec. 31   

Capital investment

Investor

  

Investee

 Ownership
interests(%)
  Location Date of
financial
information
  

Industry

KB Asset ManagementKookmin Card Co., Ltd.

KB Wellyan Private Equity Real Estate Fund No. 6

95.67KoreaDec. 31

Investment fund

KB Wellyan Private Equity Real Estate Fund No. 7

47.97KoreaDec. 31

Investment fund

Boyoung construction

—  KoreaDec. 31

Construction

KB Investment Co., Ltd.Ltd

  

NPS 07-5 KB Venture FundKookmin Card First Securitization
Co., Ltd.
(2)

  20.00KoreaDec. 31

Capital investment

09-5 KB Venture Fund(2)

33.33KoreaDec. 31

Capital investment

NPS KBIC Private Equity Fund No. 1(3)

2.56KoreaDec. 31

Capital investment

KoFC-KB Pioneer Champ No.2010-8 Investment Partnership(2)

50.00KoreaDec. 31

Capital investment

KBIC Private Equity Fund No. 3(3)

2.00KoreaDec. 31

Capital investment

2011 KIF-KB IT Venture Fund(2)

43.33KoreaDec. 31

Capital investment

KoFC-KB Young Pioneer 1st Fund(2)

33.33KoreaDec. 31

Capital investment

KB Investment & Securities

KB-Glenwood Private Equity Fund 1(3)

0.03KoreaDec. 31

Capital investment

New Star 1st. Ltd.(1)

—  0.90   Korea  Dec. 31   

Asset-backed securitization

KB-Glenwood Private Equity Fund 1

  

Chungkang Co., Ltd.(1)

100.00KoreaDec. 31

Capital investment

Chungkang Co., Ltd.

Powernet Technologies Co., Ltd.

92.64KoreaDec. 31

Electronic product manufacturing

KB Kookmin Card Co., Ltd

KB Kookmin CardWise Mobile First Securitization Co., Ltd.Specialty(1)(2)

  —     Korea  Dec. 31   

Asset-backed securitization

  

Wise Mobile FirstSecond Securitization Specialty(1)(2)

—  KoreaDec. 31

Asset-backed securitization

Wise Mobile third Securitization Specialty(2)

—  KoreaDec. 31

Asset-backed securitization

Wise Mobile fourth Securitization Specialty(2)

—  KoreaDec. 31

Asset-backed securitization

Wise Mobile fifth Securitization Specialty(2)

—  KoreaDec. 31

Asset-backed securitization

Wise Mobile sixth Securitization Specialty(2)

—  KoreaDec. 31

Asset-backed securitization

Wise Mobile seventh Securitization Specialty(2)

  —     Korea  Dec. 31   

Asset-backed securitization

KB Life Insurance Co., Ltd.

  

GS FocusDream Smart Turn Private Securities 3rd(Mixed) and Concentrate Private Equity Fund No.3 and 65 others(1)

  100.00   Korea  Dec. 31   

Private equity fund

KB Investment & Securities, KB Asset Management Co., Ltd.

KB K-Alpha private equity trust (1)

80.00KoreaDec. 31

Investment trust

Kookmin Bank, KB Investment & Securities, KB life Insurance, KB Real Estate Trust Co., Ltd

  

KB Wise Star Private Real Estate Feeder Fund 1st.(1)

  100.00   Korea  Dec. 31   

Investment trust

Kookmin Bank

Hanbando BTL Private Special Asset Fund 1st(3)

39.74KoreaDec. 31

Capital investment

Kookmin Bank, KB life Insurance

KB Hope Sharing BTL Private Special Asset(3)

40.00KoreaDec. 31

Capital investment

Kookmin Bank

KB Mezzanine Private Securities Fund 1st(Mixed)(3)

46.51KoreaDec. 31

Capital investment

K Star KTB ETF(Bond)(3)

48.20KoreaDec. 31

Capital investment

Global Logistics Infra Private
Fund 1 and 2
(3)

40.00KoreaDec. 31

Capital investment

KB Wise Star Private Real Estate Feeder Fund 1st.

KB Star Retail Real Estate Feeder Fund 1st.(6)

48.98KoreaDec. 31

Capital investment

 

(1) 

The Group controls the trust because it has power that determines the management performance over the trust and is exposed to variable returns to absorb losses through the guarantees of payment of principal or payment of principal and fixed rate of return.

(2)

The Group controls these investees because it is exposed to variable returns from its involvement with the investees and has ability to affect those returns through its power, even though it holds less than a majority of the voting rights of the investees.

(3)

Although the Group holds less than a majority of the investee’s voting rights, the Group controls the investee as it has power over relevant activities by managing the fund; has significant percentage of entities, decision-making powersownership that is over 40%; is significantly exposed to variable returns which is affected by the performance of the investees, and benefitshas ability to affect those performance through its power.

(4)

Boyoung Construction is included in the consolidation scope, since KB Wellyan Private Equity Real Estate Fund No. 7 is included in the consolidation scope.

(5)

Although the Group holds less than a majority of the investee’s voting rights, the Group controls the investee as it has power over relevant activities by taking the role of an operating manager and risks are considered when special purpose entities are consolidated.it is significantly exposed to variable returns which is affected by the performance of the investees, and has ability to affect those performance through its power.

(6)

KB Star Retail Real Estate Feeder Fund 1st is included in the consolidation scope, since KB Wise Star Private Real Estate Feeder Fund 1st is included in the consolidation scope.

(7)

Although the Group holds less than a majority of the investee’s voting rights, the Group controls KB Private Real Estate Securities Fund1 (NPL) and Woori KA First Asset Securitization Specialty Co., Ltd. as it has power over relevant activities by taking the role of an operating manager; has significant percentage of ownership that is over 40%; is significantly exposed to variable returns which is affected by the performance of the investees; and has ability to affect those performance through its power. In accordance with the IFRS 10, KB Private Real Estate Securities Fund1 (NPL) and Woori KA First Asset Securitization Specialty Co., Ltd. were included in the consolidation scope. However, KB Private Real Estate Securities Fund1 (NPL) and Woori KA First Asset Securitization Specialty Co., Ltd. have been excluded from the consolidation scope due to the loss of control from changes in terms of the contract as of December 31, 2013.

The details of subsidiaries as of December 31, 2014, are as follows:

Investor

Investee

Ownership
interests(%)
LocationDate of
financial
information

Industry

KB Financial
Group Inc.

Kookmin Bank

100.00KoreaDec. 31

Banking and domestic, foreign exchange transaction

KB Kookmin Card
Co., Ltd.

100.00KoreaDec. 31

Credit card

KB Investment & Securities Co., Ltd.

100.00KoreaDec. 31

Financial investment

KB Life Insurance
Co., Ltd.

100.00KoreaDec. 31

Life insurance

KB Asset Management Co., Ltd.

100.00KoreaDec. 31

Security investment trust management and advisory

KB Capital Co., Ltd.

52.02KoreaDec. 31

Financial Leasing

KB Savings Bank
Co., Ltd.

100.00KoreaDec. 31

Savings banking

KB Real Estate Trust
Co., Ltd.

100.00KoreaDec. 31

Real estate trust management

KB Investment Co., Ltd.

100.00KoreaDec. 31

Capital Investment

KB Credit Information Co., Ltd.

100.00KoreaDec. 31

Collection of receivables or credit investigation

KB Data System
Co., Ltd.

100.00KoreaDec. 31

Software advisory, development, and supply

Kookmin Bank

Kookmin Bank Int’l Ltd.(London)

100.00United
Kingdom
Dec. 31

Banking and foreign exchange transaction

Kookmin Bank Hong Kong Ltd.

100.00Hong
Kong
Dec. 31

Banking and foreign exchange transaction

Kookmin Bank Cambodia PLC.

100.00CambodiaDec. 31

Banking and foreign exchange transaction

Kookmin Bank (China) Ltd.

100.00ChinaDec. 31

Banking and foreign exchange transaction

Personal pension trust and 10 others(1)

—  KoreaDec. 31

Trust

KAMCO Value Recreation 3rd Securitization Specialty Co., Ltd. and 6 others(2)

—  Korea and
others
Dec. 31

Asset-backed securitization and others

Heungkuk Multi Private Securities H-19 and 37 others

100.00KoreaDec. 31

Private equity fund

Kookmin Bank & KB Investment
Co., Ltd.

KB12-1 Venture Investment

100.00KoreaDec. 31

Capital investment

KB Start-up Creation Fund

62.50KoreaDec. 31

Capital investment

KB Investment & Securities

Ashley Investment First Co., Ltd.(2)

—  KoreaDec. 31

Asset-backed securitization and others

Growth Investment First Co., Ltd.(2)

—  KoreaDec. 31

Asset-backed securitization and others

KB Asset Management
Co., Ltd.

KB Wellyan Private Equity Real Estate Fund No. 6

95.67KoreaDec. 31

Capital investment

KB Wellyan Private Equity Real Estate Fund No. 7(3)

47.97KoreaDec. 31

Capital investment

Boyoung construction(4)

—  KoreaDec. 31

Construction

Investor

Investee

Ownership
interests(%)
LocationDate of
financial
information

Industry

KB Investment
Co., Ltd.

09-5 KB Venture Fund(5)

33.33KoreaDec. 31

Capital investment

KoFC-KB Pioneer Champ No.2010-8 Investment Partnership

50.00KoreaDec. 31

Capital investment

2011 KIF-KB IT Venture Fund(5)

43.33KoreaDec. 31

Capital investment

KoFC-KB Young Pioneer
1st Fund
(5)

33.33KoreaDec. 31

Capital investment

KB Kookmin Card Co., Ltd

KB Kookmin Card First Securitization
Co., Ltd.
(2)

0.90KoreaDec. 31

Asset-backed securitization

KB Kookmin Card Second Securitization Co., Ltd.(2)

0.50KoreaDec. 31Asset-backed securitization

Wise Mobile First Securitization Specialty(2)

—  KoreaDec. 31Asset-backed securitization

Wise Mobile Second Securitization Specialty(2)

—  KoreaDec. 31Asset-backed securitization

Wise Mobile third Securitization Specialty(2)

—  KoreaDec. 31Asset-backed securitization

Wise Mobile fourth Securitization Specialty(2)

—  KoreaDec. 31Asset-backed securitization

Wise Mobile fifth Securitization Specialty(2)

—  KoreaDec. 31Asset-backed securitization

Wise Mobile sixth Securitization Specialty(2)

—  KoreaDec. 31Asset-backed securitization

Wise Mobile seventh Securitization Specialty(2)

—  KoreaDec. 31Asset-backed securitization

Wise Mobile eighth Securitization Specialty(2)

—  KoreaDec. 31Asset-backed securitization

Wise Mobile ninth Securitization Specialty(2)

—  KoreaDec. 31Asset-backed securitization

Wise Mobile tenth Securitization Specialty(2)

—  KoreaDec. 31Asset-backed securitization

Wise Mobile eleventh Securitization Specialty(2)

—  KoreaDec. 31Asset-backed securitization

Wise Mobile twelfth Securitization Specialty(2)

—  KoreaDec. 31Asset-backed securitization

KB Life Insurance Co., Ltd.

KB Haeoreum Private Securities Investment Trust 1st and 7 others

100.00KoreaDec. 31Private equity fund

Investor

Investee

Ownership
interests(%)
LocationDate of
financial
information

Industry

Kookmin Bank, KB Life Insurance Co., Ltd., KB Investment & Securities, KB Real Estate Trust Co., Ltd

KB Wise Star Private Real Estate Feeder Fund 1st.

100.00KoreaDec. 31Investment trust

Kookmin Bank

Hanbando BTL Private Special Asset Fund(3)

39.47KoreaDec. 31Capital investment

Kookmin Bank, KB Life Insurance Co., Ltd., KB

KB Hope Sharing BTL Private Special Asset(3)

40.00KoreaDec. 31Capital investment

Kookmin Bank

KB Mezzanine Private Securities Fund
1st(Mixed)
(3)

46.51KoreaDec. 31Capital investment

Kookmin Bank, KB Life Insurance Co., Ltd., KB

KB Mezzanine Private Securities Fund
2nd(Mixed)
(3)

40.74KoreaDec. 31Capital investment

Kookmin Bank

K-star KTB ETF(Bond)(3)

47.63KoreaDec. 31Capital investment

KB Wise Star Private Real Estate Feeder Fund 1st.

KB Star Retail Private Master Real Estate 1(6)

48.98KoreaDec. 31Capital investment

KB Wise Star Private Real Estate Feeder Fund 1st.

KB Star Office Private Real Estate Investment Trust 2nd(6)

44.44KoreaDec. 31

Capital investment

(1)

The Group controls the trust because it has power that determines the management performance over the trust and is exposed to variable returns to absorb losses through the guarantees of payment of principal or payment of principal and fixed rate of return.

(2) 

Consolidated because theThe Group controls these investees because it is exposed to variable returns from its involvement with the entities as an executive member.investees and has ability to affect those returns through its power, even though it holds less than a majority of the voting rights of the investees.

(3) 

Consolidated becauseAlthough the Group holds less than a majority of the investee’s voting rights, the Group controls the entitiesinvestee as it has power over relevant activities by managing the fund; has significant percentage of ownership that is over 40%; is significantly exposed to variable returns which is affected by the performance of the investees, and has ability to affect those performance through its power.

(4)

Boyoung Construction is included in the consolidation scope, since KB Wellyan Private Equity Real Estate Fund No. 7 is included in the consolidation scope.

(5)

Although the Group holds less than a general partner.majority of the investee’s voting rights, the Group controls the investee as it has power over relevant activities by taking the role of an operating manager and it is significantly exposed to variable returns which is affected by the performance of the investees, and has ability to affect those performance through its power.

(6)

KB Star Retail Private Master Real Estate 1 and KB Star Office Private Real Estate Investment Trust 2nd are included in the consolidation scope, since KB Wise Star Private Real Estate Feeder Fund 1st is included in the consolidation scope.

The condensed financial information of major subsidiaries as of December 31, 20112013 and 2012,2014, and for the years ended December 31, 20112013 and 2012,2014, is as follows:

 

  2011 
  Assets  Liabilities  Equity  Operating
income
(revenue)
  Profit(loss)
for the year
  Total compre-
hensive
income(loss)
for the year
 
  (In millions of Korean won) 

Kookmin Bank(1)

 256,512,260   237,443,855   19,068,405   22,274,350   2,047,881   1,601,009  

KB Kookmin Card Co., Ltd.(1)

  13,349,351    10,567,141    2,782,210    2,426,030    319,794    328,188  

KB Investment & Securities Co., Ltd.(1)

  3,314,875    2,792,356    522,519    787,354    28,169    37,732  

KB Life Insurance Co., Ltd.(1)

  4,515,809    4,161,121    354,688    1,220,799    18,572    24,842  

KB Asset Management Co., Ltd.

  177,691    57,612    120,079    83,855    (5,655  (5,603

KB Real Estate Trust Co., Ltd.

  251,228    106,584    144,644    51,564    15,405    15,512  

KB Investment Co., Ltd.(1)

  498,506    382,444    116,062    61,574    9,322    10,360  

KB Credit Information Co., Ltd.

  30,529    8,069    22,460    54,874    (2,391  (2,391

KB Data System Co., Ltd.

  30,590    14,370    16,220    117,467    2,148    2,148  
  2013 
  Assets  Liabilities  Equity  Operating
income
(revenue)
  Profit
attributable to
Shareholders
of the parent
company
  Total
comprehensive
income for the
year attributable
to Shareholders
of the parent
company
 
  (In millions of Korean won) 

Kookmin Bank(1)

 265,588,385   244,641,628   20,946,757   17,461,406   830,628   894,093  

KB Kookmin Card
Co., Ltd.
(1)

  15,854,992    12,385,131    3,469,861    2,990,037    384,411    390,228  

KB Investment & Securities Co., Ltd.(2)

  2,525,070    1,973,888    551,182    577,649    11,856    5,436  

KB Life Insurance
Co., Ltd.
(1)

  6,945,605    6,396,477    549,128    1,457,365    9,098    (23,209

KB Asset Management
Co., Ltd.
(1)

  237,907    36,335    201,572    103,401    74,685    74,560  

KB Real Estate Trust
Co., Ltd.

  182,657    13,612    169,045    46,524    2,110    2,835  

KB Investment
Co., Ltd.
(1)

  241,227    110,640    130,587    34,497    6,078    7,145  

KB Credit Information
Co., Ltd.

  30,142    7,687    22,455    43,627    (336  (336

KB Data System
Co., Ltd.

  21,753    6,880    14,873    50,440    19    115  

KB Savings Bank
Co., Ltd.

  584,025    449,087    134,938    47,865    (301  (1,482

Yehansoul Savings Bank Co., Ltd.

  189,243    164,084    25,159    4,791    (5,331  (5,259

 2012  2014 
 Assets Liabilities Equity Operating
income
(revenue)
 Profit(loss)
for the year
 Total compre-
hensive
income(loss)
for the year
  Assets Liabilities Equity Operating
income
(revenue)
 Profit
attributable to
Shareholders
of the parent
company
 Total
comprehensive
income for the
year attributable
to Shareholders
of the parent
company
 
 (In millions of Korean won)  (In millions of Korean won) 

Kookmin Bank(1)

 257,748,697   237,791,142   19,957,555   19,273,344   1,416,142   1,555,163   275,453,664   253,513,191   21,940,473   16,283,978   1,029,041   1,152,233  

KB Kookmin Card Co., Ltd.(1)

  14,046,174    10,966,541    3,079,633    2,921,167    291,592    297,423    15,886,769    12,406,314    3,480,455    2,864,957    332,701    310,606  

KB Investment & Securities Co., Ltd.(1)

  3,357,196    2,812,067    545,129    1,083,947    18,741    22,610  

KB Investment & Securities
Co., Ltd.
(1),(2)

  4,131,568    3,554,828    576,740    578,345    25,624    25,558  

KB Life Insurance Co., Ltd.(1)

  5,987,928    5,594,727    393,201    1,944,103    16,606    38,514    7,680,184    7,096,459    583,725    1,453,057    6,537    34,597  

KB Asset Management Co., Ltd.

  164,595    37,555    127,040    89,541    35,885    36,933  

KB Asset Management
Co., Ltd.
(1)

  254,481    52,541    201,940    105,234    49,560    50,368  

KB Capital Co., Ltd(2)

  4,023,965    3,612,150    411,815    250,042    29,990    26,859  

KB Savings Bank Co., Ltd.

  772,676    619,882    152,794    56,712    (15,079  (14,645

KB Real Estate Trust Co., Ltd.

  201,572    35,363    166,209    52,021    21,446    21,565    204,888    20,930    183,958    50,283    14,818    14,913  

KB Investment Co., Ltd.(1)

  504,480    381,038    123,442    39,878    5,474    7,379    225,353    90,569    134,784    33,371    1,382    4,197  

KB Credit Information Co., Ltd.

  30,422    7,631    22,791    58,584    331    331    28,805    7,955    20,850    38,796    (1,605  (1,605

KB Data System Co., Ltd.

  25,519    10,761    14,758    78,021    (1,461  (1,461  31,397    16,874    14,523    59,129    367    (350

KB Savings Bank Co., Ltd.

  646,674    510,254    136,420    62,237    (34,860  (34,616

 

(1) 

Financial information is based on its consolidated financial statements.

(2)

The amount includes the fair value adjustments due to the merger.

Kookmin BankNature of the risks associated with interests in consolidated structured entities

Kookmin Bank engages in the banking business in accordance with Banking Act, trust business in accordance with Capital MarketThe terms of contractual arrangements require to provide financial support to a consolidated structured entity

The Group has provided acceptances and Financialguarantees obligation of ₩68,000 million to Ashley Investment Business Act and other relevant businesses. As of December 31, 2012, Kookmin Bank has 1,193 domestic branches and offices and five overseas branches (excluding four subsidiaries and three offices). Kookmin Bank’s share capital as of December 31, 2012, is ₩2,021,896 million.

KB Kookmin CardFirst Co., Ltd.

KB Kookmin Card Co., Ltd. (the “KB Kookmin Card”) was established upon spin off of Kookmin Bank’s credit card business segment in March 2011, to engage in the credit card business under the Act on Registration of Credit Business and Protection of Finance Users and other related business. Its headquarters are located in Seoul. KB Kookmin Card’s share capital as of December 31, 2012, is ₩460,000 million.

KBGrowth Investment & Securities Co., Ltd.

KB Investment & Securities Co., Ltd. (the “KB Investment & Securities”) was established on August 16, 1995, to engage in financial investment business services including investment trading services and brokerage services and in other related services in accordance with the Capital Market and Financial Investment Business Act. On March 11, 2008, the former Hannuri Investment & Securities changed its name to KB Investment & Securities. KB Investment & Securities Co., Ltd. merged with KB Futures Co., Ltd. on March 12, 2011. Its headquarters are located in Seoul. KB Investment & Securities’ share capital as of December 31, 2012, is ₩157,942 million.

KB Life Insurance Co., Ltd.

KB Life Insurance Co., Ltd. (the “KB Life Insurance”) was established on April 29, 2004, to engage in financial insurance operations. On May 31, 2004, the company merged with Hanil Life InsuranceFirst Co., Ltd., undertaking all the insurance contracts and related assets and liabilities. The life insurance business under the Insurance Business Act is one of the company’s major business operations. Its headquarters are located in Seoul. KB Life Insurance’s share capital as of December 31, 2012, is ₩276,000 million.

KB Asset Management Co., Ltd.

KB Asset Management Co., Ltd. (the “KB Asset Management”) was established on April 1988 to engage in investment advisory services including consulting and providing information on investments in securities. On July 1997, it started to engage in collective investment businesses (previously known as security investment trust operations) under the Capital Market and Financial Investment Business Act (previously called the Security Investment Trust Business Act). Its headquarters are located in Seoul. KB Asset Management’s share capital as of December 31, 2012, is ₩38,338 million.

KB Real Estate Trust Co., Ltd.

KB Real Estate Trust Co., Ltd. (the “KB Real Estate Trust”) was established on December 3, 1996, to provide real estate trust services including land trust. Under the Capital Market and Financial Investment Business Act (previously called the Trust Business Act), the Financial Services Commission authorized the company to engage in real estate trust service. On September 16, 2002, the name of the company changed to KB Real Estate Trust Co., Ltd. from Jooeun Real Estate Trust Inc. Its headquarters are located in Seoul. KB Real Estate Trust’s share capital as of December 31, 2012, is ₩80,000 million.

KB Investment Co., Ltd.

KB Investment Co., Ltd. (the “KB Investment”) was established on March 27, 1990, to provide services to small startup companies. Its main business is to invest in venture companies and small startup companies, and to

organize startup investment cooperatives and private equity funds. On April 3, 1990, the company, under Section 7 of the Support for Small and Medium Enterprise Establishment Act, was listed on the Small Business Administration as a small startup business investment organization. KB Investment purchases impaired loans, invests in companies under debt restructuring process, and sells reorganized companies after normalization. In March 2001, the company, under the Industrial Development Act, registered as a Corporate Restructuring Company in the Ministry of Knowledge Economy. As approved by its shareholders on June 25, 2009, its name was changed to KB Investment Co., Ltd. Its headquarters are located in Seoul. KB Investment’s share capital as of December 31, 2012, is ₩44,759 million.

KB Credit Information Co., Ltd.

KB Credit Information Co., Ltd. (the “KB Credit Information”) was established on October 9, 1999, under the Credit Information Protection Act to engage in loan collection services and credit research services. On May 2, 2002, the company merged with KM Credit Information Inc. to improve management of subsidiaries. As approved by its shareholders on October 28, 2002, its name was changed from Kookeun Credit Information Co., Ltd. to KB Credit Information Co., Ltd. Its headquarters are located in Seoul. KB Credit Information’s share capital as of December 31, 2012, is ₩6,262 million.

KB Data Systems Co., Ltd.

KB Data Systems, Co., Ltd. (the “KB Data Systems”) was established on September 1991 to engage in computer system development and its sales, system maintenance, and information technology outsourcing services. Its headquarters are located in Seoul. KB Data Systems’ share capital as of December 31, 2012, is ₩8,000 million.

KB Savings Bank Co., Ltd.

KB Savings Bank Co., Ltd. (the “KB Savings Bank”) was established on January 2012, signed a purchase & assumption(P&A) deal for selected assets and liabilities of Jeil Savings Bank Co., Ltd. and acquired the assets and liabilities on January 13, 2012. KB Savings Bank operates its business mainly in loan, bill discounting and depository business under the Mutual Savings Banks Act. Its headquarters are located in Seoul. KB Savings Bank’ share capital as of December 31, 2012, is ₩34,000 million.

Kookmin Bank Int’l Ltd.(London)

Kookmin Bank Int’l Ltd.(London) was established in November 1991 and operates its businesses mainly in general banking, trading finance, foreign currency exchange, and derivatives. Its name was changed from Korea Long Term Credit Bank Int’l Ltd. to Kookmin Bank Int’l Ltd.(London) when the Bank merged with Korea Long Term Credit Bank in January 1999. The headquarters are located in London, England. Kookmin Bank Int’l Ltd.(London)’s share capital as of December 31, 2012, is USD 30,392,000.

Kookmin Bank Hong Kong Ltd.

Kookmin Bank Hong Kong Ltd. was established in July 1995 and operates its businesses in general banking and trading finance. The headquarters are located in Hong Kong. Kookmin Bank Hong Kong Ltd.’s share capital as of December 31, 2012, is USD 20,000,000.

Kookmin Bank Cambodia PLC.

Kookmin Bank acquired 51% of ownership in Kookmin Bank Cambodia PLC. in May 2009. As of December 31, 2012, Kookmin Bank owns 92.44% through its participation in paid-in capital increase in December 2010 and the additional acquisition of equity interests for a purchase consideration of ₩8,048 million

in July 2012. In particular, Kookmin Bank Cambodia PLC. mainly operates lending, borrowing, foreign currency exchange services, and other ordinary banking business. The carrying amount of the non-controlling interests in Kookmin Bank Cambodia PLC on the date of acquisition was ₩8,364 million. Kookmin Bank derecognized non-controlling interests of ₩7,013 million and recorded a decrease in equity attributable to owners of the parent of ₩1,035 million. The headquarters are located in Phnom Penh, Cambodia. Kookmin Bank Cambodia PLC.’s paid-in capital as of December 31, 2012, is USD 16,000,000.

Kookmin Bank (China) Ltd.

Kookmin Bank (China) Ltd. was established in November 19, 2012, and operates its businesses in general banking and trading finance. The Group established Corporation Limited by integrating local branches in China, Beijing, Harbin, Suzhou, Guangzhou. The Group owns 100% of ownership. The headquarters are located in Beijing, China. Kookmin Bank (China) Ltd.’s share capital as of December 31, 2012, is USD 383,874,937.

Special Purpose Entities(SPEs)

Subsidiaries are all entities (including SPEs) over which the Group has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights. However, there are some cases where the Group may still control some entities, mostly SPEs, with less than one half of the voting rights for a single, well-defined, and narrow purpose. SPEs may take the form of a corporation, trust, partnership or unincorporated entity. SPEs often are created with legal arrangementsGroup’s subsidiary, that impose strict and sometimes permanent limits on the decision-making powers of their governing board, trustee or management over the operations of the SPE. Frequently, these provisions specify that the policy guiding the ongoing activities of the SPE cannot be modified, other than perhaps by its creator or sponsor.had issued debentures.

The Group consolidates an SPE when, in substance, the Group controls the SPE as follows:

In substance, the activities of the SPE are being conducted on behalf of the entity accordingprovides capital commitment to its specific business needs so that the Group obtains benefits from the SPE’s operations;

In substance, the Group has the decision-making powers to obtain the majority of the benefits of the activities of the SPE or, by setting up an ‘autopilot’ mechanism, the Group has delegated these decision-making powers;

In substance, the Group has rights to obtain the majority of the benefits of the SPE and therefore may be exposed to risks incident to the activities of the SPE; or

In substance, the Group retains the majority of the residual or ownership risks related to the SPE or its assets in order to obtain benefits from its activities.

The types of SPEs include asset-backed securitization specialty companies, project financing companies, private equity funds, and partnerships. The business activities of SPEs are the asset-backed securitization, providing lines of credit and loans, investing in equity shares and managing assets.

Changes in subsidiaries

GS Focus and Concentrate Private Equity Fund No.3 and 27 other private equity funds, KB Wise Star Private Real Estate Feeder Fund No.11st. and 1nine other subsidiaries. The unexecuted amount of the investment trust, KB12-1 Ventureagreement is ₩478,741 million. Based on the capital commitment, the Group is subject to increase its investment by the request from the asset management company or the additional agreement among investors.

The Group provides the guarantees of payment of principal or principal and fixed rate of return in case the operating results of the trusts are less than the guaranteed principal or principal and fixed rate of return.

Changes in subsidiaries

KB Capital Co., Ltd., Ashley Investment First Co., Ltd., Growth Investment First Co., Ltd., KB WellyanMezzanine Private EquitySecurities Fund 2nd, KB Star Office Private Real Estate Fund No. 6 and 2 other investment fund, Wise Mobile First Securitization Specialty are newly included in the consolidation. HanwhaInvestment Trust No.2, KB Evergreen Private Securities Investment Trust 2599(Bond) and 24106 other private equity funds, NPS 05-6 KB Kookmin Card Second Securitization Co., Ltd. and Wise Mobile 8th ~12th Securitization were newly consolidated during the year ended December 31, 2014. KB Evergreen Private Securities 82(Bond) and 95 other private equity funds, Global Logistics Infra Private Fund 1st, 2nd, KB Covered Bond 1st Trust, KH First Co., Ltd., KB Mortgage Loan First Securitization Specialty Co., Ltd., KB Covered Bond First Securitization Specialty Co., Ltd and KB07-5, KB06-1,KB08-1 Venture Partnership Fund and 1 other Venture fund have been excluded from consolidation because these were liquidated. In January 2012, the Group establisheddue to their liquidation. Also, Yehansoul Savings Bank Co., Ltd. has been excluded from consolidation due to its merger with KB Savings Bank Co., Ltd.

Yehansoul Savings Bank Co., Ltd., KB Startup Investment, KB Evergreen Private Securities 63 and Kookmin Bank(China)46 other private equity funds, and Wise Mobile Second, Third, Fourth, Fifth, Sixth, Seventh Securitization and KB Star Retail Private Real Estate Feeder Fund First were newly consolidated during the year ended December 31, 2013. Yurie Select Private Securities Investment Trust 32 and 44 other private equity funds, KB K-Alpha private equity trust and New Star First Ltd. have been excluded from consolidation due to their liquidation. Also, KB Private Real Estate Securities Fund1 (NPL) and Woori KA First Asset Securitization Specialty Co., Ltd. have been excluded from consolidation due to the loss of control.

In accordance with the enactment of IFRS 10, the activities of KB-Glenwood Private Equity Fund, NPS KBIC Private Equity Fund No. 1 and KBIC Private Equity Fund No. 3 represent management and performance services and the terms of the contracts are the same as those in the ordinary service contracts between independent parties. These entities have been excluded from the consolidation scope since interests held are not material and therefore were considered as agents. In addition, Chungkang Co., Ltd. and Powernet Technologies Co., Ltd. have been excluded from the consolidation scope, since KB-Glenwood Private Equity Fund, the Parent Company, have been excluded from the consolidation scope.

For the year ended December 31, 2014, the following table summarizes the information relating to the Group’s subsidiaries that have material non-controlling interests, before any intra-group eliminations, are as follows:

2014
(In millions of Korean won)

Non-controlling interests percentage (%)

47.98

Non-controlling interests

Assets of subsidiaries

4,023,965

Liabilities of subsidiaries

3,612,150

Equity of subsidiaries

411,815

Non-controlling interests

197,580

Profit attributable to non-controlling interests

Operating profit of subsidiaries

39,666

Profit of subsidiaries

29,990

Profit attributable to non-controlling interests

14,389

Cash flows of subsidiaries

Cash flows from operating activities

71,813

Cash flows from investing activities

(6,742

Cash flows from financing activities

(33,312

Net increase in cash and cash equivalents

31,759

41. Unconsolidated Structured Entity

As of December 31, 2014, the nature, purpose and activities of the unconsolidated structured entities and how the structured entities are financed, are as follows:

Nature

Purpose

Activities

Methods of Financing

Asset-backed securitization

Early cash generation through transfer of securitization assets

Fees earned as services to SPC, such as providing lines of credit and ABCP purchase commitments

Fulfillment of Asset-backed securitization plan

Purchase and transfer of securitization assets

Issuance and repayment of ABS and ABCP

Issuance of ABS and ABCP based on securitization assets

Project financing

Granting PF loans to SOC and real estate

Granting loans to ships/aircrafts SPC

Construction of SOC and real estate

Building ships/ construction and purchase of aircrafts

Loan commitments through Credit Line, providing lines of credit and investment agreements

Trust

Management of financial trusts;

—Development trust

—Mortgage trust

—Management trust

—Disposal trust

—Distribution and management trust

—Other trusts

Development, management, and disposal of trusted real estate assets

Payment of trust fees and allocation of trust profits.

Distribution of trusted real estate assets and financing of trust company

Public auction of trusted real estate assets and financing of trust company

Investment funds

Investment in beneficiary certificates

Investment in PEF and partnerships

Management of fund assets

Payment of fund fees and allocation of fund profits

Sales of beneficiary certificate instruments

Investment of managing partners and limited partners

As of December 31, 2013 and 2014, the size of the unconsolidated structured entities and the risks associated with its interests in unconsolidated structured entities, are as follows:

  Dec. 31, 2013 
  Asset-backed
securitization
  Project
Financing
  Trusts  Investment
funds
  Others  Total 
  (In millions of Korean won) 

Total assets of unconsolidated Structured Entity

 12,631,056   24,605,331   2,261,415   12,618,790   3,502,834   55,619,426  

Carrying amount on financial statements

      

Assets

      

Loans

  382,478    3,155,621    —      —      291,599    3,829,698  

Financial investments

  1,121,676    97,754    —      525,680    —      1,745,110  

Investment in associates

  —      —      —      403,153    —      403,153  

Other assets

  —      —      165,709    1,909    —      167,618  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

 1,504,154   3,253,375   165,709   930,742   291,599   6,145,579  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Liabilities

      

Deposits

 306,931   487,818   —     8,142   5,473   808,364  

Other liabilities

  —      14    —      144    —      158  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

 306,931   487,832   —     8,286   5,473   808,522  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Maximum exposure to loss(1)

 4,672,378   5,714,293   294,043   2,476,902   386,000   13,543,616  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Methods of determining the maximum exposure to
loss

  
 
 
 
Providing lines
of credit and
purchase
commitments
  
  
  
  
  
 
 
 
 
 
 
 
 
 
Investments /
loans, loan
commitments
/investment
agreements /
purchase
commitments
and
acceptances
and guarantees
  
  
  
  
  
  
  
  
  
  
  
 
 
 
 
 
Dividends
by results
trust: Total
amount of
trust
explosure
  
  
  
  
  
  
  
 
 
 
Investments
/loans and
capital
commitments
  
  
  
  
  
 
Loan
commitments
  
  
 

  Dec. 31, 2014 
  Asset-backed
securitization
  Project
Financing
  Trusts  Investment
funds
  Others  Total 
  (In millions of Korean won) 

Total assets of unconsolidated Structured Entity

 13,013,795   21,102,639   1,986,277   17,919,480   6,484,363   60,506,554  

Carrying amount on financial statements

      

Assets

      

Loans

  223,771    2,965,239    —      1,609    252,195    3,442,814  

Financial investments

  716,462    93,505    —      627,554    66,943    1,504,464  

Investment in associates

  —      —      —      390,337    —      390,337  

Other assets

  47    27    92,678    8,324    —      101,076  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

 940,280   3,058,771   92,678   1,027,824   319,138   5,438,691  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Liabilities

      

Deposits

 300,015   500,538   —     6,067   32,986   839,606  

Other liabilities

  12    —      —      —      —      12  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Sub-total

 300,027   500,538   —     6,067   32,986   839,618  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Maximum exposure to loss(1)

 5,338,975   5,403,409   206,911   3,203,351   590,257   14,742,903  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Methods of determining the maximum exposure to loss

  
 
 
 
Providing lines
of credit and
purchase
commitments
  
  
  
  
  
 
 
 
 
 
 
 
 
Loan
commitments
/investment
agreements /
purchase
commitments
and
acceptances
and guarantees
  
  
  
  
  
  
  
  
  
  
 
 
 
 
 
Dividends
by results
trust: Total
amount of
trust
explosure
  
  
  
  
  
  
  
 
 
 
Investments
/loans and
capital
commitments
  
  
  
  
  
 
Loan
commitments
  
  
 

(1)

Maximum exposure to loss includes the asset amounts, after deducting loss(provision for assets, impairment losses and others), recognized in the financial statements of the Group.

42. Finance/Operating Lease

42.1 Finance lease

42.1.1 The Group as finance lessee

The future minimum lease payments arising as of December 31, 20112013 and 2012,2014, are as follows:

 

          2011                   2012                   2013                   2014         
  (In millions of Korean won)   (In millions of Korean won) 

Net Carrying amount of finance lease assets

  18,477    16,856  

Net carrying amount of finance lease assets

  16,955    72,392  
  

 

   

 

 

Minimum lease payment

        

Within 1 year

   754     2,310     1,927     18,765  

1-5 years

   637     1,427     —       5,472  

Over 5 years

   —       1,148  
  

 

   

 

   

 

   

 

 

Total

   1,391     3,737     1,927     25,385  
  

 

   

 

   

 

   

 

 

Present value of minimum lease payment

        

Within 1 year

   697     2,163     1,873     18,367  

1-5 years

   601     1,386     —       5,169  

Over 5 years

   —       996  
  

 

   

 

   

 

   

 

 

Total

   1,298     3,549     1,873     24,532  
  

 

   

 

   

 

   

 

 

Contingent rent

   —       —    

Minimum sublease payment

   —       —    

42.2.2 The Group as finance lessor

Total lease investment and the present value of minimum lease payments as of December 31, 2013 and 2014, are as follows:

   2013   2014 
   Total lease
investment
   Present value of
minimum lease
payment
   Total lease
investment
   Present value of
minimum lease
payment
 
   (In millions of Korean won) 

Within 1 year

  —      —      348,579    294,643  

1-5 years

   —       —       577,998     525,590  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  —      —      926,577    820,233  
  

 

 

   

 

 

   

 

 

   

 

 

 

Unearned interest income of finance lease as of December 31, 2013 and 2014, is as follows:

           2013                   2014         
   (In millions of Korean won) 

Total lease investment

  —      926,577  

Net lease investment

    

Present value of minimum lease payment

   —       820,233  
  

 

 

   

 

 

 

Unearned interest income

  —      106,344  
  

 

 

   

 

 

 

42.2 Operating lease

42.2.1 OperatingThe Group as operating lessee

The future minimum lease payments arising from the non-cancellable lease contracts as of December 31, 20112013 and 2012,2014, are as follows:

 

          2011                 2012           2013 2014 
  (In millions of Korean won)   (In millions of Korean won) 

Minimum lease payment

      

Within 1 year

  104,327   118,287    121,446   124,183  

1-5 years

   79,970    102,855     108,962    103,595  

Over 5 years

   1,287    42,816     67    34,439  
  

 

  

 

   

 

  

 

 

Total

   185,584    263,958    230,475   262,217  
  

 

  

 

   

 

  

 

 

Minimum sublease payment

   (15  (154  (367 (382

The lease payment reflected in profit or loss for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

   2010  2011  2012 
   (In millions of Korean won) 

Lease payment reflected in profit or loss

    

Minimum lease payment

  183,118   188,854   201,450  

Contingent rent

   —      4    —    

Sublease payment

   (13  (53  (165
  

 

 

  

 

 

  

 

 

 

Total

  183,105   188,805   201,285  
  

 

 

  

 

 

  

 

 

 

   2012  2013  2014 
   (In millions of Korean won) 

Lease payment reflected in profit or loss

    

Minimum lease payment

  201,450   204,164   218,635  

Sublease payment

   (165  (118  (156
  

 

 

  

 

 

  

 

 

 

Total

  201,285   204,046   218,479  
  

 

 

  

 

 

  

 

 

 

42.2.2 OperatingThe Group as operating lessor

The future minimum lease paymentsreceipts arising from the non-cancellable lease contracts as of December 31, 20112013 and 2012,2014, are as follows:

 

          2011                   2012                   2013                   2014         
  (In millions of Korean won)   (In millions of Korean won) 

Minimum lease payment

    

Minimum lease receipts

    

Within 1 year

  2,081    2,028    8,327    27,613  

1-5 years

   826     443     22,280     52,621  

Over 5 years

   —       —    
  

 

   

 

   

 

   

 

 

Total

   2,907     2,471    30,607    80,234  
  

 

   

 

   

 

   

 

 

Minimum sublease payment

   —       —    

43. Related Party Transactions

SignificantIncome and expenses arising from transactions with related parties for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, are as follows:

 

  2010 
  Interest income
and others
  Provision
(reversal)
  Interest expense
and others
 
    (In millions of Korean won) 

Associates

 Korea Credit Bureau Co., Ltd. 3   —     186  
 UAMCO., Ltd.  1,950    71    95  
 

KB Global Star Game & Apps SPAC

  321    —      76  
 Testian Co., Ltd.  46    21    —    
 Semiland Co., Ltd.  25    7    —    
 Powerrex Corporation Co., Ltd.  32    (5  1  
 Sehwa Electronics Co., Ltd.  37    (3  17  
 Serit Platform Co., Ltd.  60    (24  5  
 KT Wibro infrastructure Co., Ltd.  3    —      55  

Joint venture

 Burrill-KB Life Science Fund  1,205    —      785  

Key management

  10,403    30    534  

Other

 Retirement pension  107    —      453  
  

 

 

  

 

 

  

 

 

 

Total

 14,192   97   2,207  
  

 

 

  

 

 

  

 

 

 
    2012  2013  2014 
    (In millions of Korean won) 

Associates

    

Balhae Infrastructure Fund

 Fee and commission income —     7,908   7,851  

Korea Credit Bureau Co., Ltd.

 Fee and commission income  3    3    3  
 Interest expense  143    139    66  

UAMCO., Ltd.

 Interest income  297    31    —    
 Fee and commission income  —      —      14  
 Reversal for credit loss  68    —      —    
 Interest expense  —      —      12  
 Other operating expense  93,266    7,626    —    

Incheon Bridge Co., Ltd.

 Interest income  —      14,592    13,226  
 Reversal for credit loss  —      2    —    
 Interest expense  —      909    543  
 Provision for credit loss  —      —      2  

KB No.2 Special Purpose Acquisition Company(1)

 Interest income  —      —      27  
 Fee and commission income  —      —      518  
 Gains on financial assets/liabilities at fair value through profit or loss  —      —      1,440  
 Other non-operating income  —      —      20  
 Interest expense  —      —      1  

KB No.3 Special Purpose Acquisition Company

 Interest income  —      —      30  
 Fee and commission income  —      —      350  
 Other non-operating income  —      —      10  
 Gains on financial assets/liabilities at fair value through profit or loss  —      —      1,462  
 Provision for credit loss  —      —      14  
 Interest expense  —      —      6  

KB No.4 Special Purpose Acquisition Company

 Interest income  —      —      24  
 Other non-operating income  —      —      11  
 Fee and commission income  —      —      350  
 Gains on financial assets/liabilities at fair value through profit or loss  —      —      1,751  
 Provision for credit loss  —      —      14  
 Interest expense  —      —      9  

KB No.5 Special Purpose Acquisition Company

 Interest income  —      —      13  
 Fee and commission income  —      —      175  
 Gains on financial assets/liabilities at fair value through profit or loss  —      —      1,780  
 Other non-operating income  —      —      5  
 Provision for credit loss  —      —      14  
 Interest expense  —      —      4  

KB No.6 Special Purpose Acquisition Company

 Interest income  —      —      9  
 Fee and commission income  —      —      525  
 Gains on financial assets/liabilities at fair value through profit or loss  —      —      1,556  
 Other non-operating income  —      —      39  
 Interest expense  —      —      4  

   2011 
      Gain on sale
of loans
   Interest
income

and  others
   Provision
(reversal)
  Loss on
sale of
loans
   Interest
expense and
others
 
      (In millions of Korean won) 

Associates

  

Korea Credit Bureau Co., Ltd.

  —      —      —     —      168  
  

UAMCO., Ltd.

   13,455     1,196     (3  40,879     3  
  

KB Global Star Game & Apps SPAC

   —       1,443     —      —       36  
  

Testian Co., Ltd.

   —       24     8    —       —    
  

United PF 1st Recovery Private Equity Fund

   30,722     —       —      —       —    
  

JSC Bank CenterCredit

   —       —       —      —       218  
  

Semiland Co., Ltd.

   —       17     (3  —       1  
  

Powerrex Corporation Co.,
Ltd.

   —       74     (104  —       1  
  

Sehwa Electronics Co.,
Ltd.

   —       21     —      —       19  
  

Serit Platform Co., Ltd.

   —       85     26    —       —    
  

DS Plant Co., Ltd.

   —       376     39    —       —    

Joint venture

  

Burrill-KB Life Science Fund

   —       —       —      —       17  

Key management

   —       397     (1  —       193  

Other

  

Retirement pension

   —       199     —      —       898  
    

 

 

   

 

 

   

 

 

  

 

 

   

 

 

 

Total

  44,177    3,832    (38 40,879    1,554  
    

 

 

   

 

 

   

 

 

  

 

 

   

 

 

 
    2012  2013  2014 
    (In millions of Korean won) 

United PF 1st Recovery Private Equity Fund

 Interest income  500    91    —    
 Other operating income  1,900    —      —    
 Interest expense  28    —      —    
 Reversal for credit loss  7    83    —    

KBIC Private Equity Fund No. 3

 Fee and commission income  300    300    300  
 Interest expense  —      91    38  

NPS KBIC Private Equity Fund No. 1

 Fee and commission income  474    474    236  
 Provision for credit loss  —      —      133  

KoFC KBIC Frontier Champ
2010-5(PEF)

 Fee and commission income  1,000    1,014    778  
 Other operating expense  —      —      534  

KoFC POSCO HANHWA KB Shared Growth Private Equity Fund

 Fee and commission income  303    569    634  
 Other operating income  —      —      3  
 Other operating expense  —      —      395  

KB GwS Private Securities Investment Trust

 Fee and commission income  12,978    917    926  
 Other operating income  —      1,934    2,006  

KB Star Office Private Real Estate Investment Trust No.1

 Interest income  —      —      562  
 Fee and commission income  —      435    435  
 Interest expense  9    75    50  

Semiland Co., Ltd.(1)

 Interest income  17    14    8  
 Reversal for credit loss  4    —      4  
 Other non-operating expense  —      —      613  

Kores Co., Ltd.(1)

 Interest income  317    386    —    
 Fee and commission income  9    —      —    
 Reversal for credit loss  —      36    —    
 Provision for credit loss  325    —      —    

PyungJeon Industries Co., Ltd.(1)

 Reversal for credit loss  —      1,055    —    
 Provision for credit loss  343    —      —    

Testian Co., Ltd.(1)

 Interest income  104    10    —    
 Other operating income  15    —      —    

Sehwa Electronics Co., Ltd.(1)

 Fee and commission income  33    —      —    
 Gains on financial assets/liabilities at fair value through profit or loss  2    35    —    
 Fee and commission expense  —      7    —    
 Interest expense  10    —      —    
 Losses on financial assets/liabilities at fair value through profit or loss  143    —      —    

Serit Platform Co., Ltd.(1)

 Interest income  78    58    —    
 Fee and commission income  27    17    —    
 Provision for credit loss  4    74    —    

DS Plant Co., Ltd.(1)

 Interest income  315    211    —    
 Fee and commission income  —      4    —    
 Reversal for credit loss  3    10    —    
 Other operation income  —      8    —    
 Interest expense  1    2    —    
 Fee and commission expense  2    —      —    
 Losses on financial assets/liabilities at fair value through profit or loss  —      26    —    

DaiYang Metal Co., Ltd.(1)

 Interest income  —      3    —    

Ssangyong Engineering & Construction Co., Ltd.(1)

 Interest income  —      2,007    —    
 Reversal for credit loss  —      7,550    —    

  2012 
    Gain on sale
of loans
  Interest
income

and others
  Provision
(reversal)
  Loss on sale
of loans
  Interest
expense and
others
 
    (In millions of Korean won) 

Associates

 

Korea Credit Bureau Co., Ltd.

 —     3   —     —     143  
 

UAMCO., Ltd.

  —      297    (68  93,266    —    
 

KB Global Star Game & Apps SPAC

  —      139    —      —      430  
 

United PF 1st Recovery Private Equity Fund

  1,900    500    (7  —      28  
 

Testian Co., Ltd.

  —      104    (15  —      —    
 

Semiland Co., Ltd.

  —      17    (4  —      —    
 

Powerrex Corporation Co., Ltd.

  —      —      —      —      —    
 

Sehwa Electronics Co., Ltd.

  —      35    —      —      153  
 

Serit Platform Co., Ltd.

  —      105    4    —      —    
 

DS Plant Co., Ltd.

  —      315    (16  —      3  
 

CH Engineering Co., Ltd.

  —      —      (106  —      —    
 

Evalley Co., Ltd.

  —      —      (77  —      —    
 

PyungJeon Industries Co.,
LTD.

  —      —      343    —      —    
 

Kores Co., Ltd.

  —      326    325    —      —    
 

Joam Housing Development Co.,
Ltd.

  —      —      —      —      1  
 

IlssanElecom(Shenyang) Co.,
Ltd.

  —      —      330    —      —    
 

Qingdao Danam Electronics Co.,
Ltd.

  —      —      159    —      —    
 

KB GwS Private Equity Fund

  —      12,978    —      —      —    

Joint venture

 

Burrill-KB Life Science Fund

  —      —      —      —      —    

Key management

  —      276    (1  —      167  

Other

 

Retirement pension

  —      415    —      —      1,699  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 1,900   15,510   867   93,266   2,624  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
    2012  2013  2014 
    (In millions of Korean won) 

Sunoo Co., Ltd.(1)

 Interest expense  —      1    —    

KB Global Star Game & Apps SPAC(1)

 

Interest income

  77    81    —    
 Gains on financial assets/liabilities at fair value through profit or loss  158    1,210    1,215  
 

Other operating income

  3    7    —    
 

Interest expense

  430    10    —    
 Losses on financial assets/liabilities at fair value through profit or loss  —      —      691  
 

Provision for credit loss

  —      4    —    

CH engineering Co., Ltd.

 Reversal for credit loss  106    —      —    

Evalley Co., Ltd.

 Reversal for credit loss  77    —      —    

Joam Housing Development Co., Ltd.

 Interest expense  1    —      —    

Other

    

Retirement pension

 Fee and commission income  415    386    448  
 Interest expense  1,699    1,971    788  

(1)

Not considered to be the Group’s related party as at December 31, 2014.

The details of receivables and payables, and related allowances for loans losses arising from the related party transactions as of December 31, 20112013 and 2012,2014, are as follows:

 

  2011 
    Receivables  Allowances
for
loan losses
  Payables 
    (In millions of Korean won) 

Associates

 Korea Credit Bureau Co., Ltd. —     —     12,575  
 UAMCO., Ltd.  38,745    68    146  
 JSC Bank CenterCredit  —      —      23,066  
 

KB Global Star Game & Apps SPAC

  2,488    —      21,766  
 Testian Co., Ltd.  632    29    —    
 

United PF 1st Recovery Private Equity Fund

  6,761    12    154  
 Semiland Co., Ltd.  151    4    114  
 

Joam Housing Development Co., Ltd.

  —      —      58  
 Powerrex Corporation Co., Ltd.  —      —      10  
 Sehwa Electronics Co., Ltd.  38    —      649  
 Serit Platform Co., Ltd.  768    76    17  
 DS Plant Co., Ltd.  3,167    54    97  
 

IlssanElecom(Shenyang) Co., Ltd.

  130    130    —    
 

Qingdao Danam Electronics Co., Ltd.

  50    50    —    

Key management

  7,359    33    5,492  

Other

 Retirement pension  225    —      37,226  
  

 

 

  

 

 

  

 

 

 

Total

 60,514   456   101,370  
  

 

 

  

 

 

  

 

 

 
     2013   2014 
     (In millions of Korean won) 

Associates

     

JSC Bank CenterCredit

 Cash and due from financial institutions  353    178  

Balhae Infrastructure Fund

 Other assets   —       2,002  

Korea Credit Bureau Co., Ltd.

 Loans and receivables (Gross amount)   —       19  
 Deposits   20,200     24,715  
 Other liabilities   64     17  

UAMCO., Ltd.

 Loans and receivables (Gross amount)   —       2  
 Deposits   5     1,654  
 Provisions   192     —    

Semiland Co., Ltd.(1)

 Loans and receivables (Gross amount)   19     —    
 Deposits   1     —    
 Provisions   3     —    

Incheon Bridge Co., Ltd.

 Loans and receivables (Gross amount)   249,362     247,885  
 Allowances for loan losses   300     302  
 Other assets   1,343     1,144  
 Deposits   30,991     35,421  
 Other liabilities   240     249  

Terra Co., Ltd.

 Deposits   1     1  

KB No.3 Special Purpose Acquisition Company

 Derivative financial assets   —       1,793  
 

Loans and receivables (Gross amount)

   —       1,465  
 

Deposits

   —       832  
 

Other liabilities

   —       6  

KB No.4 Special Purpose Acquisition Company

 

Derivative financial assets

   —       2,167  
 

Loans and receivables (Gross amount)

   —       1,876  
 

Deposits

   —       2,500  
 

Other liabilities

   —       1  

KB No.5 Special Purpose Acquisition Company

 

Derivative financial assets

   —       2,143  
 

Loans and receivables (Gross amount)

   —       1,816  
 

Deposits

   —       2,389  
 

Other liabilities

   —       1  

     2013   2014 
     (In millions of Korean won) 

KB No.6 Special Purpose Acquisition Company

 

Derivative financial assets

   —       1,837  
 

Loans and receivables (Gross amount)

   —       1,438  
 

Deposits

   —       4,406  
 

Other liabilities

   —       3  

United PF 1st Recovery Private Equity Fund

 

Provisions

   82     —    

KB-Glenwood Private Equity Fund

 

Deposits

   1     —    

KBIC Private Equity Fund No. 3

 

Other assets

   76     151  
 

Deposits

   1,400     1,400  
 

Other liabilities

   25     24  

NPS KBIC Private Equity Fund No. 1

 

Other assets

   65     9  
 

Other liabilities

   42     —    

KoFC KBIC Frontier Champ2010-5(PEF)

 

Other assets

   266     139  
 

Provisions

   —       534  

KoFC POSCO HANHWA KB Shared Growth Private Equity Fund

 

Other assets

   569     634  
 

Provisions

   —       128  

KB GwS Private Securities Investment Trust

 

Other assets

   —       673  

KB Star Office Private Real Estate Investment Trust No.1

 

Loans and receivables (Gross amount)

   —       10,000  
 

Other assets

   —       155  
 

Deposits

   8,142     6,067  
 

Other liabilities

   31     —    

Kores Co., Ltd.(1)

 

Loans and receivables (Gross amount)

   7,854     —    
 

Allowances for loan losses

   3,836     —    
 

Other liabilities

   2     —    

Ssangyong Engineering & Construction Co., Ltd.(1)

 

Loans and receivables (Gross amount)

   47,104     —    
 

Allowances for loan losses

   38,784     —    
 

Deposits

   61     —    
 

Other liabilities

   14     —    

Key management

     
 

Loans and receivables (Gross amount)

   4,765     2,527  
 

Allowances for loan losses

   1     —    
 

Other assets

   6     3  
 

Deposits

   6,932     18,462  
 

Insurance contract liability

   770     1,292  
 

Other liabilities

   111     173  
 

Provisions

   2     —    

Other

     

Retirement pension

 

Other assets

   166     191  
 

Deposits

   48,840     41,412  
 

Other liabilities

   908     246  

 

  2012 
    Receivables  Allowances
for
loan losses
  Payables 
    (In millions of Korean won) 

Associates

 Korea Credit Bureau Co., Ltd. —     —     18,049  
 UAMCO., Ltd.  —      —      198  
 

KB Global Star Game & Apps SPAC

  2,627    —      899  
 

Testian Co., Ltd.

  413    14    —    
 

United PF 1st Recovery Private Equity Fund

  2,809    5    161  
 

Semiland Co., Ltd.

  —      —      4  
 

Joam Housing Development Co., Ltd.

  —      —      236  
 

Sehwa Electronics Co., Ltd.

  —      —      165  
 Serit Platform Co., Ltd.  769    80    48  
 DS Plant Co., Ltd.  4,232    44    50  
 PyungJeon Industries Co.,Ltd.  2,125    1,055    1  
 Kores Co., Ltd.  7,854    3,872    3  
 

IlssanElecom(Shenyang) Co., Ltd.

  460    460    228  
 

Qingdao Danam Electronics Co., Ltd.

  550    209    338  

Key management

  5,747��   21    9,013  

Other

 Retirement pension  195    —      51,417  
  

 

 

  

 

 

  

 

 

 

Total

 27,781   5,760   80,810  
  

 

 

  

 

 

  

 

 

 
(1)

Not considered to be the Group’s related party as at December 31, 2014.

According toIn accordance with IAS 24, the Group includes parent, parent’s subsidiaries, associates, associates of parent’s subsidiaries, key management (including family members), and post-employment benefit plans of the Group and entities regarded as its related parties in the scope of its related parties. Additionally, the Group discloses balances (receivables and payables) and other amounts arising from the related party transactions in the notes to the consolidated financial statements. Refer to Note 13 for details on investments in associates.

Key management includes the directors of the Parent Companyparent company and the executive directors (vice-presidents and above) of Kookmin Bank and companies where the directors and /or their close family members have control or joint control.

Significant loan transactions with related parties for the power to influence the decision-making process. The Group recognized receivables amounting to ₩7,359 million and related allowances for loan losses amounting to ₩33 million as ofyears ended December 31, 2011, from the transactions with key management. Of those respective amounts, receivables amounting to ₩1,423 million2013 and related allowance for loan loss amounting to ₩21 million,2014, are from companies where key management has a power to influence the decision-making process.as follows:

Commitments

   2013(1) 
   Beginning   Loans   Repayments  Others   Ending 
   (In millions of Korean won) 

Associates

         

United PF 1st Recovery Private Equity Fund

  2,805    1,913    (4,718 —      —    

UAMCO., Ltd

   —       47,181     (47,181  —       —    

Kores Co., Ltd.(2)

   7,854     900     (900  —       7,854  

Incheon Bridge Co., Ltd

   263,080     8,777     (22,495  —       249,362  

Ssangyong Engineering & Construction Co., Ltd.(2)

   46,275     36,843     (36,014  —       47,104  

Semiland Co., Ltd.(2)

   —       86     (67  —       19  

   2014(1) 
   Beginning   Loans   Repayments  Others  Ending 
   (In millions of Korean won) 

Associates

        

Incheon Bridge Co., Ltd

  249,362    12,375    (13,852 —     247,885  

KB Star Office Private Real Estate Investment Trust No.1

   —       10,000     —      —      10,000  

KB No.2 Special Purpose Acquisition Company

   —       1,085     (1,085  —      —    

KB No.3 Special Purpose Acquisition Company

   —       1,780     —      (315  1,465  

KB No.4 Special Purpose Acquisition Company

   —       2,280     —      (404  1,876  

KB No.5 Special Purpose Acquisition Company

   —       2,180     —      (364  1,816  

KB No.6 Special Purpose Acquisition Company

   —       1,710     —      (272  1,438  

Korea Credit Bureau Co., Ltd

   —       19     —      —      19  

UAMCO., Ltd

   —       2     —      —      2  

(1)

Transactions and balances arising from operating activities between related parties, such as payments, are excluded.

(2)

Not considered to be the Group’s related party as at December 31, 2014.

Unused commitments to related parties as of December 31, 20112013 and 2012,2014, are as follows:

 

          2011                   2012            2013   2014 
     (In millions of Korean won)    (In millions of Korean won) 

Balhae Infrastructure Fund

 Purchase of security investment  21,744    21,744  

UAMCO., Ltd.

  Loan commitments in Korean won  89,077    127,800   Loan commitments in Korean won   127,800     —    
  Purchase of security investment   89,950     89,950   Purchase of security investment   89,950     89,950  

United PF 1st Recovery Private Equity Fund

  Loan commitments in Korean won   102,443     106,395  
  Purchase of security investment   —       49,383  

Sehwa Electronics Co., Ltd. and others

  Loan commitments   2,891     2,899  
  Others   17,245     88,151  

United PF 1st Recovery Private Equity Fund

 Loan commitments in Korean won   54,600     —    
Purchase of security investment   49,383     49,383  

KoFC KBIC Frontier Champ
2010-(PEF)

 Purchase of security investment   2,200     2,150  

KoFC POSCO HANHWA KB Shared Growth Private Equity Fund

 Purchase of security investment   35,975     23,750  

Incheon Bridge Co., Ltd.

 Loan commitments in Korean won   42,088     33,163  

KB GwS Private Securities Investment Trust and others

 Loan commitments   757     372  
Purchase of security investment   1,119     1,119  

Unused commitments received from related party entities as at December 31, 2013 and 2014, are as follows:

  2013  2014 
    (In millions of Korean won) 

Associates

   

Ssangyong Engineering & Construction Co., Ltd. (1)

 Acceptances and Guarantees Outstanding in Won 293,500   —    

(1)

Deemed not to be related as of December 31, 2014; therefore, 2014 balances are not presented.

Compensation to key management for the years ended December 31, 2010, 20112012, 2013 and 2012,2014, consists of:

 

  2010   2012 
  Short-term
employee
benefits
   Post-
employment
benefit
   Termination
benefits
   Share-based
payments
 Total   Short-term
employee
benefits
   Post-
employment
benefits
   Termination
benefits
   Share-based
payments
   Total 
  (In millions of Korean won)   (In millions of Korean won) 

Registered directors (executive)

  2,996    205    —      (5,695 (2,494  4,075    230    —      3,480    7,785  

Registered directors (non-executive)

   559     —       —       (254  305     1,107     —       —       18     1,125  

Non-registered directors

   8,212     301     243     4,632    13,388     6,067     436     —       3,751     10,254  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  11,767    506    243    (1,317 11,199    11,249    666    —      7,249    19,164  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

 

 

  2011   2013 
  Short-term
employee
benefits
   Post-
employment
benefit
   Termination
benefits
   Share-based
payments
 Total   Short-term
employee
benefits
   Post-
employment
benefits
   Termination
benefits
   Share-based
payments
 Total 
  (In millions of Korean won)   (In millions of Korean won) 

Registered directors (executive)

  4,614    284    —      2,654   7,552    3,270    144    —      (578 2,836  

Registered directors (non-executive)

   1,011     —       —       (48  963     1,199     —       —       13    1,212  

Non-registered directors

   5,769     505     135     840    7,249     7,305     380     1,024     5,686    14,395  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

  

 

 

Total

  11,394    789    135    3,446   15,764    11,774    524    1,024    5,121   18,443  
  

 

   

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

  

 

 

 

  2012   2014 
  Short-term
employee
benefits
   Post-
employment
benefit
   Termination
benefits
   Share-based
payments
   Total   Short-term
employee
benefits
   Post-
employment
benefits
   Share-based
payments
 Total 
  (In millions of Korean won)   (In millions of Korean won) 

Registered directors (executive)

  4,074    230    —      3,481    7,785    1,580    136    (15 1,701  

Registered directors (non-executive)

   1,107     —       —       18     1,125     1,203     —       (15  1,188  

Non-registered directors

   3,122     435     —       1,984     5,541     7,517     406     5,678    13,601  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

 

 

Total

  8,303    665    —      5,483    14,451    10,300    542    5,648   16,490  
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

  

 

 

Collateral received from related party entities as of December 31, 2013 and 2014, follows:

      2013   2014 
      (In millions of Korean won) 

Associates

      

Kores Co., Ltd.(1)

  Row house  24    —    
  Apartment   24     —    
  Factory/Forest land   15,000     —    

Incheon Bridge Co., Ltd.

  Fund management account for Standby loan commitment   65,000     65,000  

KB Star office Private real estate Investment Trust No.1

  Real estate   —       13,000  

Key management

  Time deposits and others   207     296  
  Real estate   7,381     3,583  

(1)

Deemed not to be related as of December 31, 2014; therefore, 2014 balances are not presented.

As of December 31, 2014, Incheon Bridge Co., Ltd, a related party, provides fund management account, civil engineering completed risk insurance, shares and management rights as unsubordinated collaterals in respect to collateralized amount of ₩816,400 million to a financial syndicate consisting of the Group and four other institutions, and as subordinated collateral in respect to collateralized amount of ₩201,100 million to subordinated debt holders consisting of the Group and two other institutions.

44. Business combination

The Group established KB Savings Bankobtained control of Woori Financial Co., Ltd. with a capital investment of ₩171,526from the Woori Financial Group Inc. for ₩279,870 million in January 2012. KB Savings Bank(11,180,630 shares, 52.02%) on March 20, 2014. Woori Financial Co., Ltd. signed a purchase & assumption(P&A) deal for selected assetsoperates rental of facilities, installment financial business, factoring business and liabilities of Jeil Savings Bankothers. Woori Financial Co., Ltd. with Korea Deposit Insurance Corporation on January 11, 2012.has changed its name to KB Savings BankCapital Co., Ltd. obtained an approval to operate from the Financial Services Commission and acquired the assets and liabilities of Jeil Savings Bank Co., Ltd. on January 13, 2012.

The Group expects synergies from diversification of customersbusiness portfolio through reinforcement of non-banking services, diversification of profit structure through expansion of customer range, vitalization of connected business between financial subsidiaries, reinforcement of retail banking business marketing, financing cheap money through the P&A dealfinancial group and has recognizedothers.

The goodwill of business combination consists of expected synergies through business combination, the goodwill attributable to the synergies in 2012.value of unrecognized assets and others.

The consideration transferred and the assets and liabilities arising from the PM&A deal are as follows:

 

   Amounts 
   (In millions of Korean won) 

Total consideration

  —  279,870  
  

 

 

 

Recognized amounts of identifiable assets acquired and liabilities assumed

  

Cash and due from financial institutions

   40,57517,572

Available-for-sale financial assets

6,872  

Loans

   280,1063,888,468  

Financial investmentsEquipment / intangible assets

   17,67116,828  

Other assets

   2,207,66359,055  
  

 

 

 

Total assets

   2,546,0153,988,795  
  

 

 

 

DepositsDebts

   2,558,119580,000

Debentures

2,751,344  

Other liabilities

   95,896272,495  
  

 

 

 

Total liabilities

   2,654,0153,603,839  
  

 

 

 

Total identifiable net assets

  (108,000384,956)  
  

 

 

 

GoodwillRatio of shareholding acquired (%)

52.02

Relevant amount of shares

  108,000200,261

Goodwill

79,609  

Acquisition-related costs(1)

   1,5272,094  

 

(1) 

Recorded inas fee and commission expense in the statement of comprehensive income.

The receivables including loans from the PM&A deal at the acquisition date are as follows:

 

   Amounts 
   (In millions of Korean won) 

Fair value

  

Cash and dueDue from financial institutions

  40,5754,601  

Loans

   280,1063,893,069  

Others

   2,207,66325,321  
  

 

 

 

Total fair value

  2,528,3443,922,991  
  

 

 

 

Contractual cash flow

  

Cash and dueDue from financial institutions

  41,1274,601  

Loans

   416,1163,900,760  

Others

   2,207,66326,478  
  

 

 

 

Total contractual cash flow

  2,664,9063,931,839  
  

 

 

 

Estimate of the contractual cash flows not expected to be collected

  

Cash and due from financial institutionsLoans

  —  

Loans

119,16482,640  

Others

   —  1,085  
  

 

 

 

Total estimate of the contractual cash flows not expected to be collected

  119,16483,725  
  

 

 

 

The Group measured non-controlling interests in KB Capital Co., Ltd.’s net asset fair value as of the date of acquisition. As a result, non-controlling interest amounting to ₩184,695 million is recognized as of the date of acquisition.

ThroughDue to the business combination, the net operating lossincome and lossprofit for the period from January 13, 2012March 20, 2014 to December 31, 2012,2014, included in the consolidated statement of comprehensive income were ₩3,237₩39,666 million and ₩34,860₩29,990 million (profit attributable to shareholders of the parent company is ₩15,601 million), respectively.

Assuming the date of acquisition is the beginning of the reporting period, the income from operations and net profit for the period would have increased by ₩6,137 million and ₩4,649 million, respectively. In calculating the pro forma information, the operating results of the acquired companies for the period before acquisition have been adjusted to reflect the Group’s accounting policies and the fair value adjustments made upon acquisition.

45. Approval of Issuance of the Financial Statements

The issuance of the December 31, 2012Group’s consolidated financial statements as of and for the year ended December 31, 2014, was approved by the Board of Directors on February 28, 2013.5, 2015.

46. Parent Company Information

The following tables present the Parent Company Only financial information:

Condensed Statements of Financial Position

 

  2011   2012   Dec. 31 2012   Dec. 31 2013   Dec. 31 2014 
  (In millions of Korean won)   (In millions of Korean won) 

Assets

          

Cash held at bank subsidiaries

  32,031    96,234    96,234    77,298    30,739  

Receivables from nonbanking subsidiaries

   60,000     25,000     25,000     10,000     10,000  

Investments in subsidiaries(1)

          

Banking subsidiaries

   14,821,721     14,821,721     14,821,721     14,821,721     14,821,721  

Nonbanking subsidiaries

   2,951,601     3,123,127     3,123,127     3,470,722     3,735,845  

Other assets

   645,337     323,946     323,946     284,801     612,216  
  

 

   

 

   

 

   

 

   

 

 

Total assets

  18,510,690    18,390,028    18,390,028    18,664,542    19,210,521  
  

 

   

 

   

 

   

 

   

 

 

Liabilities and shareholders’ equity

          

Debts

  130,000    —      —      —      —    

Debentures

   49,988     —       —       349,157     628,837  

Other liabilities

   614,422     305,686     305,686     266,963     295,010  

Shareholders’ equity

   17,716,280     18,084,342     18,084,342     18,048,422     18,286,674  
  

 

   

 

   

 

   

 

   

 

 

Total liabilities and shareholders’ equity

  18,510,690    18,390,028    18,390,028    18,664,542    19,210,521  
  

 

   

 

   

 

   

 

   

 

 

 

(1)

Investments in subsidiaries were accounted at cost method in accordance with IAS 27.

Condensed Statements of Comprehensive Income

 

  2010   2011 2012   2012 2013   2014 
  (In millions of Korean won)   (In millions of Korean won) 

Income

          

Dividends from subsidiaries:

          

Dividends from banking subsidiaries

  95,305    —     687,925    687,925   245,044    493,782  

Interest from subsidiaries

   36,150     26,999    6,018     6,018    3,859     2,391  

Other income

   831     884    —       —      —       —    
  

 

   

 

  

 

   

 

  

 

   

 

 

Total income

   132,286     27,883    693,943     693,943    248,903     496,173  
  

 

   

 

  

 

   

 

  

 

   

 

 

Expense

          

Interest expense

   53,431     41,571    3,025     3,025    5,227     19,149  

Noninterest expense

   38,177     51,537    46,039  

Non-interest expense

   44,901    48,273     43,473  
  

 

   

 

  

 

   

 

  

 

   

 

 

Total expense

   91,608     93,108    49,064     47,926    53,500     62,622  
  

 

   

 

  

 

   

 

  

 

   

 

 

Profit(loss) before tax expense

   40,678     (65,225  644,879     646,017    195,403     433,551  
  

 

   

 

  

 

   

 

  

 

   

 

 

Tax income(expense)

   897     1,547    1,356     1,080    423     (600
  

 

   

 

  

 

   

 

  

 

   

 

 

Profit(loss) for the year

  41,575    (63,678 646,235     647,097    195,826     432,951  
  

 

   

 

  

 

   

 

  

 

   

 

 

Other comprehensive income(loss) for the year, net of tax

   (862  65     (1,523
  

 

  

 

   

 

 

Total comprehensive income for the year

  646,235   195,891    431,428  
  

 

  

 

   

 

 

Condensed Statements of Cash Flows

 

        2010             2011             2012                 2012                 2013                 2014         
  (In millions of Korean won)   (In millions of Korean won) 

Operating activities

   ��    

Net income (loss)

  41,575   (63,678 646,235    647,097   195,826   432,951  

Reconciliation of net income (loss) to net cash provided by operating activities:

        

Other operating activities, net

   11,442    (4,383  16,669     15,807    40,272    (286,554
  

 

  

 

  

 

   

 

  

 

  

 

 

Net cash provided by (used in) operating activities

   53,017    (68,061  662,904     662,904    236,098    146,397  
  

 

  

 

  

 

   

 

  

 

  

 

 

Investing activities

        

Net payments from (to) subsidiaries

   (51,200  —      (136,526   (136,526  (369,590  (279,870

Other investing activities, net

   (8,288  (10,743  7,998     7,998    (2,710  750  
  

 

  

 

  

 

   

 

  

 

  

 

 

Net cash used in investing activities

   (59,488  (10,743  (128,528   (128,528  (372,300  (279,120
  

 

  

 

  

 

   

 

  

 

  

 

 

Financing activities

        

Increase in debts

   —      130,000    170,000     170,000    315,000    —    

Decreases in debts

   —      —      (300,000   (300,000  (315,000  —    

Increases in debentures

   —      349,077    279,340  

Decreases in debentures

   —      (750,000  (50,000   (50,000  —      —    

Cash dividends paid

   (78,897  (41,163  (278,173   (278,173  (231,811  (193,176
  

 

  

 

  

 

   

 

  

 

  

 

 

Net cash provided by (used in) financing activities

   (78,897  (661,163  (458,173   (458,173  117,266    86,164  
  

 

  

 

  

 

   

 

  

 

  

 

 

Net increase in cash held at bank subsidiaries

   (85,368  (739,967  76,203     76,203    (18,936  (46,559

Cash held at bank subsidiaries at January 1

   845,363    759,995    20,028     20,028    96,231    77,295  
  

 

  

 

  

 

   

 

  

 

  

 

 

Cash held at bank subsidiaries at December 31

  759,995   20,028   96,231    96,231   77,295   30,736  
  

 

  

 

  

 

   

 

  

 

  

 

 

 

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