SECURITIES AND EXCHANGE COMMISSION. Washington, D.C Form 6-K

Transcription

1 Total pages: 29 SECURITIES AND EXCHANGE COMMISSION Washington, D.C Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2001 Kookmin Bank (Translation of registrant s name into English) 9-1, 2-Ga, Namdaemun-Ro, Jung-Gu, Seoul, Korea (Address of principal executive office) (Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.) Form 20-F X Form 40-F (Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.) Yes No X (If yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ) 1

2 Summary of the 3 rd Quarter Reports of Kookmin Bank and H&CB Pursuant to the Merger Agreement dated April 23, 2001, Kookmin Bank and H&CB have agreed to merge by combining both banks into a new corporation to be named Kookmin Bank, herein shall be referred to "New Kookmin''. Any reference to Kookmin Bank in this document refers to old Kookmin Bank, which was merged into the New Kookmin as a result of the merger. Any reference to H&CB in this document shall refer to old H&CB, which was merged into the New Kookmin as a result of the merger. The following reports were submitted on November 14, 2001 to the Korean Financial Supervisory Commission and the Korean Stock Exchange pursuant to the Securities and Exchange Act of Korea. New Kookmin, which was incorporated pursuant to the Merger Agreement between H&CB and Kookmin Bank, filed these reports on behalf of Kookmin Bank and H&CB. 2

3 <The 3 rd Quarter Report of Kookmin Bank> 1 History of Kookmin Bank February 1, 1963 September 25, 1980 February 18, 1989 September 30, 1994 September 25, 1996 June 29, 1998 December 29, 1998 December 31, 1998 June 14, 1999 April 23, 2001 October 31, 2001 Established under the name of Kookmin Bank with paid-in capital of 225 million Entered the credit card business Began banking trust business Listed shares on the Korea Stock Exchange Issued US$0.3 billion Global depositary shares Acquired Dae-Dong Bank through purchase and assumption Issued 200 billion of preferred shares to Korea Deposit Insurance Corporation Merged with the Korea Long-term Credit Bank Goldman Sachs invested US$0.5 billion in Kookmin Bank Signed merger agreement with H&CB Merged into New Kookmin pursuant to the merger agreement between H&CB and Kookmin Bank 2 Employees Number of Employees Ordinary Others Total Tenure (year) (As of Sep. 30, 2001, Unit: millions of Won) Total Payment for the Nine Months Payment per Person from January to September Male 7, , , Female 2, , , Total 10, , ,

4 3 Market Share 3.1 Deposits (Banking accounts) (1) (Units: 100 millions of Won, %) Sep. 30, 2001 Dec. 31, 2000 Amount % Amount % Kookmin Bank 790, , H&CB 582, , Hanvit 533, , CHB 416, , Hana 398, , Shinhan 390, , KEB 313, , KorAm 249, , Total 3,674, ,468, Note (1) Deposit includes deposits in Won, certificates of deposit, securities sold under repurchase agreement, cover bills and trust accounts. 3.2 Loans in Won (Units: 100 millions of Won, %) Sep. 30, 2001 Dec. 31, 2000 Amount % Amount % Kookmin Bank 501, , H&CB 433, , Hanvit 297, , Shinhan 239, , Hana 208, , CHB 205, , KEB 173, KorAm 119, , Total 2,178, ,967,

5 4 Operation status 4.1 Deposits Deposits Deposits in Demand 3,941,152 5,094,721 3,720,546 4,173,966 3,267,363 4,704,464 Won deposits Time & savings 46,275,417 48,092,442 40,279,328 43,495,480 31,318,940 32,476,810 deposits Mutual installment deposits 6,265,006 6,524,964 4,706,796 5,725,272 3,577,023 3,949,872 Certificates of 2,151,099 1,820,741 1,910,630 2,424, ,758 1,237,665 deposits Subtotal 58,632,674 61,532,868 50,617,300 55,819,665 38,974,084 42,368,811 Deposits in foreign currency 906, , , , , ,989 Trust deposits (1) 14,264,886 13,360,085 15,119,652 14,198,182 17,158,599 15,875,863 Subtotal 14,264,886 13,360,085 15,119,652 14,198,182 17,158,599 15,875,863 Total 73,803,572 75,715,264 66,595,282 70,720,328 56,801,779 58,694,663 Note (1) Excludes non-money trust deposit per domestic branch Deposits 136, , ,567 Deposits in Won 134, , ,690 Note: (1) Deposits in Won includes certificates of deposits and trust deposits (2) The average number of branches was 540 {calculation: number of branches at the end of each of the 9 months + (number of sub-branches at the end of each month of the 9 months * 1/2)/9} deposit per employee Deposits 6,729 5,925 4,839 Deposits in Won 6,658 5,848 4,797 Note The average number of employees was 10,949 (calculation: number of employees at the end of each month of the 9 months/9) 5

6 4.2 Loans Loan s Loans in Won 45,182,723 48,099,960 38,301,330 43,436,111 30,021,660 33,276,793 Loans in foreign currency 1,740,289 1,567,824 2,043,648 1,890,806 2,745,590 2,361,728 Advances to customers 240, , , , , ,205 Sub-total 47,163,103 49,906,488 40,682,965 45,567,909 33,119,888 35,969,726 Trust account loans 911, ,256 1,678,386 1,190,574 2,800,246 2,170,541 Total 48,074,625 50,527,744 42,361,351 46,758,483 35,920,134 38,140, Loan s as of September 30, 2001 by remaining maturities Less than 1 year More than 1 year~less than 3 years More than 3 years~less than 5 years More than 5 years Loans in Won 30,905,618 12,121,942 1,948,523 3,123,877 48,099,960 Loans in foreign 694, , ,366 1,015,823 2,461,118 currency Loan s by uses (banking account) Total Sep. 30, 2001 Dec Dec Loans to enterprises Loans for operations 23,430,736 20,899,277 16,409,317 Loans for equipment 4,570,491 4,393,664 4,137,173 Loans to households 17,187,748 14,215,303 10,880,436 Loans to public sector Loans for operations 323,349 1,914, ,055 & others Loans for equipment 35,973 49,508 93,281 Loans on property formation savings 193, ,271 92,016 Loans for housing (1) 2,317,155 1,663,904 1,130,228 Loans for restructuring of small and medium enterprises 40,704 51,343 69,287 Total 48,099,959 43,436,111 33,276,793 Note: (1) Housing loans include housing loans to corporate, household, and public sectors 4.3 Acceptances and guarantees Won 120, Foreign currencies 1,306,587 1,183,433 1,208,708 Total 1,426,587 1,183,433 1,208,708 6

7 4.4 Securities investment (Banking account) Securities in Won Monetary stabilization bonds Government and public bonds 3,607,963 3,462,867 2,773,897 1,973,079 2,367,169 1,905,007 5,752,237 5,595,642 4,095,760 4,595,840 3,332,575 7,221,347 Debentures 9,365,018 10,574,818 8,431,478 9,151,880 7,098,603 3,449,280 Stocks 1,197,821 1,495,249 1,004,648 1,142, , ,384 Others 1,919,449 2,303,554 1,724,364 1,588,295 2,988,828 2,444,819 Sub-total 21,842,488 23,432,130 18,030,147 18,451,207 16,734,494 16,015,837 (Trust account) Monetary 2,865,918 2,276,447 2,916,680 2,913, ,901 1,328,440 Securities in stabilization Won bonds Government and public bonds 2,597,405 2,488,671 1,567,375 2,444,206 1,175,155 1,535,479 Debentures 4,740,535 4,771,227 5,280,188 4,791,873 5,170,331 5,463,150 Stocks 289, , , , , ,255 Others 3,066,268 2,958,954 3,642,942 2,330,738 6,997,118 4,805,581 Sub-total 13,559,773 12,799,354 13,733,969 12,766,527 14,202,970 13,328,905 Foreign Foreign 738, , , ,229 1,020, ,817 currency securities Off-shore 335, , , , , ,546 foreign securities Sub-total 1,074,114 1,304,896 1,001, ,097 1,464,078 1,106,363 Total 36,476,375 37,536,380 32,765,820 32,117,831 32,401,542 30,451, Trust account (money trust) Total amount trusted Trust fees Total Trust fees Total Trust fees amount amount trusted trusted Guaranteed rate of 26,208 6, , ,237, return trust Performance trust 14,238, ,251 14,796, ,224 15,921,188 79,535 Total 14,264, ,718 15,119, ,318 17,158,599 79, Credit Card Number of card Corporate 235, ,657 80,696 holders Individual 10,327,000 8,036,140 5,388,311 Number of merchants 1,552,221 1,230, ,967 Profit Note Sales 47,203,700 37,875,680 13,911,714 Fee income 114, ,355 65,969 (1) The results were from Kookmin Credit Card, which is one of Kookmin Bank s subsidiaries. 7

8 (2) Fee income came from Kookmin Credit Card. 5 Other details relevant to investment decision 5.1 BIS risk-adjusted capital ratios Risk-adjusted capital (A) 7,154,634 6,297,886 5,171,567 Risk-weighted assets (B) 62,858,687 56,346,867 45,434,768 BIS ratios (A/B) 11.38% 11.18% 11.38% 5.2 Non-performing loans (NPL) Balance of NPL NPL to total loans Balance of NPL NPL to total loans Balance of NPL NPL to total loans Change (from Dec. 31, 2000 to Sep. 30, 2001) Balance of NPL 2,188, % 2,656, % 2,900, % -467, Loan loss allowances NPL to total loans 112 basis points decrease Loan loss Domestic 1,692,416 1,822,208 1,869,011 allowance Overseas 10,791 4,492 11,089 Total 1,703,207 1,826,700 1,880,100 Write-offs for the nine months ended Sep. 30, , , ,678 6 Stocks 6.1 Treasury stocks Date of Repurchase Type of shares Number of shares (Shares) (As of September 30, 2001) Amount paid (Millions of Won) January 27, 2000 Preferred shares 8,000,000 40,000 8

9 6.2 Stock options Grant date Title Grantee 03/18/ /15/2001 Note Total Directors and Officers Directors and Officers Employees Exercise Price Granted Shares (As of Sep. 28, 2001, Unit: share, Won) Exercise Period Sanghoon Kim 13,900 70,000 March 19, 2003~March 18, 2005 Jongmin Lee 13,900 25,000 March 19, 2003~March 18, 2005 Sejong Oh 13,900 5,000 March 19, 2003~March 18, 2005 Inki Kim 13,900 5,000 March 19, 2003~March 18, 2005 Hyongjin Jang 13,900 5,000 March 19, 2003~March 18, 2005 Jihong Kim 13,900 5,000 March 19, 2003~March 18, 2005 Bongho Baek 13,900 5,000 March 19, 2003~March 18, 2005 Jinho Hwang 13,900 5,000 March 19, 2003~March 18, 2005 Ikrae Kim 13,900 5,000 March 19, 2003~March 18, 2005 Bokwan Kim 13,900 20,000 March 19, 2003~March 18, 2005 Yuhwan Kim 13,900 20,000 March 19, 2003~March 18, 2005 Dukhyon Kim 13,900 20,000 March 19, 2003~March 18, 2005 Sanghoon Kim (1) 16,600 50,000 March 16, 2004~March 15, 2009 (20,000) Jongmin Lee 16,600 25,000 March 16, 2004~March 15, 2009 Inki Kim 16,600 5,000 March 16, 2004~March 15, 2009 Hyongjin Jang 16,600 5,000 March 16, 2004~March 15, 2009 Jihong Kim 16,600 5,000 March 16, 2004~March 15, 2009 Bongho Baek 16,600 5,000 March 16, 2004~March 15, 2009 Ikrae Kim 16,600 5,000 March 16, 2004~March 15, 2009 Seungheon Han 16,600 5,000 March 16, 2004~March 15, 2009 Youngseok Kim 16,600 5,000 March 16, 2004~March 15, 2009 Sewoong Lee 16,600 5,000 March 16, 2004~March 15, 2009 Changki Min 16,600 5,000 March 16, 2004~March 15, 2009 Bokwan Kim 16,600 20,000 March 16, 2004~March 15, 2009 Yuhwan Kim 16,600 20,000 March 16, 2004~March 15, 2009 Dukhyon Kim 16,600 20,000 March 16, 2004~March 15, 2009 Okhyon Yoon 16,600 20,000 March 16, 2004~March 15, 2009 Taegon Kim 16,600 20,000 March 16, 2004~March 15, 2009 Byongsang Kim 16,600 20,000 March 16, 2004~March 15, 2009 Byongjin Kim 16,600 20,000 March 16, 2004~March 15, 2009 Hangoo Ji and 46 persons 16,600 83,000 March 16, 2004~March 15, persons 533,000 (20,000) (1) Chief Executive Officer Sanghoon Kim: 20,000 additional shares will be granted if the rate of increase in the Kookmin Bank s weighted average stock prices for the one month period prior to either the first anniversary of the date of grant or the date of resignation (in case of resignation during the term of office), as the case may be, compared to its weighed average stock price for the one month period prior to the date of grant is the highest among such rates of increase of any banks listed on the Korea Stock Exchange. 9

10 7 Dividends 7.1 Dividend related items of recent 3 years (Unit: Won, shares, %) Net income for the period (millions of Won) 719, ,901 73,395 Earnings per share 2, Total dividends amount (millions of Won) 151,009 22, ,499 Dividend payout ratio ,80 47,273 Dividends per Common shares Dividends per Preferred shares (1) Dividend yield ratio Net asset value per common share 12,533 13,079 13,457 Note (1) Kookmin Bank paid 1% dividend per preferred shares, which had been issued and held for three days in Kookmin Bank paid 16 million Won for 40 million preferred shares. 8 Kookmin Bank s affiliates 8.1 List of affiliates Kookmin Bank is the parent corporation of the following corporations (ownership ratio is shown in parentheses): Kookmin Credit Card Co., Ltd. (76%) (1) Kookmin Leasing Co., Ltd. (88.3%) Kookmin Venture Capital Co., Ltd. (94.1%) Kookmin Bank Venture Capital Co., Ltd. (99.9%) Kookmin Bank Investment Trust Management Co., Ltd. (87.0%) Kookmin Data System Corporation (99.9%) Kookmin Futures Co., Ltd. (99.9%) Kookmin Leasing & Finance (H.K.) Ltd. (99.9%) (2) Kookmin Bank Luxembourg. S.A. (100.0%) Kookmin Finance Asia (H.K.) Ltd. (100.0%) Kookmin Bank International (London) Ltd. (100.0%) 10

11 Note (1) Investments in Kookmin Credit Card are held by Kookmin Bank (74.2%) and Kookmin Leasing Co., Ltd. (1.8%) (2) Investments in Kookmin Leasing & Finance are held by Kookmin Leasing Co., Ltd. 8.2 Operating results of the affiliates Company name Kookmin Credit Card Co., Ltd. Kookmin Leasing Co., Ltd. Kookmin Venture Capital Co., Ltd. Kookmin Bank Venture Capital Co., Ltd. Kookmin Bank Investment Trust Management Co., Ltd. Kookmin Data System Corporation Kookmin Futures Co., Ltd. Kookmin Leasing & Finance (H.K.) Ltd. Kookmin Bank Luxembourg. S.A. Kookmin Finance Asia Ltd. Kookmin Bank International Ltd. Closing date December 31, 2000 March 31, 2001 December 31, 2000 December 31, 2000 March 31, 2001 December 31, 2000 March 31, 2001 March 31, 2001 December 31, 2000 December 31, 2000 December 31, 2000 Total Assets Total Liabilities Accounting results of the latest fiscal year Total Equities Sales Net income 8,181,476 7,378, ,528 1,460, , , ,752 8, ,705-40, , ,147 53,811 46,957 4,358 76,911 13,054 63,857 22,985 14,277 39,019 4,125 34,894 8,397 3,586 15,503 5,148 10,355 21,034 1,882 39,230 18,017 21,213 7,369 1,356 90, ,594-96,838 12,529-31, , ,604 25,486 38, , ,690 14,849 13,433 2, , ,120 43,231 21,688 1,284 11

12 9 Financial Statements in accordance with the Generally Accepted Accounting Principles in the Republic of Korea 9.1 Non-Consolidate third quarter income statement for the nine-month period ended September 30, 2001 (Unaudited, Reviewed by independent Auditor) Kookmin Bank NON-CONSOLIDATED THIRD- QUARTER BALANCE SHEET as of September 30, 2001 (Unaudited Review Report) ASSETS In Millions of Korean Won Cash and due from banks 5,412,912 Trading securities 2,651,849 Investment securities 21,857,862 Loans 53,736,563 net allowance for loan losses of 1,703,207 million present value discounts of 109,340 million Fixed assets, net 1,280,511 Other assets 4,353,920 Total assets 89,293,617 LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Deposits 62,355,178 Borrowings 9,980,268 Debentures 5,612,062 Other liabilities 6,245,607 Total liabilities 84,193,115 12

13 Kookmin Bank NON-CONSOLIDATED THIRD- QUARTER BALANCE SHEET as of September 30, 2001 (Unaudited Review Report) Shareholders' equity: Common stock 1,517,932 Preferred stock 160,000 Capital surplus 1,616,052 Retained earnings 1,639,082 Capital adjustments 167,436 Total shareholders' equity 5,100,502 Total liabilities and shareholders' equity 89,293,617 13

14 9.2 Non-Consolidate third quarter sheet as of September 30, 2001 (Unaudited, Reviewed by independent Auditor) Kookmin Bank NON-CONSOLIDATED THIRD- QUARTER INCOME STATEMENT for the nine-month period ended September 30, 2001 (Unaudited Review Report) In Millions of Korean Won Interest income: Interest on due from banks 111,681 Interest on trading securities 138,189 Interest on investment securities 1,057,927 Interest on loans 3,608,883 Other interest income 93,420 5,010,100 Interest expense: Interest on deposits 2,465,341 Interest on borrowings 373,557 Interest on debentures 382,315 Other interest expenses 40,459 3,261,672 Net interest income 1,748,428 Provision for loan losses 509,324 Net interest income after provision for loan losses 1,239,104 Non-interest revenue: Fees and commissions on credit cards 121,687 Other fees and commissions 169,514 Dividends on trading securities 323 Dividends on investment securities 7,650 Other 2,433,266 2,732,440 Non-interest expense: Fees and commissions 60,364 General and administrative expenses 845,776 Other 2,175,364 3,081,504 14

15 Kookmin Bank NON-CONSOLIDATED THIRD- QUARTER INCOME STATEMENT for the nine-month period ended September 30, 2001 (Unaudited Review Report) Operating income 890,040 Non-operating gains, net 358,263 Income before income tax expenses 1,248,303 Income tax expenses 385,241 Net income 863,062 Earnings per share and ordinary income per share (in Korean Won) Basic ordinary income and basic earnings per share 2,840 Diluted ordinary income and diluted earnings per share 2,512 15

16 <The 3 rd Quarter Report of H&CB> 1 History of H&CB July 10, 1967 June 1, 1984 January 15, 1988 February 18, 1989 March 7, 1996 July 15, 1997 June 29, 1998 December 29, 1998 July 15, 1999 October 3, 2000 April 23, 2001 October 31, 2001 Established by the Korean Government under the name of The Korea Housing Finance Corporation with paid-in capital of 5 billion Entered the credit card business Began international banking business Began banking trust business Completed initial public offering and listed shares on the Korea Stock Exchange Issued US$150 million in new global depositary shares and listed US$150 million in government shares as GDSs, taking paid-in capital to billion Acquired Dong Nam Bank through purchase and assumption Issued billion of preferred shares to Korea Deposit Insurance Corporation Entered into strategic alliance with ING Group N.V.; increased total paid-in capital to billion Listed on the New York Stock Exchange under the symbol of HCB; outstanding global depositary shares (GDSs) converted into American depositary shares (ADSs) Signed merger agreement with Kookmin Bank Merged into New Kookmin pursuant to the merger agreement between H&CB and Kookmin Bank 16

17 2 Employees (As of Sep. 30, 2001) Number of Employees Ordinary Others (3) Total tenure (1) (year) Total Payment for the nine months (1)(4) (millions of Won) Payment per Person per month (thousands of Won) (2) Male 6, , ,281 4,579 Female 2,394 3,027 5, ,228 3,151 Total 8,771 3,861 12, ,509 3,542 Note: (1) We excluded employees in the Others category in calculating the average tenure and total payment. (2) The average payment per male employee is the estimated standard pay for a male employee of 12 years' tenure, and the average payment per female employee is the estimated standard pay for a female employee of 9 years' tenure. The average payment per employee is the estimated standard pay for an employee of 11 years' tenure. (3) Others consist of specialists, part-time workers, and other contractors. (4) Total payment for the nine months is the salary paid to September 30, 2001, including employee benefits paid as salary. 3 Market Share 3.1 Deposits (Banking accounts) (Units: 100 millions of Won, %) Amount % Amount % Amount % H&CB 504, , , Kookmin Bank 615, , , Hanvit 451, , , CHB 341, , , Shinhan 288, , , Hana 290, , , KorAm 165, , , KEB 250, , , Korea First 162, , , Total 3,070, ,869, ,223, Note (1) Deposit includes deposits in Won, and certificates of deposit. 17

18 (2) The numbers shown above are closing s of our major competitors. 4 Operation status 4.1 Deposits Deposits (Unit: 100 millions of Won) Deposits Demand deposits 33,098 40,635 26,083 28,369 18,743 25,333 in Won Time & savings 393, , , , , ,671 deposits Mutual installment deposits 51,867 57,982 44,631 46,283 49,538 48,392 Certificates of 6,519 4, , deposits Sub-total 485, , , , , ,809 Deposits in foreign currency 4,018 3,786 1,961 2,691 1,505 1,174 Trust Money trust 63,718 63,002 71,599 61, ,183 82,791 deposits Non-money trust 21,533 62, Sub-total 85, ,468 71,599 61, ,183 82,791 Total 574, , , , , , deposit s per domestic branch (Unit: 100 millions of Won) Deposits 1, Deposits in Won 1, Note: There were 548 domestic branches as of September 30, deposit per employee (Unit: 100 millions of Won) Deposits Deposits in Won Note There were 8,771 employees as of September 30,

19 4.2 Loans Loan s (Unit: 100 millions of Won) Sep 30, 2001 Dec. 31, 2000 Dec. 31, 1999 Loans in Won 419, , , , , ,907 Loans in foreign currency (1) 12,142 11,584 11,237 12,993 12,485 10,748 Advances to customers Sub-total 431, , , , , ,508 Trust loans 15,564 9,412 25,375 19,801 32,228 31,400 Total 447, , , , , ,908 Note: (1) Loans in foreign currency include domestic loans in foreign currency, off-shore loan in foreign currency and domestic import usance bills Loan s as of Sep. 30, 2001 by remaining maturities Less than 1 year More than 1 year~less than 3 years More than 3 years~less than 5 years (Unit: 100 millions of Won) More than 5 years Loans in Won 165, ,126 39,011 81, ,786 Loans in foreign 5,721 1, ,583 11,584 currency Loan s by uses (banking account) Total (Unit: 100 millions of Won) Sep 30, 2001 Dec Dec Loans to enterprises Loans for operations 58,088 61,556 36,603 Loans for equipment 2,488 2,298 2,115 Loans to households 147, ,637 60,695 Loans to public sector Loans for operations 3,343 4,389 2,287 & others Loans for equipment Loans on property formation savings Loans for housing (1) 222, , ,120 Total 433, , ,906 Note: (1) Housing loans include housing loans in corporate, household, and public sectors Loan to deposit ratio by average (Unit: 100 millions of Won) Sep. 30, 2001 Dec. 31, 2000 Dec 31, 1999 Loans and discounts (A) (1) 447, , ,028 Deposits and others (B) (2) 574, , ,587 Ratio (A/B) 77.79% % % Note: (1) Loans and discounts include loans in banking and trust accounts (2) Deposits and others include deposits in banking and trust accounts 19

20 4.3 Acceptances and guarantees (Unit: 100 millions of Won) Won Foreign currencies 8,674 6,691 4,763 Total 9,358 7,183 5, Securities investment (Banking account) Securities in Won Monetary stabilization bonds Government and public bonds (Unit: 100 millions of Won) Sep 30, 2001 Dec. 31, 2000 Dec. 31, ,817 1,330 18,114 9,233 31,245 12,809 7,607 6,908 17,457 8,843 13,481 21,875 Debentures 42,896 42,349 44,771 42,706 29,583 39,868 Stocks 3,718 4,911 4,931 2,902 3,045 3,962 Others 52,701 68,713 23,634 39,880 17,762 17,216 Sub-total 110, , , ,564 95,116 95,730 (Trust account) Monetary 4,785 4,466 7,375 4,519 5,582 7,418 Securities in stabilization Won bonds Government and public bonds 3,856 3,530 3,274 3,719 2,299 3,791 Debentures 28,821 31,401 16,862 20,371 12,460 14,394 Stocks 3,170 5,530 2,419 2, Others 13,408 12,899 20,756 12,459 52,092 27,075 Sub-total 54,040 57,826 50,686 43,688 72,710 53,086 Foreign Foreign 2,635 3, , currency securities Off-shore foreign securities Sub-total 2,830 3,397 1,080 1,848 1, Total 167, , , , , , Trust accounts Total amount trusted (Unit: 100 millions of Won) Trust fees Total Trust fees Total Trust fees amount amount trusted trusted Guaranteed rate of ,400 - return trust Performance trust 62, , , Total 63,002 1,060 61, ,

21 5 Other details relevant to investment decision 5.1 BIS risk-adjusted capital ratios (Unit: 100 millions of Won) Risk-adjusted capital (A) 47,465 37,803 30,372 Risk-weighted assets (B) 483, , ,712 BIS ratios (A/B) 9.83% 9.92% 11.74% 5.2 Non-performing loans (NPL) (Unit: 100 millions of Won) Balance of NPL NPL to total loans Balance of NPL NPL to total loans Balance of NPL NPL to total loans Change (from Dec. 31, 2000 to Sep. 30, 2001) Balance of NPL NPL to total loans 9, % 14, % 18, % -4, basis points decrease 5.3 Loan loss allowances (Unit: 100 millions of Won) Loan loss Domestic General 8,799 11,837 15,005 allowance (1) Overseas General Total 8,817 11,857 15,062 Write-offs for the nine months ended Sep. 30, 2001 Note: 4,501 5,433 1,604 (1) Loan loss allowances include allowances for possible losses of loans, acceptances and guarantees in banking accounts 21

22 6 Stocks 6.1 Treasury stocks Date of Repurchase Type of shares Number of shares (As of September 30, 2001) Amount paid Jan. 31, 2000 Non-cumulative and Nonparticipating 17,790,000 88,950 redeemable preferred shares Feb. 1, 2000 Non-cumulative and Nonparticipating redeemable 23,720, ,600 preferred shares Total 41,510, ,550 Note: The treasury stocks were repurchased from Korea Depositary Insurance Corporation. The remaining repurchasable preferred shares are 17,790,000 shares. 6.2 Stock options (As of September 30, 2001) Number of Exercise Date of grant Grantee Expiration date shares Price (Won) Oct. 31, 1998 CEO 300,000 (1) 5,000 Oct. 31, 2004 Feb. 27, 1999 Directors and 280,000 13,900 Feb. 27, 2005 employees Directors and Feb. 28, ,000 27,600 Feb. 28, 2006 employees Directors and Mar. 24, ,000 25,100 Mar. 24, 2007 employees Total 43 persons 958,000 Note (1) The CEO will also have the option to purchase an additional 100,000 shares at an exercise price of 5,000 per share if the average closing price of our stock between August 1, 2001 and October 31, 2001 (or during the three months prior to his resignation if he resigns before August 2001) is higher than the stock prices of any other bank listed on the Korea Stock Exchange for the same period. 22

23 7 Dividends 7.1 Dividend related items of recent 3 years (Unit: Won, shares, %) Net income for the period (millions of Won) 523, , ,356 Earnings per share 4,795 4,824-3,569 Total dividends amount (millions of Won) 71,780 67,411 - Dividend payout ratio Dividends per Common shares Dividends per Preferred shares Dividend yield ratio Net asset value per common share 22,505 19,177 9,415 Ordinary income per common share 4,795 4,824-3, Weighted average number of common shares calculation (Unit: shares, days) Number of shares Number of days Accumulated shares Dec. 31, ,147, ,288,086,382 Stock dividend 9,914, (1) 3,628,808, ,062,554-39,916,894,764 Note (1) New shares for stock dividends are treated as having been issued on the first day of the fiscal year. 8 H&CB s affiliates 8.1 List of affiliates H&CB is the parent corporation of the following corporations (ownership ratios are shown in parentheses): H&CB Finance Ltd. (100%) Jooeun Industrial Co., Ltd. (99%) Jooeun Real Estate Trust Co., Ltd. (99%) Frontier Investment Co., Ltd. (formerly, Pacific Ventures Co., Ltd.) (99%) Jooeun Leasing Co., Ltd. (85%) [Listed on KOSDAQ] Jooeun Investment Trust Management Co., Ltd. (80%) Jooeun Credit Information Co., Ltd. (50%) 23

24 ING Life Korea Co., Ltd. (20%). 8.2 Operating results of the affiliates Industry Company Name Date of Initial Investment Closing date Total Assets Accounting results of the latest fiscal year Total Liabilities Total Equities Paid-in Capital Sales Net income Investment trust Leasing Construction Trust Credit information Banking Insurance Venture Capital Jooeun Investment Trust Management Co., Ltd Jooeun Leasing Co., Ltd Jooeun industrial Co., Ltd Jooeun Real Estate Trust Co., Ltd Jooeun Credit Information Co., Ltd H&CB Finance Co. Ltd. ING Life Insurance Co., Ltd Frontier Investment, Co., Ltd Dec. 8, 1992 Mar. 31, , ,387 38,338 25,788 7,431 May 8, 1991 Mar. 31, , ,500 25,666 99,257 76,336 1,821 Mar. 12, 1993 Dec. 31, , ,638-6,686 10,000 47,716-21,275 Nov. 30, 1996 Dec. 31, , ,147 5,957 10,000 43,568-15,581 Oct. 9, 1999 Dec. 31, ,595 4,445 8,150 3,000 28,630 5,176 Dec. 15, 1998 Dec. 31, ,346 88,336 48,010 25,194 33,397 14,721 Jan. 11, 2000 Mar. 31, , ,417 61,814 70, ,035 12,610 Apr. 14, 2000 Dec. 31, , ,620 20, ,380 24

25 9 Financial Statements in accordance with the Generally Accepted Accounting Principles in the Republic of Korea 9.1 Non-Consolidate third quarter income statement for the nine-month period ended September 30, 2001 (Unaudited, Reviewed by independent Auditor) H&CB NON-CONSOLIDATED THIRD- QUARTER BALANCE SHEET as of September 30, 2001 (Unaudited Review Report) ASSETS In Millions of Korean Won Cash and due from banks 2,772,952 Trading securities 4,238,501 Investment securities 8,522,313 Loans 49,068,192 net allowance for loan losses of 856,018 million present value discounts of 14,715 million Fixed assets, net 876,796 Other assets 1,914,096 Total assets 67,392,850 LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Deposits 50,817,202 Borrowings 3,816,020 Debentures 5,037,500 Other liabilities 4,386,714 Total liabilities 64,057,436 Commitments and contingencies 25

26 H&CB NON-CONSOLIDATED THIRD- QUARTER BALANCE SHEET as of September 30, 2001 (Unaudited Review Report) Shareholders' equity: Common stock 599,844 Preferred stock 296,500 Capital surplus 777,145 Retained earnings 1,746,912 Capital adjustments (84,987) Total shareholders' equity 3,335,414 Total liabilities and shareholders' equity 67,392,850 26

27 9.2 Non-Consolidate third quarter sheet as of September 30, 2001 (Unaudited, Reviewed by independent Auditor) H&CB NON-CONSOLIDATED THIRD- QUARTER INCOME STATEMENT for the nine-month period ended September 30, 2001 (Unaudited Review Report) In Millions of Korean Won Interest income: Interest on due from banks 36,265 Interest on trading securities 13,291 Interest on investment securities 385,063 Interest on loans 3,314,424 Other interest income 25,408 3,774,451 Interest expense: Interest on deposits 2,225,305 Interest on borrowings 158,374 Interest on debentures 233,674 Other interest expenses 25,457 2,642,810 Net interest income 1,131,641 Provision for loan losses 282,827 Net interest income after provision for loan losses 848,814 Non-interest revenue: Fees and commissions on credit cards 585,012 Other fees and commissions 273,204 Dividends on trading securities 951 Dividends on investment securities 2,657 Other (Note 21) 562,951 1,424,775 Non-interest expense: Fees and commissions 103,397 General and administrative expenses 775,448 Other 257,275 1,136,120 27

28 H&CB NON-CONSOLIDATED THIRD- QUARTER INCOME STATEMENT for the nine-month period ended September 30, 2001 (Unaudited Review Report) Operating income 1,137,469 Non-operating losses, net 27,358 Income before income tax expenses 1,110,111 Income tax expenses 346,217 Net income 763,894 Earnings per share and ordinary income per share (in Korean Won) Basic ordinary income and basic earnings per share 6,362 Diluted ordinary income and diluted earnings per share 5,542 28

29 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Kookmin Bank (Registrant) Date: November 16, 2001 By: /s/ Yoo-Hwan Kim (Signature) Name: Yoo-Hwan Kim Title: Senior Executive Vice President & Chief Financial Officer 29