Table of Contents

SECURITIES AND EXCHANGE COMMISSION

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 2003

SHINHAN FINANCIAL GROUP CO., LTD.

120, 2-Ga, Taepyung-Ro, Jung-Gu, Seoul 100-102, Korea
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(1): ________________

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(7): ________________

Indicate by check mark whether 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.

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-____________________ .

 

---

1. Introduction to the Group
2. Business
3. Independent Accountant
4. Performance of Affiliated Companies
5. Market Price Information of Our Equity Securities
6. Changes to Directors, Executive Officers and Employees
SIGNATURES
EX-99.1 Independent Accountants Review Report

---

Table of Contents

Summary of the Third Quarter Report

On November 14, 2003, Shinhan Financial Group filed a third quarter report with the Financial Supervisory Commission of the Republic of Korea (“Korea”) pursuant to the Securities and Exchange Act of Korea (the “Business Report”). This is the summary of the Business Report translated into English. Non-material or previously disclosed information are omitted or abridged.

All references to “Shinhan Financial Group” mean “Shinhan Financial Group” on a non-consolidated basis and all references to “we”, “us”, “the Group” and “the Company” mean Shinhan Financial Group and as the context may require, its subsidiaries.

The financial information in this report has been prepared in accordance with accounting principles generally accepted in Korea.

Table of Contents

1.

Introduction to the Group

2.

Business

3.

Independent Accountant

4.

Performance of Affiliated Companies

5.

Market Price Information of Our Equity Securities

6.

Changes to Directors, Executive Officers and Employees

Exhibit 1. Independent Accountant’s Review Report

2

---

Table of Contents

1.

Introduction to the Group

Principal Subsidiaries under Korean Law as of September 30, 2003

     Direct Subsidiaries

1.

Chohung Bank, Goodmorning Shinhan Securities, and Jeju Bank are listed on the Korea Stock Exchange.

2.

Represents our ownership percentage of voting equity securities of Goodmorning Shinhan Securities. Currently, both common and preferred stock of Goodmorning Shinhan Securities has voting rights. We own 60.5% of common stock of Goodmorning Shinhan Securities.

     Indirect subsidiaries held through direct subsidiaries

1.

Shinhan System changed its corporate name to Shinhan Data System on October 8, 2003.

3

---

Table of Contents

Capitalization

     The table below sets forth the changes to the number of issued and outstanding shares of the Group since its incorporation on September 1, 2001.

1.

Issued in exchange for Shinhan Bank’s common shares which were issued as a result of an exercise of warrants by the holders of bonds with warrants.

2.

Redeemable preferred shares issued to a third party to raise cash for the Group’s purchase of Chohung Bank shares which were held by Korean Deposit Insurance Corporation.

3.

Redeemable preferred shares issued as consideration for the Group’s purchase of Chohung Bank shares which were held by Korea Deposit Insurance Corporation.

4.

Redeemable convertible preferred shares issued as consideration for the Group’s purchase of Chohung Bank shares which were held by Korea Deposit Insurance Corporation.

5.

BNP Paribas Luxembourg subscribed for 1,864,065 shares of the Group’s common stock to maintain its 4% equity ownership on a fully diluted basis taking into account the full conversion of the 44,720,603 shares of redeemable convertible preferred shares issued by the Group to Korea Deposit Insurance Corporation.

4

---

Table of Contents

     The table below sets forth the number of the issued and outstanding shares of the Group as of October 1, 2003.

Stock Options

5

---

Table of Contents

*

The stock options are exercisable during the 4 year period after the second anniversary from the grant date.

6

---

Table of Contents

2.

Business

Source and Use of Funds

Source of Funds

(in millions of Korean Won)

1.

The Average Balance was calculated by averaging the ending balance of each quarter.

7

---

Table of Contents

Use of Funds

(in millions of Korean Won)

1.

The Average Balance was calculated by averaging the ending balance of each quarter.

2.

Represents the ending balance of Chohung bank as of September 30, 2003, because Chohung bank was acquired in August 2003.

3.

The Average Balance of Goodmorning Shinhan Securities for 2001 is that of Shinhan Securities, and the Average Balance for 2002 is the sum of the pre-merger balances of Shinhan Securities and Goodmorning Securities.

8

---

Table of Contents

Other Financial Information

Requisite Capital Ratio

(in millions of Korean Won)

1.

Under the guidelines issued by the Financial Supervisory Commission applicable to financial holding companies, we, at the holding company level, are required to maintain a minimum requisite capital ratio of 100%.

2.

The numbers for the 3rd quarter of 2003 are provisional and are subject to change.

Won Liquidity Ratio

(in millions of Korean Won)

1.

Under the guidelines issued by the Financial Supervisory Commission, we, at the holding company level, are required to maintain a Won liquidity ratio of not less than 100%.

Liabilities to Equity Ratio

(in millions of Korean Won)

1.

Adjusted Equity was calculated by subtracting the amount of intangible assets from total net assets.

9

---

Table of Contents

Capital Adequacy Ratio and Other Ratios of Certain Subsidiaries

1)

Total Capital Adequacy Ratio

*

The Total Capital Adequacy Ratios are computed in accordance with the guidelines issued by the Financial Supervisory Commission for commercial banks. Under these guidelines, commercial banks are required to maintain a minimum capital adequacy ratio of 8%.

2)

Net Capital Ratio

*

Net Capital Ratio is computed in accordance with the guidelines issued by the Financial Supervisory Commission for securities investment trust businesses. Under these guidelines, Goodmorning Shinhan Securities is required to maintain a minimum net capital ratio of 100%.

3)

Adjusted Equity Capital Ratio

*

The Adjusted Equity Capital Ratio represents the ratio of total adjusted shareholder’s equity to total adjusted assets and is computed in accordance with the guidelines issued by the Financial Supervisory Commission for credit card companies. Under these guidelines, Shinhan Card is required to maintain a minimum adjusted equity capital ratio of 8%.

4)

Non Performing Loans

(in 100 millions of Korean Won)

1.

Non-performing loans of banks are defined as those loans are past due more than 90 days or those are placed on non-accrual status according to the guidelines of the Financial Supervisory Service.

10

---

Table of Contents

2.

Under the guidelines of the Financial Supervisory Service, every securities company shall classify its loans into five categories: “normal”, “precautionary”, “substandard”, “doubtful”, and “estimated loss”. Under the Group’s internal measures, non-performing loans of Goodmorning Shinhan Securities includes loans classified as “substandard”, “doubtful”, and “estimated loss”.

3.

Under the guidelines of the Financial Supervisory Service, every credit card company shall classify its loans into five categories: “normal”, “precautionary”, “substandard”, “doubtful”, and “estimated loss”. Under the Group’s internal measures, non-performing loans of Shinhan Card includes loans classified as “substandard”, “doubtful”, and “estimated loss”.

5)

Loan Loss Allowances & Write-offs for the period

(in 100 millions of Korean Won)

1.

The fiscal year of Goodmorning Shinhan Securities ends on March 31 of each year. Accordingly, the relevant periods for Goodmorning Shinhan Securities are adjusted as follows: (i) from April 1, 2003 to September 30, 2003, (ii) from April 1, 2002 to March 30 2003, and (iii) from April 1, 2001 to March 30, 2002.

2.

Shinhan Card was incorporated on July 1, 2002.

11

---

Table of Contents

3.

Independent Accountant

Compensation to the Independent Auditor for Audit and Review Services

     The following is a description of the fees for audit and review services performed by our independent auditor for the last three years in connection with our financial statements prepared in accordance with generally accepted accounting principles in Korea.

Compensation for Services Other than Audit and Review

     The following is a description of the fees and commissions paid to our independent auditor for the services set forth below for the last three years.

12

---

Table of Contents

4.

Performance of Affiliated Companies

Condensed Financial Statements of Subsidiaries

1)

Balance Sheets

     Condensed balance sheets of our subsidiaries as of September 30, 2003 are as follows:

(in millions of Korean Won)

2)

Statements of Earnings

     Condensed statements of earnings of our subsidiaries for the quarter and the nine months ended September 30, 2003 are as follows:

(in millions of Korean Won)

13

---

Table of Contents

(in millions of Korean Won)

5.

Market Price Information of Our Equity Securities

Common Share Traded in Korea Stock Exchange

(in Korean Won or number of shares)

American Depositary Shares

     Shinhan Financial Group listed its American Depositary Shares on the New York Stock Exchange on September 16, 2003, and delisted its Global Depositary Shares from the Luxemburg Stock Exchange on September 17, 2003. With the termination of our Global Depositary Share program, the Global Depositary Shares can be converted into American Depositary Shares until April 16, 2004.

14

---

Table of Contents

1)

Global Depositary Shares traded on the Luxemburg Stock Exchange

(in US Dollars or number of shares)

2)

American Depositary Shares trade on the New York Stock Exchange

(in US Dollars or number of shares)

6.

Changes to Directors, Executive Officers and Employees

Directors and Executive Officers

Please refer to our Form 6-K filed on October 2, 2003, on which we described the recent changes in positions and titles of our executive officers.

Employees

15

---

Table of Contents

Exhibit 1.

The Independent Accountant’s Review Report (under Korean GAAP) to the Financial Statements of Shinhan Financial Group as of and for the Nine Month Period ended September 30, 2003.

16

---

Table of Contents

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.

Date : November 27, 2003

17