Edgar Filing: KOREA ELECTRIC POWER CORP

Form 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the Month of March 2015

KOREA ELECTRIC POWER CORPORATION

(Translation of registrant’s name into English)

55 Jeollyeok-ro, Naju-si, Jeollanam-do, 520-350, Korea

(Address of principal executive offices)

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

Form 20-F x 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.

Yes ¨ No x

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

This Report of Foreign Private Issuer on Form 6-K is deemed filed for all purposes under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended.

Korea Electric Power Corporation (“KEPCO”) hereby calls the annual ordinary general meeting of shareholders (“AGM”) and seeks the attendance of its shareholders.

The following is an English translation of the notice given to the shareholders in connection with the AGM:

To: Shareholders

From: Cho, Hwan-Eik, President & CEO of KEPCO

We hereby call the 54^th annual ordinary general meeting of shareholders pursuant to Article 18 of the Articles of Incorporation of Korea Electric Power Corporation as follows and seek your attendance. Pursuant to Article 542-4 of the Commercial Code, this notice shall be in lieu of notices to be given to the shareholders.

Date / Time: March 31, 2015 / 10:00 a.m. (Seoul Time)

Location: 55 Jeollyeok-ro, Naju-si, Jeollanam-do, 520-350

Korea Electric Power Corporation

Items to be Reported:

•

Audit report

•

Management report on KEPCO’s operation

Agenda for Shareholder Approval:

Approval of financial statements for the 54^th fiscal year

Approval of the ceiling amount of remuneration for directors in 2015

Election of the standing director: Mr. Chang, Jae-Won

Election of the non-standing director and member of the Audit Committee: Mr. Sung, Tae-Hyun

Details on the proposed agenda for the AGM are attached hereto.

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.


By:		/s/ Ko, Weon-Gun
Name:		Ko, Weon-Gun
Title:		Vice President

Date: March 16, 2015

Attachment

Agenda 1. Approval of Financial Statements for the 54^th Fiscal Year

Disclaimer: The financial statements for the 54^th fiscal year as presented below is in accordance with the International Financial Reporting Standard adopted in Korea (K-IFRS), and are subject to change based on the audit of KEPCO’s independent accountants.

KOREA ELECTRIC POWER CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

AS OF DECEMBER 31, 2014 AND DECEMBER 31, 2013


	Dec. 31, 2014		Dec. 31, 2013
	(KRW in millions)
ASSETS

CURRENT ASSETS:
Cash and cash equivalents		1,796,300		2,232,313
Current financial assets, net		176,428		436,213
Trade and other receivables, net		7,697,862		7,526,311
Inventories, net		4,537,469		4,279,593
Income tax receivables		18,475		223,803
Current non-financial assets		502,511		570,845
Assets held-for-sale		2,090,810		—

		16,819,855		15,269,078


NON-CURRENT ASSETS:
Non-current financial assets, net		2,040,921		1,902,953
Non-current trade and other receivables, net		1,724,357		1,644,333
Property, plant and equipment, net		135,812,499		129,637,596
Investment properties, net		317,264		538,327
Goodwill		2,582		2,582
Intangible assets other than goodwill, net		821,060		810,664
Investments in joint ventures		1,166,894		1,106,181
Investments in associates		4,341,830		4,124,574
Deferred tax assets		526,934		359,535
Non-current non-financial assets		134,093		131,511

		146,888,434		140,258,256


Total Assets		163,708,289		155,527,334


LIABILITIES

CURRENT LIABILITIES:
Trade and other payables, net		6,128,604		5,892,763
Current financial liabilities, net		7,162,372		8,425,231
Income tax payables		570,550		51,407
Current non-financial liabilities		6,464,356		4,730,631
Current provisions		1,274,186		1,113,817

		21,600,068		20,213,849


NON-CURRENT LIABILITIES:
Non-current trade and other payables, net		3,806,735		3,971,519
Non-current financial liabilities, net		55,999,761		53,163,394
Non-current non-financial liabilities		6,946,410		6,985,641
Employee benefits obligations, net		1,277,415		2,137,296
Deferred tax liabilities, net		5,723,880		5,002,585
Non-current provisions		13,529,010		12,602,314

		87,283,211		83,862,749


Total Liabilities		108,883,279		104,076,598

(Continued)

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (CONTINUED)

AS OF DECEMBER 31, 2014 AND DECEMBER 31, 2013


	Dec. 31, 2014			Dec. 31, 2013
	(KRW in millions)
EQUITY

CONTRIBUTED CAPITAL:
Shares issued		3,209,820			3,209,820
Share premium		843,758			843,758

		4,053,578			4,053,578


RETAINED EARNINGS:
Legal reserves		1,604,910			1,603,919
Voluntary reserves		22,999,359			22,753,160
Unappropriated retained earnings		10,699,378			8,409,007

		35,303,647			32,766,086


OTHER COMPONENTS OF EQUITY:
Other capital surpluses		1,151,402			830,982
Cumulative other comprehensive income		(202,269	)		55,538
Treasury stocks		—			(741,489	)
Other equity		13,294,973			13,294,973

		14,244,106			13,440,004


EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY		53,601,331			50,259,668


NON-CONTROLLING INTERESTS		1,223,679			1,191,068


Total Equity		54,825,010			51,450,736


Total Liabilities and Equity		163,708,289			155,527,334

KOREA ELECTRIC POWER CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2014 AND DECEMBER 31, 2013


	2014		2013
	(KRW in millions except per share amounts)
SALES
Sales of goods		53,706,828		51,132,803
Sales of service		451,013		326,619
Sales of construction contracts		2,965,185		2,253,083
Revenue related to transfer of assets from customers		351,857		325,290

		57,474,883		54,037,795

COST OF SALES
Cost of sales of goods		46,509,555		47,983,987
Cost of sales of service		500,787		452,628
Cost of sales of construction contracts		2,752,610		2,159,023

		49,762,952		50,595,638


GROSS PROFIT		7,711,931		3,442,157

SELLING AND ADMINISTRATIVE EXPENSES		1,924,366		1,923,192


OPERATING PROFIT		5,787,565		1,518,965

OTHER NON-OPERATING INCOME		402,329		400,167

OTHER NON-OPERATING EXPENSES		88,220		99,811

OTHER GAINS, NET		107,396		128,514

FINANCE INCOME		885,290		629,542

FINANCE EXPENSES		3,140,038		2,931,622

Equity method income (loss) of associates and joint ventures		274,984		(42,243	)
Share in income of associates and joint ventures		319,506		170,399
Gain on disposal of associates and joint ventures		87,521		1,725
Share in loss of associates and joint ventures		78,493		140,984
Loss on disposal of associates and joint ventures		1,271		45,291
Impairment loss on investments in associates and joint ventures		52,279		28,092


PROFITS (LOSS) BEFORE INCOME TAX		4,229,306		(396,488	)

INCOME TAX EXPENSE (BENEFIT)		1,430,339		(570,794	)


PROFIT FOR THE PERIOD		2,798,967		174,306

(Continued)

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (CONTINUED)

FOR THE YEARS ENDED DECEMBER 31, 2014 AND DECEMBER 31, 2013


	2014			2013
	(KRW in millions except per share amounts)
OTHER COMPREHENSIVE INCOME (LOSS)
Items that will not be reclassified subsequently to profit or loss
Defined benefit plan actuarial gain (loss), net of tax		(108,430	)		132,457
Share in other comprehensive income (loss) of associates and joint ventures, net of tax		(1,899	)		7,671
Items that may be reclassified subsequently to profit or loss:
Net change in the unrealized fair value of available-for-sale financial assets, net of tax		(97,251	)		86,570
Net change in the unrealized fair derivatives using cash flow hedge accounting, net of tax		(84,793	)		29,332
Share in other comprehensive income (loss) of associates and joint ventures, net of tax		5,228			38,366
Foreign currency translation of foreign operations, net of tax		(70,576	)		(108,625	)

		(357,721	)		185,771


TOTAL COMPREHENSIVE INCOME FOR THE YEAR		2,441,246			360,077


PROFIT OR LOSS ATTRIBUTABLE TO;
Owners of the Company		2,686,873			60,011
Non-controlling interests		112,094			114,295


		2,798,967			174,306


TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO;
Owners of the Company		2,335,827			245,384
Non-controlling interests		105,419			114,693


		2,441,246			360,077


EARNINGS PER SHARE;
Basic earnings per share		4,290			96
Diluted earnings per share		4,290			96

KOREA ELECTRIC POWER CORPORATION

SEPARATE (NON-CONSOLIDATED) STATEMENTS OF FINANCIAL POSITION

AS OF DECEMBER 31, 2014 AND DECEMBER 31, 2013


	Won
	Dec. 31, 2014		Dec. 31, 2013
	(KRW in millions)
ASSETS

CURRENT ASSETS:
Cash and cash equivalents		614,514		731,833
Current financial assets		20,875		16,221
Trade and other receivables, net		6,995,697		6,872,873
Inventories, net		126,326		88,662
Income tax receivables		12,493		716
Current non-financial assets		72,425		62,896
Assets held-for-sale		2,056,207		—

		9,898,537		7,773,201


NON-CURRENT ASSETS:
Non-current financial assets		461,706		899,291
Non-current trade and other receivables, net		411,582		354,808
Property, plant and equipment, net		57,653,543		57,359,689
Investment properties, net		357,297		853,881
Intangible assets, net		56,277		63,238
Investments in subsidiaries		28,864,233		28,866,623
Investments in joint ventures		20,642		20,642
Investments in associates		1,956,568		2,021,302
Non-current non-financial assets		38,721		37,252

		89,820,569		90,476,726


Total Assets		99,719,106		98,249,927


LIABILITIES

CURRENT LIABILITIES:
Trade and other payables, net		5,614,840		4,513,403
Current financial liabilities, net		5,149,545		4,819,861
Current non-financial liabilities		7,446,189		5,339,106
Current provisions		298,160		309,019

		18,508,734		14,981,389


NON-CURRENT LIABILITIES:
Non-current trade and other payables, net		816,300		917,456
Non-current financial liabilities		27,807,868		30,701,559
Non-current non-financial liabilities		6,876,469		6,918,489
Employee benefits liabilities		558,295		1,500,508
Deferred tax liabilities		1,542,445		1,321,755
Non-current provisions		227,927		249,225

		37,829,304		41,608,992


Total Liabilities		56,338,038		56,590,381

(Continued)

SEPARATE STATEMENTS OF FINANCIAL POSITION (CONTINUED)

AS OF DECEMBER 31, 2014 AND DECEMBER 31, 2013


	Won
	Dec. 31, 2014			Dec. 31, 2013
	(KRW in millions)
SHAREHOLDER’S EQUITY

CONTRIBUTED EQUITY:
Shares issued		3,209,820			3,209,820
Share premium		843,758			843,758

		4,053,578			4,053,578


RETAINED EARNINGS:
Legal reserves		1,604,910			1,603,919
Voluntary reserves		22,999,360			22,753,161
Unappropriated retained earnings		1,041,789			303,263

		25,646,059			24,660,343


OTHER COMPONENTS OF EQUITY:
Other capital surpluses		387,524			303,028
Cumulative other comprehensive income		(1,191	)		88,988
Treasury stock		—			(741,489	)
Other equity		13,295,098			13,295,098


		13,681,431			12,945,625


Total Shareholder’s Equity		43,381,068			41,659,546


Total Liabilities and Equity		99,719,106			98,249,927

KOREA ELECTRIC POWER CORPORATION

SEPARATE (NON-CONSOLIDATED) STATEMENTS OF COMPREHENSIVE INCOME

FOR YEARS ENDED DECEMBER 31, 2014 AND 2013


	2014			2013
	(KRW in millions, except per share amounts)

SALES
Sales of goods		54,386,536			51,564,321
Sales of services		146,113			70,238
Sales of construction services		2,449,934			1,732,557
Revenue related to transfer of assets from customers		351,857			325,290

		57,334,440			53,692,406

COST OF SALES
Costs of sales of goods		51,871,640			50,280,455
Costs of sales of services		290,426			238,017
Costs of sales of construction contracts		2,276,213			1,646,292

		54,438,279			52,164,764


GROSS PROFIT		2,896,161			1,527,642

SELLING AND ADMINISTRATIVE EXPENSES		1,222,453			1,264,647

OPERATING PROFIT		1,673,708			262,995

OTHER NON-OPERATING INCOME		285,784			243,806

OTHER NON-OPERATING EXPENSES		47,861			49,398

OTHER GAINS, NET		139,095			92,527


FINANCE INCOME		698,485			792,518

FINANCE EXPENSES		1,695,640			1,634,286

INCOME ON SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES		208,192			47,916


PROFIT (LOSS) BEFORE INCOME TAX		1,261,763			(243,922	)

INCOME TAX EXPENSE (BENEFIT)		221,876			(482,229	)


PROFIT FOR THE PERIOD		1,039,887			238,307

OTHER COMPREHENSIVE INCOME
Items that may be reclassified subsequently to profit or loss:
Net change in the unrealized fair value of available-for-sale financial assets, net of tax		(90,179	)		85,203
Items that will not be reclassified subsequently to profit or loss:
Defined benefit plan actuarial gain, net of tax		1,902			64,956

		(88,277	)		150,159

TOTAL COMPREHENSIVE INCOME FOR THE PERIOD		951,610			388,466


EARNINGS PER SHARE
Basic earnings per share		1,660			382
Diluted earnings per share		1,660			382

STATEMENT OF APPROPRIATION OF RETAINED EARNINGS

FOR YEARS ENDED DECEMBER 31, 2013 AND DECEMBER 31, 2012


	For year ended,
	2014			2013
	(KRW in millions)

I. RETAINED EARNINGS BEFORE APPROPRIATIONS:
Retained earnings carried over from prior year		—			—
Effect of transition to K-IFRS		—			—
Profit for the period		1,039,887			238,307
Defined benefit plan actuarial gain, net of tax		1,902			64,956

		1,041,789			303,263

II. TRANSFER FROM VOLUNTARY RESERVES:
Reserve for business expansion		—			—

		—			—


III. I + II		1,041,789			303,263


IV. APPROPRIATIONS OF RETAINED EARNINGS:
Legal reserve		—			(991	)
Dividends (government, individual)		(320,982	)		(56,073	)
Reserve for business expansion		(720,807	)		(246,199	)

		(1,041,789	)		(303,263	)

V. UNAPPROPRIATED RETAINED EARNINGS TO BE CARRIED FORWARD TO SUBSEQUENT YEAR		—			—

DIVIDEND PAYMENT

FOR THE FISCAL YEARS 2014 AND 2013


Fiscal year		2014			2013
Dividend per share	KRW	500		KRW	90
Aggregate dividend amount	KRW	320,982,038,500		KRW	56,073,067,380
Market value dividend ratio		1.1	%		0.3	%

Agenda 2. Approval of the ceiling amount of remuneration for directors

•

Proposed aggregate ceiling on remuneration for directors:

•

2,012,072 thousand won in fiscal year 2015 (total number of directors: 15; number of non-standing directors: 8)

•

1,921,067 thousand won in fiscal year 2014 (total number of directors: 15; number of non-standing directors: 8)

Agenda 3. Election of a standing director


Name		Details

Chang, Jae-Won		• Date of Birth: March 28, 1959 • Current Position: Vice President Transmission & Substation Construction Department, KEPCO • Previous Positions: Vice President of Inchon District Division, KEPCO • Education: Ph. D, Electrical Engineering, Rensselaer Polytechnic Institute

Agenda 4. Election of a Non-Standing Director and member of the Audit Committee


Name		Details

Sung, Tae-Hyun		• Date of Birth: October 9, 1959 • Current Position: Professor, College of Electrical Engineering, Hanyang University • Previous Positions: Member of board of directors for KIASC* The Korea Institute of Applied Superconductivity and Cryogenics • Education*: Ph. D in Material Science and Engineering, Tokyo Institute of Technology