UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16
Under the Securities Exchange Act of 1934
For the Month of March 2020
SHINHAN FINANCIAL GROUP CO., LTD.
(Translation of registrant's name into English)
20, Sejong-daero 9-gil, Jung-gu, Seoul 04513, Korea
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will
file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F √ Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(1): _______
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(7): _______
Indicate by check mark whether 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___√___
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82- n/a .
1
Summary of FY2019 Business Report
On March 30, 2020, Shinhan Financial Group (“SFG”) filed its FY2019 Business Report (the “Business Report”) with the Financial Services Commission of Korea and the Korea Exchange pursuant to the Financial Investment Services and Capital Market Act of Korea. This is the summary of the Business Report translated into English. Non-material or previously disclosed information are omitted or abridged.
The financial information in this report has been prepared in accordance with Korean International Financial Reporting Standards.
Table of Contents
1. Introduction of the Group
2. Business Results
3. Other Financial Information
4. Independent Auditor
5. Corporate Governance
6. Major Shareholders and Market Price Information of our Common Shares and ADRs
7. Directors, Executive Officers and Employees
8. Related Party Transactions
9. Material Information after the reporting period
2
1. Introduction of the Group
Company History (from Jan. 2010 through Dec. 2019)
| ▪ | Jan. 2010 : Shinhan Data System became a direct subsidiary of SFG |
| ▪ | Aug. 2010 : Shinhan Macquarie Financial Advisory was disaffiliated from SFG |
| ▪ | Feb. 2011 : Shinhan BNP Paribas Asset Management (Hong Kong) Limited became an indirect subsidiary of SFG |
| ▪ | Nov. 2011 : Shinhan Bank Vietnam was merged with Shinhan Vina Bank |
| ▪ | Dec. 2011 : Shinhan Savings Bank became a direct subsidiary of SFG |
| ▪ | Nov. 2012 : Shinhan AITAS Co., Ltd. joined SFG as a direct subsidiary |
| ▪ | Jan. 2013 : Yehanbyoul Savings Bank joined SFG as a direct subsidiary |
| ▪ | Apr. 2013 : Shinhan Savings Bank merged with Yehanbyoul Savings Bank. As a result of the integration, Shinhan Savings Bank has been liquidated and Yehanbyoul Savings Bank now exists under the name of “Shinhan Savings Bank” as an existing legal entity |
| ▪ | Nov. 2014 : LLP MFO Shinhan Finance (Kazakhstan) became an indirect subsidiary of SFG |
| ▪ | Jul. 2015 : Shinhan Securities Vietnam Co., Ltd became an indirect subsidiary of SFG |
| ▪ | Oct. 2015 : Banco Shinhan de Mexico became an indirect subsidiary of SFG |
| ▪ | Nov. 2015 : PT Bank Shinhan Indonesia became an indirect subsidiary of SFG |
| ▪ | Dec. 2015 : PT. Shinhan Indo Finance became an indirect subsidiary of SFG |
| ▪ | Dec. 2015 : PT Centratama Nasional Bank became an indirect subsidiary of SFG |
| ▪ | Mar. 2016 : Shinhan Microfinance Co., Ltd. became an indirect subsidiary of SFG |
| ▪ | Jul. 2016 : PT Shinhan Securities Indonesia became an indirect subsidiary of SFG |
| ▪ | Dec. 2016 : Launched new integrated PT Bank Shinhan Indonesia |
| ▪ | Oct. 2017 : Established Shinhan REITs(Real Estate Investment Trusts) Management Co.,Ltd. as SFG subsidiary |
| ▪ | Dec. 2017 : Shinhan K REITs became an indirect subsidiary of SFG |
| ▪ | Apr. 2018 : Shinhan Alpha REITs (formerly known as Shinhan K REITs) was disaffiliated from SFG’s indirect subsidiary due to a change in the largest shareholder |
| ▪ | May. 2018 : GX SHINHAN INTERVEST 1st PEF became an indirect subsidiary of SFG |
| ▪ | May. 2018 : Shinhan DS Vietnam became an indirect subsidiary of SFG\ |
| ▪ | Sep. 2018 : Shinhan Alpha Yongsan REIT became an indirect subsidiary of SFG |
| ▪ | Oct. 2018 : SFG entered into a share purchase agreement with Asia Trust Co., Ltd. for the 100% acquisition. |
| ▪ | Feb. 2019 : Orange Life Insurance, Ltd. joined SFG as a direct subsidiary (acquisition from majority shareholders) |
| ▪ | May. 2019 : Asia Trust. Co., Ltd. joined SFG as a direct subsidiary |
| ▪ | Aug. 2019 : Shinhan AI Co., Ltd. incorporated and joined as a direct subsidiary |
3
Principal(Direct) Subsidiaries under Korean Law (as of Dec. 31, 2019)
| | |
Subsidiaries | | Ownership by SFG |
Shinhan Bank | | 100.0% |
Shinhan Card | | 100.0% |
Shinhan Investment Corp. | | 100.0% |
Shinhan Life Insurance | | 100.0% |
Orange Life Insurance | | 59.2% |
Shinhan BNP Paribas Asset Management | | 65.0% |
Shinhan Capital | | 100.0% |
Jeju Bank 1) | | 75.3% |
Shinhan Savings Bank 2) | | 100.0% |
Asia Trust. Co., Ltd. | | 60.0% |
Shinhan DS | | 100.0% |
Shinhan AITAS 3) | | 99.8% |
Shinhan Credit Information | | 100.0% |
Shinhan Alternative Investment Management | | 100.0% |
Shinhan REITs Management | | 100.0% |
Shinhan AI | | 100.0% |
SHC Management 4) | | 100.0% |
1)Jeju Bank is currently listed on the Korea Exchange.
2)On January 30, 2013, Yehanbyoul Savings Bank joined SFG as a direct subsidiary.
On April 1, 2013, Shinhan Savings Bank merged with Yehanbyoul Savings Bank, both of which were
direct subsidiaries of Shinhan Financial Group. As a result of the integration of the two savings banks,
the previous Shinhan Savings Bank has been liquidated and is thus no longer a subsidiary of Shinhan
Financial Group and instead, Yehanbyoul Savings Bank now exists under the name of “Shinhan Savings
Bank” as an existing legal entity constituting a member of Shinhan Financial Group.
3)On November 30, 2012, Shinhan AITAS Co., Ltd. joined SFG as a direct subsidiary. Prior to November 30,
2012, Shinhan AITAS was an indirect subsidiary of SFG under Shinhan Bank, a wholly-owned bank subsidiary of SFG.
4)Currently in liquidation proceedings
4
Indirect subsidiaries held through direct subsidiaries (as of Dec. 31, 2019)
| | | | |
Direct Subsidiaries | | Indirect Subsidiaries | | Ownership by the Parent |
Shinhan Bank | | Shinhan Asia Limited | | 100.0% |
| Shinhan Bank America | | 100.0% |
| Shinhan Bank Japan | | 100.0% |
| Shinhan Bank Europe | | 100.0% |
| Shinhan Bank Cambodia | | 97.5% |
| Shinhan Bank Kazakhstan | | 100.0% |
| Shinhan Bank China Limited | | 100.0% |
| Shinhan Bank Canada | | 100.0% |
| Shinhan Bank Vietnam | | 100.0% |
| | Banco Shinhan de Mexico | | 100.0% |
| | PT Bank Shinhan Indonesia | | 99.0% |
Shinhan Card | | LLP MFO Shinhan Finance | | 100.0% |
| PT. Shinhan Indo Finance | | 50.0% |
| Shinhan Microfinance Co., Ltd. | | 100.00% |
| Shinhan Vietnam Finance Co. Ltd. | | 100.00% |
Shinhan Investment Corp. | | Shinhan Investment Corp. USA Inc. | | 100.0% |
| Shinhan Investment Corp. Asia Inc. | | 100.0% |
| Shinhan Securities Vietnam Co., Ltd | | 100.0% |
| PT Shinhan Sekuritas Indonesia | | 99.0% |
| KOFC Shinhan Frontier Champ 2010-4 PEF1) | | 8.5% |
GX SHINHAN INTERVEST 1st PEF5) | | 14.5% |
Shinhan Praxis K-Growth Global Private Equity Fund 2) | | 14.1% |
Shinhan BNP Paribas Asset Management | | Shinhan BNP Paribas Asset Management (Hong Kong) Limited | | 100.0% |
Shinhan Alternative Investment Management | | Shinhan Private Equity Fund 2nd 3) | | 2.2% |
| Shinhan-Stonebridge Petro Private Equity Fund 4) | | 0.6% |
Shinhan DS | | Shinhan DS Vietnam Co. Limited | | 100.0% |
1) Shinhan Financial Group and its subsidiaries currently own 34.6% of KOFC Shinhan Frontier Champ 2010-4
PEF Investment Corp.
2) Shinhan Financial Group and its subsidiaries currently own 18.9% of Shinhan Praxis K-Growth Global Private
Equity Fund.
3) Shinhan Financial Group and its subsidiaries currently own 32.6% of Shinhan Private Equity Fund 2nd.
4) Shinhan Financial Group and its subsidiaries currently own 1.8% of Shinhan-Stonebridge Petro Private Equity Fund.
5) Shinhan Financial Group and its subsidiaries currently own 25.3% of GX SHINHAN INTERVEST 1st PEF.
5
Credit Ratings
| | | |
Date | Types of Issuance | Credit Rating | Rating Company (Rating Range) |
1/21/2019 | Debentures | AAA | Korea Rating(AAA~D) / KIS Rating(AAA~D) / NICE Investors Service(AAA~D) |
4/17/2019 | Debentures | AAA | Korea Rating(AAA~D) / KIS Rating(AAA~D) / NICE Investors Service(AAA~D) |
5/21/2019 | Debentures | AAA | NICE Investors Service(AAA~D) |
5/22/2019 | Debentures | AAA | KIS Rating(AAA~D) |
5/23/2019 | Debentures | AAA | Korea Rating(AAA~D) |
6/14/2019 | Write-down Contingent Capital Securities | AA- | NICE Investors Service(AAA~D) |
6/17/2019 | Write-down Contingent Capital Securities | AA- | Korea Rating(AAA~D) / KIS Rating(AAA~D) |
6/28/2019 | Commercial Paper | A1 | Korea Rating(A1~D) / NICE Investors Service(A1~D) |
6/28/2019 | Electronic Short-term Bond | A1 | Korea Rating(A1~D) / NICE Investors Service(A1~D) |
7/3/2019 | Commercial Paper | A1 | KIS Rating(AAA~D) |
7/3/2019 | Electronic Short-term Bond | A1 | KIS Rating(AAA~D) |
7/24/2019 | Debentures | AAA | NICE Investors Service(A1~D) |
7/25/2019 | Debentures | AAA | Korea Rating(AAA~D) / KIS Rating(AAA~D) |
8/26/2019 | Debentures | AAA | Korea Rating(AAA~D) / KIS Rating(AAA~D) / NICE Investors Service(AAA~D) |
10/21/2019 | Debentures | AAA | Korea Rating(AAA~D) / KIS Rating(AAA~D) / NICE Investors Service(AAA~D) |
Number of Shares (as of Dec. 31, 2019)
| | |
Types of Shares | | Number of Shares |
Number of shares authorized for issuance | | 1,000,000,000 |
Number of common shares issued | | 474,199,587 |
Number of preferred shares issued (1) | | 17,482,000 |
Total outstanding shares | | 491,681,587 |
Treasury stocks (2) | | 13,882,062 |
Total outstanding shares with voting rights | | 460,317,525 |
(1) For more information, please refer to Shinhan Financial Group’s reports on Form 6-K furnished to the Securities and Exchange Commission on February 12, 2019 and April 30, 2019.
(2) All treasury shares were disposed in conjunction with a comprehensive stock exchange between Shinhan Financial Group and Orange Life Insurance on January 28, 2020.
6
Dividends
| | | (KRW million) |
Items | FY2019 (Jan. 1 ~ Dec. 31) | FY2018 (Jan. 1 ~ Dec. 31) | FY2017 (Jan. 1 ~ Dec. 31) |
Par value per share (Won) | 5,000 | 5,000 | 5,000 |
(Consolidated) Net Income | 3,403,497 | 3,156,722 | 2,918,816 |
(Separate) Net Income | 1,129,173 | 1,234,883 | 754,727 |
(Consolidated Earnings per share (Won) | 7,000 | 6,579 | 6,118 |
Total Cash dividends | 883,929 | 753,041 | 687,589 |
Total stock dividends | - | - | - |
(Consolidated) Cash dividend payout ratio (%) | 25.97 | 23.86 | 23.57 |
Cash dividend yield (%) | 4.06 | 3.91 | 2.85 |
Stock dividend yield (%) | - | - | - |
Cash dividend per share (Won) | 1,850 | 1,600 | 1,450 |
Stock dividend per share | - | - | - |
7
2. Business Results
Operating Results
| | | | | | |
| | | (KRW billion) |
| FY2019 (Jan. 1 ~ Dec. 31) | FY2018 (Jan. 1 ~ Dec. 31) | FY2017 (Jan. 1 ~ Dec. 31) |
Net interest income | 9,738 | 8,580 | 7,843 |
Interest income | 15,707 | 13,572 | 11,799 |
Interest expense | 5,969 | 4,992 | 3,956 |
Net fees and commission income | 2,141 | 1,939 | 1,711 |
Fees and commission income | 3,557 | 3,295 | 4,045 |
Fees and commission expense | 1,417 | 1,356 | 2,334 |
Net insurance income | -497 | -472 | -460 |
Insurance income | 7,569 | 4,399 | 4,599 |
Insurance expense | 8,066 | 4,870 | 5,059 |
Net gain(loss) on securities and FX trading/derivatives | 982 | 615 | 989 |
Provision for credit loss and impairment loss | -951 | -739 | -543 |
Net other operating income(expense) | -1,231 | -683 | -899 |
General and administrative expenses | 5,135 | 4,742 | 4,811 |
Net operating income | 5,046 | 4,499 | 3,830 |
Equity method income | 53 | 17.5 | 20.4 |
Other non-operating income(expense), net | -188 | -50 | -53 |
Profit before income taxes | 4,912 | 4,467 | 3,798 |
Income tax expense | 1,269 | 1,268 | 848 |
Consolidated net profit | 3,642 | 3,198 | 2,949 |
Net profit attributable to equity holders of the Group | 3,404 | 3,157 | 2,919 |
Net profit attributable to non-controlling interest | 239 | 42 | 30 |
Notes : Some of the totals may not sum due to rounding.
8
Source and Use of Funds
| | | | | | | | | | | | | |
Consolidated Basis (KRW billion, %) | FY2019 | FY2018 | FY2017 |
Jan. 1 ~ Dec. 31 | Jan. 1 ~ Dec. 31 | Jan. 1 ~ Dec. 31 |
Average Balance1) | Propor-tions (%) | Interest Paid | Interest Rate (%) | Average Balance1) | Propor-tions (%) | Interest Paid | Interest Rate (%) | Average Balance1) | Propor-tions (%) | Interest Paid | Interest Rate (%) |
Source | Deposits | 280,108.9 | 53.8 | 3,644.6 | 1.30 | 257,656.5 | 58.2 | 3,091.7 | 1.20 | 241,523.7 | 58.3 | 2,482.5 | 1.03 |
Borrowings | 22,705.0 | 4.4 | 400.2 | 1.76 | 19,211.9 | 4.3 | 316.9 | 1.65 | 17,479.8 | 4.2 | 217.3 | 1.24 |
Debt Securities Issued | 69,636.9 | 13.4 | 1,666.3 | 2.39 | 57,284.3 | 12.9 | 1,336.8 | 2.33 | 47,594.6 | 11.5 | 1,085.4 | 2.28 |
Other Liabilities | 108,013.9 | 20.7 | - | - | 73,666.5 | 16.7 | - | - | 74,788.5 | 18.1 | - | - |
Total Liabilities | 480,464.7 | 92.3 | - | - | 407,819.2 | 92.1 | - | - | 381,386.6 | 92.1 | - | - |
Total Stockholder's Equity | 39,922.0 | 7.7 | - | - | 34,911.0 | 7.9 | - | - | 32,750.5 | 7.9 | - | - |
Total Liabilities & SE | 520,386.7 | 100.0 | - | - | 442,730.2 | 100.0 | - | - | 414,137.1 | 100.0 | - | - |
Use | Cash & Due from Banks | 24,598.6 | 4.7 | 241.9 | 0.98 | 20,581.4 | 4.6 | 188.9 | 0.92 | 21,609.4 | 5.2 | 167.8 | 0.78 |
Loans | 313,159.5 | 60.2 | 12,508.9 | 3.99 | 287,925.9 | 65.0 | 11,190.7 | 3.89 | 266,195.4 | 64.3 | 9,681.4 | 3.64 |
Loans in KRW | 244,234.3 | 46.9 | 8,737.8 | 3.58 | 224,504.2 | 50.7 | 7,892.5 | 3.52 | 207,439.9 | 50.1 | 6,828.2 | 3.29 |
Loans in Foreign Currency | 24,284.0 | 4.7 | 1,082.6 | 4.46 | 19,306.0 | 4.4 | 795.6 | 4.12 | 16,841.6 | 4.1 | 583.2 | 3.46 |
Credit Card Accounts | 23,058.3 | 4.4 | 1,916.8 | 8.31 | 21,543.9 | 4.9 | 1,790.2 | 8.31 | 19,952.8 | 4.8 | 1,680.9 | 8.42 |
Others | 21,582.9 | 4.2 | 771.6 | 3.58 | 22,571.8 | 5.0 | 712.5 | 3.16 | 21,961.1 | 5.3 | 589.1 | 2.68 |
FVOCI Financial Assets | 50,641.0 | 9.7 | 1,072.9 | 2.12 | 37,064.0 | 8.4 | 754.6 | 2.04 | 34,272.9 | 8.3 | 645.3 | 1.88 |
AC Financial Assets | 40,955.7 | 7.9 | 1,061.3 | 2.59 | 26,456.1 | 6.0 | 730.4 | 2.76 | 22,199.6 | 5.4 | 651.1 | 2.93 |
Other Assets | 91,031.9 | 17.5 | - | - | 70,702.8 | 16.0 | - | - | 69,859.8 | 16.8 | - | - |
Total Assets | 520,386.7 | 100.0 | - | - | 442,730.2 | 100.0 | - | - | 414,137.1 | 100.0 | - | - |
1) The “Average Balance” is the arithmetic mean of the ending balance of each quarter.
9
3. Other Financial Information
1) Capital Adequacy
Consolidated BIS Ratio (Shinhan Financial Group)
| | | |
| | | (KRW billion) |
| Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Aggregate Amount of Equity Capital (A) | 35,712.3 | 33,993.1 | 30,713.5 |
Risk-Weighted Assets (B) | 256,891.7 | 228,678.1 | 207,768.6 |
BIS Ratio (A/B) | 13.90% | 14.87% | 14.78% |
Note) based on Basel III
Capital Adequacy Ratios (Subsidiaries)
| | | | |
| | | | (%) |
Subsidiary | Capital Adequacy Ratio | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Shinhan Bank | BIS Capital Adequacy Ratio | 15.9 | 16.0 | 15.6 |
Shinhan Card | Adjusted Equity Capital Ratio | 20.1 | 21.7 | 24.5 |
Shinhan Investment Corp. | Net Capital Ratio | 1,217.4 | 796.9 | 706.4 |
Shinhan Life Insurance | Risk Based Capital Ratio | 227.9 | 238.7 | 175.4 |
Orange Life Insurance | Risk Based Capital Ratio | 393.9 | 425.0 | 455.3 |
Shinhan BNP Paribas Asset Management | Equity Capital (KRW billion) | 164.5 | 159.0 | 156.0 |
Minimum Capital Requirement (KRW billion) | 29.3 | 27.4 | 23.5 |
Shinhan Capital | Adjusted Equity Capital Ratio | 13.1 | 13.2 | 14.0 |
Jeju Bank | BIS Capital Adequacy Ratio | 14.9 | 14.9 | 14.7 |
Shinhan Savings Bank | BIS Capital Adequacy Ratio | 15.5 | 14.7 | 14.3 |
Asia Trust | Net Capital Ratio | 969.6 | 730.9 | 517.1 |
Notes :
| ▪ | The BIS Capital Adequacy Ratio is computed in accordance with the guidelines issued by the FSS for commercial banks. Under these guidelines, commercial banks are required to maintain a minimum capital adequacy ratio of 8%. |
| ▪ | Basel III FIRB was applied in calculating Shinhan Bank’s BIS Capital Adequacy Ratio. |
| ▪ | Basel III TSA was applied in calculating Jeju Bank’s BIS Capital Adequacy Ratio. |
| ▪ | Basel I was applied in calculating Shinhan Savings Bank’s BIS Capital Adequacy 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 FSS. Under these guidelines, Shinhan Card and Shinhan Capital are required to maintain a minimum adjusted equity capital ratio of 8%. |
| ▪ | Net Capital Ratio is computed in accordance with the guidelines issued by the FSS. Under these guidelines, Shinhan Investment Corporation is required to maintain a minimum net capital ratio of 100%. |
| ▪ | Under the guidelines issued by the FSS, Shinhan Life Insurance is required to maintain a minimum RBC ratio of 100%. |
| ▪ | Under the guidelines issued by the FSS, Shinhan BNP Paribas Asset Management is required to hold Equity Capital that exceeds the Minimum Capital Requirement.
|
2) Liquidity
Won Liquidity Ratio
| | | | | | | | | |
| | | (KRW billion, %) |
Company | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Won Assets | Won Liabilities | Won Liquidity Ratio(%) | Won Assets | Won Liabilities | Won Liquidity Ratio(%) | Won Assets | Won Liabilities | Won Liquidity Ratio(%) |
Shinhan Financial Group | 192.7 | 37.9 | 508.2 | 1,860.4 | 138.3 | 1,344.8 | 309.8 | 131.6 | 235.3 |
Shinhan Card | 17,922.1 | 4,464.9 | 401.4 | 17,425.6 | 4,568.9 | 381.4 | 15,768.6 | 4,236.0 | 372.3 |
Shinhan Investment Corp. | 15,099.7 | 10,869.3 | 138.9 | 13,014.2 | 8,837.3 | 147.3 | 12,730.0 | 10,340.0 | 123.1 |
Shinhan Life Insurance | 1,130.3 | 703.7 | 160.6 | 1,136.0 | 637.3 | 178.3 | 917.5 | 553.3 | 165.8 |
Orange Life Insurance | 1,291.8 | 655.4 | 197.1 | 1,247.9 | 524.5 | 237.9 | 996.7 | 445.6 | 223.7 |
Shinhan Capital | 970.1 | 659.9 | 147.0 | 637.7 | 543.7 | 117.3 | 768.9 | 560.4 | 137.2 |
Shinhan Savings Bank | 226.1 | 188.8 | 119.8 | 320.5 | 222.4 | 144.1 | 308.0 | 213.3 | 144.4 |
Asia Trust | 101.8 | 10.9 | 933.1 | 72.7 | 10.9 | 668.1 | 76.3 | 12.4 | 616.5 |
Notes :
| ▪ | Shinhan Financial Group: Due within 1 month |
| ▪ | Shinhan Life Insurance and Orange Life Insurance: (Won assets due within 3 months /3 months average of Claim payments )*100 |
| ▪ | Shinhan Card, Shinhan Investment Corp., Shinhan Capital, and Shinhan Savings Bank : Due within 3 months |
| ▪ | Liquidity Ratio for Shinhan Bank and Jeju Bank have been replaced by Liquidity Coverage Ratio from Mar 31, 2015 |
to reflect the recent amendments to detailed regulations on supervision of banking business.
Liquidity Coverage Ratio
| | | | | | | | | |
| | | (KRW billion, %) |
Company | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
High Quality Liquid Assets | Net Cash Outflows | Liquidity Coverage Ratio(%)* | High Quality Liquid Assets | Net Cash Outflows | Liquidity Coverage Ratio(%) | High Quality Liquid Assets | Net Cash Outflows | Liquidity Coverage Ratio(%) |
Shinhan Bank | 63,054.8 | 60,280.6 | 104.6 | 51,326.2 | 52,043.4 | 98.7 | 46,813.9 | 49,493.3 | 94.7 |
Jeju Bank | 642.0 | 510.7 | 126.2 | 625.5 | 514.1 | 122.3 | 560.3 | 476.0 | 117.9 |
* Liquidity Coverage Ratios are the arithmetic mean of daily LCRs.
Foreign Currency (FC) Liquidity Ratio
| | | | | | | | | |
| | | (USD millions, %) |
Company | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
FC Assets | FC Liabilities | FC Liquidity Ratio(%) | FC Assets | FC Liabilities | FC Liquidity Ratio(%) | FC Assets | FC Liabilities | FC Liquidity Ratio(%) |
Shinhan Financial Group | 135.3 | 6.7 | 2,019.4 | - | - | - | - | - | - |
Shinhan Bank | - | - | - | - | - | - | 49,850.7 | 46,790.4 | 106.5 |
Shinhan Investment Corp. | 6,769.9 | 6,488.4 | 104.3 | 5,983.6 | 5,641.7 | 106.1 | 7,577.9 | 7,913.3 | 95.8 |
Shinhan Capital | 131.9 | 128.0 | 103.0 | 118.3 | 100.4 | 117.8 | 99.8 | 0.3 | 29,325.2 |
Jeju Bank | 29.1 | 13.9 | 209.4 | 34.2 | 17.2 | 198.8 | 43.2 | 37.9 | 114.1 |
Notes :
| ▪ | Foreign currency liquidity ratios are computed with assets and liabilities due within 3 months. |
| ▪ | Shinhan Bank’s foreign currency liquidity ratio reflected securitization weight with the guidelines issued by the FSS. |
| ▪ | Shinhan Bank’s foreign currency liquidity ratio has been replaced by Foreign Liquidity Coverage Ratio. |
Foreign Currency (FC) Liquidity Coverage Ratio
| | | | |
| | | | (USD millions, %) |
Company | 2019 4Q | 2019 3Q | 2019 2Q | 2019 1Q |
Oct. 1 ~ Dec. 31 | Jul. 1 ~ Sep. 30 | Apr. 1 ~ Jun. 30 | Jan. 1 ~ Mar. 31 |
Shinhan Bank | 110.5 | 129.3 | 106.4 | 121.8 |
Notes :
| ▪ | Under the guidelines issued by the FSS, Shinhan Bank is required to hold a minimum requirement of foreign exchange debt in high-quality liquidity assets to withstand a 30-day net cash outflow in systemic risks. The minimum requirement of the foreign currency liquidity coverage ratio was set at 60% in 2017, 70% in 2018 and will be increased gradually to 80% in 2019. |
| ▪ | Foreign Currency Liquidity Coverage Ratio is calculated by daily average. |
3) Asset Quality
SFG Consolidated Basis
| | | |
| | | (KRW billion) |
| Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Total Loans | 326,413.7 | 299,349.9 | 274,719.1 |
Substandard & Below | 1,818.0 | 1,612.9 | 1,734.1 |
Substandard & Below Ratio | 0.56% | 0.54% | 0.63% |
Non-Performing Loans | 1,433.3 | 1,318.4 | 1,467.1 |
NPL Ratio | 0.44% | 0.44% | 0.53% |
Substandard & Below Coverage Ratio | 148.29% | 170.4% | 135.2% |
Loan Loss Allowance | 2,695.8 | 2,748.3 | 2,343.6 |
Substandard & Below Loans | 1,818.0 | 1,612.9 | 1,734.1 |
Separate Basis
| | | | | | | | | |
(%) | Dec. 31 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Substandard & Below Ratio | NPL Ratio | Substandard & Below Coverage Ratio | Substandard & Below Ratio | NPL Ratio | Substandard & Below Coverage Ratio | Substandard & Below Ratio | NPL Ratio | Substandard & Below Coverage Ratio 1) |
Shinhan Financial Group | - | - | - | - | - | - | - | - | - |
Shinhan Bank | 0.45 | 0.36 | 116 | 0.45 | 0.39 | 141 | 0.55 | 0.49 | 114 |
Shinhan Card | 1.15 | 0.60 | 265 | 1.11 | 0.61 | 275 | 1.06 | 0.61 | 238 |
Shinhan Investment Corp. | 0.07 | 0.07 | 808 | 0.08 | 0.08 | 1,003 | 0.08 | 0.08 | 497 |
Shinhan Life Insurance | 0.12 | 0.11 | 208 | 0.09 | 0.08 | 414 | 0.09 | 0.07 | 274 |
Orange Life Insurance | 0.02 | 0.06 | 100 | 0.02 | 0.06 | 100 | 0.03 | 0.08 | 100 |
Shinhan Capital | 0.77 | 0.99 | 162 | 0.97 | 1.04 | 159 | 1.33 | 1.60 | 129 |
Jeju Bank | 0.54 | 0.46 | 94 | 0.49 | 0.47 | 102 | 1.09 | 0.80 | 41 |
Shinhan Savings Bank | 2.9 | 2.85 | 88 | 3.88 | 3.40 | 72 | 3.86 | 2.98 | 62 |
Asia Trust | 50.61 | 50.37 | 67 | 54.93 | 54.93 | 54 | 49.59 | 49.59 | 105 |
4) Debt to Equity Ratios
Shinhan Financial Group (Separate Basis)
| | | |
| | | (KRW billion) |
| Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Debt | 9,795.9 | 8,464.2 | 7,447.7 |
Equity | 22,465.4 | 21,650.0 | 20,192.1 |
Debt to Equity Ratio | 43.60% | 39.10% | 36.88% |
Twenty Largest Exposures by Borrower
| | | | | | |
| | | | | (KRW billion) |
As of Dec. 31, 2019 Consolidated basis | Loans in Won | Loans in Foreign Currency | Securities | Guarantees and Acceptances | Others | Total Exposures |
Ministry of Strategy & Finance | 0.0 | - | 35,364.7 | - | - | 35,364.7 |
Bank of Korea | 1,660.0 | - | 6,929.5 | 0.1 | - | 8,589.6 |
Korea Housing Finance Corporation | 0.0 | - | 7,603.3 | - | - | 7,603.3 |
Korea Development Bank | 7.1 | - | 6,045.1 | 70.6 | - | 6,122.9 |
Industrial Bank of Korea | 752.3 | 10.6 | 4,247.7 | 0.1 | - | 5,010.7 |
Export-Import Bank of Korea | - | 11.8 | 2,956.0 | - | - | 2,967.8 |
NongHyup Bank | 1,242.5 | 14.9 | 660.5 | 17.0 | - | 1,935.0 |
Samsung Electronics | - | 1,856.7 | - | - | - | 1,856.7 |
KEB Hana Bank | 432.5 | 126.9 | 888.8 | 75.5 | - | 1,523.8 |
Korea Land & Housing Corporation | 0.0 | - | 1,464.0 | - | - | 1,464.0 |
Korea Deposit Insurance Corporation | - | - | 1,397.7 | - | - | 1,397.7 |
Kookmin Bank | 836.0 | 46.5 | 488.8 | 13.4 | - | 1,384.7 |
National Agricultural Cooperative Federation | 53.6 | - | 1,327.6 | - | - | 1,381.2 |
Korea Expressway Corporation | 0.0 | - | 1,325.9 | - | - | 1,326.0 |
United States of America | - | - | 1,050.7 | - | - | 1,050.7 |
Korea Electric Power Corporation | 0.3 | - | 1,004.0 | 6.3 | - | 1,010.7 |
Woori Bank | 195.4 | 31.8 | 768.4 | - | - | 995.6 |
KB Koonmin Card | - | - | 931.0 | - | - | 931.0 |
Korea Rail Network Authority | - | - | 875.3 | - | - | 875.3 |
Korea Gas Corporation | 0.0 | 40.6 | 815.5 | - | - | 856.2 |
Total | 5,179.9 | 2,139.9 | 76,144.6 | 182.9 | - | 83,647.3 |
Note) Some of the totals may not sum due to rounding
Exposure to ten Main Debtor Groups
| | | | | | |
| | | | (KRW billion) |
As of Dec. 31, 2019 Consolidated basis | Loans in Won | Loans in Foreign Currency | Securities | Guarantees and Acceptances | Others | Total Exposures |
Hyundai Motors | 514.5 | 2,102.5 | 1,819.1 | 300.6 | 0.1 | 4,736.8 |
Samsung | 195.1 | 2,286.3 | 972.3 | 716.7 | 0.0 | 4,170.4 |
Lotte | 57.8 | 681.2 | 1,870.2 | 349.5 | 0.1 | 2,958.8 |
SK | 942.4 | 390.9 | 1,096.1 | 441.9 | 0.0 | 2,871.3 |
LG | 399.1 | 435.0 | 998.8 | 353.7 | 0.0 | 2,186.6 |
Hyundai Heavy Industries | 106.7 | 82.3 | 210.9 | 1,276.7 | - | 1,676.6 |
Hanwha | 269.7 | 300.1 | 621.3 | 339.7 | 0.0 | 1,530.9 |
LS | 132.9 | 416.3 | 212.1 | 704.1 | 0.0 | 1,465.5 |
GS | 42.6 | 347.5 | 544.8 | 283.2 | 0.0 | 1,218.2 |
CJ | 154.3 | 184.7 | 545.5 | 105.4 | - | 989.9 |
Total | 2,815.1 | 7,226.8 | 8,891.2 | 4,871.5 | 0.3 | 23,804.9 |
Note) Some of the totals may not sum due to rounding
Top Twenty Non-Performing Loans
| | | | |
| | | | (KRW billion) |
Borrower | Industry | Gross Principal Outstanding | Substandard & Below | Allowance for Loan Losses |
A | Manufacture of distilling machinery, heat exchangers and gas generators | 76.0 | 76.0 | 49.8 |
B | Manufacture of plastic products for fabricating of machine | 40.4 | 40.4 | 31.3 |
C | Manufacture of sections for ships | 41.8 | 39.5 | 24.9 |
D | Building of steel ships | 25.6 | 25.6 | 2.1 |
E | Building of steel ships | 23.1 | 23.1 | 0.6 |
F | Manufacture of sections for ships | 19.7 | 19.7 | 4.8 |
G | Manufacture of synthetic resin and other plastic materials | 18.2 | 18.2 | - |
H | Manufacture of sections for ships | 18.9 | 17.5 | - |
I | Sea freight water transport | 17.5 | 17.5 | 14.0 |
J | Sea freight water transport | 16.8 | 16.8 | 14.8 |
K | Manufacture of smelting, refining and alloys of other non-ferrous metals | 11.0 | 11.0 | 7.9 |
L | Manufacture of other new parts and accessories for motor vehicles n.e.c. | 6.5 | 6.5 | 1.5 |
M | Building of steel ships | 5.6 | 5.6 | 5.7 |
N | Other engineering services | 8.3 | 5.5 | 5.5 |
O | Sea freight water transport | 5.6 | 5.5 | 5.4 |
P | Golf course operation | 5.4 | 5.4 | - |
Q | Building of steel ships | 5.1 | 5.1 | 5.1 |
R | General hospitals | 4.9 | 4.9 | 0.4 |
S | Manufacture of other lifting and handling equipment | 4.2 | 4.2 | - |
T | Specialized hospitals | 4.0 | 4.0 | - |
Total | 358.8 | 352.1 | 173.9 |
Notes :
| ▪ | Consolidated basis as of Dec. 31, 2019 |
| ▪ | Some of the totals may not sum due to rounding. |
4. Independent Auditor
Audit Opinion for the last 3 years
| | | |
| FY2019 | FY2018 | FY2017 |
Audit Opinion | Unqualified | Unqualified | Unqualified |
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 preparation.
| | | | | | | |
Year | Auditor | Payment 1) (KRW mil.) | Details | Working hours |
FY2019 | KPMG Samjong Accounting Corp. | 1,160 (annualized basis) | Review/Audit of Financial Statements | 11,497 Hours | | |
KPMG Samjong Accounting Corp. | 102 (annualized basis) | K-IFRS Report Package Audit for Shinhan Savings Bank | 1,272 Hours | | |
FY2018 | KPMG Samjong Accounting Corp. | 715 (annualized basis) | Review/Audit of Financial Statements | 8,470 Hours | | |
KPMG Samjong Accounting Corp. | 94 (annualized basis) | K-IFRS Report Package Audit for Shinhan Savings Bank | 850 Hours | | |
FY2017 | KPMG Samjong Accounting Corp. | 626 (annualized basis) | Review/Audit of Financial Statements | 7,641 Hours | | |
KPMG Samjong Accounting Corp. | 78 (annualized basis) | K-IFRS Report Package Audit for Shinhan Savings Bank | 896 Hours | | |
KPMG Samjong Accounting Corp. | 261 (annualized basis) | Non-statutory audit for IFRS 9 adoption | 2,896 Hours | | |
| 1) | Excluding value-added taxes. |
* In addition to above mentioned description of fees for audit and review services, KPMG Samjong Accounting Corp. also provided services related to US listing and ICOFR audit in accordance with the standards of the PCAOB which we agreed to pay KRW1,835 million(excluding value-added taxes) for FY2019 and a comfort letter issuance services between June 11, 2018 and August 13, 2018 and between May 30, 2019 and August 5, 2019, which we paid KRW 120 million and KRW 170 million (excluding value-added taxes) respectively.
5. Corporate Governance
Board of Directors and committees of the Board of Directors
As of December 31, 2019, our board of directors is comprised of one executive director, one non-executive director and eleven outside directors. We currently have eight subcommittees that serve under the board:
•The Board Steering Committee;
•The Risk Management Committee;
•The Audit Committee;
•The Remuneration Committee;
•The Outside Director Recommendation Committee;
•The Audit Committee Member Recommendation Committee;
•The Corporate Governance and Chief Executive Officer Recommendation Committee; and
•The Corporate Social Responsibility 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 shareholders.
| • | Corporate Governance and CEO Recommendation Committee |
The Committee is responsible for overall corporate governance matters of the Company. It will deliberate on matters related to corporate governance of the Company, such as the code of conduct and code of ethics, size of the Board of Directors and matters necessary for improvements to the Company’s corporate governance structure. The Committee is also responsible to develop, operate and review the Company’s management succession plan, including setting CEO qualification criteria, evaluating CEO candidate pool and recommending CEO candidates. The Chair of this Committee will be elected among the outside director members. The participation, and voting right, of the incumbent CEO will be limited if he or she is included in the CEO candidate pool.
• | Board Steering Committee |
| The Committee is responsible for ensuring the efficient operations of the board and the facilitation of the board’s functions. The Committee’s responsibilities also include reviewing and assessing the Board’s structure and the effectiveness of that structure in fulfilling the board’s fiduciary responsibilities. |
| The Committee oversees our financial reporting and approves the appointment of and interaction with our independent auditors and our internal audit-related officers. The Committee also reviews our financial information, audit examinations, key financial statement issues 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 for each general meeting of stockholders. |
• | Outside Director Recommendation Committee |
Members of this Committee will be appointed by our Board of Directors if and only to the extent necessary to recommend and nominate candidates for our Outside Director positions and related matters. The committee meetings are called by the chairman of this committee, who must be an Outside Director.
• | Risk Management Committee |
The 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, reviews risk-based capital allocations, and reviews the plans and evaluation of internal control.
This Committee is responsible for reviewing and approving the management’s evaluation and remuneration programs.
• | Audit Committee Member Recommendation Committee |
Members of this Committee will be appointed by our Board of Directors if and only to the extent necessary to recommend and nominate candidates for our Audit Committee member positions and related matters. The Committee should consist of all of the Outside Directors of the Group.
• | Corporate Social Responsibility Committee |
The Committee is responsible for setting the general corporate policy and discussing specific business agenda in relation to enhancing our role as a responsible corporate citizen. This enables the Company to more actively respond to the demands of internal and external stakeholders, including customers, shareholders and the community fulfill its corporate social responsibility and actively and systematically realize the Group’s mission of “Compassionate Finance, Your Companion for the Future.”
6. Major Shareholder and Market Price Information of our Common Shares and ADRs
Major Shareholders1) of Shinhan Financial Group as of Dec. 31, 2019
| | |
Name | No. of Common Shares owned2) | Ownership% |
National Pension Service | 47,063,799 | 9.92% |
BlackRock Fund Advisors3) | 29,063,012 | 6.13% |
Employee Stock Ownership Association | 24,252,302 | 5.11% |
1) Shareholders who own beneficial ownership of 5% or more (common share basis).
2) Based on the results of shareholder registry closing as of December 31, 2019
3) Based on the large equity ownership discloser by BlackRock Fund Advisors with the Financial Supervisory Service on Sep. 27, 2018.
4) Ownership is based on the total number of common shares, 474,199,587
Share ownership of Employee Stock Ownership Association
| | | | | |
| | | | (Number of shares, %) |
Share ownership | Beginning Balance (Jan. 1, 2019) | Increase | Decrease | Ending Balance (Dec. 31, 2019) | Ownership% (Dec. 31, 2019) |
Employee Stock Ownership | 22,060,957 | 4,287,579 | 2,261,819 | 24,086,717 | - |
ESOA account | 118,272 | 50,887 | 3,574 | 165,585 | - |
Total | 22,179,229 | 4,338,466 | 2,265,393 | 24,252,302 | 5.11% |
Common Shares Traded on the Korea Exchange
| | | | | | | |
| | | | | (KRW, number of shares) |
| Jul. 2019 | Aug. 2019 | Sep. 2019 | Oct. 2019 | Nov. 2019 | Dec. 2019 |
Price per share | High | 46,300 | 44,200 | 43,050 | 44,000 | 44,950 | 45,800 |
Low | 43,500 | 39,650 | 40,850 | 40,900 | 42,650 | 43,350 |
Avg. | 44,641 | 41,005 | 42,068 | 42,512 | 43,745 | 44,430 |
Trading Volume | 23,107,642 | 21,489,325 | 16,235,492 | 16,311,862 | 19,987,729 | 20,873,335 |
Highest Daily Trading Volume | 1,877,648 | 1,857,731 | 1,536,226 | 1,307,311 | 2,152,647 | 2,231,245 |
Lowest Daily Trading Volume | 618,224 | 523,063 | 596,080 | 456,818 | 532,711 | 550,143 |
American Depositary Receipts traded on the New York Stock Exchange
| | | | | | | |
| | | | | (USD, number of shares) |
| Jul. 2019 | Aug. 2019 | Sep. 2019 | Oct. 2019 | Nov. 2019 | Dec. 2019 |
Price per share | High | 39.17 | 36.37 | 36.19 | 37.42 | 38.30 | 39.62 |
Low | 36.32 | 32.23 | 33.40 | 34.19 | 36.67 | 36.33 |
Avg. | 37.67 | 33.52 | 35.28 | 35.73 | 37.44 | 38.06 |
Monthly Trading Volume | 1,473,348 | 2,796,901 | 1,515,983 | 1,740,328 | 1,294,936 | 1,630,956 |
Highest Daily Trading Volume | 101,586 | 339,928 | 143,990 | 125,318 | 101,664 | 150,482 |
Lowest Daily Trading Volume | 38,781 | 46,487 | 39,340 | 35,294 | 29,891 | 43,755 |
Note) 1 ADR = 1 Common Shares
7. Directors, Executive Officers and Employees
Directors and Executive Officers
1) Executive Director
| | | |
| | | (As of Mar. 30, 2020) |
Name | Month and Year of Birth | Position | Service Term |
Cho Yong-byoung | June 1957 | - Chairman of Shinhan Financial Group - Board Steering Committee Chair - Corporate Social Responsibility Committee member | 6 years starting from March 23, 2017 |
2) Non-Executive Directors
Currently, 12 non-executive directors are in office, 10 of which outside directors who are nominated by our Outside Director Recommendation Committee and appointed pursuant to the approval of general shareholders’ meeting.
6 outside directors and 1 non-executive director were appointed as board of directors at the 19th Annual General Meeting of Shareholders on March 26, 2020, of which 5 directors renewed their terms and 2 directors were newly appointed.
Our non-executive directors are as follows:
| | | | |
| | | | (As of Mar. 30, 2020) |
Name | Month and Year of Birth | Outside Director | Sub-Committees | Service Term |
Park Cheul | April 1946 | O | - Chairman of Board of Directors - Corporate Governance & CEO Recommendation Committee member - Risk Management Committee member - Board Steering Committee member - Outside Director Recommendation Committee member | 6 years starting from March 25, 2015 |
Yoon Jaewon | August 1970 | O | - Audit Committee chair - Remuneration Committee member - Corporate Social Responsibility Committee member - Outside Director Recommendation Committee member | 2 years starting from March 26, 2020 |
Yuki Hirakawa | October 1960 | O | - Board Steering Committee member - Outside Director Recommendation Committee member | 6 years starting from March 25, 2015 |
Park Ansoon | January 1945 | O | - Board Steering Committee member | 4 years starting from March 23, 2017 |
Jin Hyun-duk | September 1955 | O | - Corporate Governance & CEO Recommendation Committee member - Outside Director Recommendation Committee member | 2 years starting from March 26, 2020 |
Choi Kyong-rok | May 1966 | O | - Corporate Social Responsibility Committee member - Corporate Governance & CEO Recommendation Committee member | 3 years starting from March 22, 2018 |
Lee Yoon-jae | November 1950 | O | - Corporate Social Responsibility Committee chair - Corporate Governance & CEO Recommendation Committee chair - Audit Committee Member | 2 years starting from March 27, 2019 |
Byeon Yang-ho | July 1954 | O | - Risk Management Committee Chair - Corporate Governance & CEO Recommendation Committee Member - Corporate Social Responsibility Committee member | 2 years starting from March 27, 2019 |
Huh Yong-hak | September 1958 | O | - Remuneration Committee chair - Risk Management Committee member - Corporate Governance & CEO Recommendation Committee member | 2 years starting from March 27, 2019 |
Sung Jae-ho | March 1960 | O | - Outside Director Recommendation Committee chair - Corporate Governance & CEO Recommendation Committee member - Audit Committee Member - Remuneration Committee member | 2 years starting from March 27, 2019 |
Philippe Avril | April 1960 | X | - | 6 years starting from March 25, 2015 |
Jin Ok-dong | February 1961 | X | - | 2 years starting from March 27, 2019 |
* Audit Committee Member Recommendation Committee consists of all the outside directors.
3) Executive Officers
In addition to the executive directors, we currently have the following executive officers:
| | | |
| | | (As of Feb 29, 2020) |
Name | Month and Year of Birth | Position | In charge of |
Yi Sunny | March 1962 | Deputy President and Chief Digital Officer | - Digital Strategy Team |
Jang Dong-ki | January 1964 | Deputy President | - Global Markets & Securities Business Group |
Jeong Woon-jin | April 1964 | Deputy President | - Global Investment Banking Business Group |
Lee Byeong-cheol | January 1963 | Deputy President and Chief Public Relations Officer | - Brand Strategy Division |
Jeong Jiho | June 1963 | Deputy President | - Global Business Management Group |
Wang Mi-hwa | October 1964 | Deputy President | - Wealth Management Planning Group |
Roh Yong-hoon | March 1964 | Deputy President and Chief Financial Officer | - Finance Management Team - Accounting Team - Investor Relations Team - Internal Control on Financial Reporting Team |
An Hyo-ryul | May 1965 | Deputy President | - Pension Business Group |
Wang Ho-min | March 1964 | Managing Director and Chief Compliance Officer | - Compliance Team |
Lee Een-kyoon | April 1967 | Managing Director and Chief Operation Officer | - Shinhan Leadership Center - Management Support Team |
Park Sung-hyun | November 1965 | Managing Director and Chief Strategy & Sustainability Officer | - Strategic Planning Team - One Shinhan Strategy Team - Business Management Team - Platform Marketing Team |
Bang Dong-kwon | February 1966 | Managing Director and Chief Risk Officer | - Risk Management Team - Risk Model Validation Team - Credit Review Team |
Compensation to Directors
1) Total Amount Approved at the Meeting of Shareholders
| | | |
| | | (As of Dec. 31, 2019) |
| Total number of persons | Total amount approved at shareholders’ meeting (KRW millions) | Notes |
Directors (Outside directors) | 13(11) | 3,500 | - |
Note) Represents the aggregate amount for all directors (including outside directors) excluding long-term incentives.
2) Total Amount Paid
| | | | |
| | | | (As of Dec. 31, 2019) |
| Total number of Persons | Total compensation (KRW million) | Average compensation per person (KRW million) | Notes |
Registered Directors | 2 | 1,260 | 630 | Excluding outside directors |
Outside Directors | 8 | 489 | 65 | Excluding Audit committee members |
Audit committee members or internal auditor | 3 | 234 | 78 | |
Notes :
▪ | Represents the total number of applicable persons as of Dec. 31, 2019. |
Compensation to Non-registered directors
| | | | | | |
| | | (As of Dec. 31, 2019) |
| Total number of persons | Total compensation (KRW million) | Average Compensation per person (KRW million) | Notes |
Non-registered directors | 6 | 1,774 | 296 | - |
Stock Options
| | | | | |
| | | | (As of Dec. 31, 2019) |
| No. of Granted Options (A) | No. of Exercised Options (B) | No. of Cancelled Options (C) | No. of Exercisable Options (D = A – B – C) | Exercise Price (KRW) |
Granted in 2006 | 2,500 | 2,500 | - | - | 38,829 |
Granted in 2007 | 58,764 | - | - | 58,764 | 54,560 |
Granted in 2008 | 60,753 | - | 24,591 | 36,162 | 49,053 |
Total | 124,517 | 2,500 | 24,591 | 94,926 | - |
Notes :
| ▪ | The weighted-average exercise price of outstanding exercisable options as of Dec. 31, 2019 is KRW 52,462. |
| ▪ | The closing price of our common stock was KRW 43,350 on Dec. 31, 2019. |
Employees
| | | | |
| | | | (As of Dec. 31, 2019) |
Gender | Number of Employees | Average length of Service | Total Salaries and wages paid in 2019 (KRW million) | Average Payment per person (KRW million) |
Male | 143 | 2 yrs 11 mths (14 yrs 7 mths) 1) | 16,109 | 137 |
Female | 29 | 4 yrs 4 mths (10 yrs 3 mths) 1) | 2,283 | 78 |
Total | 172 | 3 yrs 2 mths (13 yrs 11 mths) 1) | 18,393 | 115 |
1) Average length of service including services within group subsidiaries
8. Related Party Transactions
| | | | | | | | | |
| | | | | | | | (KRW billion) |
Loans to Subsidiaries (in KRW bil.)
| Loan Type | Origination Date | Maturity Date | Lending Rate | Beginning Balance (Jan. 1, 2019) | Decrease | Increase | Others1) | Ending Balance (Dec. 31, 2019) |
Shinhan Card | KRW | 2016-01-26 | 2021-01-26 | 1.98% | 150 | - | - | - | 150 |
KRW | 2016-02-24 | 2021-02-24 | 1.84% | 150 | - | - | - | 150 |
KRW | 2017-03-22 | 2022-03-22 | 2.22% | 150 | - | - | - | 150 |
KRW | 2017-04-20 | 2022-04-20 | 2.21% | 100 | - | - | - | 100 |
KRW | 2017-05-12 | 2022-05-12 | 2.35% | 50 | - | - | - | 50 |
KRW | 2018-02-22 | 2023-02-22 | 2.90% | 100 | - | - | - | 100 |
KRW | 2019-04-18 | 2024-04-18 | 2.04% | - | - | 100 | - | 100 |
KRW | 2019-04-18 | 2026-04-18 | 2.09% | - | - | 100 | - | 100 |
KRW | 2019-10-22 | 2024-10.22 | 1.76% | - | - | 40 | - | 40 |
KRW | 2019-10-22 | 2026-10-22 | 1.81% | - | - | 60 | - | 60 |
USD | 2019-11-19 | 2025-02-04 | 2.79% | - | - | 466 | -3 | 463.12 |
Shinhan Investment Corp | USD | 2019-11-19 | 2025-02-04 | 2.79% | - | - | 105 | -1 | 104.202 |
Shinhan Capital | KRW | 2014-01-27 | 2019-01-27 | 3.60% | 50 | 50 | - | | - |
KRW | 2016-03-16 | 2021-03-16 | 1.90% | 50 | - | - | | 50 |
KRW | 2016-04-27 | 2019-04-27 | 1.63% | 100 | 100 | - | | - |
KRW | 2017-03-22 | 2022-03-22 | 2.22% | 50 | - | - | | 50 |
KRW | 2017-04-20 | 2022-04-20 | 2.21% | 50 | - | - | | 50 |
KRW | 2017-05-12 | 2022-05-12 | 2.35% | 50 | - | - | | 50 |
KRW | 2017-08-24 | 2022-08-24 | 2.37% | 50 | - | - | | 50 |
KRW | 2018-01-22 | 2023-01-22 | 2.75% | 50 | - | - | | 50 |
KRW | 2019-02-01 | 2024-02-01 | 2.23% | - | - | 50 | | 50 |
KRW | 2019-04-18 | 2024-04-18 | 2.04% | - | - | 100 | | 100 |
| KRW | 2019-05-24 | 2024-05-24 | 1.92% | - | - | 80 | | 80 |
Shinhan Alternative Investment | KRW | 2018-11-21 | 2019-11-20 | 2.36% | 5 | 5 | - | | - |
Shinhan Savings Bank | KRW | 2016-06-17 | 2021-06-17 | 1.61% | 50 | - | - | | 50 |
KRW | 2017-06-23 | 2022-06-23 | 2.27% | 50 | - | - | | 50 |
Shinhan DS | KRW | 2019-02-01 | 2022-02-01 | 2.15% | - | - | 24 | | 24 |
KRW | 2019-01-02 | 2019-02-01 | 2.15% | - | 24 | 24 | | - |
Total | 1,255 | 179 | 1,149 | -4 | 2,221.3 |
Loans to Subsidiaries
9. Material Information after the Reporting Period
| |
Date | Disclosures |
Jan. 28, 20201) | A comprehensive stock exchange between Shinhan Financial Group and Orange Life Insurance - On January 28, 2020, Shinhan Financial Group acquired the remaining interests in Orange Life by effecting a comprehensive stock exchange under Article 360-2 of the Korean Commercial Code whereby holders of Orange Life’s common stock transferred all of their shares to us and in return receive shares of our common stock, and hence Orange Life has become our wholly owned subsidiary as of such date. |
Mar. 26, 20202) | Announcement on acquisition of treasury shares and cancellation of shares - On March 26, 2020, the board of directors of Shinhan Financial Group resolved to acquire treasury shares within the profits available for dividends and cancel those treasury shares |
1) For more information, please refer to the Form 6-K dated November 14, 2019 and January 21, 2020
2) For more information, please refer to the Form 6-K dated March 26, 2020
For more detailed information, please refer to the Independent Accountant’s Audit Report, which was reported on Form 6-K on March 5, 2020.
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.
| | | | | | |
| | | | Shinhan Financial Group Co., Ltd. |
| | | | (Registrant) |
| | | |
Date: March 30, 2020 | | | | By: | | /s/ Roh Yong-hoon |
| | | | | | |
| | | | | |
| | | | Name: Roh Yong-hoon |
| | | | Title: Chief Financial Officer |