Exhibit M-4
[Shin & Kim Letterhead]
September 18, 2023
The Export-Import Bank of Korea
38 Eunhaeng-ro, Yeongdeungpo-gu
Seoul 07242
Republic of Korea
| | |
Re: | | The Export-Import Bank of Korea / |
| | U.S.$500,000,000 5.375% Notes due 2025, |
| | U.S.$1,000,000,000 5.125% Notes due 2028, |
| | U.S.$500,000,000 5.125% Notes due 2033 and |
| | EUR500,000,000 3.625% Notes due 2027 (Our Ref. No.: K00011-2306) |
Ladies and Gentlemen:
We have acted as special Korean counsel for The Export-Import Bank of Korea (the “Bank”), a statutory juridical entity established in The Republic of Korea (“Korea”) pursuant to the Export-Import Bank of Korea Act of 1969, as amended (the “KEXIM Act”), with respect to the laws of Korea in connection with the issuance by the Bank of U.S.$500,000,000 5.375% notes due 2025 (the “2025 U.S.$ Notes”), U.S.$1,000,000,000 5.125% notes due 2028 (the “2028 U.S.$ Notes”), U.S.$500,000,000 5.125% notes due 2033 (the “2033 U.S.$ Notes”, and together with the 2025 U.S.$ Notes and the 2028 U.S.$ Notes, the “U.S. dollar-denominated Notes”) and EUR500,000,000 3.625% notes due 2027 (the “Euro-denominated Notes”, and together with the U.S. dollar-denominated Notes, the “Notes”) pursuant to (i) the registration statement (file no. 333-272847) filed by the Bank on June 23, 2023 with the United States Securities and Exchange Commission (the “SEC”) under Schedule B of the Securities Act of 1933, as amended (the “Securities Act”), and declared effective by the SEC on June 30, 2023 (the “Registration Statement”) and (ii) the fiscal agency agreement dated August 1, 1991 (as amended and supplemented from time to time, the “Fiscal Agency Agreement”) entered into by and between the Bank and The Bank of New York Mellon (formerly known as The Bank of New York) (as successor to JPMorgan Chase Bank, N.A.) as fiscal agent.
For the purposes of this opinion, we have reviewed all such laws and regulations of Korea including the KEXIM Act as are relevant to the issue of the Notes, the originals or copies including photocopies, certified or otherwise identified to our satisfaction, of all such corporate and official records of the Bank, of all such published records, regulations, certificates, rulings and orders of officials and governments and agencies of Korea, and of all such other agreements, documents and matters as we have considered necessary or desirable for the opinion expressed below.
In such examination, we have assumed the genuineness of all signatures, seals and stamps, the legal capacity of natural persons, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified or photostatic copies, and the authenticity of the originals of such copies. As to any other matters of fact material to the opinions expressed herein that we did not independently establish or verify, we have relied upon certificates or statements of officers and other representatives of the Bank.
In addition, and without prejudice to the generality of the immediately preceding paragraph, in arriving at the opinion expressed below, we have reviewed the following specific documents relating to the Notes:
| 1. | a copy of the Registration Statement; |
| 2. | a copy of the prospectus dated June 30, 2023 contained in the Registration Statement as supplemented by the prospectus supplement dated September 11, 2023, as filed with the SEC on September 12, 2023, relating to the Notes (collectively, the “Prospectus”); |
| 3. | an executed copy of the Fiscal Agency Agreement; |
| 4. | an executed copy of the 2025 U.S.$ Notes in global form; |