Edgar Filing: SHINHAN FINANCIAL GROUP CO LTD

SHINHAN FINANCIAL GROUP CO., LTD.

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 April 2004

SHINHAN FINANCIAL GROUP CO., LTD.

(Translation of registrant’s name into English)

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.

Form 20-F ü 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 ü

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

Summary of 2004 Annual Report

On March 30, 2004, Shinhan Financial Group filed an annual business 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.

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 Audit Report (Non Consolidated Financial Statements)

Exhibit 2. Independent Accountant’s Audit Report (Consolidated Financial Statements)

1. Introduction to the Group

Principal Subsidiaries under Korean Law as of December 31, 2003

Direct Subsidiaries


Subsidiaries	Ownerships by SFG
Shinhan Bank		100.0	%
Chohung Bank 1)		81.2	%
Goodmorning Shinhan Securities 1)		59.02	% 2)
Shinhan Card		100.0	%
Shinhan Capital		100.0	%
Shinhan BNP Paribas ITMC		50.0	%
Jeju Bank 1)		62.4	%
SH&C life Insurance		50.0	%
e-Shinhan		73.7	%
Shinhan Macquarie		51.0	%
Shinhan Credit Information		51.0	%

	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


		Ownerships by the
Direct Subsidiaries	Indirect Subsidiaries	Parent
Shinhan Bank	Shinhan Data System 1)		100.0	%
	Shinhan Finance		100.0	%
Chohung Bank	Chohung ITM		79.8	%
	Chohung Finance		100.0	%
	CHB America Bank		100.0	%
	Chohung Bank GmbH		100.0	%
	Chohung Vina Bank		50.0	%
	CHB Valuemeet 2001 year 1st Securitization		50.0	%
	CHB Valuemeet 2001 year 2nd Securitization		50.0	%


		Ownerships by the
Direct Subsidiaries	Indirect Subsidiaries	Parent
	CHB Valuemeet 2002 year 1st Securitization		50.0	%
Goodmorning	Goodmorning Shinhan Securities Europe		100.0	%
Shinhan Securities	Goodmorning Shinhan Securities USA		100.0	%

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

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.


			Number		Par		Subscription		Total amount
Date of	Purpose of	Types of	of shares		Value		price		of capital stock
issuance	issuance	shares	issued		(KRW)		per share		(KRW)
2001.Sept.01	Incorporation	Common Shares		292,344,192		5,000		11,761		1,461,720,960,000
2002.Jun. 06	Share Exchange (1)	Common Shares		15,891		5,000		—		1,461,800,415,000
2002.Oct.01	Share Exchange (1)	Common Shares		786		5,000		—		1,461,804,345,000
2002.Dec.31	Share Exchange (1)	Common Shares		256		5,000		—		1,461,805,625,000
2003.Aug.19	Cash Subscription (2)	Preferred Shares		6,000,000		5,000		150,000		1,491,805,625,000
2003.Aug.19	Share Exchange (3)	Preferred Shares		46,583,961		5,000		18,086		1,724,725,430,000
2003.Aug.19	Share Exchange (4)	Preferred Shares		44,720,603		5,000		18,086		1,948,328,445,000
2003.Sept.26	Cash Subscription (5)	Common Shares		1,864,065		5,000		14,832		1,957,648,770,000
2003.Oct.01	Share Exchange (1)	Common Shares		11,626		5,000		—		1,957,706,900,000
2003. Dec.31	Share Exchange (1)	Common Shares		164,484		5,000		—		1,958,529,320,000

	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.

The table below sets forth the number of the issued and outstanding shares of the Group as of December 31, 2003.


			Total amount of
Types of Shares	Number of Shares		par value
Common Shares		294,401,300		1,472,006,500,000
Redeemable Preferred Shares		52,583,961		262,919,805,000
Redeemable Convertible Preferred Shares		44,720,603		223,603,015,000

Total		391,705,864		1,958,529,320,000

Stock Options


		Number of		Number of	Number of		Exercise
	Name of the	Granted		Exercised	Exercisable		Price
Grant date	Guarantee	Option		option	option		(KRW)		Positions held at
22-May-02	Ra, Eung-Chan		100,000	—		100,000		18,910	Shinhan Financial Group
22-May-02	Lee, In-Ho		80,000	—		80,000		18,910	Shinhan Financial Group
22-May-02	Choi, Young Hwi		50,000	—		50,000		18,910	Shinhan Financial Group
22-May-02	Choi, Bhang-Gil		20,000	—		20,000		18,910	Shinhan Financial Group
22-May-02	Han, Min Ky		1,000	—		1,000		18,910	Shinhan Financial Group
22-May-02	Song, Youn Soo		2,500	—		2,500		18,910	Shinhan Financial Group
22-May-02	Shin, Sang Hoon		30,000	—		30,000		18,910	Shinhan Bank
22-May-02	Moon, Hong Soon		20,000	—		20,000		18,910	Shinhan Bank
22-May-02	Oh, Young-Kook		20,000	—		20,000		18,910	Shinhan Bank (retired)
22-May-02	Lee, Jae Woo		20,000	—		20,000		18,910	Shinhan Bank
22-May-02	Nam, Kee Do		20,000	—		20,000		18,910	Shinhan Bank (retired)
22-May-02	Huh, Joong Ok		20,000	—		20,000		18,910	Shinhan Bank
22-May-02	Kim, Sahng-Dae		20,000	—		20,000		18,910	Shinhan Bank
22-May-02	Jang, Myoung-Kee		20,000	—		20,000		18,910	Shinhan Bank
22-May-02	Youn, Gwang Lim		20,000	—		20,000		18,910	Shinhan Bank
22-May-02	Shin, Christoper		15,000	—		15,000		18,910	Shinhan Bank
22-May-02	Lee, Dae Woon		15,000	—		15,000		18,910	Shinhan Bank
22-May-02	Lee, Dong Girl		30,000	—		30,000		18,910	Shinhan Capital


		Number of		Number of	Number of		Exercise
	Name of the	Granted		Exercised	Exercisable		Price
Grant date	Guarantee	Option		option	option		(KRW)		Positions held at
22-May-02	Son, Woong Man		10,000	—		10,000		18,910	Shinhan Capital
22-May-02	Hwang, Jung Hun		10,000	—		10,000		18,910	Shinhan Capital (retired)
22-May-02	Jung, Yun Kang		10,000	—		10,000		18,910	Shinhan Capital
22-May-02	Shin, Beom Seong		2,500	—		2,500		18,910	Shinhan Credit Information
22-May-02	Song, Byung Kuk and		12,000	—		12,000		18,910	—
	other 5 officers
22-May-02	Kim, Duk Jung and		456,200	—		456,200		18,910	—
	other 323 officers
15-May-03	Ra, Eung-Chan		100,000	—		100,000		11,800	Shinhan Financial Group
15-May-03	Choi, Young Hwi		90,000	—		90,000		11,800	Shinhan Financial Group
15-May-03	Choi, Bhang-Gil		20,000	—		20,000		11,800	Shinhan Financial Group
15-May-03	Han, Min Ky		20,000	—		20,000		11,800	Shinhan Financial Group
15-May-03	Song, Youn Soo		20,000	—		20,000		11,800	Shinhan Financial Group
15-May-03	Shin, Sang Hoon		80,000	—		80,000		11,800	Shinhan Bank
15-May-03	Moon, Hong Soon		20,000	—		20,000		11,800	Shinhan Bank
15-May-03	Lee, Jae Woo		20,000	—		20,000		11,800	Shinhan Bank
15-May-03	Huh, Joong Ok		20,000	—		20,000		11,800	Shinhan Bank
15-May-03	Kim, Sahng-Dae		20,000	—		20,000		11,800	Shinhan Bank
15-May-03	Youn, Gwang Lim		20,000	—		20,000		11,800	Shinhan Bank
15-May-03	Cho, Woo Seop		20,000	—		20,000		11,800	Shinhan Bank
15-May-03	Kim, Hee Soo		20,000	—		20,000		11,800	Shinhan Bank
15-May-03	Han, Do Heui		20,000	—		20,000		11,800	Shinhan Bank
15-May-03	Shin, Christoper		15,000	—		15,000		11,800	Shinhan Bank
15-May-03	Lee, Dae Woon		15,000	—		15,000		11,800	Shinhan Bank
15-May-03	Hong Sung Kyun		30,000	—		30,000		11,800	Shinhan Card
15-May-03	Lee Tae Kyu		10,000	—		10,000		11,800	Shinhan Card
15-May-03	Kim Seong Won		10,000	—		10,000		11,800	Shinhan Card
15-May-03	Shim, Woo Yeob		10,000	—		10,000		11,800	Shinhan Card
15-May-03	Lee, Dong Girl		30,000	—		30,000		11,800	Shinhan Capital
15-May-03	Jung, Yun Kang		10,000	—		10,000		11,800	Shinhan Capital
15-May-03	Jang, Myoung-Kee		10,000	—		10,000		11,800	Shinhan Capital
15-May-03	Shim, Beom Seong		10,000	—		10,000		11,800	Shinhan Credit Information
15-May-03	Song, Byung Kuk and		14,600	—		14,600		11,800	—
	other 7 officers


		Number of		Number of	Number of		Exercise
	Name of the	Granted		Exercised	Exercisable		Price
Grant date	Guarantee	Option		option	option		(KRW)		Positions held at
15-May-03	Seo, Jin Won and		501,700	—		501,700		11,800	—
	other 340 officers
25-Mar-04	Ra, Eung Chan		100,000			100,000		21,595	Shinhan Financial Group
25-Mar-04	Choi, Young Hwi		90,000			90,000		21,595	Shinhan Financial Group
25-Mar-04	Choi, Bhang Gil		30,000			30,000		21,595	Shinhan Financial Group
25-Mar-04	Hong, Chil Sun		20,000			20,000		21,595	Shinhan Financial Group
25-Mar-04	Kim, Hee Soo		20,000			20,000		21,595	Shinhan Financial Group
25-Mar-04	Cho, Byung Jae		20,000			20,000		21,595	Shinhan Financial Group
25-Mar-04	Lee, Baek Soon		20,000			20,000		21,595	Shinhan Financial Group
25-Mar-04	Shin, Sang Hoon		80,000			80,000		21,595	Shinhan Bank
25-Mar-04	Cho, Jae Ho		20,000			20,000		21,595	Shinhan Bank
25-Mar-04	Lee, Jae Woo		20,000			20,000		21,595	Shinhan Bank
25-Mar-04	Youn, Gwang Lim		20,000			20,000		21,595	Shinhan Bank
25-Mar-04	Cho, Woo Sup		20,000			20,000		21,595	Shinhan Bank
25-Mar-04	Han, Min Ky		20,000			20,000		21,595	Shinhan Bank
25-Mar-04	Song, Youn Soo		20,000			20,000		21,595	Shinhan Bank
25-Mar-04	Han, Do Heui		20,000			20,000		21,595	Shinhan Bank
25-Mar-04	Suh, Jin Won		20,000			20,000		21,595	Shinhan Bank
25-Mar-04	Yang, Shin Keun		20,000			20,000		21,595	Shinhan Bank
25-Mar-04	Oh, Sang Young		15,000			15,000		21,595	Shinhan Bank
25-Mar-04	Hong, Sung Kyun		30,000			30,000		21,595	Shinhan Card
25-Mar-04	Lee, Tae Gyu		10,000			10,000		21,595	Shinhan Card
25-Mar-04	Kim, Seong Won		10,000			10,000		21,595	Shinhan Card
25-Mar-04	Shim, Woo Yeop		10,000			10,000		21,595	Shinhan Card
25-Mar-04	Kim, Moon Han		10,000			10,000		21,595	Shinhan Card
25-Mar-04	Lee, Dong Girl		30,000			30,000		21,595	Shinhan Capital
25-Mar-04	Kim, Sahng Dae		10,000			10,000		21,595	Shinhan Capital
25-Mar-04	Oh, Seung Keun		10,000			10,000		21,595	Shinhan Capital
25-Mar-04	Shim, Beom Seong		10,000			10,000		21,595	Shinhan Credit Information
25-Mar-04	Song, Byung Kuk and		13,900			13,900		21,595	—
	other 7 officers
25-Mar-04	Kam, Hong Gon and		582,700			582,700		21,595	—
	other 400 officer
Total	417 persons		3,462,100	—		3,462,100		—	—

The stock options granted in 2002 and 2003 are exercisable during the 4 year period after the second anniversary from the grant date. The stock options granted in 2004 are exercisable during 3 year period after the second anniversary from the grant date.

2. Business

Source and Use of Funds

Source of Funds


	(in millions of Korean Won)
	2003						2002				2001
	(Jan.1~Dec.31)						(Jan.1~Dec.31)				(Jan.1~Dec.31)
	Average			Ratio			Average		Ratio		Average		Ratio
	Balance ¹⁾			(%)			Balance ¹⁾		(%)		Balance ¹⁾		(%)
Stockholders’ Equity		4,768,492			73.82			3,877,215		89.45		3,537,659		95.68
Capital Stock		1,660,319			25.70			1,461,770		33.72		1,461,721		39.54
Capital Surplus		2,512,502			38.89			1,976,637		45.60		1,976,650		53.46
Retained Earnings		692,409			10.72			379,170		8.75		34,555		0.93
Capital Adjustment		(96,738	)		(1.50	)		59,638		1.38		64,733		1.75
Borrowings		1,645,804			25.48			394,965		9.11		83,479		2.26
Debentures		1,434,951			22.21			359,240		8.29		73,479		1.99
Borrowings from other Banks		43,153			0.67			35,725		0.82		10,000		0.27
Borrowings through issuing short term commercial papers		167,700			2.60			—		—		—		—
Other liabilities		45,571			0.71			62,394		1.44		76,038		2.06

Total		6,459,867			100.00			4,334,574		100.00		3,697,176		100.00

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

Use of Funds


	(in millions of Korean Won)
	2003				2002				2001
	(Jan.1~Dec.31)				(Jan.1~Dec.31)				(Jan.1~Dec.31)
	Average		Ratio		Average		Ratio		Average		Ratio
	Balance ¹⁾		(%)		Balance ¹⁾		(%)		Balance ¹⁾		(%)
Investments on equity stock		5,882,011		77.81		3,874,018		89.38		3,619,972		97.91
Shinhan Bank		3,139,126		41.53		3,134,106		72.30		3,343,304		90.43
Chohung Bank ²⁾		1,831,964		24.24		—		—		—		—
Goodmorning Shinhan Securities ³⁾		537,265		7.11		447,117		10.32		173,109		4.68
Shinhan Card		191,094		2.53		149,800		3.46		—		—
Shinhan Capital		95,384		1.26		71,171		1.64		58,936		1.60
Shinhan BNP Paribas		22,109		0.29		39,010		0.90		41,899		1.13
E-Shinhan		3,331		0.04		4,281		0.10		2,336		0.06
Shinhan Macquarie		578		0.01		583		0.01		388		0.01
Jeju Bank		44,783		0.59		23,855		0.55		—		—
Shinhan Credit Information		2,392		0.03		1,169		0.03		—		—
SH&C Life Insurance		13,985		0.19		2,926		0.07		—		—
Investment on Bonds		905		0.01		1,279		0.03		—		—
Loans		1,618,091		21.41		390,275		9.00		72,864		1.97
Fixed Assets		1,434		0.02		1,272		0.03		699		0.02
Intangible Assets		471		0.01		163		0.00		35		0.00
Cash Deposit in bank		25,326		0.34		57,241		1.32		356		0.01
Other Assets		30,808		0.41		10,325		0.24		3,250		0.09

Total		7,559,046		100.00		4,334,574		100.00		3,697,176		100.00

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

2.		Represents the average balance calculated by averaging Chohung bank’s ending balances of 3^rd and 4^th quarter 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.

Other Financial Information

Requisite Capital Ratio


	(in millions of Korean Won)
	2003 ²⁾			2002			2001
Aggregate Amount of Equity Capital (A)		8,847,673			4,842,795			4,354,978
Requisite Capital (B)		7,472,030			3,698,754			2,981,268
Requisite Capital Ratio (A/B) ¹⁾		118.41	%		130.93	%		134.43	%

	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 year 2003 are provisional and are subject to change.

Won Liquidity Ratio


	(in millions of Korean Won)
	2003			2002			2001
Won Assets due within 3 months (A)		16,687			14,945			1,449
Won Liabilities due within 3 months (B)		15,504			6,480			1,264
Won Liquidity Ratio (A/B) ¹⁾		107.46	%		230.63	%		114.64	%

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)
	2003			2002			2001
Liabilities (A)		2,176,875			774,759			319,033
Adjusted Equity (B) ¹⁾		6,117,555			4,010,220			3,636,947
Liabilities to Equity Ratio (A/B)		35.58	%		19.32	%		8.77	%

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

Capital Adequacy Ratio and Other Ratios of Certain Subsidiaries

1) Total Capital Adequacy Ratio (%)


	2003		2002		2001
Shinhan Bank		10.49		10.91		12.02
Chohung Bank		8.87		8.66		10.43
Jeju Bank		10.96		11.71		9.71

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


	2003			2002			2001
Goodmorning Shinhan Securities		475.0	%		412.6	%		589.5	%

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


	2003			2002			2001
Shinhan Card		13.78	%		10.86	%		—

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)
	Dec.30.2003				Dec.31.2002				Dec. 31.2001
	Balance of		NPL to total		Balance of		NPL to total		Balance of		NPL to total
	NPL		Loans (%)		NPL		Loans (%)		NPL		Loans (%)
Shinhan Bank 1)		3,985		0.82		2,983		0.69		4,345		1.21
Chohung Bank 1)		18,796		4.2		19,811		4.0		14,837		3.9
Jeju Bank 1)		298		2.27		238		1.86		179		1.86
GMS Securities 2)		492		13		410		19		1,244		45
Shinhan Card 3)		747		6.34		714		2.82		—		—

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.

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)
			Jan. 1, 2003~		Jan.1, 2002~		Jan.1, 2001~
			Dec.31, 2003		Dec.31, 2002		Dec. 31, 2001
Shinhan	Loan Loss	Domestic		8,664		4,925		4,768
Bank	Allowance	Overseas		745		733		905
		Total		9,409		5,658		5,673
	Write-offs			715		1,375		7,298
Chohung	Loan Loss	Domestic		16,820		16,988		10,507
Bank	Allowance	Overseas		693		563		712
		Total		17,513		17,551		11,219
	Write-offs			17,812		11,007		11,457
Jeju Bank	Loan Loss	Domestic		345		273		270
	Allowance	Overseas		—		—		—
		Total		345		273		270
	Write-offs			179		240		1,401
GM	Loan Loss	Domestic		443		370		929
Shinhan	Allowance	Overseas		—		—		—
Securities		Total		443		370		929
1)	Write-offs			18		75		244
Shinhan	Loan Loss	Domestic		946		961		—
Card 2)	Allowance	Overseas		—		—		—
		Total		946		961		—
	Write-offs			2,770		544		—

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 December 31, 2003, (ii) from April 1, 2002 to March 31 2003, and (iii) from April 1, 2001 to March 31, 2002.

2.		Shinhan Card was incorporated on July 1, 2002.

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.


Year	Auditor	Payment (KRW)		Working hours
2003	KPMG Samjong Accounting Corp.		210,000,000	1,560 hours
2002	KPMG Samjong Accounting Corp.		150,000,000	1,484 hours
2001	KPMG Samjong Accounting Corp.		70,000,000	9 days

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.


Year	Month	Service description	Payment (KRW)
2003	Sept.	Due diligence on the Chohung Bank		904,000,000
	July	Valuation of common shares of Chohung Bank		100,000,000
2001	Sept.	Advisory service for accounting and taxation		40,000,000

4. Performance of Affiliated Companies

Condensed Financial Statements of Subsidiaries

1) Balance sheets

Condensed balance sheets of subsidiaries as of December 31, 2003 are as follows:


		2003
		(In millions of Korean Won)
						Total
						stockholders’
Subsidiaries		Total assets		Total liabilities		equity
Shinhan Bank	W		70,066,189		66,550,821		3,515,368
Chohung Bank			59,227,864		57,289,224		1,938,640
Goodmorning Shinhan Securities			2,928,017		2,290,044		637,973
Shinhan Card			1,778,191		1,620,555		157,636
Shinhan Capital			1,153,907		1,051,683		102,224
Shinhan BNP Paribas ITMC			47,461		2,489		44,972
Jeju Bank			1,785,961		1,682,328		103,633
SH&C Life Insurance			114,012		87,970		26,042
e-Shinhan			3,924		225		3,699
Shinhan Macquarie			11,255		7,642		3,613
Shinhan Credit Information			13,588		9,726		3,862

	W		137,130,369		130,592,707		6,537,662

2) Statements of Earnings

Condensed statements of earnings of subsidiaries for the years ended December 31, 2003 are as follows:


		2003
		(In millions of Korean Won)
		Operating		Operating		Operating			Ordinary			Net earnings
Subsidiaries		revenue		expense		income (loss)			income (loss)			(loss)
Shinhan Bank	W		4,851,995		4,180,640		671,355			685,756			476,023
Chohung Bank			5,425,189		6,107,050		(681,861	)		(915,775	)		(965,951	)
Goodmorning Shinhan Securities (*)			649,701		619,693		30,008			68,616			35,813
Shinhan Card			431,863		506,606		(74,743	)		(90,063	)		(89,824	)
Shinhan Capital			145,355		116,084		29,271			22,565			15,755
Shinhan BNP Paribas ITMC (*)			12,728		10,604		2,124			2,629			1,834


		2003
		(In millions of Korean Won)
		Operating		Operating		Operating			Ordinary			Net earnings
Subsidiaries		revenue		expense		income (loss)			income (loss)			(loss)
Jeju Bank			137,162		137,005		157			727			4,751
SH&C life Insurance (*)			44,986		47,478		(2,492	)		(3,369	)		(3,369	)
e-Shinhan			1,714		3,361		(1,647	)		(1,583	)		(1,583	)
Shinhan Macquarie (*)			11,454		7,816		3,638			3,804			2,559
Shinhan Credit Information			25,557		24,309		1,248			1,096			741

	W		11,737,704		11,760,646		(22,942	)		(225,597	)		(523,251	)

(*) For the period from January 1, 2003 to December 31, 2003 reflected

5. Market Price Information of Our Equity Securities

Common Share Traded in Korea Stock Exchange


	(in Korean Won or number of shares)
	Sept. 2003		Oct. 2003		Nov. 2003		Dec. 2003		Jan. 2004		Feb. 2004
Price per share High		18,300		18,400		19,700		19,050		20,100		23,050
Low		15,600		15,650		16,200		17,300		18,000		18,950
Trading Volume		25,986,184		26,895,187		26,806,597		21,912,227		19,275,208		27,301,403

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.

American Depositary Shares trade on the New York Stock Exchange


	(in US Dollars or number of shares)
	Sept. 2003		Oct. 2003		Nov. 2003		Dec. 2003		Jan. 2004		Feb. 2004
Price per share High		31.28		32.01		32.86		32.05		35.10		39.63
Low		27.36		27.58		26.93		29.35		30.80		32.80
Trading Volume		28,000		27,600		33,100		91,200		115,500		180,400

6. Changes to Directors, Executive Officers and Employees

Directors and Executive Officers

1)		Executive Directors

		Our executive directors are as follows


Name	Age		Position	Director since	Date Term Ends (1)
Eung Chan Ra		65	Chairman of BOD	September 1, 2001	March 24, 2007
Young Hwi Choi		57	President & CEO	September 1, 2001	March 24, 2007

(1) Mr. Ra and Mr. Choi’s original terms were supposed to end on August 31, 2004, but they were reappointed for another 3 years pursuant to the BOD resolution on March 25, 2004.

2) Non-Executive Directors

Currently, 13 non executive directors are in office, all of whom were nominated by our BOD and appointed or reappointed pursuant to the approval of general shareholders’ meeting on March 25, 2004.

Our non-executive directors are as follows.


Name	Age		Position	Director since	Date Term Ends
In Ho Lee		60	Non-Executive Directors	September 1, 2001	March 24, 2007
Young Seok Choi		74	Non-Executive Directors	March 31, 2003	March 24, 2007
Yong Woong Yang		55	Non-Executive Directors	March 25, 2004	March 24, 2007
Pyung Joo Kim		65	Outside Director	September 1, 2001	March 24, 2005
Il Sup Kim		57	Outside Director	March 31, 2003	March 24, 2005
Sang Yoon Lee		61	Outside Director	March 25, 2004	March 24, 2005
Yoon Soo Yoon		58	Outside Director	March 25, 2004	March 24, 2005
Sang Chul Lee		56	Outside Director	March 25, 2004	March 24, 2005
Byung Hun Park		75	Outside Director	September 1, 2001	March 24, 2005
Moon Pil Oh		73	Outside Director	September 1, 2001	March 24, 2005
Young Soo Lee		69	Outside Director	March 31, 2003	March 24, 2005
Dong Hyun Kwon		67	Outside Director	March 25, 2004	March 24, 2005
Philippe Reynieix		54	Outside Director	March 25, 2004	March 24, 2005

For the personal profiles of the directors, please refer to our Form 6-K filed on March 8, 2003, in which we included the resume of director candidates.

3) Executive Officers

In addition to the executive directors who are also our executive officers, we currently have the following executive officers


Name	Age		Position
Bhang Gil Choi		52	Senior Executive Vice President of Integration Coordination Team I and II (taking charge of Chohung Bank related issues)

Chil Sun Hong		57	Senior Executive Vice President of Subsidiary Management Team II, Public Relations Team, and Audit & Compliance Team

Hee Soo Kim		53	Senior Executive Vice President of Subsidiary Management Team I and Integration Coordination Team I

Byung Jae Cho		53	Chief Financial Officer and Senior Executive Vice President of Planning & Financial Management Team and Investor Relations Team

Lee, Baek Soon		51	Senior Executive Vice President of General Service Team, Information & Technology Planning Team and Integration Coordination Team II

Employees

(As of December 31, 2003)

Total Salaries and wages paid for

Average Payment

Number of

the year 2003

per person (in mil.

Employees

Average Tenure

(in mil. of Korean Won)

of Korean Won)

Male

1 year & 3 months

4,294

Female

1 year & 1 months

361

Total

1 year & 2 months

4,656

Exhibit 1.

The Independent Accountant’s Review Report (under Korean GAAP) to the Non-consolidated Financial Statements of Shinhan Financial Group as of and for the year ended December 31, 2003


		Page
§	Independent Auditor’s Report	F-2
§	Shinhan Financial Group Non-Consolidated Balance Sheets	F-5
§	Shinhan Financial Group Non-Consolidated Statements of Earnings	F-6


		Page
§	Shinhan Financial Group Non-Consolidated Statements of Appropriation of Retained Earnings	F-7
§	Shinhan Financial Group Non-Consolidated Statements of Cash Flows	F-8
§	Notes to Non-Consolidated Financial Statements	F-10

Exhibit 2.

The Independent Accountant’s Review Report (under Korean GAAP) to the Consolidated Financial Statements of Shinhan Financial Group as of and for the year ended December 31, 2003


		Page
§	Independent Auditor’s Report	F-2
§	Shinhan Financial Group Consolidated Balance Sheets	F-5
§	Shinhan Financial Group Consolidated Statements of Earnings	F-6
§	Shinhan Financial Group Consolidated Statements of Changes in Stockholders’ Equity	F-8
§	Shinhan Financial Group Consolidated Statements of Cash Flows	F-9
§	Notes to Consolidated Financial Statements	F-11

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.

		By /s/ Byung Jae Cho

		Name: Byung Jae Cho
		Title: Chief Financial Officer

Date : April 13, 2004