shg-6k_20180402.htm

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 April 2018

 

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  .

 


Summary of FY2017 Business Report

 

On April 2, 2018, Shinhan Financial Group (“SFG”) filed its FY2017 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. Independent Auditor

4. Major Shareholder and Market Price Information of our Common Shares and ADRs

5. Directors, Executive Officers and Employees

6. Related Party Transactions


2


1. Introduction of the Group

 

Company History in 2010 through 2017

 

 

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

 


3


Principal Subsidiaries under Korean Law (as of Dec. 31, 2017)

 

Direct Subsidiaries

Subsidiaries

 

Ownership by SFG

Shinhan Bank

 

100.0%

Shinhan Card

 

100.0%

Shinhan Investment Corp.

 

100.0%

Shinhan Life Insurance

 

100.0%

Shinhan BNP Paribas Asset Management

 

65.0%

Shinhan Capital

 

100.0%

Jeju Bank 1)

 

68.9%

Shinhan Savings Bank 2)

 

100.0%

Shinhan Data System

 

100.0%

Shinhan AITAS 3)

 

99.8%

Shinhan Credit Information

 

100.0%

Shinhan Alternative Investment Management

 

100.0%

Shinhan REITs Management

 

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, 2017)

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 Khmer Bank Limited

 

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 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 Securities Indonesia

 

99.0%

 

KOFC Shinhan Frontier Champ 2010-4 PEF1)

 

8.5%

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 NPS Private Equity Fund 1st 3)

 

5.0%

 

Shinhan Private Equity Fund 2nd 4)

 

2.2%

 

Shinhan-Stonebridge Petro Private Equity Fund 5)

 

0.6%

Shinhan REITs Management

 

Shinhan K REITs Co.,Ltd.

 

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 36.7% of Shinhan NPS Private Equity Fund 1st.

4) Shinhan Financial Group and its subsidiaries currently own 32.6% of Shinhan Private Equity Fund 2nd.

5) Shinhan Financial Group and its subsidiaries currently own 1.8% of Shinhan-Stonebridge Petro Private Equity Fund.

 

Number of Shares (as of Dec. 31, 2017)

Types of Shares

 

Number of Shares

Common Shares

 

474,199,587

Total

 

474,199,587


5


2. Business Results

 

Operation Results                                             (KRW billion)

 

FY2017

(Jan. 1 ~ Dec. 31)

FY2016

(Jan. 1 ~ Dec. 31)

FY2015

(Jan. 1 ~ Dec. 31)

Operating income

3,828.7

3,108.6

2,973.1

Equity method income

20.4

10.0

21.0

Other non-operating income

-52.8

51.8

146.5

Profit before income taxes

3,796.3

3,170.5

3,140.6

Income tax expense

848.1

345.6

694.6

Consolidated net income

2,948.1

2,824.9

2,446.0

Net income attributable to equity holders of the Group

2,917.7

2,774.8

2,367.2

Net income attributable to non-controlling interest

30.4

50.1

78.8

Notes :

Some of the totals may not sum due to rounding.

6


Source and Use of Funds

 

Consolidated Basis

(KRW billion, %)

FY2017

FY2016

FY2015

Jan. 1 ~ Dec. 31

Jan. 1 ~ Dec. 31

Jan. 1 ~ Dec. 31

Average

Balance1)

Proportions

(%)

Interest

Paid

Interest

Rate

(%)

Average

Balance1)

Proportions

(%)

Interest

Paid

Interest

Rate

(%)

Average

Balance1)

Proportions

(%)

Interest

Paid

Interest

Rate

(%)

Source

Deposits

241,523.7

58.3

2,482.5

1.03

226,966.8

58.7

2,586.7

1.14

203,910.5

57.3

2,861.0

1.40

Borrowings

17,479.8

4.2

217.3

1.24

15,047.2

3.9

176.4

1.17

13,492.9

3.8

150.7

1.12

Debt Securities Issued

47,594.6

11.5

1,085.4

2.28

42,790.8

11.1

1,085.8

2.54

39,334.8

11.0

1,183.8

3.01

Other Liabilities

74,788.5

18.1

-

-

70,504.9

18.2

-

-

68,378.1

19.2

-

-

Total Liabilities

381,386.6

92.1

-

-

355,309.7

91.9

-

-

325,116.3

91.3

-

-

Total Stockholder's Equity

32,750.5

7.9

-

-

31,499.5

8.1

-

-

31,063.1

8.7

-

-

Total Liabilities & SE

414,137.1

100.0

-

-

386,809.3

100.0

-

-

356,179.4

100.0

-

-

Use

Cash & Due from Banks

21,609.4

5.2

167.8

0.78

20,933.1

5.4

185.5

0.89

21,993.4

6.2

225.6

1.03

Loans

266,195.4

64.3

9,681.4

3.64

252,132.2

65.2

9,244.0

3.67

231,889.2

65.1

9,031.6

3.89

  Loans in KRW

207,439.9

50.1

6,828.2

3.29

197,841.4

51.2

6,541.9

3.31

180,410.1

50.7

6,479.5

3.59

  Loans in Foreign Currency

16,841.6

4.1

583.2

3.46

14,936.7

3.9

482.2

3.23

13,528.2

3.8

415.0

3.07

  Credit Card Accounts

19,952.8

4.8

1,680.9

8.42

18,804.3

4.9

1,708.5

9.09

17,819.5

5.0

1,635.3

9.18

  Others

21,961.1

5.3

589.1

2.68

20,549.8

5.3

511.4

2.49

20,131.5

5.7

501.9

2.49

AFS Financial Assets

34,272.9

8.3

645.3

1.88

30,308.9

7.8

612.1

2.02

26,830.0

7.5

654.4

2.44

HTM Financial Assets

22,199.6

5.4

651.1

2.93

17,409.7

4.5

561.8

3.23

14,961.0

4.2

539.0

3.60

Other Assets

69,859.8

16.8

-

-

66,025.3

17.1

-

-

60,505.8

17.0

-

-

Total Assets

414,137.1

100.0

-

-

386,809.3

100.0

-

-

356,179.4

100.0

-

-

1) The “Average Balance” is the arithmetic mean of the ending balance of each quarter.

 

7


Other Financial Information

The main serial financial figures and indices for Dec. 31, 2017 listed herein may be subject to change.

 

1) Capital Adequacy

 

Consolidated BIS Ratio (Shinhan Financial Group)                               (KRW billion)

 

Dec. 31, 2017

Dec. 31, 2016

Dec. 31, 2015

Aggregate Amount of Equity Capital (A)

30,713.5

29,786.5

27,216.4

Risk-Weighted Assets (B)

207,768.6

198,642.6

203,274.5

BIS Ratio (A/B)

14.78%

15.00%

13.39%

Note) based on Basel III

 

Capital Adequacy Ratios (Subsidiaries)                                                 (%)

Subsidiary

Capital Adequacy Ratio

Dec. 31, 2017

Dec. 31, 2016

Dec. 31, 2015

Shinhan Bank

BIS Capital Adequacy Ratio

15.6

15.7

14.8

Shinhan Card

Adjusted Equity Capital Ratio

24.5

26.2

28.9

Shinhan Investment Corp.

Net Capital Ratio

706.4

892.0

387.2

Shinhan Life Insurance

Risk Based Capital Ratio

175.4

178.3

204.2

Shinhan BNP Paribas Asset Management

Equity Capital (KRW billion)

156.0

148.6

157.3

Minimum Capital Requirement (KRW billion)

23.5

24.0

23.2

Shinhan Capital

Adjusted Equity Capital Ratio

14.0

14.9

16.8

Jeju Bank

BIS Capital Adequacy Ratio

14.7

12.8

12.6

Shinhan Savings Bank

BIS Capital Adequacy Ratio

14.3

14.9

16.3

Shinhan Alternative Investment Management

Equity Capital (KRW billion)

7.4

-

-

Minimum Capital Requirement (KRW billion)

1.9

-

-


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, each Shinhan BNP Paribas Asset Management and Shinhan Alternative Investment Management is required to hold Equity Capital that exceeds the Minimum Capital Requirement.

8


2) Liquidity

 

Won Liquidity Ratio                                                                 (KRW billion, %)

Company

Dec. 31, 2017

Dec. 31, 2016

Dec. 31, 2015

Won Assets

Won Liabilities

Won Liquidity Ratio(%)

Won Assets

Won Liabilities

Won Liquidity Ratio(%)

Won Assets

Won Liabilities

Won Liquidity Ratio(%)

Shinhan Financial Group

309.8

131.6

235.3

198.8

134.8

147.5

624.1

216.0

288.9

Shinhan Card

15,768.6

4,236.0

372.3

14,722.9

4,069.1

361.8

14,588.0

3,845.4

379.4

Shinhan Investment Corp.

12,873.9

9,320.8

138.1

12,472.3

8,227.4

151.6

11,546.7

6,525.0

177.0

Shinhan Life Insurance

917.5

553.3

165.8

915.8

502.0

182.4

1,189.5

486.7

244.4

Shinhan Capital

768.9

560.4

137.2

684.5

521.2

131.3

784.7

355.4

220.8

Shinhan Savings Bank

308.0

213.3

144.4

169.8

138.7

122.4

144.2

103.1

139.9

Notes :

 

Shinhan Financial Group: Due within 1 month

 

Shinhan 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, 2017

Dec. 31, 2016

Dec. 31, 2015

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

46,813.9

49,493.3

94.7

35,961.9

37,257.5

96.7

37,421.5

38,253.3

97.8

Jeju Bank

560.3

476.0

117.9

563.2

401.9

142.6

546.3

352.0

155.2

* The “High quality liquid assets” and “Net cash outflows” are the arithmetic mean of the ending balance of every day.

 


9


 

Foreign Currency (FC) Liquidity Ratio                                       (USD millions, %)

Company

Dec. 31, 2017

Dec. 31, 2016

Dec. 31, 2015

FC

Assets

FC Liabilities

FC Liquidity Ratio(%)

FC

Assets

FC Liabilities

FC Liquidity Ratio(%)

FC

Assets

FC

Liabilities

FC Liquidity Ratio(%)

Shinhan Financial Group

-

-

-

-

-

-

-

-

-

Shinhan Bank

49,850.7

46,790.4

106.5

39,631.1

35,968.5

110.2

31,925.0

27,205.6

117.4

Shinhan Investment Corp.

7,577.9

7,913.3

95.8

5,635.3

5,073.4

111.1

1,875.7

1,793.8

104.6

Shinhan Capital

99.8

0.3

29,325.2

80.3

1.1

7,333.0

83.1

73.4

113.2

Jeju Bank

43.2

37.9

114.1

13.3

10.7

124.7

15.2

9.7

156.3

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 Financial Group figures are based on the separate basis.


10


3) Asset Quality

 

SFG Consolidated Basis                                                          (KRW billion)

 

Dec. 31, 2017

Dec. 31, 2016

Dec. 31, 2015

Total Loans

274,719.1

259,772.6

246,487.6

Substandard & Below

1,734.1

1,927.6

2,171.6

Substandard & Below Ratio

0.63%

0.74%

0.88%

Non-Performing Loans

1,467.1

1,595.8

1,691.5

NPL Ratio

0.53%

0.61%

0.69%

Substandard & Below Coverage Ratio

135.15%

125.99%

191.22%

Loan Loss Allowance

2,343.6

2,428.7

4,152.51)

Substandard & Below Loans

1,734.1

1,927.6

2,171.6

1) Including reserve for credit losses

 

Separate Basis                                                                         (%)

 

Dec. 31, 2017

Dec. 31, 2016

Dec. 31, 2015

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

0.55

0.49

114

0.65

0.56

96

0.80

0.61

173

Shinhan Card

1.06

0.61

238

1.16

0.76

271

1.24

0.81

355

Shinhan Investment Corp.

0.08

0.08

497

0.10

0.10

413

0.15

0.15

485

Shinhan Life Insurance

0.09

0.07

274

0.09

0.08

335

0.09

0.09

927

Shinhan Capital

1.33

1.60

129

2.61

2.93

94

3.06

3.58

86

Jeju Bank

1.09

0.80

41

1.24

0.93

35

0.87

0.50

141

Shinhan Savings Bank

3.86

2.98

62

5.42

3.45

53

6.51

5.37

58

1) Including reserve for credit losses

 

4) Debt to Equity Ratios

 

Shinhan Financial Group (Separate Basis)                     (KRW billion)

 

Dec. 31, 2017

Dec. 31, 2016

Dec. 31, 2015

Debt

7,447.7

6,977.7

6,894.5

Equity

20,192.1

20,217.9

20,781.0

11


Debt to Equity Ratio

36.88%

34.51%

33.18%


12


Twenty Largest Exposures by Borrower                       

                         (KRW billion)

As of Dec. 31, 2017

Consolidated basis

Loans in Won

Loans in Foreign Currency

Securities

Guarantees and Acceptances

Others

Total Exposures

Ministry of Strategy & Finance

0.0

-

15,182.5

-

-

15,182.5

Bank of Korea

980.0

-

6,524.0

0.1

-

7,504.1

Korea Housing Finance Corporation

0.0

-

5,516.6

-

-

5,516.6

Korea Development Bank

13.7

5.9

4,801.6

-

-

4,821.2

Industrial Bank of Korea

637.2

-

2,294.6

-

-

2,931.8

Export-Import Bank of Korea

-

-

2,170.4

53.6

-

2,223.9

Korea Securities Finance Corporation

755.8

-

1,459.5

-

-

2,215.3

Korea Deposit Insurance Corporation

-

-

2,197.9

-

-

2,197.9

Samsung Electronics Co., Ltd.

-

1,919.6

24.5

-

0.0

1,944.2

NongHyup Bank

543.3

7.5

817.2

2.4

-

1,370.5

Korea Land & Housing Corporation

-

-

1,279.5

-

-

1,279.5

Woori Bank

94.4

195.3

978.2

-

-

1,267.9

Kookmin Bank

476.6

-

770.6

0.1

-

1,247.4

Korea Investment & Securities Co.,Ltd.

918.8

-

30.0

-

-

948.8

Small & medium Business Corporation

0.0

-

892.9

-

-

892.9

KEB Hana Bank

127.5

128.6

618.1

3.4

-

877.6

LG Electronics Inc.

105.4

73.4

208.5

417.2

-

804.5

Hotel Lotte Co., Ltd.

170.0

283.9

30.0

204.6

-

688.6

Korea Student Aid Foundation

-

-

651.8

-

-

651.8

KB kookmin Card Co.,Ltd.

68.3

-

559.4

-

-

627.6

Total

4,891.2

2,614.2

47,007.9

681.4

0.0

55,194.8

Note) Some of the totals may not sum due to rounding


13


Exposure to ten Main Debtor Groups   

                                                                      (KRW billion)

As of Dec. 31, 2017

Consolidated basis

Loans in Won

Loans in Foreign Currency

Securities

Guarantees and Acceptances

Others

Total

Exposures

Samsung

301.5

2,490.9

844.5

848.6

0.1

4,485.5

Hyundai Motors

1,112.4

1,625.4

921.2

308.9

0.2

3,968.0

Lotte

407.2

712.2

1,012.5

460.5

0.0

2,592.4

LG

521.3

206.1

456.7

640.7

0.0

1,824.8

SK

541.9

242.6

585.2

373.0

0.0

1,742.8

Hanwha

548.9

228.7

475.7

298.8

0.0

1,552.1

Hyundai Heavy Industries

157.5

107.4

34.8

1,084.9

-

1,384.6

LS

132.9

376.7

266.2

591.1

-

1,366.9

GS

344.4

114.0

334.2

113.4

0.0

906.0

Hyosung

161.1

408.1

72.4

128.9

0.0

770.5

Total

4,228.9

6,512.2

5,003.4

4,848.8

0.3

20,593.6

Note) Some of the totals may not sum due to rounding

 

 

Loans, Due from banks and Securities Concentration by Industry

              (KRW billion)

As of Dec. 31, 2017

Consolidated basis

Total Exposures

Amount

Weight (%)

Finance and Insurance

77,737.7

20.2%

Manufacturing

43,463.5

11.3%

Retail and Wholesale

18,173.5

4.7%

Real Estate, Leasing and Service

24,739.9

6.4%

Construction

3,965.4

1.0%

Hotel and Restaurant

2,497.8

0.6%

Others

70,188.8

18.2%

Retail customers

144,027.1

37.4%

Total

384,793.7

100.0%

Note) Some of the totals may not sum due to rounding


14


Top Twenty Non-Performing Loans

(KRW billion)

Borrower

Industry

Gross Principal Outstanding

Substandard & Below

Allowance for Loan Losses

A

Manufacture of Cold Rolled, Drawn and Extruded Iron or Steel Products

109.6

109.6

94.8

B

Manufacture of Distilling Machinery, Heat exchange unit and Gas Generators

81.0

81.0

54.5

C

Manufacture of Plastic Products for Fabricating of Machine

50.0

50.0

37.3

D

Manufacture of Sections for Ships

42.3

40.1

26.6

E

Building of Steel Ships

35.3

35.3

11.6

F

Other Civil Engineering Construction

30.0

30.0

18.7

G

Building of Steel Ships

24.9

24.9

22.0

H

Manufacture of Sections for Ships

25.2

23.7

1.7

I

Building of Steel Ships

21.4

21.4

0.7

J

Construction of Highways, Streets and Roads

17.3

17.3

14.4

K

Apartment Building Construction

16.9

16.9

1.6

L

Manufacture of Tires and Tubes

16.0

16.0

15.6

M

Apartment Building Construction

16.7

15.8

14.4

N

Golf Course Operation

14.0

14.0

8.4

O

Manufacture of Sections for Ships

11.4

11.4

5.6

P

Golf Course Operation

11.4

11.4

0.0

Q

Manufacture of Other Smelting, Refining and Alloys of Non-ferrous Metals

10.4

10.4

7.4

R

Development and Subdividing of Other Real Estate

8.2

8.2

0.0

S

General Hospitals

6.5

6.5

2.1

T

Wholesale of Non-Specialized Goods

6.4

6.4

6.4

Total

555.2

550.4

343.8

Notes :

 

Consolidated basis as of Dec. 31, 2017.

 

Some of the totals may not sum due to rounding.


15


3. Independent Auditor

 

Audit Opinion for the last 3 years

 

FY2017

FY2016

FY2015

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

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

FY2016

KPMG Samjong Accounting Corp.

581

(annualized basis)

Review/Audit of Financial Statements

7,512

Hours

KPMG Samjong Accounting Corp.

73

(annualized basis)

K-IFRS Report Package Audit for Shinhan Savings Bank

807

Hours

FY2015

KPMG Samjong Accounting Corp.

561

(annualized basis)

Review/Audit of Financial Statements

8,236

Hours

KPMG Samjong Accounting Corp.

73

(annualized basis)

K-IFRS Report Package Audit for Shinhan Savings Bank

895

Hours

KPMG Samjong Accounting Corp.

12

(annualized basis)

Non-statutory audit of subsidiaries under the consolidated corporate tax system for CY2015

282

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 KRW1,430 million(excluding value-added taxes) for FY2017.

16


4. Major Shareholder and Market Price Information of our Common Shares and ADRs

 

Major Shareholders1) of Shinhan Financial Group as of Dec. 31, 2017

Name

No. of Common Shares owned2)

Ownership%

National Pension Service

45,285,762

9.55%

BlackRock Fund Advisors3)

24,320,723

5.13%

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, 2017

3)

Based on the large equity ownership discloser by BlackRock Fund Advisors with the Financial Supervisory Service on Oct. 20, 2016.

 

Share ownership of Employee Stock Ownership Association                         (Number of shares, %)

Share ownership

Beginning Balance
(Jan. 1, 2017)

Increase

Decrease

Ending Balance

(Dec. 31, 2017)

Ownership%

(Dec. 31, 2017)

Employee Stock Ownership

22,310,764

2,779,824

2,878,802

22,211,786

-

ESOA account

88,320

49,542

25,621

112,241

-

Total

22,399,084

2,829,366

2,904,423

22,324,027

4.71%

 

Common Share Traded on the Korea Exchange                                (KRW, number of shares)

 

Jul. 2017

Aug. 2017

Sep. 2017

Oct. 2017

Nov. 2017

Dec. 2017

Price per share

High

53,200

55,400

51,700

51,700

51,000

50,900

Low

48,900

51,600

48,000

49,400

47,000

47,100

Avg.

50,671

53,277

50,114

50,528

48,627

49,216

Trading Volume

20,212,738

18,024,052

20,132,865

13,809,751

25,517,108

20,070,809

Highest Daily Trading Volume

2,426,599

1,350,593

1,992,199

1,912,102

4,601,509

2,608,925

Lowest Daily Trading Volume

503,554

393,748

443,303

436,899

490,260

662,896

 

American Depositary Receipts traded on the New York Stock Exchange             (USD, number of shares)

 

Jul. 2017

Aug. 2017

Sep. 2017

Oct. 2017

Nov. 2017

Dec. 2017

Price per share

High

47.63

48.76

46.32

45.98

45.64

46.80

Low

42.50

45.52

42.59

43.60

43.12

43.58

Avg.

44.98

46.97

44.09

44.83

44.40

45.33

Trading Volume

1,740,216

1,718,672

1,714,260

1,586,103

1,915,151

1,320,204

Highest Daily Trading Volume

159,928

158,601

195,481

170,509

152,899

123,973

Lowest Daily Trading Volume

37,466

35,920

41,549

35,925

29,466

25,062

Note) 1 ADR = 1 Common Shares

17


5. Directors, Executive Officers and Employees

 

Directors and Executive Officers

 

1) Executive Director                                             (As of Mar. 31, 2018)

Name

Month and Year

of Birth

Position

Service Term

Cho Yong-byoung

June 1957

- Chairman of Shinhan Financial Group

- Board Steering Committee Chair

- Corporate Governance & CEO Recommendation Committee member

- Outside Director Recommendation Committee member

- Corporate Social Responsibility Committee member

3 years starting from March 23, 2017

 


18


2) Non-Executive Directors

Currently, 11 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.

 

8 outside directors were appointed as board of directors at the 17th Annual General Meeting of Shareholders on March 22, 2018, of which 5 directors renewed their terms and 3 directors were newly appointed.

 

Our non-executive directors are as follows:                                     (As of Mar. 31, 2018)

Name

Month and Year

of Birth

Outside

Director

Sub-Committees

Service Term

Park Cheul

April 1946

O

Chairman of Board of Directors

Outside Director Recommendation Committee Chair

Corporate Governance & CEO Recommendation Committee member

Remuneration Committee member

Risk Management Committee member

4 years starting from March 25, 2015

Lee Manwoo

November 1954

O

Audit Committee Chair

Corporate Social Responsibility Committee member

Board Steering Committee member

5 years starting from March 26, 2014

Yuki Hirakawa

October 1960

O

Corporate Governance & CEO Recommendation Committee member

Corporate Social Responsibility Committee member

4 years starting from March 25, 2015

Philippe Avril

April 1960

O

Risk Management Committee member

Corporate Governance & CEO Recommendation Committee member

4 years starting from March 25, 2015

Lee Steven Sung-ryang

August 1955

O

Corporate Social Responsibility Committee Chair

Audit Committee member

Board Steering Committee member

3 years starting from March 24, 2016

Park Ansoon

January 1945

O

Outside Director Recommendation Committee member

Corporate Social Responsibility Committee member

Board Steering Committee member

2 years starting from March 23, 2017

Joo Jaeseong

January 1956

O

Risk Management Committee Chair

Audit Committee member

Remuneration Committee member

2 years starting from March 23, 2017

Kim Hwa-nam

December 1945

O

Corporate Governance & CEO Recommendation Committee member

2 years starting from March 22, 2018

Park Byoung-dae

September 1957

O

Corporate Governance & CEO Recommendation Committee Chair

Remuneration Committee Chair

Outside Director Recommendation Committee member

Audit Committee member

2 years starting from March 22, 2018

Choi Kyong-rok

May 1966

O

Outside Director Recommendation Committee member

Risk Management Committee member

Board Steering Committee member

2 years starting from March 22, 2018

Wi Sung-ho

June 1958

X

-

2 years starting from March 23, 2017

* Audit Committee Member Recommendation Committee consists of all the outside directors.


19


3) Executive Officers

In addition to the executive directors, we currently have the following executive officers:

(As of Mar 31, 2018)

Name

Month and Year

of Birth

Position

In charge of

Lee Dong-hwan

September 1959

Deputy President

- Group & Global Investment Banking Business
Department

Woo Young-woong

March 1960

Deputy President &

Chief Strategy Officer

- Strategic Planning Team

- Investor Relations Team

- Future Strategy Research Institute

- Digital Strategy Team

- One Shinhan Strategy Team

- Platform Marketing Team

Jin Okdong

February 1961

Deputy President

- Brand Strategy Team

- Management Support Team

- Human Resource Team

- Shinhan Culture & Leadership Center

- CSR Team

Kim Byeong-cheol

January 1962

Deputy President

- Global Markets & Securities Planning Office

Heo Young-taeg

August 1961

Deputy President

- Global Business Planning Office

Lee Chang-goo

January 1961

Deputy President

- Wealth Management Planning Office

Jang Dong-ki

January 1964

Executive Vice President

- Finance Management Team

- Accounting Team

- Global Business & Capital Market Team

Kim Im-geun

July 1963

Executive Director &

Chief Risk Officer

- Risk Management Team

- Risk Model Validation Team

- Credit Review Team

Lee Soonwoo

October 1962

Executive Director &

Compliance Officer

- Compliance Team

 

Compensation to Directors

 

1)

Total Amount Approved at the Meeting of Shareholders

(As of Dec. 31, 2017)

 

Total number of persons

Total amount approved

at shareholders’ meeting

(KRW millions)

Notes

Directors

(Outside directors)

12(10)

3,500

-

Note) Represents the aggregate amount for all directors(including outside directors). Excludes long-term incentives.

 

 


20


2) Total Amount Paid

(As of Dec. 31, 2017)

 

Total number of

Persons

Total Compensation

(KRW millions)

Average

Compensation

per person

(KRW millions)

Notes

Registered Directors

2

1,227

551

Excluding outside directors

Outside Directors

7

412

61

Excluding Audit committee members

Audit committee members or internal auditor

3

211

70

 

Total

12

1,850

154

 

Notes :

Represents the total number of applicable persons as of Dec. 31, 2017.

Under the Financial Supervisory Service’s standards for preparing corporate disclosure forms, which standards were amended in November 2013, we are required to disclose in our Business Report the individual annual compensation paid by us to our directors and auditors if such individual annual compensation is W500 million or greater.
In 2017, Cho Yong-byoung, our Chairman and Chief Executive Officer, received W620 million in salaries and wages. He also currently holds 15,196 performance shares. The exercisability of these performance shares will be determined based on business performance evaluation and share price performance during the period from 2017 to 2020. Additionally, In 2017, Han Dongwoo, our former Chairman and Chief Executive Officer, received W589 million which consisted of W183 million in salaries and wages, W406 million in bonus payments. He also currently holds 4,403 performance shares. The exercisability of these performance shares will be determined based on business performance evaluation and share price performance during the period from 2017 to 2020.

 

Stock Options      

(As of Dec. 31, 2017)

 

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 2005

102,389

99,889

-

2,500

28,006

Granted in 2006

108,356

105,856

-

2,500

38,829

Granted in 2007

58,764

-

-

58,764

54,560

Granted in 2008

60,753

-

15,125

45,628

49,053

Total

330,262

205,745

15,125

109,392

-

Notes :

 

The weighted-average exercise price of outstanding exercisable options as of Dec. 31, 2017 is KRW 51,297.

 

The closing price of our common stock was KRW 49,400 on Dec. 31, 2017.

 

As of Dec. 31, 2017, the exercise of 9,466 options granted in 2008 is temporarily suspended.

21


Employees                                                                (As of Dec. 31, 2017)

Gender

Number of Employees

Average length of Service

Total Salaries and wages

paid in 2017

(KRW million)

Average Payment

per person

(KRW million)

Male

121

2 yrs 9 mths

(13 yrs 8 mths) 1)

13,438

111

Female

22

5 yrs 6 mths

(9 yrs 6 mths) 1)

1,654

75

Total

143

3 yrs 2 mths

(13 yrs) 1)

15,092

105

1) Average length of service including service within group subsidiaries

22


6. Related Party Transactions

 

Loans to Subsidiaries                                                 (KRW billion)

Subsidiary

Loan Type

Origination

Date

Maturity

Date

Lending

Rate

Beginning Balance

(Jan. 1, 2017)

Decrease

Increase

Ending Balance

(Dec. 31, 2017)

Shinhan Card

Loans in KRW

2012-03-14

2017-03-14

4.12%

150

150

-

-

Loans in KRW

2016-01-26

2021-01-26

1.98%

150

-

-

150

Loans in KRW

2016-02-24

2021-02-24

1.84%

150

-

-

150

Loans in KRW

2017-03-22

2022-03-22

2.22%

-

-

150

150

Loans in KRW

2017-04-20

2022-04-20

2.21%

-

-

100

100

Loans in KRW

2017-05-12

2022-05-12

2.35%

-

-

50

50

Shinhan Capital

Loans in KRW

2012-03-14

2017-03-14

4.12%

50

50

-

-

Loans in KRW

2012-12-14

2017-12-14

3.33%

50

50

-

-

Loans in KRW

2013-01-18

2018-01-18

3.18%

50

-

-

50

Loans in KRW

2013-09-05

2018-09-05

3.61%

80

-

-

80

Loans in KRW

2014-01-27

2019-01-27

3.60%

50

-

-

50

Loans in KRW

2016-03-16

2021-03-16

1.90%

50

-

-

50

Loans in KRW

2016-04-27

2019-04-27

1.63%

100

-

-

100

Loans in KRW

2017-03-22

2022-03-22

2.22%

-

-

50

50

Loans in KRW

2017-04-20

2022-04-20

2.21%

-

-

50

50

Loans in KRW

2017-05-12

2022-05-12

2.35%

-

-

50

50

Loans in KRW

2017-08-24

2022-08-24

2.37%

-

-

50

50

Shinhan Alternative Investment Management

Loans in KRW

2016-11-23

2017-11-22

1.95%

5

5

-

-

Loans in KRW

2017-11-22

2018-11-21

2.24%

-

-

5

5

Shinhan Savings Bank

Loans in KRW

2016-06-17

2021-06-17

1.61%

50

-

- 

50

Loans in KRW

2017-06-23

2022-06-23

2.27%

-

-

50

50

Total

935

255

555

1,235


23


For more detailed information, please refer to the Independent Accountant’s Audit Report, which was reported on Form 6-K on March 7, 2018.

24


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.

 

Date: April 2, 2018

/s/ Woo Young-woong

---------------------------------------------

Name: Woo Young-woong

Title: Chief Strategy Officer

 

 

25