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 May 2022
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
Exhibit Index
Exhibit |
Description |
99.1 |
SHINHAN FINANCIAL GROUP CO., LTD. Separate Interim Financial Statements March 31, 2022 and 2021 (Unaudited) |
99.2 |
SHINHAN FINANCIAL GROUP CO., LTD. AND SUBSIDIARIES Consolidated Interim Financial Statements March 31, 2022 and 2021 (Unaudited) |
2
Summary of 1Q2022 Business Report
On May 16, 2022, Shinhan Financial Group (“SFG”) filed its 1Q2022 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
3
1. Introduction of the Group
Company History (from Jan. 2010 through the reporting date)
▪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) Ltd. 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
▪Jan. 2020: Orange Life Insurance, Ltd. became a wholly-owned subsidiary (acquisition of remaining interests by effecting a comprehensive stock exchange)
▪Sep. 2020: Neoplux Co., Ltd. joined SFG as a direct subsidiary (acquisition from majority shareholder)
4
▪Dec. 2020: SFG acquired the remaining interests in Neoplux by effecting a small-scale stock exchange and hence Neoplux has become our wholly owned subsidiary and was renamed to Shinhan Venture Investment.
▪Jan. 2021: SFG acquired the remaining 35% interests in Shinhan BNPP Asset Management and it became a wholly-owned subsidiary. Shinhan BNPP Asset Management changed its legal name to Shinhan Asset Management.
▪May. 2021: Shinhan Naotic No. 1 Private Equity Joint Venture joined SFG as a direct subsidiary as a sub-subsidiary.
▪May. 2021: JS Shinhan Private Equity Limited joined SFG as a direct subsidiary as a sub-subsidiary.
▪July. 2021: Integrated Shinhan Life Insurance Co., Ltd launched after the merger between Shinhan Life Insurance and Orange Life Insurance, wholly-owned subsidiaries of Shinhan Financial Group.
5
Principal(Direct) Subsidiaries under Korean Law (as of Mar. 31, 2022)
Subsidiaries |
|
Ownership by SFG |
Shinhan Bank |
|
100.0% |
Shinhan Card |
|
100.0% |
Shinhan Investment Corp. |
|
100.0% |
Shinhan Life Insurance 1) |
|
100.0% |
Shinhan Capital |
|
100.0% |
Shinhan Asset Management 2) |
|
100.0% |
Jeju Bank 3) |
|
75.3% |
Shinhan Savings Bank 4) |
|
100.0% |
Asia Trust. Co., Ltd. |
|
60.0% |
Shinhan DS |
|
100.0% |
Shinhan AITAS 5) |
|
99.8% |
Shinhan Credit Information |
|
100.0% |
Shinhan Alternative Investment Management |
|
100.0% |
Shinhan REITs Management |
|
100.0% |
Shinhan AI |
|
100.0% |
Shinhan Venture Investrment 6) |
|
100.0% |
SHC Management |
|
100.0% |
1)Shinhan Life Insurance and Orange Life Insurance merged on July 1st, 2021 and became Shinhan Life Insurance Co., Ltd 2)On January 15, SFG acquired remaining 35% interests in Shinhan BNP Paribas Asset Management and it became our wholly-owned subsidiary (changed its legal name to Shinhan Asset Management) 3)Jeju Bank is currently listed on the Korea Exchange. 4)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. 5)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. 6)On January 11, Neoplux changed its legal name to Shinhan Venture Investment.
|
6
Indirect subsidiaries held through direct subsidiaries (as of the reporting date)
Direct Subsidiaries |
|
Indirect Subsidiaries |
|
Ownership by the Parent |
Shinhan Bank |
|
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 |
|
99.99% |
|
|
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 America Inc. |
|
100.0% |
|
Shinhan Investment Asia Ltd. |
|
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 PEF 4) |
|
14.5% |
||
Shinhan Praxis K-Growth Global Private Equity Fund 2) |
|
14.1% |
||
Shinhan Life Insurance |
|
Shinhan Financial Plus |
|
100.0% |
|
|
Shinhan CubeOn Co., Ltd. 5) |
|
Korea |
|
|
Shinhan Life Insurance Vietnam Co., Ltd. 6) |
|
Vietnam |
Shinhan Capital |
|
KOFC Shinhan Frontier Champ 2010-4 PEF1) |
|
6.5% |
Shinhan Asset Management |
|
Shinhan Asset MGT HK, Limited 7) |
|
100.0% |
Shinhan Alternative |
|
Shinhan Private Equity Fund 2nd 3) |
|
66.3% |
Shinhan DS |
|
Shinhan DS Vietnam Co. Limited |
|
100.0% |
Shinhan Venture Investment |
|
Neoplux 3rd PEF |
|
10.0% |
KTCNP Growth Champ |
|
5.56% |
7
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 96.74% of Shinhan Private Equity Fund 2nd. 5) Newly invested subsidiaries subject to consolidation are included for the year ended December 31, 2021 6) Newly invested subsidiaries subject to consolidation are included for the year ended December 31, 2021 Shinhan Insurance Vietnam Co., Ltd. changed its name to Shinhan Life Insurance Vietnam Co., Ltd. 7) For the year ended December 31, 2021, Shinhan BNP Aseet MGT HK, Limited changed its name to Shinhan Asset MGT HK, Limited.
|
8
Credit Ratings
Date |
Types of Issuance |
Credit Rating |
Rating Company (Rating Range) |
2022.01.25 |
Write-down Contingent Capital Securities |
AA- |
Korea Rating(AAA~D) / KIS Rating(AAA~D) / NICE Investors Service(AAA~D) |
2022.01.25 |
Write-down Contingent Capital Securities |
AA- |
Korea Rating(AAA~D) / KIS Rating(AAA~D) / NICE Investors Service(AAA~D) |
2022.01.28 |
Electronic Short-term Bond |
A1 |
Korea Rating(AAA~D) / KIS Rating(AAA~D) / NICE Investors Service(AAA~D) |
2022.02.03 |
Commercial Paper |
A1 |
Korea Rating(AAA~D) / KIS Rating(AAA~D) / NICE Investors Service(AAA~D) |
2022.02.22 |
Debentures |
AAA |
Korea Rating(AAA~D) / KIS Rating(AAA~D) / NICE Investors Service(AAA~D) |
2022.02.22 |
Debentures |
AAA |
Korea Rating(AAA~D) / KIS Rating(AAA~D) / NICE Investors Service(AAA~D)s |
2022.03.23 |
Debentures |
AAA |
Korea Rating(AAA~D) / KIS Rating(AAA~D) / NICE Investors Service(AAA~D) |
2022.03.23 |
Debentures |
AAA |
Korea Rating(AAA~D) / KIS Rating(AAA~D) / NICE Investors Service(AAA~D) |
Number of Shares (as of Apr. 25, 2022)
Types of Shares |
|
Number of Shares |
Number of shares authorized for issuance |
|
1,000,000,000 |
Number of common shares issued (1) |
|
512,934,131 |
Number of preferred shares issued (2) |
|
17,482,000 |
Total outstanding shares |
|
530,416,131 |
Treasury stocks (3) (4) |
|
6,352 |
Total outstanding shares |
|
512,927,779 |
(1) SFG issued 8,232,906 shares of common stock in relation to a comprehensive stock exchange between SFG and Orange Life Insurance on January 28, 2020. On June 1, 2020, SFG cancelled 5,035,658 treasury shares. On September 29, 2020, SFG had a paid-in capital increase and issued 39,130,000 common shares (third-party allocation). On December 30, 2020, SFG issued 72,719 shares of common stock in relation to a small-scale stock exchange between SFG and Neoplux. (2) For more information, please refer to SFG’s reports on Form 6-K furnished to the Securities and Exchange Commission on February 12, 2019 and April 30, 2019.
|
9
(3) SFG acquired treasury stocks through the acquisition of fractional shares as a result of a stock exchange between SFG and Orange Life Insurance on January 28, 2020 and between SFG and Neoplux on December 30, 2020. (4) SFG canceled treasury shares of 3,665,423 after completion of share repurchase program on 20 April, 2022. Capital does not change due to the cancellation of acquired stocks within the range of dividend payable income. |
|
|
Dividends
10
|
|
|
(KRW million) |
Items |
1Q.2022 (Jan. 1 ~ Mar. 31) |
FY2021 (Jan. 1 ~ Dec. 31) |
FY2020 (Jan. 1 ~ Dec. 31) |
Par value per share (Won) |
5,000 |
5,000 |
5,000 |
(Consolidated) Net Income |
1,400,384 |
4,019,254 |
3,414,595 |
(Separate) Net Income |
1,406,564 |
1,413,956 |
1,274,443 |
(Consolidated Earnings per share (Won) |
2,552 |
7,308 |
6,654 |
Total Cash dividends |
213,280 |
1,046,787 |
803,838 |
Total stock dividends |
- |
- |
- |
(Consolidated) Cash dividend payout ratio (%) |
15.23 |
26.04 |
23.54 |
Cash dividend yield (%) – common shares |
1.00 |
5.16 |
4.52 |
Cash dividend yield (%) – preferred shares |
- |
- |
- |
Stock dividend yield (%) |
- |
- |
- |
Cash dividend per share (Won) |
400 |
1,960 |
1,500 |
Stock dividend per share |
- |
- |
- |
Note) Cash dividend payout ratio on a common share basis for 1Q FY2022 is 14.73%. |
11
2. Business Results
Operating Results
|
|
|
(KRW billion) |
|||
|
1Q.2022 (Jan. 1 ~ Mar. 31) |
FY2021 (Jan. 1 ~ Dec. 31) |
FY2020 (Jan. 1 ~ Dec. 31) |
|||
Net interest income |
2,909 |
10,769 |
9,883 |
|||
Interest income |
4,162 |
14,724 |
14,774 |
|||
Interest expense |
1,253 |
3,955 |
4,891 |
|||
Net fees and commission income |
744 |
2,675 |
2,383 |
|||
Fees and commission income |
1,093 |
4,140 |
3,815 |
|||
Fees and commission expense |
349 |
1,465 |
1,432 |
|||
Net insurance income |
-191 |
-775 |
-604 |
|||
Insurance income |
1,534 |
6,485 |
7,248 |
|||
Insurance expense |
1,725 |
7,260 |
7,852 |
|||
Net gain(loss) on securities and FX trading/derivatives |
326 |
1,524 |
1,125 |
|||
Provision for credit loss and impairment loss |
-244 |
-996 |
-1,391 |
|||
Net other operating income(expense) |
-314 |
-1,501 |
-1,254 |
|||
General and administrative expenses |
1,324 |
5,743 |
5,212 |
|||
Net operating income |
1,906 |
5,952 |
4,930 |
|||
Equity method income |
18 |
159 |
160 |
|||
Other non-operating income(expense), net |
8 |
-527 |
-335 |
|||
Profit before income taxes |
1,931 |
5,584 |
4,754 |
|||
Income tax expense |
511 |
1,471 |
1,256 |
|||
Consolidated net profit |
1,421 |
4,113 |
3,498 |
|||
Net profit attributable to equity holders of the Group |
1,400 |
4,019 |
3,415 |
|||
Net profit attributable to non-controlling interest |
20 |
93 |
84 |
|||
Notes : Some of the totals may not sum due to rounding. |
12
Source and Use of Funds
Consolidated Basis (KRW billion, %) |
1Q.2022 |
FY2021 |
FY2020 |
||||||||||
Jan. 1 ~ Mar. 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 |
366,220.90 |
55.7 |
725.99 |
0.80 |
344,759.5 |
55.0 |
2,173.8 |
0.63 |
312,544.7 |
53.8 |
2,842.6 |
0.91 |
Borrowings |
32,231.10 |
4.9 |
90.14 |
1.13 |
29,458.2 |
4.7 |
247.8 |
0.84 |
26,883.5 |
4.6 |
336.1 |
1.25 |
|
Debt Securities Issued |
79,580.80 |
12.1 |
373.4 |
1.9 |
77,207.2 |
12.3 |
1,390.2 |
1.8 |
74,756.2 |
12.9 |
1,554.5 |
2.08 |
|
Other Liabilities |
129,870.20 |
19.8 |
- |
- |
127,835.4 |
20.3 |
- |
- |
123,179.9 |
21.2 |
- |
- |
|
Total Liabilities |
607,903.00 |
92.5 |
- |
- |
579,260.3 |
92.3 |
- |
- |
537,364.3 |
92.5 |
- |
- |
|
Total Stockholder's Equity |
49,536.00 |
7.5 |
- |
- |
48,104.0 |
7.7 |
- |
- |
43,823.3 |
7.5 |
- |
- |
|
Total Liabilities & SE |
657,439.00 |
100 |
- |
- |
627,364.3 |
100.0 |
- |
- |
581,187.6 |
100.0 |
- |
- |
|
Use |
Cash & Due from Banks |
28,687.40 |
4.4 |
27.92 |
0.39 |
30,080.8 |
4.8 |
87.1 |
0.29 |
31,358.5 |
5.4 |
141.9 |
0.45 |
Loans |
393,621.30 |
59.9 |
3,391.87 |
3.49 |
375,592.7 |
59.9 |
11,928.3 |
3.18 |
343,266.4 |
59.1 |
11,776.8 |
3.43 |
|
Loans in KRW |
308,085.50 |
46.9 |
2,469.23 |
3.25 |
293,331.7 |
46.8 |
8,503.5 |
2.9 |
266,548.8 |
45.9 |
8,210.5 |
3.08 |
|
Loans in Foreign Currency |
35,554.80 |
5.4 |
304.04 |
3.47 |
31,871.4 |
5.1 |
1,084.7 |
3.4 |
28,989.4 |
5.0 |
1,084.1 |
3.74 |
|
Credit Card Accounts |
26,193.60 |
4 |
482.24 |
7.47 |
24,642.6 |
3.9 |
1,890.8 |
7.67 |
23,308.6 |
4.0 |
1,874.7 |
8.04 |
|
Others |
23,787.40 |
3.6 |
136.36 |
2.32 |
25,747.0 |
4.1 |
449.3 |
1.75 |
24,419.6 |
4.2 |
607.5 |
2.49 |
|
FVOCI Financial Assets |
64,560.30 |
9.8 |
249.47 |
1.57 |
59,643.5 |
9.5 |
889.2 |
1.49 |
56,886.1 |
9.8 |
952.4 |
1.67 |
|
AC Financial Assets |
50,333.70 |
7.7 |
280.45 |
2.26 |
48,587.8 |
7.7 |
1,092.0 |
2.25 |
46,426.1 |
8.0 |
1,076.8 |
2.32 |
|
Other Assets |
120,236.30 |
18.2 |
- |
- |
113,459.5 |
18.1 |
- |
- |
103,250.5 |
17.7 |
- |
- |
|
Total Assets |
657,439.00 |
100 |
- |
- |
627,364.3 |
100.0 |
- |
- |
581,187.6 |
100.0 |
- |
- |
|
1) The “Average Balance” is the arithmetic mean of the ending balance of each quarter.
|
13
3. Other Financial Information
1) Capital Adequacy
Consolidated BIS Ratio (Shinhan Financial Group)
|
|
|
(KRW billion) |
|
Mar. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2020 |
Aggregate Amount of Equity Capital (A) |
45,112.20 |
43,863.4 |
39,709.1 |
Risk-Weighted Assets (B) |
279,220.30 |
270,692.2 |
252,321.4 |
BIS Ratio (A/B) |
16.16% |
16.20% |
15.74% |
Note) based on Basel III |
|
|
|
Capital Adequacy Ratios (Subsidiaries)
|
|
|
|
(%) |
Subsidiary |
Capital Adequacy Ratio |
Mar. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2020 |
Shinhan Bank |
BIS Capital Adequacy Ratio |
17.9 |
18.2 |
18.5 |
Shinhan Card |
Adjusted Equity Capital Ratio |
19.0 |
18.9 |
19.9 |
Shinhan Investment Corp. |
Net Capital Ratio |
1,219.80 |
1285.8 |
1,677.7 |
Shinhan Life Insurance |
Risk Based Capital Ratio |
256.3 |
284.6 |
249.5 |
Shinhan Capital |
Adjusted Equity Capital Ratio |
16.7 |
17.4 |
170.6 |
Shinhan BNP Paribas Asset Management |
Equity Capital (KRW billion) |
200.7 |
202.5 |
30.7 |
Minimum Capital Requirement (KRW billion) |
36.8 |
31.1 |
15.2 |
|
Jeju Bank |
BIS Capital Adequacy Ratio |
16.7 |
17.2 |
15.8 |
Shinhan Savings Bank |
BIS Capital Adequacy Ratio |
11.2 |
12.4 |
15.8 |
Asia Trust |
Net Capital Ratio |
990.4 |
1009.3 |
1016.5 |
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%. |
14
▪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 |
|
|
|
15
2) Liquidity
Won Liquidity Ratio
|
|
|
(KRW billion, %) |
||||||||
Company |
Mar. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2020 |
||||||||
Won Assets |
Won Assets |
Won Liabilities |
Won Assets |
Won Liabilities |
Won Assets |
Won Liabilities |
Won Liabilities |
Won Liquidity Ratio(%) |
|||
Shinhan Financial Group |
3,082.60 |
1,567.10 |
196.7 |
981.8 |
286.5 |
981.8 |
286.5 |
37.9 |
508.2 |
||
Shinhan Card |
19,773.30 |
5,252.10 |
376.5 |
18,950.6 |
5,024.4 |
18,950.6 |
5,024.4 |
4,464.90 |
401.4 |
||
Shinhan Investment Corp. |
21,295.00 |
15,953.00 |
133.5 |
18,798.1 |
13,153.0 |
18,798.1 |
13,153.0 |
10,869.30 |
138.9 |
||
Shinhan Life Insurance |
1,980.70 |
1,301.20 |
152.2 |
2,292.4 |
1,336.6 |
2,292.4 |
1,336.6 |
703.7 |
160.6 |
||
Shinhan Capital |
1,650.90 |
788.6 |
209.3 |
1,575.9 |
797.5 |
1,575.9 |
797.5 |
659.9 |
147 |
||
Shinhan Savings Bank |
549 |
444.7 |
123.4 |
525.1 |
477.3 |
525.1 |
477.3 |
188.8 |
119.8 |
||
Asia Trust |
309 |
34.1 |
907.1 |
243 |
42.5 |
243 |
42.5 |
10.9 |
933.1 |
||
Shinhan AI |
29.5 |
1.5 |
19.3 |
29.5 |
1.5 |
29.5 |
1.5 |
0.4 |
46.9 |
||
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 |
Mar. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2020 |
||||||
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 |
75,649.80 |
81,090.70 |
93.3 |
68,922.6 |
78,444.5 |
87.9 |
63,154.4 |
70,453.2 |
89.6 |
Jeju Bank |
852.6 |
722.2 |
118.4 |
803.9 |
748.9 |
108.4 |
600.5 |
572.9 |
106 |
Notes: ▪Liquidity Coverage Ratios are the arithmetic mean of daily LCRs. ▪Financial Services Commission temporarily eased the regulatory minimum from 100.0% to 85.0% in response to |
16
Foreign Currency (FC) Liquidity Ratio
|
|
|
(USD millions, %) |
||||||
Company |
Mar. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2020 |
||||||
FC Assets |
FC Liabilities |
FC Liquidity Ratio(%) |
FC Assets |
FC Liabilities |
FC Liquidity Ratio(%) |
FC Assets |
FC Liabilities |
FC Liquidity Ratio(%) |
|
Shinhan Financial Group |
75.2 |
- |
N/A |
94.9 |
9.9 |
958 |
108.8 |
9.9 |
1,099.0 |
Shinhan Investment Corp. |
9,681.90 |
9,351.60 |
103.5 |
7,226.40 |
6,980.20 |
103.5 |
6,426.3 |
6,587.4 |
97.6 |
Shinhan Capital |
100.1 |
1.2 |
8,552.60 |
96.7 |
0.4 |
23,033.1 |
19.2 |
6.5 |
221.5 |
Jeju Bank |
12.8 |
2.9 |
428.7 |
27.6 |
25.5 |
108.0 |
21.7 |
16.3 |
132.7 |
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 |
2022 1Q |
2021 4Q |
2020 4Q |
Jan. 1 ~ Mar. 31 |
Jan. 1 ~ Dec. 31 |
Jan. 1 ~ Dec. 31 |
|
Shinhan Bank |
96.9 |
112.6 |
97.0 |
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. |
|
▪ |
Financial Services Commission temporarily eased the regulatory minimum from 80% to 70% in response to COVID-19 pandemic until June 30, 2022. |
Foreign Currency Liquidity Coverage Ratio is calculated by daily average.
17
3) Asset Quality
SFG Consolidated Basis
(KRW billion) |
|||
|
Mar. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2020 |
Total Loans |
398,426.5 |
393,049.4 |
357,566.8 |
Substandard & Below |
1,671.9 |
1,741.0 |
1,878.3 |
Substandard & Below Ratio |
0.42% |
0.44% |
0.53% |
Non-Performing Loans |
1,348.3 |
1,363.9 |
1,390.3 |
NPL Ratio |
0.34% |
0.35% |
0.39% |
Substandard & Below Coverage Ratio |
194.58% |
182.50% |
162.95% |
Loan Loss Allowance |
3,253.1 |
3,177.3 |
3,060.8 |
Substandard & Below Loans |
1,671.9 |
1,741.0 |
1,878.3 |
Separate Basis
(%) |
Mar. 31 2022 |
Dec. 31 2021 |
Dec. 31 2020 |
||||||
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 |
|
Shinhan Financial Group |
- |
- |
- |
- |
- |
- |
- |
- |
- |
Shinhan Bank |
0.26 |
0.21 |
176 |
0.27 |
0.21 |
163 |
0.21 |
0.36 |
116 |
Shinhan Card |
0.82 |
0.39 |
337 |
0.88 |
0.36 |
314 |
0.36 |
0.6 |
265 |
Shinhan Investment Corp |
4.69 |
4.69 |
97 |
4.83 |
4.83 |
98 |
4.83 |
0.07 |
808 |
Shinhan Life Insurance |
0.07 |
0.07 |
309 |
0.07 |
0.06 |
286 |
0.06 |
0.12 |
234 |
Shinhan Capital |
0.25 |
0.22 |
151 |
0.42 |
0.38 |
165 |
0.38 |
0.99 |
162 |
Jeju Bank |
0.49 |
0.41 |
103 |
0.51 |
0.43 |
95 |
0.43 |
0.46 |
94 |
Shinhan Savings Bank |
1.96 |
2.02 |
116 |
2.13 |
2.32 |
108 |
2.32 |
2.85 |
87 |
Asia Trust |
76.66 |
76.66 |
96 |
85.37 |
85.37 |
59 |
85.37 |
50.53 |
67 |
18
4) Debt to Equity Ratios
Shinhan Financial Group (Separate Basis)
(KRW billion) |
|||
|
Mar. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2020 |
Debt |
11,405.30 |
10,410.5 |
10,426.8 |
Equity |
27,588.30 |
26,405.4 |
25,057.1 |
Debt to Equity Ratio |
41.34% |
39.43% |
41.61% |
Twenty Largest Exposures by Borrower
(KRW billion) |
||||||
As of Mar. 31, 2022 Consolidated basis |
Loans in Won |
Loans in Foreign Currency |
Securities |
Guarantees and Acceptances |
Others |
Total Exposures |
Ministry of Economy & Finance |
- |
- |
30,811.4 |
- |
- |
30,811.4 |
Korea Housing Finance Corporation |
- |
- |
9,459.5 |
- |
- |
9,459.5 |
Bank of Korea |
0.0 |
- |
6,362.7 |
0.1 |
- |
6,362.8 |
Korea Development Bank |
0.7 |
59.6 |
5,831.1 |
- |
- |
5,891.5 |
Industrial Bank of Korea |
362.9 |
6.1 |
4,517.1 |
- |
- |
4,886.1 |
Export-Import Bank of Korea |
- |
- |
1,801.1 |
82.0 |
- |
1,883.1 |
NongHyup Bank |
728.3 |
80.3 |
825.4 |
64.8 |
- |
1,698.8 |
Woori Bank |
816.1 |
- |
859.0 |
- |
- |
1,675.1 |
KEB Hana Bank |
630.6 |
229.0 |
746.2 |
34.4 |
- |
1,640.1 |
Samsung Electronics |
- |
1,595.2 |
0.6 |
- |
- |
1,595.8 |
LG Display |
87.8 |
799.2 |
186.2 |
485.8 |
- |
1,559.0 |
Korea Expressway Corporation |
- |
- |
1,532.3 |
- |
- |
1,532.3 |
Korea Land & Housing Corporation |
- |
- |
1,372.8 |
- |
- |
1,372.8 |
KB Koonmin Bank |
472.2 |
133.8 |
650.5 |
26.9 |
- |
1,283.5 |
Lotte Hotels & Resorts |
0.4 |
361.1 |
448.7 |
307.6 |
- |
1,117.6 |
Hyundai Steel |
400.2 |
412.3 |
262.8 |
23.1 |
0.0 |
1,098.4 |
National Agricultural Cooperative Federation |
45.7 |
- |
997.9 |
- |
- |
1,043.5 |
KB Koonmin Card Corp. |
- |
- |
967.9 |
- |
- |
967.9 |
Samsung Heavy Industries Co. Ltd |
- |
- |
- |
944.9 |
- |
944.9 |
Korea SMEs and Startups Agency |
- |
- |
937.2 |
- |
- |
937.2 |
Total |
3,544.8 |
3,676.5 |
68,570.3 |
1,969.5 |
0.0 |
77,761.2 |
19
Note) Some of the totals may not sum due to rounding |
Exposure to ten Main Debtor Groups
(KRW billion) |
||||||
As of Mar. 31, 2022 Consolidated basis |
Loans in Won |
Loans in Foreign Currency |
Securities |
Guarantees and Acceptances |
Others |
Total Exposures |
Hyundai Motor Company |
820.0 |
2,697.1 |
1,675.0 |
475.5 |
0.1 |
5,667.7 |
Samsung |
239.6 |
1,909.5 |
1,243.1 |
1,765.5 |
0.0 |
5,157.8 |
SK |
353.9 |
872.5 |
2,046.4 |
293.7 |
- |
3,566.5 |
LG |
320.7 |
1,117.1 |
1,080.2 |
847.6 |
- |
3,365.6 |
Lotte |
82.7 |
769.4 |
1,880.8 |
611.7 |
0.2 |
3,344.7 |
Hyundai Heavy Industries |
138.4 |
454.4 |
212.5 |
1,503.7 |
- |
2,309.0 |
Hanwha |
216.7 |
509.8 |
1,130.3 |
411.9 |
- |
2,268.7 |
LS |
209.0 |
646.6 |
228.5 |
874.0 |
- |
1,958.0 |
KT |
4.4 |
126.3 |
850.5 |
148.5 |
- |
1,129.6 |
Hyosung |
62.8 |
632.8 |
30.1 |
201.6 |
0.8 |
928.1 |
Total |
2,448.1 |
9,735.5 |
10,377.3 |
7,133.6 |
1.0 |
29,695.5 |
Note) Some of the totals may not sum due to rounding |
20
Top Twenty Non-Performing Loans
(KRW billion) |
||||
Borrower |
Industry |
Gross Principal Outstanding |
Substandard & Below |
Allowance for Loan Losses |
A |
Other financial service activities n.e.c. |
113.8 |
113.8 |
113.8 |
B |
Other financial service activities n.e.c. |
56.5 |
56.5 |
56.5 |
C |
Other financial service activities n.e.c. |
24.2 |
24.2 |
14.1 |
D |
Building of steel ships |
24.2 |
24.2 |
0.6 |
E |
Manufacture of sections for ships |
23.3 |
21.0 |
21.1 |
F |
Sea freight water transport |
16.0 |
16.0 |
12.7 |
G |
Manufacture of metal frameworks or skeletons for marine structure and parts thereof |
7.1 |
7.1 |
6.0 |
H |
Manufacture of other new parts and accessories for motor vehicles n.e.c. |
6.5 |
6.5 |
1.7 |
I |
Manufacture of other non-alcoholic beverages |
6.0 |
6.0 |
0.0 |
J |
General hospitals |
5.0 |
5.0 |
2.6 |
K |
Development and subdividing of residential buildings |
4.9 |
4.9 |
1.0 |
L |
Other financial service activities n.e.c. |
4.7 |
4.7 |
0.9 |
M |
Manufacture of general paints and similar products |
4.1 |
4.1 |
2.8 |
N |
Manufacture of other diodes, transistors and similar semi-conductor devices |
4.8 |
4.1 |
1.2 |
O |
General clinics |
4.0 |
4.0 |
1.1 |
P |
Quarrying of sand and gravel |
3.9 |
3.9 |
0.1 |
Q |
Manufacture of other diodes, transistors and similar semi-conductor devices |
4.9 |
3.6 |
0.3 |
R |
Intermediate care hospital |
3.2 |
3.2 |
2.6 |
S |
Manufacture of pressing products for motor vehicles |
5.8 |
3.2 |
1.2 |
T |
Specialized hospitals |
3.1 |
3.1 |
0.6 |
Total |
326.0 |
319.3 |
241.0 |
|
Notes : ▪Consolidated basis as of Mar. 31, 2022 ▪Some of the totals may not sum due to rounding. |
21
4. Independent Auditor
Audit Opinion for the last 3 years
|
1Q2022 |
FY2021 |
FY2020 |
Independent Auditor |
PwC Samil Accounting Corp. |
PwC Samil Accounting Corp. |
PwC Samil Accounting Corp. |
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) |
Details |
Working hours |
1Q2022 |
PwC Samil Accounting Corp. |
296 (quarterly basis) |
Review/Audit of Financial Statements |
1,430 Hours |
PwC Samil Accounting Corp. |
47 (quarterly basis) |
K-IFRS Report Package Audit for Shinhan Savings Bank |
126 Hours |
|
FY2021 |
PwC Samil Accounting Corp. |
958 (annualized basis) |
Review/Audit of Financial Statements |
9,283 Hours |
PwC Samil Accounting Corp. |
126 (annualized basis) |
K-IFRS Report Package Audit for Shinhan Savings Bank |
1,078.5 Hours |
|
PwC Samil Accounting Corp. |
73 (annualized basis) |
Review Consolidation of Asia Trust |
610.5 Hours |
|
FY2020 |
PwC Samil Accounting Corp. |
976 (annualized basis) |
Review/Audit of Financial Statements |
8,809 Hours |
PwC Samil Accounting Corp. |
120 (annualized basis) |
K-IFRS Report Package Audit for Shinhan Savings Bank |
1,195.5 Hours |
|
1)Excluding value-added taxes. * In addition to above mentioned description of fees for audit and review services, PwC Samil 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 KRW 2,132 million(excluding value-added taxes) for FY2021. |
22
5. Corporate Governance
Board of Directors and committees of the Board of Directors
Our board of directors, which currently consists of one executive director, one non-executive director and 12 outside directors, has the ultimate responsibility for the management of our affairs.
Our Articles of Incorporation provide for no less than three but no more than 15 directors, the number of outside directors must be more than 50% of the total number of directors, and we must maintain at least three outside directors. All directors are elected for a term not exceeding three years as determined by the shareholders’ meeting, except that outside directors are elected for a term not exceeding two years, provided that the term of re-election shall not exceed one year and the term cannot be extended in excess of six years. The aggregate term served as an outside director of us or any of our subsidiaries shall not exceed nine years.
Terms are renewable and are subject to the Korean Commercial Code, the Financial Holding Companies Act, the Act on Corporate Governance of Financial Companies and related regulations. See “Item 6.A. Directors and Senior Management” above for information concerning the terms of office of our directors and executive officers.
Our board of directors meets on a regular basis to discuss and resolve material corporate matters. Additional extraordinary meetings may also be convened at the request of the chairman and chief executive officer or a director designated by the board.
Currently, there are no outstanding service contracts between any of our directors or executive officers and us or any of our subsidiaries providing for benefits upon termination of employment by such director or executive officer.
• Committees of the Board of Directors
We currently have seven management committees that serve under the board:
|
- |
the Risk Management Committee; |
|
- |
the Audit Committee; |
|
- |
the Remuneration Committee; |
|
- |
the Committee for Recommending Candidates for Independent Directors and Members of Audit Committee; |
|
- |
the Committee for Recommending Candidates for CEO; |
|
- |
the Environment, Social and Governance (ESG) Strategy Committee; and |
|
- |
the Committee for Managing Subsidiary’s Business. |
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.
• Risk Management Committee
The Risk Management Committee currently consists of four outside directors, namely Huh-Yong-hak (Chair), Byeon Yang-ho, Lee Yong Guk and Choi Jae Boong. 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
23
level, establishes or abolishes risk management divisions, reviews risk-based capital allocations, and reviews the plans and evaluation of internal control. The committee holds regular meetings every quarter.
• Audit Committee
The Audit Committee currently consists of four outside directors, namely Yoon Jaewon (Chair), Kwak Su Keun, Bae Hoon and Sung Jae-ho. 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 shareholders. The committee holds regular meetings every quarter.
• Remuneration Committee
The Remuneration Committee currently consists of three outside directors, namely Lee Yong Guk (Chair), Byeon Yang-ho and Bae Hoon. At least one-half of the members of this committee must be outside directors and currently all members of Remuneration Committee are outside directors. This committee is responsible for reviewing and approving the management’s evaluation and compensation programs. The committee meetings are called by the chairman of this committee, who must be an outside director.
• Committee for Recommending Candidates for Independent Directors and Members of Audit Committee
The Committee for recommending candidates for independent directors and members of audit committee currently consists of five outside directors, namely Choi Jae Boong (Chair), Kim Jo Seol, Park Ansoon, Yoon Jaewon, and Huh Yong-hak. Members of this committee will be appointed by our board of directors only to the extent necessary to recommend and nominate candidates for our outside director positions, audit committee members and related matters. However, when the procedure for final recommendation of outside director and audit committee member candidates commences, all outside directors are called to participate in the committee and in this case, all outside directors are deemed as enrolled. The committee meetings are called by the chairman of this committee, who must be an outside director. This committee is responsible and authorized for: (i) establishment, review and reinforcement of policies for outside director and audit committee member selection, (ii) recommendation of outside director and audit committee member candidates for approval at the general shareholders’ meeting and (iii) continual recruitment and screening of potential outside director candidates.
• Committee for Recommending Candidates for CEO
The Committee for recommending candidates for Chief Executive Officer (CEO) was established in March 2012 and currently consists of seven directors, namely Sung Jae-ho (Chair), Jin Hyun-duk, Lee Yoon-jae, Kwak Su Keun, Bae Hoon, Lee Yong Guk and Choi Jae Boong. However, when the meeting for final selection of candidates for Chief Executive Officer, all outside directors are called to participate in the committee and in this case, all outside directors are deemed as enrolled. This committee is responsible for matters concerning the recommendation of candidates for the CEO including establishing and reviewing our management succession plan and its operation, setting and evaluating the
24
qualifications and criteria for the CEO and CEO candidate pool and other matters necessary for improving our overall corporate governance structure. The chair of the committee must be an outside director, and the incumbent CEO may be restricted from participating and voting on matters related to the CEO selection.
• Environmental, Social and Governance (ESG) Strategy Committee
The ESG Strategy Committee was established in March 2015 and currently consists of five directors, namely Kwak Su Keun (Chair), Kim Jo Seol, Byeon Yang-ho, Yoon Jaewon and Cho Yong-byoung. This committee is responsible for setting the corporate policy for sustainable management, corporate disclosure of sustainability report and discussing specific business agenda in relation to socially responsible management and other matters such as corporate strategy toward climate change.
• Committee for Managing Subsidiary’s Business
The Committee for managing subsidiary’s business was established in March 2021 and currently consists of five directors, namely Cho Yong-byoung (Chair), Lee Yoon-jae, Huh-Yong-hak, Sung Jae-ho and Park Ansoon. This committee is responsible for matters concerning the evaluation of subsidiary management leadership, establishment of subsidiary CEO qualifications, verification and recommendation of subsidiary CEO candidates and other matters deemed necessary by the committee.
25
6. Major Shareholder and Market Price Information of our Common Shares and ADRs
Major Shareholders1) of Shinhan Financial Group as of Mar. 31, 2022
Name |
No. of Common Shares owned |
Ownership%2) |
National Pension Service |
45,266,606 |
8.76% |
BlackRock Fund Advisors3) |
29,063,012 |
5.63% |
Employee Stock Ownership Association4) |
25,855,497 |
5.00% |
1) Shareholders who own beneficial ownership of 5% or more (common share basis). 2) Ownership is based on the total number of common shares issued, 516,599,554 shares. 3) Based on the large equity ownership discloser by BlackRock Fund Advisors with the Financial Supervisory Service on Sep. 27, 2018. 4) The number of stocks owned by Employee Stock Ownership Association is the sum of 25,730,344 shares owned in the Employee Stock Ownership accounts and 125,153shares in the ESOA account. |
Common Shares Traded on the Korea Exchange
|
|
|
|
|
(KRW, number of shares) |
||
|
Oct. 2021 |
Nov 2021 |
Dec. 2021 |
Jan. 2022 |
Feb. 2022 |
Mar. 2022 |
|
Price per share |
High |
40,700 |
38,350 |
38,400 |
39,750 |
41,250 |
41,500 |
Low |
38,250 |
34,650 |
35,250 |
37,250 |
38,600 |
36,400 |
|
Avg. |
39,411 |
37,393 |
37,382 |
38,463 |
40,247 |
38,788 |
|
Trading Volume |
26,607,352 |
27,150,901 |
27,523,279 |
31,968,756 |
28,046,858 |
30,318,717 |
|
Highest Daily Trading Volume |
2,149,559 |
3,653,594 |
2,101,338 |
3,454,717 |
2,437,119 |
2,266,453 |
|
Lowest Daily Trading Volume |
778,409 |
706,892 |
628,736 |
1,038,172 |
805,024 |
860,733 |
American Depositary Receipts traded on the New York Stock Exchange
|
|
|
|
|
(USD, number of shares) |
||
|
Oct. 2021 |
Nov 2021 |
Dec. 2021 |
Jan. 2022 |
Feb. 2022 |
Mar. 2022 |
|
Price per share |
High |
34.67 |
32.68 |
32.07 |
33.74 |
34.32 |
34.09 |
Low |
32.24 |
29.14 |
29.52 |
31.02 |
32.27 |
29.41 |
|
Avg. |
33.40 |
31.44 |
31.43 |
32.28 |
33.3 |
31.56 |
|
Monthly Trading Volume |
1,670,099 |
1,932,130 |
2,900,037 |
3,758,284 |
2,765,060 |
3,540,834 |
|
Highest Daily Trading Volume |
112,351 |
193,172 |
270,465 |
364,910 |
273,762 |
259,521 |
|
Lowest Daily Trading Volume |
50,175 |
43,994 |
62,449 |
101,685 |
66,885 |
105,248 |
|
Note) 1 ADR = 1 Common Shares |
26
7. Directors, Executive Officers and Employees
Directors and Executive Officers
1) Executive Director
|
|
|
(As of Mar. 31, 2022) |
Name |
Month and Year of Birth |
Position |
Service Term |
Cho Yong-byoung |
June 1957 |
- Chairman of Shinhan Financial Group - Chair of Committee for Managing - Corporate Social Responsibility |
6 years starting from March 23, 2017 |
2) Non-Executive Directors
Non-executive directors are directors who are not our employees and do not hold executive officer positions with us. Outside directors are non-executive directors who also satisfy the requirements set forth under the Financial Investment Services and Capital Markets Act to be independent of our major shareholders, affiliates and management. Our non-executive directors are selected based on the candidates’ talents and skills in diverse areas, such as law, finance, economics, management and accounting. Currently, 13 non-executive directors are in office, all of whom were nominated by our board of directors and approved at a general meeting of shareholders.
Our non-executive and outside directors are as follows:
Name |
Date of Birth |
Position |
Director Since |
Date Term Ends(1) |
Jin Ok-dong |
Feb. 21, 1961 |
Non-Executive Director |
March 27, 2019 |
March 2023 |
Park Ansoon |
Jan. 24, 1945 |
Outside Director |
March 23, 2017 |
March 2023 |
Bae Hoon |
Mar. 30, 1953 |
Outside Director |
March 25, 2021 |
March 2023 |
Byeon Yang-ho |
Jul. 30, 1954 |
Outside Director |
March 27, 2019 |
March 2023 |
Sung Jae-ho |
Mar. 18, 1960 |
Outside Director |
March 27, 2019 |
March 2023 |
Lee Yong Guk |
May 11, 1964 |
Outside Director |
March 25, 2021 |
March 2023 |
Lee Yoon-jae |
Nov. 3, 1950 |
Outside Director |
March 27, 2019 |
March 2023 |
Kim Jo Seol |
Dec. 5, 1957 |
Outside Director |
March 24, 2022 |
March 2024 |
Choi Jae Boong |
Feb. 18, 1965 |
Outside Director |
March 25, 2021 |
March 2023 |
27
Name |
Date of Birth |
Position |
Director Since |
Date Term Ends(1) |
Huh Yong-hak |
Sep. 10, 1958 |
Outside Director |
March 27, 2019 |
March 2023 |
Kwak Su Keun |
Aug. 16, 1953 |
Outside Director |
March 25, 2021 |
March 2023 |
Yoon Jaewon |
Aug. 29, 1970 |
Outside Director |
March 26, 2020 |
March 2023 |
Jin Hyun-duk |
Sep. 10, 1955 |
Outside Director |
March 26, 2020 |
March 2023 |
Note: The date on which each term will end will be the date of the general shareholders’ meeting in the relevant year.
Jin Ok-dong has been our non-executive director since March 27, 2019. Mr. Jin is currently the chief executive officer of Shinhan Bank and previously served as the deputy president of Shinhan Financial Group from 2017 to 2018, the deputy president of Shinhan Bank in 2017 and the chief executive officer of Shinhan Bank Japan from 2015 to 2016. Mr. Jin received a master’s degree in business administration from Chung Ang University.
Park Ansoon has been our outside director since March 23, 2017. Mr. Park currently serves as the chairman of Taisei Group Co., Ltd. and the chairman of the Korean Residents Union in Japan. Mr. Park served as the chief executive officer from 1993 to 2012 and held various executive roles at Taisei Group Co., Ltd. from 1968 to 2018. Mr. Park received a bachelor’s degree in philosophy from Waseda University.
Bae Hoon has been our outside director since March 25, 2021. Mr. Bae is a Korean lawyer and Certified Public Accountant in Japan and currently serves as a representative attorney at Orbis Legal Profession Corporation. Mr. Bae received a master’s degree in business administration from Kobe University.
Byeon Yang-ho has been our outside director since March 27, 2019. Mr. Byeon is currently a company advisor at VIG Partners and also served as a former government official of the Korean Ministry of Finance and Economy, and independent director of TongYang Life Insurance. Mr. Byeon received a Ph.D. in economics from Northern Illinois University.
Sung Jae-ho has been our outside director since March 27, 2019. Mr. Sung is currently a professor at Sung Kyun Kwan University School of Law. Mr. Sung previously served as a policy advisor of the Ministry of Unification in 2009 and the Ministry of Foreign Affairs and Trade in 2002. Mr. Sung also served as an outside director of NICE Holdings from 2018 to 2019 and Shinhan Card from 2015 to 2019, and chairman of Korea Council of International Law. Mr. Sung received a Ph.D. in law from Sung Kyun Kwan University.
Lee Yong Guk has been our outside director since March 25, 2021. Mr. Lee is a clinical professor at Seoul National University, School of Law. Mr. Lee was previously an attorney at Cleary Gottlieb Steen & Hamilton LLP for 27 years. Mr. Lee received a J.D. from Harvard University Law School.
Lee Yoon-jae has been our outside director since March 27, 2019. Mr. Lee served as an outside director for various Korean companies, such as LG, KT&G and S-Oil from 2006 to 2015. In addition, he held the chief executive officer position at KorEI from 2001 to 2010. Mr. Lee received a master’s degree in business administration from Stanford Graduate School of Business.
28
Kim Jo Seol has been newly appointed as our outside director since March 24, 2022. Ms. Kim is a Korean-Japanese professor who teaches economics at Osaka University of Commerce and economist with a high awareness of Northeast Asian economics. Ms Kim received a Ph.D. in economics from Osaka City University.
Choi Jae Boong has been our outside director since March 25, 2021. Mr. Choi currently serves as a professor of mechanical engineering at Sung Kyun Kwan University, College of Engineering and director of Human-centered Convergence Design BK(Brain Korea)21+ Project, which is a human resource development program initiated by the Government. Mr. Choi received a Ph.D. in mechanical engineering from University of Waterloo.
Huh Yong-hak has been our outside director since March 27, 2019. Mr. Huh currently serves as the chief executive officer of First Bridge Strategy Limited since 2015. Mr. Huh served as the chief investment officer of alternative investment of the Hong Kong Monetary Authority from 2008 to 2014. Mr. Huh received a master’s degree in international affairs from Columbia University.
Kwak Su Keun has been our outside director since March 25, 2021. Mr. Kwak currently serves as an honorary professor of accounting at Seoul National University, Business School and chair of Corporate Governance Advisory Board at Korea Listed Companies Association. Mr. Kwak received a Ph.D in business administration from University of North Carolina Chapel Hill.
Yoon Jaewon has been our outside director since March 26, 2020. Ms. Yoon is currently a professor at Hongik University College of Business Administration and member of the committee for National Tax Service as well as the committee on national accounting policy of the Ministry of Economy and Finance and Korea Custom Service. Ms. Yoon previously served as a non-executive judge at the Tax Tribunal from 2013 to 2019. Ms. Yoon received a Ph.D in accounting from Korea University.
Jin Hyun-duk has been our outside director since March 26, 2020. Mr. Jin currently serves as the chief executive officer of Phoedra Co., Ltd. since 1988 and councilor of the Korea Educational Foundation. Mr. Jin was previously a professor at Sakushin-gakuin University and Utsunomiya University. Mr. Jin received a master’s degree in business administration from Keio Business School.
Any director wishing to enter into a transaction with Shinhan Financial Group or any of its subsidiaries in his or her personal capacity is required to obtain the prior approval of our board of directors. The director having an interest in the transaction may not vote at the meeting of our board of directors at which the relevant transaction is subject to vote for approval.
3) Executive Officers
In addition to the executive directors who are also our executive officers, we currently have the following executive officers.
Name |
Date of Birth |
Position |
In Charge of |
Heo Young Taeg |
Aug. 13, 1961 |
Deputy President and Chief Management Officer |
Business Management Team 1, 2, 3 |
Jang Dong-ki |
Jan. 2, 1964 |
Deputy President |
Global Markets & Securities Business Group |
29
Name |
Date of Birth |
Position |
In Charge of |
An Hyo-ryul |
May. 26, 1965 |
Deputy President |
Wealth Management Business Group |
Lee Young jong |
Feb. 7, 1966 |
Deputy President |
Pension Business Group |
Wang Ho-min |
Mar. 4, 1964 |
Deputy President and Chief Compliance Officer |
Compliance Team |
Lee Een-kyoon |
Apr. 1, 1967 |
Deputy President and Chief Operation Officer |
Shinhan Leadership Center Management Support Team ICT Planning Team |
Ahn Jun Sik |
May 1, 1965 |
Deputy President and Chief Public Relations Officer |
Brand PR Division |
Jung Keun Soo |
Apr. 1, 1966 |
Deputy President |
Global Investment Banking Business Group |
Kim Soung Jo |
Jan. 18, 1967 |
Deputy President |
Group Audit |
Bang Dong-kwon |
Feb. 10, 1966 |
Deputy President and Chief Risk Officer |
Risk Management Team Risk Model Validation Team Credit Review Team |
Seo Seung Hyeon |
Mar. 3, 1967 |
Deputy President and Head of Global Business Group |
Global Business Management Group |
Lee Taekyung |
May. 30, 1966 |
Deputy President and Chief Financial Officer |
Finance Management Team Investor Relations Team Accounting Division |
Kim Myoung Hee |
Jan. 16, 1968 |
Deputy President and Chief Digital Officer |
Digital Planning Team
|
Koh Seogheon |
Sept. 27, 1968 |
Executive Director and Chief Strategy & Sustainability Officer |
Strategic Planning Team ESG Planning Team
|
Kim Tae Youn |
Jul. 7, 1968 |
Executive Director and Head of Accounting Division |
Accounting Planning Team Internal Control on Financial Reporting Team |
None of the executive officers have any significant activities outside Shinhan Financial Group.
Heo Young Taeg has been our deputy president and chief management officer since January 1, 2021. Mr. Heo previously served as the chief executive officer of Shinhan Capital and the head of global business at Shinhan Bank. Mr. Heo received a bachelor’s degree in business administration from Korea University.
Jang Dong-ki has been our deputy president since January 1, 2018. Mr. Jang previously served as Chief Financial Officer of Shinhan Financial Group, the head of finance management team, managing director and the head of the capital market and trading division of Shinhan Bank. Mr. Jang received a bachelor’s degree in economics from Seoul National University.
30
An Hyo-ryul has been our deputy president since June 1, 2020. Mr. An is currently the head of group wealth management business. Mr. An previously served as a managing director and the head of management planning and consumer protection group of Shinhan Bank. Mr. An received a bachelor’s degree in business administration from Korea University.
Lee Young jong has been our deputy president since January 1, 2022. Mr. Lee is currently the head of group pension business. Mr. Lee previously served as a vice president of Orange Life. Mr. Lee received a bachelor’s degree in business administration from Seoul National University.
Wang Ho-min has been our deputy president and chief compliance officer since January 1, 2019. Mr. Wang previously served as the branch manager of Southern Jam-sil branch, Seoul Southern District Court branch and the head of corporate culture development team. Mr. Wang received a bachelor’s degree in law from Hankuk University of Foreign Studies.
Lee Een-kyoon has been our deputy president and chief operation officer since January 1, 2019. Mr. Lee previously served as the head of management support team and the head of secretary’s office of Shinhan Bank. Mr. Lee received a bachelor’s degree in English literature from Hanyang University.
Ahn Jun Sik has been our deputy president and chief public relations officer since January 1, 2021. Mr. Ahn previously served as the head of Seocho Division at Shinhan Bank. Mr. Ahn received a bachelor’s degree in economics from Pusan National University.
Jung Keun Soo has been our deputy president and the head of Group and Global Investment Banking group since January 1, 2021. Mr. Jung previously served as the managing director of investment and finance division at Shinhan Bank. Mr. Jung received a bachelor’s degree in Chinese language and literature from Korea University.
Kim Soung Jo has been our deputy president since January 1, 2021. Mr. Kim previously served as the head of audit team at Shinhan Financial Group. Mr. Kim received a bachelor’s degree in economics from Seoul National University.
Bang Dong-kwon has been our chief risk officer since January 1, 2020. Mr. Bang previously served as the head of risk management department of Shinhan Bank. Mr. Bang received a bachelor’s degree in English language and literature from Sung Kyun Kwan University.
Seo Seung Hyeon has been our deputy president and the head of group global business since January 1, 2022. Mr. Seo previously served as the director of global business at Shinhan Bank. Mr. Seo received a master’s degree in economics from Korea University.
Lee Taekyung has been our deputy president and chief financial officer since January 1, 2022. Mr. Lee previously served as the CEO of Shinhan Bank Vietnam and the CEO of Shinhan Bank Cambodia. Mr. Lee received a bachelor’s degree in economics from Seoul National University.
Kim Myoung Hee has been our deputy president and chief digital officer since January 1, 2022. Before joining Shinhan Financial Group, Ms. Kim was the CEO, Hancom MDS Inc. Ms. Kim received a Ph.D. in Knowledge Consulting from Dankook University and master’s degree in Management Information System from Sogang University.
Koh Seogheon has been our executive director and chief strategy & sustainability officer since January 1, 2022. Mr. Koh previously served as the head of business management division and strategic planning team of Shinhan Financial Group. Mr. Koh received a bachelor’s degree in economics from Seoul National University.
31
Kim TaeYoun has been our executive director and head of accounting division since January 1, 2022. Mr. Kim previously served as the managing director of finance management team of Shinhan Financial Group. Mr. Kim received a bachelor’s degree in economics from Yonsei University.
There are no family relationships among our directors and/or executive officers.
Compensation to Directors
According to new corporate disclosure rules for listed companies by FSC, The Compensation to Directors part is omitted from the quarterly report, please refer to the business report for FY2021 submitted on March 16, 2022 for your references.
Compensation to Non-registered directors
According to new corporate disclosure rules for listed companies by FSC, The Compensation to Non-registered directors part is omitted from the quarterly report, please refer to the business report for FY2021 submitted on March 16, 2022 for your references.
Stock Options
According to new corporate disclosure rules for listed companies by FSC, The Stock Options part is omitted from the quarterly report, please refer to the business report for FY2021 submitted on March 16, 2022 for your references.
Employees
According to new corporate disclosure rules for listed companies by FSC, The Employees part is omitted from the quarterly report, please refer to the business report for FY2021 submitted on March 16, 2022 for your references.
32
8. Related Party Transactions
Loans to Subsidiaries
(KRW billion) |
|||||||||
|
Type |
Origination Date |
Maturity Date |
Lending Rate |
Beginning Balance (Dec. 31, 2021) |
Decrease |
Increase |
Others1) |
Ending Balance (Mar. 31, 2022) |
Shinhan Card |
Loan |
2017-03-22 |
2022-03-22 |
2.22% |
150 |
150 |
- |
- |
- |
Loan |
2017-04-20 |
2022-04-20 |
2.21% |
100 |
- |
- |
- |
100 |
|
Loan |
2017-05-12 |
2022-05-12 |
2.35% |
50 |
- |
- |
- |
50 |
|
Loan |
2018-02-22 |
2023-02-22 |
2.90% |
100 |
- |
- |
- |
100 |
|
Loan |
2019-04-18 |
2024-04-18 |
2.04% |
100 |
- |
- |
- |
100 |
|
Loan |
2019-04-18 |
2026-04-18 |
2.09% |
100 |
- |
- |
- |
100 |
|
Loan |
2019-10-22 |
2024-10-22 |
1.76% |
40 |
- |
- |
- |
40 |
|
Loan |
2019-10-22 |
2026-10-22 |
1.81% |
60 |
- |
- |
- |
60 |
|
Loan |
2020-09-17 |
2025-09-17 |
1.48% |
200 |
- |
- |
- |
200 |
|
Loan |
2020-10-29 |
2023-10-29 |
1.24% |
150 |
- |
- |
- |
150 |
|
Loan |
2020-10-29 |
2025-10-29 |
1.46% |
150 |
- |
- |
- |
150 |
|
Loan |
2021-02-18 |
2026-02-18 |
1.54% |
150 |
- |
- |
- |
150 |
|
Loan |
2021-02-24 |
2026-02-24 |
1.62% |
150 |
- |
- |
- |
150 |
|
Loan |
2021-11-11 |
2024-11-11 |
2.39% |
170 |
- |
- |
- |
170 |
|
Loan |
2021-11-11 |
2026-11-11 |
2.55% |
10 |
- |
- |
- |
10 |
|
Loan |
2019-11-19 |
2025-02-04 |
2.79% |
474 |
- |
- |
10 |
484 |
|
Loan |
2021-05-26 |
2026-05-12 |
1.53% |
36 |
- |
- |
- |
36 |
|
Financial assets at FVPL |
2022-03-17 |
2052-03-17 |
4.01% |
- |
- |
400 |
-7 |
393 |
|
Shinhan Investment Corp |
Loan |
2019-11-19 |
2025-02-04 |
2.79% |
107 |
- |
- |
2 |
109 |
Loan |
2020-08-20 |
2025-08-20 |
2.55% |
589 |
- |
- |
13 |
602 |
|
Financial assets at FVPL |
2021-06-14 |
- |
2.93% |
317 |
- |
- |
7 |
324 |
|
Shinhan Capital |
Loan |
2019-02-01 |
2024-02-01 |
2.23% |
50 |
- |
- |
- |
50 |
Loan |
2019-05-24 |
2024-05-24 |
1.92% |
20 |
- |
- |
- |
20 |
|
Loan |
2020-04-10 |
2025-04-10 |
1.75% |
200 |
- |
- |
- |
200 |
|
Loan |
2020-12-23 |
2025-12-23 |
1.57% |
160 |
- |
- |
- |
160 |
|
Loan |
2021-03-16 |
2026-03-16 |
1.83% |
150 |
- |
- |
- |
150 |
|
Loan |
2021-05-13 |
2026-05-12 |
1.53% |
237 |
- |
- |
5 |
242 |
|
Financial assets at FVPL |
2020-04-22 |
2050-04-22 |
3.56% |
99 |
- |
- |
-2 |
97 |
|
Financial assets at FVPL |
2021-07-28 |
2051-07-28 |
3.38% |
148 |
- |
- |
-5 |
143 |
|
Shinhan Investment |
Loan |
2020-03-16 |
2023-03-16 |
1.42% |
38 |
- |
- |
- |
38 |
Shinhan Savings Bank |
Loan |
2017-06-23 |
2022-06-23 |
2.27% |
50 |
- |
- |
- |
50 |
Loan |
2020-05-28 |
2025-05-28 |
1.52% |
50 |
- |
- |
- |
50 |
|
Loan |
2021-04-26 |
2026-04-26 |
1.85% |
50 |
- |
- |
- |
50 |
|
Loan |
2021-05-28 |
2026-05-28 |
1.99% |
50 |
- |
- |
- |
50 |
|
Shinhan DS |
Loan |
2019-02-01 |
2022-02-01 |
2.15% |
24 |
24 |
- |
- |
- |
Loan |
2022-02-03 |
2023-02-02 |
2.30% |
- |
- |
20 |
- |
20 |
|
Shinhan Venture |
Loan |
2021-11-03 |
2022-01-28 |
1.94% |
16 |
16 |
- |
- |
- |
Loan |
2022-01-28 |
2022-04-28 |
2.04% |
- |
- |
20 |
- |
20 |
|
Total |
4,545 |
190 |
440 |
23 |
4,818 |
9. Material Information after the reporting period
(a) Quarterly dividend resolution
The Company has decided to pay a quarterly dividend of 400 won per share for common stock and convertible preferred stock by a resolution of the Board of Directors on April 22, 2022. The total amount of dividends is 213,270 million won, and the dividend base date is March 31, 2022.
(b) Treasury stock Retirement
The Company has disposed 3,665,423 treasury stocks as of April 25, 2022 in accordance with the resolution of the Board of Directors on March 24, 2022.
(c) The sale of the headquarter building of Shinhan Financial Investment Corp.
The company has finalized a preferred bidder for the sale of the headquarter building of Shinhan Financial Investment Corp. in accordance with the resolutions of the board of directors on May 2, 2022, and will proceed with the sale afterwards.
33
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.
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Shinhan Financial Group Co., Ltd. |
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(Registrant) |
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Date: May 16, 2022 |
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By: |
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/s/ Lee Taekyung |
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Name: Lee Taekyung |
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Title: Chief Financial Officer |
34