Edgar Filing: KOREA ELECTRIC POWER CORP

Form 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

For the Month of March 2013

KOREA ELECTRIC POWER CORPORATION

(Translation of registrant’s name into English)

167 Samseong-dong, Gangnam-gu, Seoul 135-791, 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 x 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 x

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

This Report of Foreign Private Issuer on Form 6-K is deemed filed for all purposes under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended.

Korea Electric Power Corporation (“KEPCO”) hereby calls the annual ordinary general meeting of shareholders (“AGM”) pursuant to the board resolution adopted on March 14, 2013, and seeks the attendance of its shareholders:

The following is an English translation of the notice given to the shareholders in connection with the AGM:

To: Shareholders

From: Cho, Hwan-Eik, President & CEO of KEPCO

We hereby call the 52nd annual ordinary general meeting of shareholders pursuant to Article 18 of the Articles of Incorporation of Korea Electric Power Corporation as follows and seek your attendance. Pursuant to Article 542-4 of the Commercial Code, this notice shall be in lieu of notices to be given to the shareholders.

Date / Time: March 29, 2013 / 10:00 a.m. (Seoul Time)

Location: 167 Samseong-dong, Gangnam-gu, Seoul 135-791, KEPCO headquarters, Grand Hall

Items to be Reported:

•

Audit Report

•

Management report on KEPCO’s operation

Agenda for Shareholder Approval:

Approval of Financial Statements for the 52^nd Fiscal Year

Approval of ceiling amount of the remuneration for directors

Details on the proposed agenda for the AGM are attached hereto.

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.


By:		/s/ Han, Key-Shik
Name:		Han, Key-Shik
Title:		Vice President

Date: March 15, 2013

Attachment

Agenda 1. Approval of Financial Statements for the 52^nd Fiscal Year

KOREA ELECTRIC POWER CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

AS OF DECEMBER 31, 2012 AND DECEMBER 31, 2011


	Dec. 31, 2012		Dec. 31, 2011
	(KRW in millions)
ASSETS

CURRENT ASSETS:
Cash and cash equivalents		1,954,949		1,387,921
Current financial assets, net		656,217		770,539
Accounts and other receivables, net		7,184,625		7,274,148
Inventories, net		3,440,341		3,851,751
Income tax receivables		30,476		35,801
Current non-financial assets		664,047		447,393
Non-current assets held for sale and discontinued operations		2,828		—

		13,933,483		13,767,553

NON-CURRENT ASSETS:
Non-current financial assets, net		1,873,676		2,199,032
Non-current accounts and other receivables, net		1,254,330		1,284,532
Property, plant and equipment, net		122,376,140		112,384,881
Investment properties, net		590,223		517,149
Intangible assets, net		883,814		848,709
Investments in joint ventures		908,593		767,202
Investments in associates		3,982,340		3,718,154
Deferred tax assets		209,783		372,478
Non-current non-financial assets		140,438		608,160

		132,219,337		122,700,297

Total Assets		146,152,820		136,467,850

LIABILITIES

CURRENT LIABILITIES:
Accounts and other payables, net		6,418,464		6,576,158
Short-term borrowings		689,310		1,173,568
Current financial liabilities, net		7,099,509		5,852,342
Income tax payables		334,053		505,154
Current non-financial liabilities		4,117,440		3,541,562
Current provisions		158,303		92,383

		18,817,079		17,741,167

NON-CURRENT LIABILITIES:
Non-current accounts and other payables, net		4,173,691		4,178,137
Non-current financial liabilities, net		46,050,766		39,403,578
Non-current non-financial liabilities		6,298,650		5,611,010
Employee benefits obligations, net		2,144,334		1,942,994
Deferred tax liabilities, net		5,433,292		6,786,779
Non-current provisions		12,170,806		7,000,235

		76,271,539		64,922,733

Total Liabilities		95,088,618		82,663,900

(Continued)

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (CONTINUED)

AS OF DECEMBER 31, 2012 AND DECEMBER 31, 2011


	Dec. 31, 2012			Dec. 31, 2011
	(KRW in millions)
EQUITY

CONTRIBUTED CAPITAL:
Shares issued		3,209,820			3,209,820
Share premium		843,758			843,758

		4,053,578			4,053,578

RETAINED EARNINGS:
Legal reserves		1,603,919			1,603,919
Voluntary reserves		25,961,315			21,766,678
Retained earnings before appropriations		4,999,049			12,398,497

		32,564,283			35,769,094

OTHER COMPONENTS OF EQUITY:
Other capital surpluses		705,448			639,028
Cumulative other comprehensive income		11,957			255,095
Treasury stocks		(741,489	)		(741,489	)
Other equity		13,294,990			13,294,990

		13,270,906			13,447,624

EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY		49,888,767			53,270,296

NON-CONTROLLING INTERESTS		1,175,435			533,654

Total Equity		51,064,202			53,803,950

Total Liabilities and Equity		146,152,820			136,467,850

KOREA ELECTRIC POWER CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2012 AND DECEMBER 31, 2011


	2012			2011
	(KRW in millions except per share amounts)
SALES
Sales of goods		46,906,587			41,397,469
Sales of service		357,877			322,616
Sales of construction contracts		1,856,045			1,455,132
Sales of construction grant		301,004			280,458

		49,421,513			43,455,675

COST OF SALES
Cost of sales of goods		46,293,591			40,926,543
Cost of sales of service		470,453			393,049
Cost of sales of construction contracts		1,695,218			1,405,302

		48,459,262			42,724,894

GROSS PROFIT		962,251			730,781
SELLING AND ADMINISTRATIVE EXPENSES		1,780,168			1,751,236

OPERATING LOSS		(817,917	)		(1,020,455	)
OTHER INCOME		373,996			317,384
OTHER EXPENSES		74,567			147,595
OTHER PROFIT(LOSS)		(1,781,835	)		165,703
FINANCE INCOME		1,128,357			607,592
FINANCE EXPENSES		3,068,321			2,518,850
PROFITS OF ASSOCIATES AND JOINT VENTURES USING EQUITY METHOD		176,941			123,095
Share in income of associates and joint ventures		205,987			162,513
Gain on disposal of associates and joint ventures		—			3,147
Share in loss of associates and joint ventures		(20,127	)		(42,115	)
Loss on disposal of associates and joint ventures		(162	)		(450	)
Impairment loss on associates and joint ventures		(8,757	)		—

INCOME (LOSS) BEFORE INCOME TAX		(4,063,346	)		(2,473,126	)
INCOME TAX EXPENSE		(985,377	)		819,871

NET LOSS FOR THE YEAR		(3,077,969	)		(3,292,997	)

(Continued)

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (CONTINUED)

FOR THE YEARS ENDED DECEMBER 31, 2012 AND DECEMBER 31, 2011


	2012			2011
	(KRW in millions except per share amounts)
OTHER COMPREHENSIVE INCOME (LOSS)
Net change in fair value of available-for-sale financial assets, net of tax		2,245			(174,958	)
Loss on valuation of derivatives using of cash flow hedge accounting, net of tax		(63,850	)		(27,999	)
Actuarial losses on retirement benefit obligations		(41,310	)		(152,196	)
Share in other comprehensive income(loss) of associates and joint ventures, net of tax		(96,906	)		45,860
Foreign currency translation of foreign operations, net of tax		(121,892	)		47,135

		(321,713	)		(262,158	)

TOTAL COMPREHENSIVE LOSS FOR THE YEAR		(3,399,682	)		(3,555,155	)

NET INCOME(LOSS) ATTRIBUTABLE TO;
Owners of the Company		(3,166,616	)		(3,370,464	)
Non-controlling interests		88,647			77,467

		(3,077,969	)		(3,292,997	)

TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO;
Owners of the Company		(3,447,949	)		(3,627,669	)
Non-controlling interests		48,267			72,514

		(3,399,682	)		(3,555,155	)

EARNINGS PER SHARE;
Basic earnings per share		(5,083	)		(5,411	)
Diluted earnings per share		(5,083	)		(5,411	)

KOREA ELECTRIC POWER CORPORATION

SEPARATE(NON-CONSOLIDATED) STATEMENTS OF FINANCIAL POSITION

AS OF DECEMBER 31, 2012 AND DECEMBER 31, 2011


	Won
	Dec. 31, 2012		Dec. 31, 2011
	(KRW In millions)
ASSETS

CURRENT ASSETS:
Cash and cash equivalents		439,425		191,053
Current financial assets		71,056		18,651
Accounts and other receivables		6,569,475		5,830,408
Inventories		65,698		71,040
Income tax receivables		831		1,608
Current non-financial assets		57,686		30,275

		7,204,171		6,143,035

NON-CURRENT ASSETS:
Non-current financial assets		782,913		868,812
Non-current accounts and other receivables		366,798		994,891
Property, plant and equipment, net		55,922,112		54,175,944
Investment properties		872,420		1,130,856
Intangible assets		75,071		85,406
Investments in subsidiaries		28,928,951		28,873,782
Investments in joint ventures		20,642		15,013
Investments in affiliates		2,021,313		2,021,313
Non-current non-financial assets		40,307		460,846

		89,030,527		88,626,863

Total Assets		96,234,698		94,769,898

LIABILITIES

CURRENT LIABILITIES:
Accounts and other payables		5,321,179		5,174,335
Short-term borrowings		—		100,000
Current financial liabilities		4,532,461		3,773,887
Current non-financial liabilities		4,478,921		3,611,089

		14,332,561		12,659,311

NON-CURRENT LIABILITIES:
Non-current accounts and other payables		1,034,136		1,160,108
Non-current financial liabilities		29,830,159		26,166,724
Non-current non-financial liabilities		6,270,095		5,581,813
Employee benefits obligations		1,485,073		1,379,316
Deferred tax liabilities		1,757,057		3,112,627
Non-current provisions		254,537		270,694

		40,631,057		37,671,282

Total Liabilities		54,963,618		50,330,593

(Continued)

SEPARATE STATEMENTS OF FINANCIAL POSITION (CONTINUED)

AS OF DECEMBER 31, 2012 AND DECEMBER 31, 2011


	Won
	Dec. 31, 2012			Dec. 31, 2011
	(KRW In millions)
SHAREHOLDER’S EQUITY

CONTRIBUTED EQUITY:
Shares issued		3,209,820			3,209,820
Share premium		843,758			843,758

		4,053,578			4,053,578

RETAINED EARNINGS:
Legal reserves		1,603,919			1,603,919
Voluntary reserves		25,961,316			21,766,678
Retained earnings before appropriations		(3,208,155	)		4,194,638

		24,357,080			27,565,235

OTHER COMPONENTS OF EQUITY:
Other capital surpluses		303,028			303,028
Cumulative other comprehensive income		3,785			(36,145	)
Treasury stock		(741,489	)		(741,489	)
Other equity		13,295,098			13,295,098

		12,860,422			12,820,492

Total Shareholder’s Equity		41,271,080			44,439,305

Total Liabilities and Equity		96,234,698			94,769,898

(Additional information will be available at www.kepco.co.kr/eng.)

KOREA ELECTRIC POWER CORPORATION

SEPARATE(NON-CONSOLIDATED) STATEMENTS OF COMPREHENSIVE INCOME

FOR YEARS ENDED DECEMBER 31, 2012 AND 2011


	2012			2011
	(KRW in millions except per share amounts)
SALES
Sales of goods		47,413,257			41,537,208
Sales of services		71,927			109,000
Sales of construction contracts		1,548,685			1,211,565
Sales of construction grant		301,004			280,458

		49,334,873			43,138,231

COST OF SALES
Costs of sales of goods		49,116,803			43,777,318
Costs of sales of services		258,764			262,475
Costs of sales of construction contracts		1,409,153			1,180,103

		50,784,720			45,219,896

GROSS PROFIT		(1,449,847	)		(2,081,665	)
SELLING AND ADMINISTRATIVE EXPENSES		1,243,005			1,213,539

OPERATING LOSS		(2,692,853	)		(3,295,204	)
OTHER INCOME		252,021			215,551
OTHER EXPENSE		30,908			48,961
OTHER PROFIT (LOSS)		(1,774,553	)		134,829
FINANCE INCOME		1,361,991			964,517
FINANCE COSTS		1,814,299			1,528,202
PROFITS OF AFFILIATES OR JOINT VENTURES		88,176			98,506

LOSS BEFORE INCOME TAX		(4,610,424	)		(3,458,964	)
INCOME TAX EXPENSE (BENEFIT)		(1,383,827	)		55,166

LOSS FOR THE PERIOD		(3,226,597	)		(3,514,130	)
OTHER COMPREHENSIVE INCOME
Net change in fair value of available- for-sale financial assets		39,930			(49,090	)
Actuarial gains(losses) on retirement benefit obligation		18,442			(117,537	)

		58,372			(166,627	)

TOTAL COMPREHENSIVE INCOME FOR THE PERIOD		(3,168,225	)		(3,680,757	)

EARNINGS PER SHARE
Basic earnings per share		(5,179	)		(5,640	)
Diluted earnings per share		(5,179	)		(5,640	)

(Additional information will be available at www.kepco.co.kr/eng.)

STATEMENT OF DISPOSITION OF DEFICIT

FOR THE YEARS ENDED DECEMBER 31, 2012 AND DECEMBER 31, 2011


	For year ended,
	2012			2011
	(KRW in millions)
I. RETAINED EARNINGS BEFORE APPROPRIATIONS (DEFICIT BEFORE DISPOSITION):
Retained earnings carried over from prior year		—			7,826,305
Loss for the period		(3,226,597	)		(3,514,130	)
Actuarial income(loss) on retirement benefit obligations		18,442			(117,537	)

		(3,208,155	)		4,194,638

II. TRANSFER FROM VOLUNTARY RESERVES:
Transfer from reserve for business expansion		3,208,155			—

		3,208,155			—

III. I + II		—			4,194,638

IV. APPROPRIATIONS OF RETAINED EARNINGS:
Transfer to reserve for business expansion		—			(4,194,638	)

		—			(4,194,637	)

V. UNAPPROPRIATED RETAINED EARNINGS (DEFICIT) TO BE CARRIED FORWARD TO SUBSEQUENT YEAR		—			—

Agenda 2. Approval of ceiling amount of the remuneration for directors

•

Proposed aggregate ceiling on remuneration for directors:

•

2,083,394 thousand won in fiscal year 2013 (Number of directors 15, Number of non-standing directors 8)

•

1,993,797 thousand won in fiscal year 2012 (Number of directors 15, Number of non-standing directors 8)