UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 March 2026
Commission File Number 001-13372
KOREA ELECTRIC POWER CORPORATION
(Translation of registrant’s name into English)
55 Jeollyeok-ro, Naju-si, Jeollanam-do, 58322, 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 ☐
Korea Electric Power Corporation (“KEPCO”) hereby calls the annual ordinary general meeting of shareholders (“AGM”) 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: Kim, Dong-Cheol, President & CEO of KEPCO
We hereby call the fiscal year 2025 AGM pursuant to Article 18 of the Articles of Incorporation of KEPCO as follows and seek your attendance. Pursuant to Article 542-4 of the Commercial Act, this notice shall be in lieu of notices to be given to the shareholders.
1. Date / Time: March 25, 2026 / 11:00 a.m. (Seoul Time)
2. Location: 55 Jeollyeok-ro, Naju-si, Jeollanam-do, 58322, Korea
KEPCO Headquarters
3. Items to be Reported:
1) Audit Report
2) Management report on KEPCO’s operation
3) Operation report on internal accounting control system
4. Agendas for Shareholder Approval:
1) Approval of financial statements for the fiscal year 2025
2) Approval of the ceiling amount of remuneration for directors in 2026
3) Approval of amendments to the Articles of Incorporation of KEPCO
Details on the proposed agenda for the AGM are attached.
* KEPCO will disclose its audit report on or around March 10, 2026 on the SEC and its webpage (https://www.kepco.co.kr). Business report in Korean will be disclosed on March 17, 2026, through Data Analysis, Retrieval and Transfer System (“DART”) of the Financial Supervisory Service. Business report in Korean shall be changed after the AGM or revised to correct any miswriting. KEPCO will disclose the revised report on DART if there is any amendment.
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/ Joo, Hwa-Sik | |
| Name: | Joo, Hwa-Sik | |
| Title: | Vice President | |
Date: March 10, 2026
Agenda 1. Approval of Financial Statements for the Fiscal Year 2025
KEPCO seeks to obtain approval for its consolidated financial statements, separate financial statements and accompanying documents for the fiscal year 2025, pursuant to Article 449 of the Commercial Act, Article 43 of the Act on the Management of Public Institutions and Article 50 of the Articles of Incorporation of KEPCO. Tables below are part of such financial statements and please refer to a separate Form 6-K filed on or around March 10, 2026 that contains the audit report for the fiscal year 2025 for more details.
Disclaimer: The financial statements for the fiscal year 2025 is in accordance with the International Financial Reporting Standard adopted in Korea (K-IFRS) and are subject to shareholder’s approval.
KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES
Consolidated statements of financial position
As of December 31, 2025 and 2024
| In millions of won | 2025 | 2024 | ||||||||||
| Assets |
||||||||||||
| Current assets |
||||||||||||
| Cash and cash equivalents |
2,240,811 | 2,382,979 | ||||||||||
| Current financial assets, net |
4,250,164 | 3,494,717 | ||||||||||
| Trade and other receivables, net |
12,618,480 | 12,216,216 | ||||||||||
| Inventories, net |
10,152,724 | 9,769,236 | ||||||||||
| Current income tax assets |
91,579 | 78,495 | ||||||||||
| Current non-financial assets |
1,361,630 | 1,267,914 | ||||||||||
| Assets held-for-sale |
— | 45,648 | ||||||||||
|
|
|
|
|
|||||||||
| Total current assets |
30,715,388 | 29,255,205 | ||||||||||
|
|
|
|
|
|||||||||
| Non-current assets |
||||||||||||
| Non-current financial assets, net |
4,565,561 | 4,945,990 | ||||||||||
| Non-current trade and other receivables, net |
3,124,185 | 3,157,409 | ||||||||||
| Property, plant and equipment, net |
187,751,538 | 182,982,763 | ||||||||||
| Investment properties, net |
238,772 | 228,984 | ||||||||||
| Goodwill, net |
99,303 | 99,179 | ||||||||||
| Intangible assets other than goodwill, net |
1,001,295 | 1,046,918 | ||||||||||
| Investments in associates |
6,851,456 | 6,704,754 | ||||||||||
| Investments in joint ventures |
6,512,332 | 4,581,340 | ||||||||||
| Defined benefit assets, net |
104,344 | 40,425 | ||||||||||
| Deferred tax assets |
12,950,032 | 13,436,624 | ||||||||||
| Non-current non-financial assets |
1,013,251 | 328,204 | ||||||||||
|
|
|
|
|
|||||||||
| Total non-current assets |
224,212,069 | 217,552,590 | ||||||||||
|
|
|
|
|
|||||||||
| Total assets |
254,927,457 | 246,807,795 | ||||||||||
|
|
|
|
|
|||||||||
(Continued)
KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES
Consolidated statements of financial position, Continued
As of December 31, 2025 and 2024
| In millions of won | 2025 | 2024 | ||||||||||
| Liabilities |
||||||||||||
| Current liabilities |
||||||||||||
| Trade and other payables |
8,621,671 | 9,411,315 | ||||||||||
| Current financial liabilities |
45,939,089 | 44,465,866 | ||||||||||
| Current income tax liabilities |
1,571,143 | 970,496 | ||||||||||
| Current non-financial liabilities |
6,805,171 | 6,327,141 | ||||||||||
| Current provisions |
4,170,243 | 2,793,971 | ||||||||||
|
|
|
|
|
|||||||||
| Total current liabilities |
67,107,317 | 63,968,789 | ||||||||||
|
|
|
|
|
|||||||||
| Non-current liabilities |
||||||||||||
| Non-current trade and other payables |
4,028,808 | 4,609,241 | ||||||||||
| Non-current financial liabilities |
83,995,702 | 88,352,359 | ||||||||||
| Non-current non-financial liabilities |
13,726,159 | 13,281,520 | ||||||||||
| Employee benefits liabilities, net |
1,381,852 | 1,451,547 | ||||||||||
| Deferred tax liabilities |
6,500,975 | 5,944,472 | ||||||||||
| Non-current provisions |
28,863,700 | 27,837,034 | ||||||||||
|
|
|
|
|
|||||||||
| Total non-current liabilities |
138,497,196 | 141,476,173 | ||||||||||
|
|
|
|
|
|||||||||
| Total liabilities |
205,604,513 | 205,444,962 | ||||||||||
|
|
|
|
|
|||||||||
| Equity |
||||||||||||
| Contributed capital |
||||||||||||
| Share capital |
3,209,820 | 3,209,820 | ||||||||||
| Share premium |
843,758 | 843,758 | ||||||||||
|
|
|
|
|
|||||||||
| 4,053,578 | 4,053,578 | |||||||||||
|
|
|
|
|
|||||||||
| Retained earnings |
||||||||||||
| Legal reserves |
1,604,910 | 1,604,910 | ||||||||||
| Voluntary reserves |
567,469 | — | ||||||||||
| Unappropriated retained earnings |
26,328,205 | 18,523,337 | ||||||||||
|
|
|
|
|
|||||||||
| 28,500,584 | 20,128,247 | |||||||||||
|
|
|
|
|
|||||||||
| Other components of equity |
||||||||||||
| Other capital surplus |
1,566,635 | 1,600,812 | ||||||||||
| Accumulated other comprehensive income |
1,340,560 | 1,424,014 | ||||||||||
| Other equity |
12,708,585 | 12,708,585 | ||||||||||
|
|
|
|
|
|||||||||
| 15,615,780 | 15,733,411 | |||||||||||
|
|
|
|
|
|||||||||
| Equity attributable to owners of the controlling company |
48,169,942 | 39,915,236 | ||||||||||
| Non-controlling interests |
1,153,002 | 1,447,597 | ||||||||||
|
|
|
|
|
|||||||||
| Total equity |
49,322,944 | 41,362,833 | ||||||||||
|
|
|
|
|
|||||||||
| Total liabilities and equity |
254,927,457 | 246,807,795 | ||||||||||
|
|
|
|
|
|||||||||
KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES
Consolidated statements of comprehensive income
For each of the years in the two-year period ended December 31, 2025
| In millions of won, except per share information | 2025 | 2024 | ||||||||||
| Sales |
||||||||||||
| Sale of goods |
95,167,797 | 91,018,712 | ||||||||||
| Sales of services |
726,096 | 710,445 | ||||||||||
| Sales of construction services |
673,693 | 849,108 | ||||||||||
| Revenue related to transfer of assets from customers |
861,760 | 820,631 | ||||||||||
|
|
|
|
|
|||||||||
| 97,429,346 | 93,398,896 | |||||||||||
|
|
|
|
|
|||||||||
| Cost of sales |
||||||||||||
| Cost of sales of goods |
(77,593,597 | ) | (80,221,013 | ) | ||||||||
| Cost of sales of services |
(671,334 | ) | (557,261 | ) | ||||||||
| Cost of sales of construction services |
(2,439,881 | ) | (1,185,886 | ) | ||||||||
|
|
|
|
|
|||||||||
| (80,704,812 | ) | (81,964,160 | ) | |||||||||
|
|
|
|
|
|||||||||
| Gross profit |
16,724,534 | 11,434,736 | ||||||||||
| Selling and administrative expenses |
(3,233,977 | ) | (3,070,026 | ) | ||||||||
|
|
|
|
|
|||||||||
| Operating profit |
13,490,557 | 8,364,710 | ||||||||||
| Other income |
425,303 | 477,354 | ||||||||||
| Other expenses |
(243,387 | ) | (465,688 | ) | ||||||||
| Other gains, net |
338,973 | 84,884 | ||||||||||
| Finance income |
2,038,143 | 3,448,177 | ||||||||||
| Finance expenses |
(5,038,751 | ) | (7,535,228 | ) | ||||||||
| Profit (loss) related to associates, joint ventures and subsidiaries |
||||||||||||
| Share of profit of associates and joint ventures |
807,419 | 937,959 | ||||||||||
| Gain on disposal of investments in associates and joint ventures |
3,880 | 186,066 | ||||||||||
| Reversal of impairment loss on investments in associates and joint ventures |
— | 10,527 | ||||||||||
| Gain on disposal of investments in subsidiaries |
27 | 98 | ||||||||||
| Share of loss of associates and joint ventures |
(206,743 | ) | (182,507 | ) | ||||||||
| Loss on disposal of investments in associates and joint ventures |
— | (650 | ) | |||||||||
| Loss on impairment of investments in associates and joint ventures |
— | (69,173 | ) | |||||||||
| Loss on disposal of investments in subsidiaries |
(28,491 | ) | — | |||||||||
|
|
|
|
|
|||||||||
| 576,092 | 882,320 | |||||||||||
|
|
|
|
|
|||||||||
| Profit before income tax |
11,586,930 | 5,256,529 | ||||||||||
| Income tax expense |
(2,920,274 | ) | (1,634,561 | ) | ||||||||
|
|
|
|
|
|||||||||
| Profit for the year |
8,666,656 | 3,621,968 | ||||||||||
(Continued)
KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES
Consolidated statements of comprehensive income, Continued
For each of the years in the two-year period ended December 31, 2025
| In millions of won, except per share information | 2025 | 2024 | ||||||||||
|
|
|
|
|
|||||||||
| Other comprehensive income (loss), net of tax |
||||||||||||
| Items that will not be reclassified subsequently to profit or loss: |
||||||||||||
| Remeasurement of defined benefit plans |
(27,437 | ) | (296,135 | ) | ||||||||
| Share of other comprehensive loss of associates and joint ventures |
(5,944 | ) | (6,346 | ) | ||||||||
| Net change in fair value of financial assets at fair value through other comprehensive income |
143,886 | 100,759 | ||||||||||
| Items that are or may be reclassified subsequently to profit or loss: |
||||||||||||
| Net change in the unrealized fair value of derivatives using cash flow hedge accounting |
34,663 | 11,870 | ||||||||||
| Foreign currency translation of foreign operations |
(32,608 | ) | 164,628 | |||||||||
| Share of other comprehensive income (loss) of associates and joint ventures |
(257,793 | ) | 654,225 | |||||||||
|
|
|
|
|
|||||||||
| Other comprehensive income (loss) for the year |
(145,233 | ) | 629,001 | |||||||||
|
|
|
|
|
|||||||||
| Total comprehensive income for the year |
8,521,423 | 4,250,969 | ||||||||||
|
|
|
|
|
|||||||||
| Profit attributable to: |
||||||||||||
| Owners of the controlling company |
8,544,918 | 3,491,698 | ||||||||||
| Non-controlling interests |
121,738 | 130,270 | ||||||||||
|
|
|
|
|
|||||||||
| 8,666,656 | 3,621,968 | |||||||||||
|
|
|
|
|
|||||||||
| Total comprehensive income attributable to: |
||||||||||||
| Owners of the controlling company |
8,425,621 | 4,070,175 | ||||||||||
| Non-controlling interests |
95,802 | 180,794 | ||||||||||
|
|
|
|
|
|||||||||
| 8,521,423 | 4,250,969 | |||||||||||
|
|
|
|
|
|||||||||
| Earnings per share (in won) |
||||||||||||
| Basic and diluted earnings per share |
13,311 | 5,439 | ||||||||||
KKOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES
Consolidated statements of changes in equity
For each of the years in the two-year period ended December 31, 2025
| In millions of won | Equity attributable to owners of the controlling company | |||||||||||||||||||||||||||
| Contributed capital |
Retained earnings |
Other components of equity |
Subtotal | Non- controlling interests |
Total equity |
|||||||||||||||||||||||
| Balance as of January 1, 2024 |
4,053,578 | 16,338,262 | 15,453,203 | 35,845,043 | 1,419,707 | 37,264,750 | ||||||||||||||||||||||
| Total comprehensive income for the period |
||||||||||||||||||||||||||||
| Profit for the period |
— | 3,491,698 | — | 3,491,698 | 130,270 | 3,621,968 | ||||||||||||||||||||||
| Items that will not be reclassified subsequently to profit or loss: |
||||||||||||||||||||||||||||
| Remeasurement of defined benefit plans, net of tax |
— | (281,761 | ) | — | (281,761 | ) | (14,374 | ) | (296,135 | ) | ||||||||||||||||||
| Share of other comprehensive loss of associates and joint ventures, net of tax |
— | (6,346 | ) | — | (6,346 | ) | — | (6,346 | ) | |||||||||||||||||||
| Net change in fair value of financial assets at fair value through other comprehensive income, net of tax |
— | — | 100,759 | 100,759 | — | 100,759 | ||||||||||||||||||||||
| Items that may be reclassified subsequently to profit or loss: |
||||||||||||||||||||||||||||
| Net change in the unrealized fair value of derivatives using cash flow hedge accounting, net of tax |
— | — | 11,976 | 11,976 | (106 | ) | 11,870 | |||||||||||||||||||||
| Foreign currency translation of foreign operations, net of tax |
— | — | 99,624 | 99,624 | 65,004 | 164,628 | ||||||||||||||||||||||
| Share of other comprehensive income of associates and joint ventures, net of tax |
— | — | 654,225 | 654,225 | — | 654,225 | ||||||||||||||||||||||
| Transactions with owners of the Group, recognized directly in equity |
||||||||||||||||||||||||||||
| Dividends paid |
— | — | — | — | (126,900 | ) | (126,900 | ) | ||||||||||||||||||||
| Additional paid-in capital and others |
— | — | — | — | (1,819 | ) | (1,819 | ) | ||||||||||||||||||||
| Equity transaction within the consolidated entity |
— | — | 18 | 18 | (13,878 | ) | (13,860 | ) | ||||||||||||||||||||
| Changes in consolidation scope |
— | — | — | — | 9 | 9 | ||||||||||||||||||||||
| Dividends paid for hybrid bonds |
— | — | — | — | (10,316 | ) | (10,316 | ) | ||||||||||||||||||||
| Others |
||||||||||||||||||||||||||||
| Transfer of revaluation reserve |
— | 586,394 | (586,394 | ) | — | — | — | |||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
| Balance as of December 31, 2024 |
4,053,578 | 20,128,247 | 15,733,411 | 39,915,236 | 1,447,597 | 41,362,833 | ||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
(Continued)
KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES
Consolidated statements of changes in equity, Continued
For each of the years in the two-year period ended December 31, 2025
| In millions of won | Equity attributable to owners of the controlling company | |||||||||||||||||||||||||||
| Contributed capital |
Retained earnings |
Other components of equity |
Subtotal | Non- controlling interests |
Total equity |
|||||||||||||||||||||||
| Balance as of January 1, 2025 |
4,053,578 | 20,128,247 | 15,733,411 | 39,915,236 | 1,447,597 | 41,362,833 | ||||||||||||||||||||||
| Total comprehensive income (loss) for the period |
||||||||||||||||||||||||||||
| Profit for the period |
— | 8,544,918 | — | 8,544,918 | 121,738 | 8,666,656 | ||||||||||||||||||||||
| Items that will not be reclassified subsequently to profit or loss: |
||||||||||||||||||||||||||||
| Remeasurement of defined benefit plans, net of tax |
— | (29,899 | ) | — | (29,899 | ) | 2,462 | (27,437 | ) | |||||||||||||||||||
| Share of other comprehensive income of associates and joint ventures, net of tax |
— | (5,944 | ) | — | (5,944 | ) | — | (5,944 | ) | |||||||||||||||||||
| Net change in fair value of financial assets at fair value through other comprehensive income (loss), net of tax |
— | — | 143,888 | 143,888 | (2 | ) | 143,886 | |||||||||||||||||||||
| Items that may be reclassified subsequently to profit or loss: |
||||||||||||||||||||||||||||
| Net change in the unrealized fair value of derivatives using cash flow hedge accounting, net of tax |
— | — | 35,483 | 35,483 | (820 | ) | 34,663 | |||||||||||||||||||||
| Foreign currency translation of foreign operations, net of tax |
— | — | (5,032 | ) | (5,032 | ) | (27,576 | ) | (32,608 | ) | ||||||||||||||||||
| Share of other comprehensive loss of associates and joint ventures, net of tax |
— | — | (257,793 | ) | (257,793 | ) | — | (257,793 | ) | |||||||||||||||||||
| Transactions with owners of the Group, recognized directly in equity |
||||||||||||||||||||||||||||
| Dividends paid |
— | (136,738 | ) | — | (136,738 | ) | (76,443 | ) | (213,181 | ) | ||||||||||||||||||
| Additional paid-in capital and others |
— | — | (855 | ) | (855 | ) | 882 | 27 | ||||||||||||||||||||
| Equity transaction within the consolidated entity |
— | — | (33,322 | ) | (33,322 | ) | (82,564 | ) | (115,886 | ) | ||||||||||||||||||
| Changes in consolidation scope |
— | — | — | — | (144 | ) | (144 | ) | ||||||||||||||||||||
| Dividends paid for hybrid bonds |
— | — | — | — | (2,128 | ) | (2,128 | ) | ||||||||||||||||||||
| Repayment of hybrid bond |
— | — | — | — | (230,000 | ) | (230,000 | ) | ||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
| Balance as of December 31, 2025 |
4,053,578 | 28,500,584 | 15,615,780 | 48,169,942 | 1,153,002 | 49,322,944 | ||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES
Consolidated statements of cash flows
For each of the years in the two-year period ended December 31, 2025
| In millions of won | 2025 | 2024 | ||||||
| Cash flows from operating activities |
||||||||
| Profit for the year |
3,621,968 | |||||||
|
|
|
|
|
|||||
| Adjustments to reconcile profit for the period to net cash provided by operating activities: |
||||||||
| Income tax expenses |
2,920,274 | 1,634,561 | ||||||
| Depreciation |
13,630,181 | 13,833,788 | ||||||
| Amortization |
158,610 | 163,567 | ||||||
| Retirement benefit expenses |
484,224 | 427,980 | ||||||
| Bad debt expense |
83,001 | 60,309 | ||||||
| Interest expense |
4,339,560 | 4,665,095 | ||||||
| Loss on disposal of financial assets |
3,525 | 434 | ||||||
| Loss on disposal of property, plant and equipment |
112,692 | 112,018 | ||||||
| Loss on abandonment of property, plant and equipment |
122,368 | 195,697 | ||||||
| Loss on impairment of property, plant and equipment |
14,262 | 11,240 | ||||||
| Loss on impairment of intangible assets |
8,439 | 902 | ||||||
| Loss on disposal of intangible assets |
13 | 111 | ||||||
| Increase in provisions, net |
3,492,316 | 1,762,526 | ||||||
| Loss (Gain) on foreign currency translation, net |
(407,106 | ) | 2,366,830 | |||||
| Gain on valuation of financial assets at fair value through profit or loss |
(133,082 | ) | (83,408 | ) | ||||
| Loss on valuation of financial assets at fair value through profit or loss |
24,983 | 14,247 | ||||||
| Gain on derivatives |
(52,685 | ) | (2,406,368 | ) | ||||
| Gain on valuation of investments in associates and joint ventures, net |
(600,675 | ) | (755,452 | ) | ||||
| Gain on disposal of financial assets |
(58,115 | ) | (45,493 | ) | ||||
| Reversal of impairment loss on intangible assets |
(42 | ) | — | |||||
| Gain on disposal of property, plant and equipment |
(285,525 | ) | (85,990 | ) | ||||
| Gain on disposal of intangible assets |
(18 | ) | (41 | ) | ||||
| Gain on disposal of associates and joint ventures |
(3,880 | ) | (186,066 | ) | ||||
| Loss on disposal of associates and joint ventures |
— | 650 | ||||||
| Loss on impairment investments in associates and joint ventures |
— | 69,173 | ||||||
| Reversal of impairment loss on investments in associates and joint ventures |
— | (10,527 | ) | |||||
| Gain on disposal of subsidiaries |
(27 | ) | (98 | ) | ||||
| Loss on disposal of subsidiaries |
28,491 | — | ||||||
| Interest income |
(440,386 | ) | (467,525 | ) | ||||
| Dividends income |
(26,137 | ) | (70,601 | ) | ||||
| Others, net |
(422,833 | ) | (76,125 | ) | ||||
|
|
|
|
|
|||||
| 22,992,428 | 21,131,434 | |||||||
|
|
|
|
|
|||||
| Changes in working capital: |
||||||||
| Trade receivables |
(436,841 | ) | 2,702 | |||||
| Non-trade receivables |
76,882 | (191,526 | ) | |||||
| Accrued income |
325,716 | (189,995 | ) | |||||
| Other receivables |
97,299 | 101,042 | ||||||
| Other current assets |
(713,475 | ) | (656,588 | ) | ||||
| Inventories |
(1,566,800 | ) | (1,412,713 | ) | ||||
| Other non-current assets |
(165,996 | ) | 108,625 | |||||
| Trade payables |
(957,469 | ) | 109,214 | |||||
| Non-trade payables |
(498,552 | ) | (97,540 | ) | ||||
| Accrued expenses |
(343,879 | ) | (508,199 | ) | ||||
| Other current liabilities |
642,339 | (2,261,294 | ) | |||||
| Other non-current liabilities |
365,255 | 2,892,947 | ||||||
| Investments in associates and joint ventures (dividends received) |
346,203 | 364,287 | ||||||
| Provisions |
(1,840,454 | ) | (1,588,396 | ) | ||||
| Payments of employee benefit obligations |
(362,044 | ) | (208,248 | ) | ||||
| Plan assets |
(350,970 | ) | (254,763 | ) | ||||
|
|
|
|
|
|||||
| (3,790,445 | ) | |||||||
|
|
|
|
|
|||||
(Continued)
| In millions of won | 2025 | 2024 | ||||||
| Cash generated from operating activities |
20,962,957 | |||||||
| Dividends received |
26,137 | 12,243 | ||||||
| Interest paid |
(4,393,329 | ) | (4,697,442 | ) | ||||
| Interest received |
304,166 | 390,671 | ||||||
| Income taxes paid |
(1,333,118 | ) | (792,313 | ) | ||||
|
|
|
|
|
|||||
| Net cash flows provided by operating activities |
20,880,154 | 15,876,116 | ||||||
|
|
|
|
|
|||||
| Cash flows from investing activities |
||||||||
| Proceeds from disposals of investments in associates and joint ventures |
14,436 | 236,624 | ||||||
| Acquisition of investments in associates and joint ventures |
(2,096,355 | ) | (451,813 | ) | ||||
| Proceeds from disposals of property, plant and equipment |
467,623 | 402,603 | ||||||
| Acquisition of property, plant and equipment |
(15,834,139 | ) | (14,216,037 | ) | ||||
| Proceeds from disposals of intangible assets |
4,606 | 428 | ||||||
| Acquisition of intangible assets |
(103,490 | ) | (91,851 | ) | ||||
| Proceeds from disposals of financial assets |
3,677,329 | 2,615,341 | ||||||
| Acquisition of financial assets |
(4,341,542 | ) | (2,536,994 | ) | ||||
| Increase in loans |
(376,811 | ) | (172,849 | ) | ||||
| Collection of loans |
413,027 | 226,935 | ||||||
| Increase in deposits |
(161,923 | ) | (154,503 | ) | ||||
| Decrease in deposits |
143,226 | 152,803 | ||||||
| Proceeds from disposals of assets held-for-sale |
40,047 | 28,727 | ||||||
| Receipt of government grants |
25,019 | 59,503 | ||||||
| Net cash outflows from changes in consolidation scope |
(3,062 | ) | (2,740 | ) | ||||
| Other cash outflows from investing activities, net |
(313,444 | ) | (189,284 | ) | ||||
|
|
|
|
|
|||||
| Net cash flows used in investing activities |
(18,445,453 | ) | (14,093,107 | ) | ||||
|
|
|
|
|
|||||
| Cash flows from financing activities |
||||||||
| Proceeds (Repayment) of short-term borrowings, net |
948,196 | (1,536,401 | ) | |||||
| Proceeds from long-term borrowings |
1,769,770 | 2,795,823 | ||||||
| Proceeds from debt securities |
23,093,711 | 20,476,245 | ||||||
| Repayment of long-term borrowings |
(1,211,324 | ) | (654,581 | ) | ||||
| Repayment of debt securities |
(26,541,349 | ) | (24,687,409 | ) | ||||
| Payment of lease liabilities |
(549,651 | ) | (612,828 | ) | ||||
| Settlement of derivative instruments, net |
621,571 | 545,483 | ||||||
| Change in non-controlling interests |
(57,759 | ) | (35,986 | ) | ||||
| Repayment of hybrid bond |
(230,000 | ) | — | |||||
| Dividends paid for hybrid bond |
(2,128 | ) | (10,316 | ) | ||||
| Dividends paid |
(216,780 | ) | (126,903 | ) | ||||
| Other cash outflows from financing activities, net |
(258,858 | ) | (2,428 | ) | ||||
|
|
|
|
|
|||||
| Net cash flows used in financing activities |
(2,634,601 | ) | (3,849,301 | ) | ||||
|
|
|
|
|
|||||
| Net decrease in cash and cash equivalents before effect of exchange rate fluctuations |
(199,900 | ) | (2,066,292 | ) | ||||
| Effect of exchange rate fluctuations on cash held |
57,732 | 106,384 | ||||||
|
|
|
|
|
|||||
| Net decrease in cash and cash equivalents |
(142,168 | ) | (1,959,908 | ) | ||||
| Cash and cash equivalents as of January 1, 2025 and 2024 |
2,382,979 | 4,342,887 | ||||||
|
|
|
|
|
|||||
| Cash and cash equivalents as of December 31, 2025 and 2024 |
2,382,979 | |||||||
|
|
|
|
|
|||||
Agenda 2. Approval of the ceiling amount of remuneration for directors in 2026
KEPCO seeks to obtain approval regarding the ceiling amount of remuneration for directors for the fiscal year 2026, pursuant to Article 388 of the Commercial Act and Article 35 of the Articles of Incorporation of KEPCO.
| • | Proposed aggregate ceiling on remuneration for directors: |
| • | 2,207,869 thousand won in fiscal year 2026 (total number of directors: 15; number of non-standing directors: 8) |
| • | 2,172,984 thousand won in fiscal year 2025 (total number of directors: 15; number of non-standing directors: 8) |
| • | The actual remuneration for directors in the fiscal year 2025 was 1,664,368 thousand won. |
| • | We proposed to increase the maximum aggregate ceiling on remuneration for directors in 2026 by 34,885 thousand won compared to 2025 as a result of (i) the notification by the Government to increase the remuneration for directors of government controlled entities by 3.4% (34,135 thousand won), (ii) the decreased payment ceiling for performance-based compensation (10,214 thousand won), (iii) the increased severance payments by 34,964 thousand won due to the increase in the average incumbency of our directors ( 25 g 29 months) and (iv) the decreased remuneration ceiling for the Labor Director (24,000 thousand won). |
Agenda 3. Approval of amendments to the Articles of Incorporation of KEPCO
| • | The table below compares the current provisions in the Articles of Incorporation with the proposed amendments and rationales for such proposed amendments. |
| Current provision |
Proposed amendment |
Rationale | ||
| Article 4 (Change of Articles of Incorporation)
In case the Corporation intends to change the Articles of Incorporation, the Corporation shall obtain approval of the Minister of the Ministry of Trade, Industry and Energy, following the resolutions of the Board of Directors and the General Meeting of Shareholders. |
Article 4 (Change of Articles of Incorporation)
In case the Corporation intends to change the Articles of Incorporation, the Corporation shall obtain approval of the Minister of the Ministry of Climate, Energy and Environment, following the resolutions of the Board of Directors and the General Meeting of Shareholders. |
To reivse the Articles of Incorporation in accordance with amendments to the Government Organization Act. | ||
| Article 15 (Suspension of Changes in the Register of Shareholders)
(2) The Corporation shall permit the shareholders whose names appear in the register of shareholders on December 31 of each year to exercise voting rights and receive dividends as shareholders in the Ordinary General Meeting of Shareholders held in respect of such fiscal year. |
Article 15 (Suspension of Changes in the Register of Shareholders)
(2) The Corporation shall permit the shareholders whose names appear in the register of shareholders on December 31 of each year to exercise voting rights as shareholders in the Ordinary General Meeting of Shareholders held in respect of such fiscal year. |
To set the dividend record date after the dividend amount is determined, by separating the right to vote from the right to receive dividends, in order to enhance dividend predictability for shareholders | ||
| Article 26-2 (Appointment of Officers, etc.)
(1) For the appointment of the position of the President, the Director Nomination Committee pursuant to Article 28-2 makes multiple recommendations followed by Director Nomination Committee deliberations and resolution of the Committee for Management of Public Institutions pursuant to Article 8 of the Act on the Management of Public Institutions and the resolution of the General Meeting of shareholders, and shall be appointed by the President of the Republic of Korea as motioned by the Minister of the Ministry of Trade, Industry and Energy. |
Article 26-2 (Appointment of Officers, etc.)
(1) For the appointment of the position of the President, the Director Nomination Committee pursuant to Article 28-2 makes multiple recommendations followed by Director Nomination Committee deliberations and resolution of the Committee for Management of Public Institutions pursuant to Article 8 of the Act on the Management of Public Institutions and the resolution of the General Meeting of Shareholders, and shall be appointed by the President of the Republic of Korea as motioned by the Minister of the Ministry of Climate, Energy and Environment. |
To reivse the Articles of Incorporation in accordance with amendments to the Government Organization Act | ||
| (2) The Standing Directors except for the President shall be appointed by the President following a resolution of the General Meeting of Shareholders. Provided, however, that a Standing Director who becomes a member of the Audit Committee in accordance with the provisions of Article 41-2 shall be appointed by the President of the Republic of Korea, as motioned by the Minister of the Ministry of Economy and Finance, following the deliberation and resolution of the Committee for Management of Public Institutions and the resolution of the General Meeting of Shareholders from the pool of candidates who have been recommended by the Director Nomination Committee. | (2) The Standing Directors except for the President shall be appointed by the President following a resolution of the General Meeting of Shareholders. Provided, however, that a Standing Director who becomes a member of the Audit Committee in accordance with the provisions of Article 41-2 shall be appointed by the President of the Republic of Korea, as motioned by the Minister of the Ministry of Finance and Economy, following the deliberation and resolution of the Committee for Management of Public Institutions and the resolution of the General Meeting of Shareholders from the pool of candidates who have been recommended by the Director Nomination Committee. | |||
| (3) The non-standing director shall be selected from among the pool of candidates under any of the following subparagraphs who have been recommended by the Director Nomination Committee, and appointed by the Minister of the Ministry of Economy and Finance upon deliberation and resolution by the Committee for Management of Public Institutions. Such appointment shall include one (1) person pursuant to Subparagraph 2. set forth below. | (3) The non-standing director shall be selected from among the pool of candidates under any of the following subparagraphs who have been recommended by the Director Nomination Committee, and appointed by the Minister of the Ministry of Finance and Economy upon deliberation and resolution by the Committee for Management of Public Institutions. Such appointment shall include one (1) person pursuant to Subparagraph 2. set forth below. | |||
| Article 28-3 (Administration Agreement with President)
(2) The Director Nomination Committee shall negotiate the terms and conditions of the proposed contract as submitted pursuant to Paragraph (1) above with the candidate for the President’s office who is recommended by the Committee, and shall report the results to the Minister of the Ministry of Trade, Industry and Energy. For purposes of such negotiation, the Director Nomination Committee may change certain terms and conditions of the contract, as necessary. |
Article 28-3 (Administration Agreement with President)
(2) The Director Nomination Committee shall negotiate the terms and conditions of the proposed contract as submitted pursuant to Paragraph (1) above with the candidate for the President’s office who is recommended by the Committee, and shall report the results to the Minister of the Ministry of Climate, Energy and Environment. For purposes of such negotiation, the Director Nomination Committee may change certain terms and conditions of the contract, as necessary. |
To reivse the Articles of Incorporation in accordance with amendments to the Government Organization Act | ||
| (3) The person who is appointed as the President of the Corporation shall execute the contract with the Minister of the Ministry of Trade, Industry and Energy pursuant to Paragraph (2) above. The Minister of the Ministry of Trade, Industry and Energy may negotiate with the person appointed as the President and may change the terms and conditions of the contract from the contract determined pursuant to Paragraph (1) or (2) above. | (3) The person who is appointed as the President of the Corporation shall execute the contract with the Minister of the Ministry of Climate, Energy and Environment pursuant to Paragraph (2) above. The Minister of the Ministry of Climate, Energy and Environment may negotiate with the person appointed as the President and may change the terms and conditions of the contract from the contract determined pursuant to Paragraph (1) or (2) above. | |||
| (4) The President and the Minister of the Ministry of Trade, Industry and Energy may change the terms and conditions of the contract after the execution thereof through mutual negotiation in the event of unavoidable circumstances, pursuant to Paragraph (3) above. | (4) The President and the Minister of the Ministry of Climate, Energy and Environment may change the terms and conditions of the contract after the execution thereof through mutual negotiation in the event of unavoidable circumstances, pursuant to Paragraph (3) above. | |||
| Article 32 (Restriction on Officers’ and Employees’ Holding of Concurrent Positions)
No Standing Director or employee of the Corporation shall engage in any business activities for profit other than the performance of his duties for the Corporation. The President may engage in not-for-profit activities upon obtaining approval of the Minister of the Ministry of Trade, Industry and Energy. Standing Directors and employees of the Corporation may engage in not-for-profit activities upon obtaining approval of the President. |
Article 32 (Restriction on Officers’ and Employees’ Holding of Concurrent Positions)
No Standing Director or employee of the Corporation shall engage in any business activities for profit other than the performance of his duties for the Corporation. The President may engage in not-for-profit activities upon obtaining approval of the Minister of the Ministry of Climate, Energy and Environment. Standing Directors and employees of the Corporation may engage in not-for-profit activities upon obtaining approval of the President. |
To reivse the Articles of Incorporation in accordance with amendments to the Government Organization Act | ||
| Article 35 (Remuneration for Officers and Employees)
(3) The standards for remuneration in Paragraph (2) with respect to the President and the Standing Directors shall be determined by the Board of Directors pursuant to the guidelines on remuneration established by the Minister of the Ministry of Economy and Finance upon deliberation and resolution by the Operation Committee, taking into account the following. |
Article 35 (Remuneration for Officers and Employees)
(3) The standards for remuneration in Paragraph (2) with respect to the President and the Standing Directors shall be determined by the Board of Directors pursuant to the guidelines on remuneration established by the Minister of the Ministry of Finance and Economy upon deliberation and resolution by the Operation Committee, taking into account the following. |
To reivse the Articles of Incorporation in accordance with amendments to the Government Organization Act | ||
| Article 37–2 (Senior Non-standing Director)
(2) The Senior Non-standing Director shall be appointed by the Minister of the Ministry of Economy and Finance upon deliberation and resolution by the Operation Committee. |
Article 37–2 (Senior Non-standing Director)
(2) The Senior Non-standing Director shall be appointed by the Minister of the Ministry of Finance and Economy upon deliberation and resolution by the Operation Committee. |
To reivse the Articles of Incorporaiton in accordance with amendments to the Government Organization Act | ||
| Article 51 (Dividends)
(1) Any rights to dividends shall be extinguished by prescription unless exercised with five (5) years. |
Article 51 (Dividends)
<Maintained> |
Establishment of grounds for determining the dividend record date | ||
| (2) Dividends to which rights has extinguished pursuant to Paragraph (1) above shall revert to the Corporation. | ||||
| (3) The Corporation may pay dividends to shareholders other than the Government preferentially. | ||||
| (4) The Corporation shall make efforts to treat the members of ESOA favorably in payment of dividends. <Newly established> |
||||
| (5) The Corporation may, by resolution of the Board of Directors, determine the record date to identify the shareholders entitled to receive dividends. If such record date is set, the Company shall provide public notice thereof at least 2 weeks prior to the record date. | ||||
All amendments to the Articles of Incorporation shall be effective on and from the date in which the amendments have been promulgated. A resolution from the AGM and the approval of the Minister of Climate, Energy, and Environment are required for the amendments to be promulgated.