Skip to main content

6-K

Korea Electric Power Corp (KEP)

6-K 2026-03-10 For: 2026-03-10
View Original
Added on April 11, 2026

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 ofDecember 31, 2025 and 2024

In millions of won 2025 2024
Assets
Current assets
Cash and cash equivalents ~~W~~ 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<br>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<br>non-financial assets 1,013,251 328,204
Total non-current assets 224,212,069 217,552,590
Total assets ~~W~~ 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 ~~W~~ 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<br>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 ~~W~~ 205,604,513 205,444,962
Equity
Contributed capital
Share capital ~~W~~ 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 ~~W~~ 49,322,944 41,362,833
Total liabilities and equity ~~W~~ 254,927,457 246,807,795

KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES

Consolidated statements of comprehensive income

Foreach 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 ~~W~~ 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 ~~W~~ 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 ~~W~~ (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<br>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 ~~W~~ 8,521,423 4,250,969
Profit attributable to:
Owners of the controlling company ~~W~~ 8,544,918 3,491,698
Non-controlling interests 121,738 130,270
~~W~~ 8,666,656 3,621,968
Total comprehensive income attributable to:
Owners of the controlling company ~~W~~ 8,425,621 4,070,175
Non-controlling interests 95,802 180,794
~~W~~ 8,521,423 4,250,969
Earnings per share (in won)
Basic and diluted earnings per share ~~W~~ 13,311 5,439

KKOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES

Consolidated statements of changes in equity

For eachof the years in the two-year period ended December 31, 2025

In millions of won Equity attributable to owners of the controlling company
Contributed<br>capital Retained<br>earnings Other<br>components<br>of equity Subtotal Non-<br>controlling<br>interests Total<br>equity
Balance as of January 1, 2024 ~~W~~ 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<br>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<br>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 ~~W~~ 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<br>capital Retained<br>earnings Other<br>components<br>of equity Subtotal Non-<br>controlling<br>interests Total<br>equity
Balance as of January 1, 2025 ~~W~~ 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<br>(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<br>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 ~~W~~ 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 theyears in the two-year period ended December 31, 2025

In millions of won 2025 2024
Cash flows from operating activities
Profit for the year ~~W~~ 8,666,656 3,621,968
Adjustments to reconcile profit for the period to net cash provided by operating<br>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 )
~~W~~ (5,382,786 ) (3,790,445 )

(Continued)

In millions of won 2025 2024
Cash generated from operating activities ~~W~~ 26,276,298 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<br>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 ratefluctuations (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 ~~W~~ 2,240,811 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.<br>
--- ---
We proposed to increase the maximum aggregate ceiling on remuneration for directors in 2026 by<br>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<br>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<br>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<br>rationales for such proposed amendments.
Current provision Proposed amendment Rationale
--- --- ---
Article 4 (Change of Articles of Incorporation)<br> <br><br><br><br>In case the Corporation intends to change the Articles of Incorporation, the Corporation shall obtain approval of the Minister of the Ministry of Trade,<br>Industry and Energy, following the resolutions of the Board of Directors and the General Meeting of Shareholders. Article 4 (Change of Articles of Incorporation)<br> <br><br><br><br>In case the Corporation intends to change the Articles of Incorporation, the Corporation shall obtain approval of the Minister of the Ministry of Climate,<br>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)<br><br><br><br> <br>(2) The Corporation shall permit the shareholders whose names appear in the register of<br>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)<br><br><br><br> <br>(2) The Corporation shall permit the shareholders whose names appear in the register of<br>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.)<br> <br><br><br><br>(1) For the appointment of the position of the President, the Director Nomination Committee pursuant to Article 28-2<br>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<br>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.)<br> <br><br><br><br>(1) For the appointment of the position of the President, the Director Nomination Committee pursuant to Article 28-2<br>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<br>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<br>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,<br>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<br>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<br>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,<br>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<br>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<br>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<br>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<br>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<br>below.
--- --- ---
Article 28-3 (Administration Agreement with President)<br><br><br><br> <br>(2) The Director Nomination Committee shall negotiate the terms and conditions of the<br>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<br>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)<br><br><br><br> <br>(2) The Director Nomination Committee shall negotiate the terms and conditions of the<br>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<br>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<br>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<br>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<br>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<br>circumstances, pursuant to Paragraph (3) above.
Article 32 (Restriction on Officers’ and Employees’ Holding of Concurrent Positions)<br><br><br><br> <br>No Standing Director or employee of the Corporation shall engage in any business<br>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<br>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<br>obtaining approval of the President. Article 32 (Restriction on Officers’ and Employees’ Holding of Concurrent Positions)<br><br><br><br> <br>No Standing Director or employee of the Corporation shall engage in any business<br>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<br>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<br>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)<br> <br><br><br><br>(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<br>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)<br> <br><br><br><br>(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<br>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)<br><br><br><br> <br>(2) The Senior Non-standing Director shall be<br>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)<br><br><br><br> <br>(2) The Senior Non-standing Director shall be<br>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)<br> <br><br><br><br>(1) Any rights to dividends shall be extinguished by prescription unless exercised with five (5) years. Article 51 (Dividends)<br> <br><br><br><br><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.<br><br><br><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<br>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.