Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

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 2024

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 2023 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.

Date / Time: March 26, 2024 / 11:00 a.m. (Seoul Time)

Location: 55 Jeollyeok-ro, Naju-si, Jeollanam-do, 58322, Korea

KEPCO Headquarters

Items to be Reported

Audit Report

Management report on KEPCO’s operation

Operation report on internal accounting control system

Agendas for Shareholder Approval:

Approval of financial statements for the fiscal year 2023

Approval of the ceiling amount of remuneration for directors in 2024

Details on the proposed agenda for the AGM are attached.

KEPCO will disclose its audit report on March 11, 2024 on the SEC and its webpage (https://www.kepco.co.kr). Business report in Korean will be disclosed on March 18, 2024, 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/ Park, WooGun
Name:		Park, WooGun
Title:		Vice President

Date: March 11, 2024

Attachment

Agenda 1. Approval of Financial Statements for the Fiscal Year 2023

KEPCO seeks to obtain approval for its consolidated financial statements, separate financial statements and accompanying documents for the fiscal year 2023, 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.

Disclaimer: The financial statements for the fiscal year 2023 as presented below is in accordance with the International Financial Reporting Standard adopted in Korea (K-IFRS), and are subject to shareholders’ approval.

KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES

Consolidated Statements of Financial Position

As of December 31, 2023 and 2022


In millions of won	2023		2022
Assets
Current assets
Cash and cash equivalents	W	4,342,887		3,234,780
Current financial assets, net		3,107,397		4,286,975
Trade and other receivables, net		11,985,735		10,461,822
Inventories, net		8,875,615		9,930,732
Income tax receivables		69,612		46,619
Current non-financial assets		1,109,321		1,744,869
Assets held-for-sale		45,648		44,748

Total current assets		29,536,215		29,750,545

Non-current assets
Non-current financial assets, net		3,546,214		3,336,835
Non-current trade and other receivables, net		2,193,587		2,153,080
Property, plant and equipment, net		179,875,535		177,865,308
Investment properties, net		185,527		208,286
Goodwill		99,156		100,093
Intangible assets other than goodwill, net		1,033,984		956,664
Investments in associates		6,176,889		5,844,464
Investments in joint ventures		3,485,699		3,147,584
Defined benefit assets, net		70,187		198,626
Deferred tax assets		13,161,802		10,934,375
Non-current non-financial assets		350,170		309,134

Total non-current assets		210,178,750		205,054,449

Total Assets	W	239,714,965		234,804,994

(Continued)

KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES

Consolidated Statements of Financial Position, Continued

As of December 31, 2023 and 2022


In millions of won	2023		2022
Liabilities
Current liabilities
Trade and other payables, net	W	9,089,973		11,983,549
Current financial liabilities, net		41,139,726		22,703,996
Income tax payables		482,934		429,604
Current non-financial liabilities		7,881,663		6,974,377
Current provisions		2,654,125		2,427,051

Total current liabilities		61,248,421		44,518,577

Non-current liabilities
Non-current trade and other payables, net		4,981,957		5,638,914
Non-current financial liabilities, net		92,944,338		98,334,120
Non-current non-financial liabilities		11,196,000		10,662,661
Employee benefits liabilities, net		1,035,320		828,721
Deferred tax liabilities		5,163,135		6,457,103
Non-current provisions		25,881,044		26,364,642

Total non-current liabilities		141,201,794		148,286,161

Total Liabilities	W	202,450,215		192,804,738

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		2,812,313		27,782,969
Unappropriated retained earnings (Undisposed accumulated deficits)		11,921,039		(7,956,579	)

		16,338,262		21,431,300

Other components of equity
Other capital surplus		1,600,801		1,268,569
Accumulated other comprehensive income		557,430		496,976
Other equity		13,294,972		13,294,973

		15,453,203		15,060,518

Equity attributable to owners of the controlling company		35,845,043		40,545,396
Non-controlling interests		1,419,707		1,454,860

Total Equity	W	37,264,750		42,000,256

Total Liabilities and Equity	W	239,714,965		234,804,994

KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES

Consolidated Statements of Comprehensive Income (Loss)

For each of the two years in the period ended December 31, 2023


In millions of won, except per share information	2023			2022
Sales
Sales of goods	W	85,940,137			69,184,469
Sales of services		750,878			714,602
Sales of construction services		785,395			646,953
Revenue related to transfer of assets from customers		743,051			711,839

		88,219,461			71,257,863

Cost of sales
Cost of sales of goods		(88,066,120	)		(99,441,768	)
Cost of sales of services		(629,806	)		(520,572	)
Cost of sales of construction services		(1,003,601	)		(941,254	)

		(89,699,527	)		(100,903,594	)

Gross loss		(1,480,066	)		(29,645,731	)
Selling and administrative expenses		(3,061,582	)		(3,009,422	)

Operating loss		(4,541,648	)		(32,655,153	)
Other income		532,851			383,650
Other expenses		(258,905	)		(212,150	)
Other gains, net		22,686			243,122
Finance income		1,425,031			1,833,312
Finance expenses		(5,347,018	)		(4,746,791	)
Profit (loss) related to associates, joint ventures and subsidiaries
Gain on valuation of investments in associates and joint ventures		804,141			1,393,486
Gain on disposal of investments in associates and joint ventures		18,204			11,091
Reversal of impairment loss on investments in associates and joint ventures		347			—
Gain on disposal of investments in subsidiaries		2			—
Loss on valuation of investments in associates and joint ventures		(209,085	)		(55,193	)
Loss on disposal of investments in associates and joint ventures		—			(1,675	)
Loss on impairment of investments in associates and joint ventures		(19	)		(5,174	)
Loss on disposal of investments in subsidiaries		(564	)		(32,144	)

		613,026			1,310,391

Loss before income tax		(7,553,977	)		(33,843,619	)
Income tax benefit		2,837,833			9,414,511

Loss for the year	W	(4,716,144	)		(24,429,108	)

(Continued)

KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES

Consolidated Statements of Comprehensive Income (Loss), Continued

For each of the two years in the period ended December 31, 2023


In millions of won, except per share information	2023			2022
Other comprehensive income (loss), net of tax
Items that will not be reclassified subsequently to profit or loss:
Remeasurement of defined benefit liability	W	(271,724	)		663,095
Share in other comprehensive income of associates and joint ventures (loss)		(27,349	)		12,305
Net change in fair value of equity investments at fair value through other comprehensive income (loss)		(31,665	)		58,010
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		(3,654	)		(24,415	)
Foreign currency translation of foreign operations		(17,274	)		28,387
Share in other comprehensive income of associates and joint ventures		122,994			509,487

Other comprehensive income (loss) for the year		(228,672	)		1,246,869

Total comprehensive loss for the year	W	(4,944,816	)		(23,182,239	)

Profit (loss) attributable to:
Owners of the controlling company	W	(4,822,549	)		(24,466,853	)
Non-controlling interests		106,405			37,745

	W	(4,716,144	)		(24,429,108	)

Total comprehensive income (loss) attributable to:
Owners of the controlling company	W	(5,032,584	)		(23,273,171	)
Non-controlling interests		87,768			90,932

	W	(4,944,816	)		(23,182,239	)

Loss per share (in won)
Basic and diluted loss per share	W	(7,512	)		(38,112	)

KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES

Consolidated Statements of Changes in Equity

For each of the two years in the period ended December 31, 2023


In millions of won	Equity attributable to owners of the controlling company											Non- controlling interests
	Contributed capital		Retained earnings			Other components of equity			Subtotal			Non- controlling interests			Total equity
Balance as of January 1, 2022	W	4,053,578		45,258,244			14,468,450			63,780,272			1,546,434			65,326,706
Total comprehensive income (loss) for the period
Profit (Loss) for the period		—		(24,466,853	)		—			(24,466,853	)		37,745			(24,429,108	)
Items that will not be reclassified subsequently to profit or loss:
Remeasurement of defined benefit liability, net of tax		—		626,769			—			626,769			36,326			663,095
Share of other comprehensive income of associates and joint ventures, net of tax		—		12,305			—			12,305			—			12,305
Net change in fair value of financial assets at fair value through other comprehensive income, net of tax		—		—			58,008			58,008			2			58,010
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		—		—			(32,437	)		(32,437	)		8,022			(24,415	)
Foreign currency translation of foreign operations, net of tax		—		—			19,550			19,550			8,837			28,387
Share of other comprehensive income of associates and joint ventures, net of tax		—		—			509,487			509,487			—			509,487
Transactions with owners of the Group, recognized directly in equity
Dividends paid		—		—			—			—			(42,344	)		(42,344	)
Issuance of shares of capital by subsidiaries and others		—		835			39,641			40,476			86,316			126,792
Transactions between consolidated entities		—		—			(1,584	)		(1,584	)		(75,791	)		(77,375	)
Changes in consolidation scope		—		—			(597	)		(597	)		32,311			31,714
Dividends paid for hybrid bonds		—		—			—			—			(13,461	)		(13,461	)
Repayment of hybrid bond		—		—			—			—			(169,537	)		(169,537	)

Balance as of December 31, 2022	W	4,053,578		21,431,300			15,060,518			40,545,396			1,454,860			42,000,256

(Continued)

KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES

Consolidated Statements of Changes in Equity, Continued

For each of the two years in the period ended December 31, 2023


In millions of won	Equity attributable to owners of the controlling company											Non- controlling interests
	Contributed capital		Retained earnings			Other components of equity			Subtotal			Non- controlling interests			Total equity
Balance as of January 1, 2023	W	4,053,578		21,431,300			15,060,518			40,545,396			1,454,860			42,000,256
Total comprehensive income (loss) for the period
Profit (Loss) for the period		—		(4,822,549	)		—			(4,822,549	)		106,405			(4,716,144	)
Items that will not be reclassified subsequently to profit or loss:
Remeasurement of defined benefit liability, net of tax		—		(242,987	)		—			(242,987	)		(28,737	)		(271,724	)
Share of other comprehensive (loss) of associates and joint ventures, net of tax		—		(27,349	)		—			(27,349	)		—			(27,349	)
Net change in fair value of financial assets at fair value through other comprehensive (loss), net of tax		—		—			(31,665	)		(31,665	)		—			(31,665	)
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		—		—			(5,078	)		(5,078	)		1,424			(3,654	)
Foreign currency translation of foreign operations, net of tax		—		—			(25,950	)		(25,950	)		8,676			(17,274	)
Share of other comprehensive income of associates and joint ventures, net of tax		—		—			122,994			122,994			—			122,994
Transactions with owners of the Group, recognized directly in equity
Dividends paid		—		—			—			—			(45,322	)		(45,322	)
Issuance of shares of capital by subsidiaries and others		—		—			(1	)		(1	)		6,024			6,023
Transactions between consolidated entities		—		—			332,280			332,280			(73,795	)		258,485
Changes in consolidation scope		—		—			(48	)		(48	)		384			336
Dividends paid for hybrid bonds		—		—			—			—			(10,212	)		(10,212	)
Others		—		(153	)		153			—			—			—

Balance as of December 31, 2023	W	4,053,578		16,338,262			15,453,203			35,845,043			1,419,707			37,264,750

KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES

Consolidated Statements of Cash Flows

For each of the two years in the period ended December 31, 2023


In millions of won	2023			2022
Cash flows from operating activities
Loss for the year	W	(4,716,144	)		(24,429,108	)

Adjustments to reconcile profit (loss) for the period to net cash provided by operating activities:
Income tax expense		(2,837,833	)		(9,414,511	)
Depreciation		12,869,089			12,305,252
Amortization		163,174			156,160
Retirement benefit expenses		358,730			485,700
Bad debt expense		101,550			29,997
Interest expense		4,451,659			2,818,546
Loss on disposal of financial assets		1			1,841
Loss on disposal of property, plant and equipment		98,120			100,066
Loss on abandonment of property, plant and equipment		196,697			160,909
(Reversal of) Loss on impairment of property, plant and equipment		17,031			(97,425	)
Loss on impairment of intangible assets		2,865			164
Loss on disposal of intangible assets		71			116
Increase in provisions		1,611,082			2,146,979
Loss on foreign currency translation, net		363,659			523,285
Gain on valuation of financial assets at fair value through profit or loss		(152,322	)		(7,099	)
Loss on valuation of financial assets at fair value through profit or loss		24,015			44,329
Gain on valuation and transaction of derivative instruments, net		(323,858	)		(448,903	)
Gain on valuation of investments in associates and joint ventures, net		(595,056	)		(1,338,293	)
Gain on disposal of financial assets		(13,162	)		(11,199	)
Gain on disposal of property, plant and equipment		(32,196	)		(148,667	)
Gain on disposal of intangible assets		(136	)		(41	)
Gain on disposal of associates and joint ventures		(18,204	)		(11,091	)
Loss on disposal of associates and joint ventures		—			1,675
Loss on impairment investments in associates and joint ventures		19			5,174
Reversal of impairment loss on investments in associates and joint ventures		(347	)		—
Gain on disposal of subsidiaries		(2	)		—
Loss on disposal of subsidiaries		564			32,144
Interest income		(429,620	)		(340,753	)
Dividends income		(25,941	)		(28,875	)
Others, net		6,910			215,943

		15,836,559			7,181,423

Changes in working capital:
Trade receivables		(1,484,134	)		(1,909,649	)
Non-trade receivables		625,993			80,444
Accrued income		(258,993	)		(34,706	)
Other receivables		56,460			80,236
Other current assets		251,842			(651,926	)
Inventories		147,798			(3,000,669	)
Other non-current assets		(101,576	)		58,790
Trade payables		(3,154,822	)		2,782,474
Non-trade payables		(960,450	)		61,737
Accrued expenses		(228,464	)		(191,681	)
Other current liabilities		901,692			446,064
Other non-current liabilities		437,809			422,916
Investments in associates and joint ventures (dividends received)		592,812			473,700
Provisions		(1,497,699	)		(1,564,243	)
Payments of employee benefit obligations		(281,383	)		(218,319	)
Plan assets		(188,566	)		(347,778	)

	W	(5,141,681	)		(3,512,610	)

(Continued)

KOREA ELECTRIC POWER CORPORATION AND ITS SUBSIDIARIES

Consolidated Statements of Cash Flows, Continued

For each of the two years in the period ended December 31, 2023


In millions of won	2023			2022
Cash generated from operating activities	W	5,978,734			(20,760,295	)
Dividends received		25,941			28,875
Interest paid		(4,245,838	)		(2,517,694	)
Interest received		329,740			220,471
Income taxes paid		(566,415	)		(448,857	)

Net cash provided by (used in) operating activities		1,522,162			(23,477,500	)

Cash flows from investing activities
Proceeds from disposals of investments in associates and joint ventures		5,806			56,171
Acquisition of investments in associates and joint ventures		(497,634	)		(360,962	)
Proceeds from disposals of property, plant and equipment		309,627			629,924
Acquisition of property, plant and equipment		(13,908,373	)		(12,346,878	)
Proceeds from disposals of intangible assets		153			279
Acquisition of intangible assets		(74,832	)		(80,508	)
Disposal of investment properties		—			515
Proceeds from disposals of financial assets		4,389,228			14,182,348
Acquisition of financial assets		(3,141,906	)		(16,496,258	)
Increase in loans		(212,994	)		(401,377	)
Collection of loans		124,386			102,061
Increase in deposits		(138,205	)		(237,266	)
Decrease in deposits		130,221			141,000
Proceeds from disposals of assets held-for-sale		28,727			24,205
Receipt of government grants		57,207			50,755
Net cash outflow from changes in consolidation scope		(25,849	)		(31,350	)
Other cash outflow from investing activities, net		(119,319	)		(186,412	)

Net cash used in investing activities		(13,073,757	)		(14,953,753	)

Cash flows from financing activities
Proceeds from short-term borrowings, net		1,946,992			5,852,426
Proceeds from long-term borrowings and debt securities		21,714,092			43,594,078
Repayment of long-term borrowings and debt securities		(10,968,160	)		(10,252,688	)
Payment of lease liabilities		(574,239	)		(562,646	)
Settlement of derivative instruments, net		332,263			407,627
Change in non-controlling interests		218,766			175,645
Repayment of hybrid bond		—			(169,537	)
Dividends paid (for hybrid bond)		(10,212	)		(13,461	)
Dividends paid		(45,323	)		(42,348	)
Other cash outflow from financing activities, net		47,703			8,803

Net cash provided by financing activities		12,661,882			38,997,899

Net increase in cash and cash equivalents before effect of exchange rate fluctuations		1,110,287			566,646
Effect of exchange rate fluctuations on cash held		(2,180	)		32,896

Net increase in cash and cash equivalents		1,108,107			599,542
Cash and cash equivalents as of January 1, 2023 and 2022		3,234,780			2,635,238

Cash and cash equivalents as of December 31, 2023 and 2022	W	4,342,887			3,234,780

Agenda 2. Approval of the ceiling amount of remuneration for directors in 2024

KEPCO seeks to obtain approval regarding the ceiling amount of remuneration for directors for the fiscal year 2024, 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:

•

2,011,083 thousand won in fiscal year 2024 (total number of directors: 15; number of non-standing directors: 8)

•

2,019,724 thousand won in fiscal year 2023 (total number of directors: 15; number of non-standing directors: 8)

•

The actual remuneration for directors in the fiscal year 2023 was 1,225,751 thousand won (60.7% of the ceiling).

•

We proposed to decrease the maximum aggregate ceiling on remuneration for directors in 2024 by 8,641 thousand won compared to 2023 as a result of (i) the notification by the Government to increase the remuneration for directors of government controlled entities by 2.3% (21,980 thousand won), (ii) the adjusted payment ceiling for performance-based compensation (52,228 thousand won) and (iii) the decreased severance payments by 82,849 thousand won due to the decrease in the average incumbency of our directors (from 30 to 16 months).

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