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 2018

Commission File Number 000-51138

 

GRAVITY CO., LTD.
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(Translation of registrant’s name into English)

 

15F, 396 World Cup buk-ro, Mapo-gu, Seoul 121-795, Korea

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(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.  Form 20-F  Form 40-F

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): 

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): 



PUBLIC NOTICE FOR CONVOCATION OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS OF GRAVITY CO., LTD. (the "Company")

 

We would like to inform the Company’s shareholders that the Annual General Meeting of Shareholders(“AGM”) will be held pursuant to Article 22 of the Articles of Incorporation and that all shareholders registered as of December 31, 2017 are cordially invited to attend the Annual General Meeting of Shareholders.

 

 

1. Date and Time: Friday, March 30, 2018, at 10:00 A.M. (Seoul Time)

 

2. Venue: Conference Room #2 located at 3F, Business Tower, 396 World Cup buk-ro, Mapo-gu, Seoul 121-795 Korea

 

3. Agenda

a) Agenda to be reported

Agendum 1: Audit results and Business reports for the Fiscal Year 2017 (from January 1, 2017 to December 31, 2017)

b) Agenda to be proposed for resolution

 

Agendum

1: Approval of Non-consolidated and Consolidated Financial Statements for the Fiscal Year 2017

 

2: Approval of Reappointment of Directors

 

3: Approval of the Compensation Ceiling for Directors in 2018

 

 

 

Agendum 1: Approval of Non-consolidated and Consolidated Financial Statements for the Fiscal Year 20171)

 

1) The Company has adopted IFRS as issued by IASB for the annual period beginning on January 1, 2017. In accordance with First-time adoption of IFRS, the Company’s transition date to IFRS is January 1, 2016. The financial information below has been prepared in accordance with Korean International Financial Reporting Standards (“K-IFRS”). Detailed information will be provided at the Annual General Meeting.

 

<Summary of Non-consolidated Financial Statements>

 

 

2016

 

 

2017

 

 

 

 

2016

 

 

2017

 

 

 

(In millions of Korean Won)

 

 

 

 

(In millions of Korean Won)

 

Total Assets

 

 

52,650

 

 

 

111,417

 

 

Revenues

 

 

34,961

 

 

 

119,423

 

Total liabilities

 

 

20,226

 

 

 

66,384

 

 

Operating Income

 

 

5,436

 

 

 

13,676

 

Capital stock

 

 

3,474

 

 

 

3,474

 

 

Income before income tax

 

 

2,994

 

 

 

13,922

 

Total shareholders’ equity

 

 

32,424

 

 

 

45,033

 

 

Net Income(loss)

 

 

(226

)

 

 

12,982

 

 

2) The statement of disposition of retained earnings for the fiscal year 2016 provided below is prepared in accordance with K-IFRS. Such statement is different from the statement of disposition of accumulated deficit for the fiscal year 2016, prepared in accordance with Korean Accounting Standards for Non-Public Entities, which was previously approved at the AGM on March 30, 2017.


 

 

 

2016

 

 

2017

 

 

 

(In millions of Korean Won)

 

Retained earnings before appropriation

 

 

 

 

705

 

 

 

 

 

 

14,424

 

Unappropriated retained earnings carried over from prior year2)

 

 

931

 

 

 

 

 

 

1,442

 

 

 

 

Net Income(loss)

 

 

(226

)

 

 

 

 

 

12,982

 

 

 

 

Disposition of accumulated deficit

 

 

 

 

 

737

 

 

 

 

 

-

 

Transfer from capital surplus

 

737

 

 

 

 

 

-

 

 

 

 

Unappropriated retained earnings carried forwards to subsequent year

 

 

 

 

 

1,442

 

 

 

 

 

 

14,424

 

 

<Summary of Consolidated Financial Statements3)>

 

 

2016

 

 

2017

 

 

 

 

2016

 

 

2017

 

 

 

(In millions of Korean Won)

 

 

 

 

(In millions of Korean Won)

 

Total Assets

 

 

55,743

 

 

 

115,883

 

 

Revenues

 

 

51,397

 

 

 

141,623

 

Total liabilities

 

 

25,096

 

 

 

71,885

 

 

Operating Income

 

 

3,858

 

 

 

14,138

 

Capital stock

 

 

3,474

 

 

 

3,474

 

 

Income before income tax

 

 

3,826

 

 

 

14,458

 

Total shareholders’ equity

 

 

30,647

 

 

 

43,998

 

 

Net Income

 

 

587

 

 

 

13,314

 

 

3) The consolidated subsidiaries as of December 31, 2016 and as of December 31, 2017 are NeoCyon, Inc., Gravity Interactive, Inc., Gravity Games Corporation and Gravity Entertainment Corporation.

 

Agendum 2: Approval of Reappointment of Directors

 

- 7 persons were nominated for reappointment as the terms expire in March 2018:

 

Name

 

Major experience

 

 

 

Hyun Chul Park

 

Gravity Co., Ltd., Chief Executive Officer (2011-present), Corporate Management Office, Officer (2009-2011)

NeoCyon, Inc., Director (2009-present), Chief Operating Officer (2012-present), Chief Strategy Officer (2010-2012)

Gravity Interactive, Inc., Director (2014-present)

Gravity Games Corporation, Director (2010-present)

GungHo Online Entertainment, Inc., General Manager, GV Business Division(Formerly known as International Business Division) (2007-present)

Tokyo College of Technology (currently, Tokyo College of Automotive Technology), Diploma in Automotive Maintenance (1998)

 

 

 

Yoshinori Kitamura

 

Gravity Co., Ltd., Chairman of the Board of Directors (2011-present), Executive Director and Chief Operating Officer (2008-present)

NeoCyon, Inc., Chief Executive Officer (2009-present), Director (2008-2009)

Gravity Games Corporation, Director (2010-present)

Gravity Interactive, Inc., Chief Executive Officer (2008-present)

Gravity Entertainment Corporation, Chief Executive Officer (2008-present)

GungHo Online Entertainment, Inc., Director (2006-present), Executive General Manager of GV Business Division(Formerly known as International Business Division) (2007-present), General Manager of Marketing Division (2003-2007)

Bunkyo University, B.A. in English Language and Literature (1992)


Name

 

Major experience

 

 

 

Kazuki Morishita

 

Gravity Co., Ltd., Executive Director (2008-present)

GungHo Online Entertainment, Inc., President & Chief Executive Officer (2004-present), Chief Operating Officer (2002-2004)

Grasshopper Manufacture, Inc., Director (2013-present)

GungHo Online Entertainment America, Inc., Director (2012-present)

Game Arts Co., Ltd., President (2008-present), Director (2005-2008)

High School affiliated with Chiba University of Commerce (1992)

 

 

 

Kazuya Sakai

 

Gravity Co., Ltd., Executive Director (2009-present)

GungHo Online Entertainment, Inc., Chief Financial Officer (2004-present), Director (2005-present), Investor Relations Officer (2011-2014)

Gungho Online Entertainment Asia Pacific PTE. Ltd., Director(2014-present)

Grasshopper Manufacture, Inc., Director (2013-present)

GungHo Online Entertainment America, Inc., Director (2012-present)

Acquire Corp., Auditor (2011-2015), Director (2015-Present)

GAME ARTS Co.,Ltd., Director(2017-present)

PlayPhone,Inc., Director(2015-present)

GungHo Gamania Co., Ltd., Director(2015-present)

Kyushu Sangyo University, B. Com.(1987)

 

 

 

Jong Gyu Hwang

 

Gravity Co., Ltd., Independent Director (2009-present)

Mungyung Monorail, Director and Chief Operating Officer (2007-present)

Korea Urban Railway Association, Director (2014-present)

Member of the New York State Bar Association (2006-present)

Korea Monorail, Global Director (2017-present)

BauBau Lab. ltd. CEO (2018-present)

Boston University School of Law, LL.M. (2005)

Kennedy School of Government, Harvard University, M.P.A. (2004)

Tokyo University, LL.B. (1994)

 

 

 

Doo Hyun Ryu

 

Gravity Co., Ltd., Independent Director (2011-present)

Logos Law, LLC., Partner (2001-present), Branch Manager of Vietnam Office (2010-present, 2006-2008), Branch Manager of Cambodia Office (2007-2008)

Shanghai International Arbitration Center, Arbitrator (2013-present)

The Korean Commercial Arbitration Board, Arbitrator (2011-present)

The Korean Bar Examination (1986), The Juridical Research and Training Institute (18th, 1989)

Seoul National University, LL.B. (1985)

 

 

 

Jung Yoo

 

Gravity Co., Ltd., Independent Director (2011-present)

Merry Year International, Director (2014-present)

Samhasa GP, Representative Partner (2007- present)

Euidang Foundation, Member of the Board of Trustees (2007-present)

INSEAD, MBA (1995)

Waseda University, M.A. in Commerce (1987)

University of Southern California, B.A. in East Asian Languages and Cultures (1984)

 

Agendum 3: Approval of the Compensation Ceiling for the Directors in 2018

- For 2018, it is proposed to maintain KRW 1.4 billion as the total remuneration limit for Directors.


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.

 

GRAVITY CO., LTD.

 

 

By:

/s/ Heung Gon Kim

Name:

Heung Gon Kim

Title:

Chief Financial Officer

Date: March 9, 2018