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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: 001-31811
Woori Financial Group Inc.
(Translation of registrant’s name into English)
51, Sogong-ro, Jung-gu, Seoul, 04632, Korea
(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 ☐
Results of the Annual General Meeting of Shareholders
of Woori Financial Group Inc. for Fiscal Year 2023
The annual general meeting of shareholders (the “AGM”) of Woori Financial Group Inc. (“Woori Financial Group”) was held on March 22, 2024 and all four agenda items listed below were approved and ratified as originally proposed.
Key Details Relating to the Annual General Meeting of Shareholders
| • | Agenda: |
| 1. | Approval of separate financial statements (including statements of appropriations of retained earnings) and consolidated financial statements for fiscal year 2023 (Jan. 1, 2023 – Dec. 31, 2023) and approval of proposed dividend payment for fiscal year 2023 |
| 2. | Election of directors (5 independent directors) |
| • | 2-1 Candidate for independent director : Chan-Hyoung Chung |
| • | 2-2 Candidate for independent director : In-Sub Yoon |
| • | 2-3 Candidate for independent director : Yo-Hwan Shin |
| • | 2-4 Candidate for independent director : Eun-Ju Lee |
| • | 2-5 Candidate for independent director : Sunyoung Park |
| 3. | Election of audit committee members who are independent directors (2 independent directors) |
| • | 3-1 Candidate for audit committee member who is an independent director : Chan-Hyoung Chung |
| • | 3-2 Candidate for audit committee member who is an independent director : Yo-Hwan Shin |
| 4. | Approval of the maximum limit on directors’ compensation |
| • | Agenda details |
| 1. | Approval of separate financial statements (including statements of appropriations of retained earnings) and consolidated financial statements for fiscal year 2023 (Jan. 1, 2023 – Dec. 31, 2023) and approval of proposed dividend payment for fiscal year 2023 |
(units: in millions of KRW, unless indicated otherwise)
< Consolidated – Independent Auditor’s Opinion : Unqualified>
| Total Assets |
498,004,935 | Revenue* | 42,033,487 | |||||||
| Total Liabilities |
464,607,446 | Operating Income | 3,499,029 | |||||||
| Capital Stock |
3,802,676 | Net Income | 2,626,894 | |||||||
| Total Equity |
33,397,490 | Earnings Per Share (in KRW) |
3,230 |
< Separate – Independent Auditor’s Opinion : Unqualified>
| Total Assets |
25,786,022 | Revenue* | 1,551,197 | |||||||
| Total Liabilities |
1,785,024 | Operating Income | 1,424,670 | |||||||
| Capital Stock |
3,802,676 | Net Income | 1,424,508 | |||||||
| Total Equity |
24,000,998 | Earnings Per Share (in KRW) |
1,754 |
| * | Represents the sum of interest income, fee and commission income, dividend income, gain on financial, assets and other operating income, as there is no corresponding account item in the financial statements under the Korean International Financial Reporting Standards (K-IFRS). Non-operating income (including equity method valuation gains and lease income) has been excluded. |
| • | Cash dividends for fiscal year 2023 |
| (units: in KRW) | ||
| Total dividends per common share |
1,000 (6.7% of the market price of the common stock)* | |
| Year-end dividends per common share |
640 | |
| Quarterly dividend per common share |
360 | |
| Dividend per class share |
— | |
| Total dividend amount |
747,302,121,920 |
| * | The percentage (to the first decimal place) of the dividend per share to the arithmetic mean of the closing prices in the trading market for the one week ending on the day that is two trading days before the closing date of the shareholder register |
| 2. | Election of directors (5 independent directors) |
| Name |
Date of Birth |
Term |
Appointment |
Career Background |
Other Held | |||||||
| Chan-Hyoung Chung | February 1956 | From the end of the AGM for FY2023 to the end of the AGM for FY2024 | Re-appointment | 2019-Current 2018-Current 2015-2018 2015-2015
2007-2014 |
• Independent Director, Woori Financial Group • Independent Director, Woori Bank • CEO, POSCO Capital • Vice Chairman, Korea Investment Management • CEO and President, Korea Investment Management |
• Independent Director, Woori Bank | ||||||
| In-Sub Yoon | January 1956 | From the end of the AGM for FY2023 to the end of the AGM for FY2024 | Re-appointment | 2022-Current 2018-2021
2010-2017 2008-2010 2007-2008 |
• Independent Director, Woori Financial Group • Chairman of the Board of Directors and Chairman, Fubon Hyundai Life Insurance • CEO, Korea Ratings • CEO, Hana HSBC Life Insurance • CEO, Hana Life |
— | ||||||
| Yo-Hwan Shin | December 1962 | From the end of the AGM for FY2023 to the end of the AGM for FY2024 | Re-appointment | 2022-Current 2017-2020 2015-2017
2011-2015 |
• Independent Director, Woori Financial Group • CEO, Shinyoung Securities Co., Ltd. • General Executive Director, Shinyoung Securities Co., Ltd. • Executive Director, Retail Business Headquarter, Shinyoung Securities Co., Ltd. |
— | ||||||
| Eun-Ju Lee |
February 1972 |
Note 2) | New Appointment |
2023-Current
2023-Current
2021-Current
2008-Current
2001-2007
|
• President, International Communication Association • Board Member, Center for Social Value Enhancement Studies • Head, Social Science Research Division on Digital Communications and Mental Health • Professor, Dept. of Communication, Seoul National Univ. • Professor, University of California, Davis |
• Independent Director, SoCar Inc. (Resignation expected to become effective on Mar. 28, 2024) | ||||||
| Sunyoung Park |
March 1982 |
Note 3) | New Appointment |
2021-Current
2023-Current
2020-Current
2018-2020
2011-2018
|
• Member, Financial Development Review Committee, Financial Services Commission • Associate Professor, Economics Department, Dongguk University • Assistant Professor, Economics Department, Dongguk University • Research Fellow, Korea Capital Market Institute • Assistant Professor, Dept. of Industrial and Systems Engineering, KAIST |
• Independent Director, HL Mando Corp. (Resignation expected to become effective on Mar. 26, 2024) | ||||||
Note 1) Only includes positions held as a director, executive officer, or auditor.
Note 2) The term of office of the independent director candidate Eun-Ju Lee will be from the effective date of her resignation as an independent director from SoCar Inc., where she currently serves, to the end of the AGM of Woori Financial Group for FY2025. She plans to resign from her position as an independent director of SoCar Inc. before the AGM of Woori Financial Group, and her appointment as an independent director of Woori Financial Group will be contingent upon the appointment of a new independent director to succeed her at the shareholders’ meeting of SoCar Inc. in 2024. Her term of office as an independent director of Woori Financial Group will commence upon the appointment of such new independent director of SoCar Inc., which shall mark the effectiveness of the resignation of Eun-Ju Lee, the independent director candidate, from the position of an independent director of SoCar Inc.
Note 3) The term of office of the independent director candidate Sunyoung Park will be from the date of her resignation as an independent director from HL Mando Corp., where she currently serves, to the end of the AGM of Woori Financial Group for FY2025. She plans to resign from her position as an independent director of HL Mando Corp. before the AGM of Woori Financial Group, and her appointment as an independent director of Woori Financial Group will be contingent upon the appointment of a new independent director to succeed her at the shareholders’ meeting of HL Mando Corp. in 2024. Her term of office as an independent director of Woori Financial Group will commence upon the appointment of such new independent director of HL Mando Corp., which shall mark the effectiveness of the resignation of Sunyoung Park, the independent director candidate, from the position of an independent director of HL Mando Corp.
3. Election of audit committee members who are independent directors (2 independent directors)
| Name |
Date of Birth |
Term |
Appointment |
Career Background | ||||||
| Chan-Hyoung Chung | February 1956 |
From the end of the AGM for FY2023 to the end of the AGM for FY2024 | Re Appointment |
2019-Current 2018-Current 2015-2018 2015-2015 2007-2014 |
• Independent Director, Woori Financial Group • Independent Director, Woori Bank • CEO, POSCO Capital • Vice Chairman, Korea Investment Management • CEO and President, Korea Investment Management | |||||
| Yo-Hwan Shin | December 1962 |
From the end of the AGM for 2023 to the end of the AGM for FY2024 | Re Appointment |
2022-Current 2017-2020 2015-2017
2011-2015 |
• Independent Director, Woori Financial Group • CEO, Shinyoung Securities Co., Ltd. • General Executive Director, Shinyoung Securities Co., Ltd. • Executive Director, Retail Business Headquarter, Shinyoung Securities Co., Ltd. | |||||
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.
| Woori Financial Group Inc. | ||||||
| (Registrant) | ||||||
| Date: March 22, 2024 | By: /s/ Sung-Wook Lee | |||||
| (Signature) | ||||||
| Name: | Sung-Wook Lee | |||||
| Title: | Deputy President | |||||
