SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form 6-K/A

 

 

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 2022

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  ☐

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):  ☐

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

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):  ☐

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submission to furnish a report or other document that the registration foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

 

 

EXPLANATORY NOTE

This Report of Foreign Private Issuer on Form 6-K/A (this “Amended Report”) is furnished to amend the Report of Foreign Private Issuer on Form 6-K furnished by Woori Financial Group Inc. (“Woori Financial Group”) to the Securities and Exchange Commission on March 7, 2022 under the title “Convocation Notice of the Annual General Meeting of Shareholders” (the “Original Report”) solely to correct the number of directors for fiscal year 2022 appearing in Agendum 6 therein. This Amended Report amends Agendum 6 of the Original Report as follows:

 

		6. Approval of directors’ compensation limit
Prior to amendment				Item		2022
				Number of Directors (Number of Outside Directors)		8(6)
		6. Approval of directors’ compensation limit
As amended				Item		2022
				Number of Directors (Number of Outside Directors)		9(7)

The entirety of the Original Report, as amended by the Amended Report, is set forth below:

51, Sogong-ro,

Jung-gu, Seoul, 04632 Korea

March 7, 2022

To Shareholders:

Convocation Notice of the Annual General Meeting of Shareholders

Notice is hereby given that an Annual General Meeting of Shareholders of Woori Financial Group (the “Company”) will be held as described hereunder and your attendance is cordially requested.

 

				Very truly yours, Tae Seung Son Chief Executive Officer Woori Financial Group 51, Sogong-ro, Jung-gu Seoul 04632, Korea

Description

 

1. Date and Time		March 25, 2022; 10 A.M. (Local time)
2. Venue		Woori Bank Head Office Building, Synergy Hall, 5th floor, 51, Sogong-ro, Jung-gu, Seoul, Korea (subject to change in the case of extraordinary circumstances)
3. Agenda		1. Approval of financial statements for the fiscal year 2021   2. Approval of amendments to the Articles of Incorporation   3. Appointment of directors (4 outside directors, 1 non-standing director)   - 3-1 Candidate for outside director : Soo-Young Song   - 3-2 Candidate for outside director : Sung-Tae Ro   - 3-3 Candidate for outside director : Sang-Yong Park   - 3-4 Candidate for outside director : Dong-Woo Chang   - 3-5 Candidate for non-standing director : Won-Duk Lee   4. Appointment of outside director who will serve as an Audit Committee Member   - Candidate for outside director who will serve as an Audit Committee Member :     Chan-Hyoung Chung

		5. Appointment of Audit Committee Members who are outside directors   - 5-1 Candidate for Audit Committee Member who is an outside director :    Sung-Tae Ro   - 5-2 Candidate for Audit Committee Member who is an outside director :    Dong-Woo Chang   6. Approval of the maximum limit on directors’ compensation

Reference Document for the Exercise of Voting Rights

1. Approval of financial statements for the fiscal year 2021

Please refer to Appendix A.

The consolidated and separate financial statements in Appendix A have not yet been audited and are subject to change. For the audited financial statements, please refer to the Audit Reports to be furnished to the U.S. Securities and Exchange Commission as exhibits to a future Form 6-K.

2. Approval of amendments to the Articles of Incorporation (the “AOI”)

Please refer to Appendix B.

3. Appointment of directors

[ Details of Director Candidates ]

 

Name

Date of Birth

Director Classification

Whether Directors who are member of the Audit Committee are elected separately

Relationship with the Majority Shareholder

Recommended by

3-1

Soo-Young Song

Oct. 2, 1980

Outside Director

No

None

Committee for Recommending Executive Officer Candidates

3-2

Sung-Tae Ro

Sep. 3, 1946

Outside Director

No

None

Committee for Recommending Executive Officer Candidates

3-3

Sang-Yong Park

Feb. 21, 1951

Outside Director

No

None

Committee for Recommending Executive Officer Candidates

3-4

Dong-Woo Chang

Jan. 21,1967

Outside Director

No

None

Committee for Recommending Executive Officer Candidates

3-5

Won-Duk Lee

Jan. 15, 1962

Non-standing Director

No

None

Board of Directors

 

1)	The term of the outside director candidate Soo-Young Song is from the end of the AGM for FY2021 to the end of the AGM for FY2023

2)	The terms of the outside director candidates Sung-Tae Ro, Sang-Yong Park and Dong-Woo Chang are from the end of the AGM for FY2021 to the end of the AGM for FY2022

3)	The term of the non-standing director candidate Won-Duk Lee is from the end of the AGM for FY2021 to Dec. 31, 2023

[ Experience ]

 

		Name		Career Highlights				Transactions with the Company within the past three years
3-1		Soo-Young Song		2021- Current		- Steering Committee member, Steering Committee of ESG Support Project for Corporate Partnership, Korea Commission for Corporate Partnership		768.9 million Won Note1)
				2019-Current		- Advisory attorney, Center for Creative Economy and Innovation, Ministry of Justice
				2010-Current		- Partner, Shin & Kim LLC
				2010		- Completion of the 29th Judicial Research and Training Institute Program
3-2		Sung-Tae Ro		2019-Current		- Outside Director, Woori Financial Group (Chairman of the Board of Directors & the Board ESG Management Committee)		None
				2018-Current		- Chairperson, Samsung Dream Scholarship Foundation
				2017-Current		- Outside Director, Woori Bank (Chairman of the Board Risk Management Committee)
				2012-2014		- Advisor, Hanwha Life Insurance Co., Ltd
				2007-2012		- President, Hanwha Life Economic Research Institute
3-3		Sang-Yong Park		2019-Current		- Outside director, Woori Financial Group (Chairman of the Board Risk Management Committee & the Committee for Internal Control Management)		None
				2018-Current		- Auditor, Educational Foundation of Yonsei University
				2017-Current		- Outside Director, Woori Bank (Chairman of the Board of Directors)
				2016-Current		- Director, Seoul Financial Forum
				2013-2015		- Civilian Chair, Public Fund Oversight Committee
				2009-2012		- Professor and Dean, School of Business & Graduate school of Business, Yonsei University
3-4		Dong-Woo Chang		2019-Current		- Outside Director, Woori Financial Group (Chairman of the Committee for Recommending Executive Officer Candidates)		None
				2017-2018		- Outside Director, Woori Bank (Chairman of the Officer Candidate Recommendation Committee)
				2003-Current		- CEO, IMM Investment Corp.
3-5		Won-Duk Lee		2021-Current		- Senior Deputy President, Woori Financial Group		None
				2020-2021		- Deputy President, Strategy Planning Unit, Woori Financial Group
				2018-2020		- Executive Vice President, Management and Finance Planning Group, Woori Bank
				2017-2018		- Managing Director, Management and Finance Planning Group, Woori Bank
				2017-2017		- Managing Director, Future Strategy Division, Woori Bank
				2014-2017		- Senior General Manager, Future Strategy Department, Woori Bank

Note1) The above transactions do not fall under the grounds for disqualification of outside director under the Act on Corporate Governance of Financial Companies

 

		Name		Delinquent tax payments		Executive officer of any insolvent company		Grounds for potential disqualification by law
3-1		Soo-Young Song		None		None		None
3-2		Sung-Tae Ro		None		None		None
3-3		Sang-Yong Park		None		None		None
3-4		Dong-Woo Chang		None		None		None
3-5		Won-Duk Lee		None		None		None

[ Execution Plan of Candidates (for appointment of outside directors only) ]

• Candidate: Soo-Young Song

1) Expertise

- As a lawyer, this candidate will contribute to the development of Woori Financial Group as a legal expert who actively provides advice about laws on ESG and financial institutions, including the Financial Investment Service and Capital Markets Act.

2) Independence

- This candidate will perform her duties fairly and independently for the benefit of all shareholders and financial consumers.

3) Job performance

- In order to achieve the vision of Woori Financial Group, this candidate will faithfully make proposals for the advancement of the Company and carry out internal control supervision activities based on her independence and expertise.

• Candidate: Sung-Tae Ro

1) Expertise

- With a Ph.D.in economics, this candidate is an expert in the field of economics who served as the president of the Korea Economic Research Institute, and will contribute to the development of Woori Financial Group based on such expertise.

2) Independence

- This candidate will perform his duties fairly and independently for the benefit of all shareholders and financial consumers.

3) Job performance

- In order to achieve the vision of Woori Financial Group, this candidate will faithfully make proposals for the advancement of the Company and carry out internal control supervision activities based on his independence and expertise.

• Candidate: Sang-Yong Park

1) Expertise

- With a Ph.D. in business administration, this candidate is an expert in the field of business management who has worked as a professor in the Department of Business Administration at Yonsei University for more than 30 years. He is also an expert in the field of governance, having served as a civilian chair of the Public Fund Oversight Committee. He will contribute to the development of Woori Financial Group based on such experience.

2) Independence

- This candidate will perform his duties fairly and independently for the benefit of all shareholders and financial consumers.

3) Job performance

- In order to achieve the vision of Woori Financial Group, this candidate will faithfully make proposals for the advancement of the Company and carry out internal control supervision activities based on his independence and expertise.

• Candidate: Dong-Woo Chang

1) Expertise

- This candidate is a certified public accountant and is an expert in the field of accounting. As the CEO of IMM Investment Corp., he has successfully led a number of corporate investments, and he will contribute to the development of Woori Financial Group based on such experience.

2) Independence

- This candidate will perform his duties fairly and independently for the benefit of all shareholders and financial consumers.

3) Job performance

- In order to achieve the vision of Woori Financial Group, this candidate will faithfully make proposals for the advancement of the Company and carry out internal control supervision activities based on his independence and expertise.

[ Reasons for recommendation by the Board of Directors (the “Board”) ]

• Candidate: Soo-Young Song

- This candidate graduated from Seoul National University with degrees in business administration and law and has worked as an associate at Samsung Securities. She is currently a partner at Shin & Kim LLC as a legal and ESG expert, particularly in the fields of finance and ESG. She has extensive experience in ESG strategy and ESG investment for domestic and foreign companies such as participating as a committee member of the Steering Committee of the ESG Support Project for Corporate Partnership in the Korea Commission for Corporate Partnership. She is recommended as an outside director to strengthen the Board’s collective professionalism in the fields of law and ESG. As a female candidate to the Board, she is also expected to enhance its gender diversity. She is also expected to greatly contribute to the development of the Company as a young candidate who can carefully examine and empathize with the Group’s ESG management advancement, digital transformation and MZ target marketing.

• Candidate: Sung-Tae Ro

- This candidate holds a Ph.D. in economics and is an expert in the field of economics who served as the president of the Korea Economic Research Institute. He is expected to contribute to the development of Woori Financial Group based on his abundant work experience, knowledge and insight. He is recommended for re-appointment as an outside director, as he played a central role in leading the Board and promoting unity as the chairman of the Board for the past three years.

• Candidate: Sang-Yong Park

- This candidate holds a Ph.D. in business administration and is an expert in the field of business management. He has worked as a professor in the Department of Business Administration at Yonsei University for more than 30 years, and has served as an outside director at numerous institutions. He is recommended for re-appointment as an outside director, as he played a major role in advancing Woori Financial Group’s governance structure and improving the operation of the Board during his tenure as outside director, and is expected to contribute to enhancing corporate value in the future as an expert on governance, having served as the civilian chair of the Public Fund Oversight Committee.

• Candidate: Dong-Woo Chang

- This candidate, as a certified public accountant, is an expert in the field of accounting with many years of experience working at an accounting firm and has successfully led a number of corporate investments with excellent analysis and insight while serving as the CEO of IMM Investment Corp. He is recommended for re-appointment as an outside director, as he made great contributions to enhancing the expertise of the Board by expressing his professional opinions on entering into new business areas and conducting M&A, based on his deep insight and his experiences.

• Candidate: Won-Duk Lee

- This candidate is currently in charge of the overall corporate business including strategy and finance as the Senior Deputy President. The candidate previously served as the General Manager of the Treasury Department and the Senior General Manager of the Future Strategy Department, and served as the Executive Vice President of Woori Bank’s Management and Finance Planning Group(CFO) from December 2018 to February 2020. He has served as a standing director of Woori Financial Group since March 2020 and has contributed to the Board’s development by acting as a bridge between the management and the Board to facilitate their communications and enhance the Board’s ability to make decisions. He has been internally appointed as the President and CEO of Woori Bank in Feb. 2022 and is recommended as a non-standing director as he is expected to contribute to enhancing corporate value.

4. Appointment of outside director who will serve as Audit Committee Member

[ Details of Director Candidates ]

 

Name

Date of Birth

Director Classification

Whether Directors who are member of the Audit Committee are elected separately

Relationship with the Majority Shareholder

Recommended by

4-1

Chan-Hyoung Chung

Feb. 15, 1956

Outside Director

Elected separately

None

Committee for Recommending Executive Officer Candidates

 

1)	The term of the outside director candidate Chan-Hyoung Chung is from the end of the AGM for FY2021 to the end of the AGM for FY2022

[ Experience ]

 

		Name		Career Highlights				Transactions with the Company within the past three years
4-1		Chan-Hyoung Chung		2019-Current		- Outside Director, Woori Financial Group (Chairman of the Audit Committee & the Compensation Committee)		None
				2018- Current		- Outside Director, Woori Bank (Chairman of the Audit Committee)
				2018-2019		- Advisor, POSCO Capital
				2015-2018		- CEO, POSCO Capital
				2015-2015		- Vice Chairman, Korea Investment Management
				2007-2014		- CEO and President, Korea Investment Management

 

		Name		Delinquent tax payments		Executive officer of any insolvent company		Grounds for potential disqualification by law
4-1		Chan-Hyoung Chung		None		None		None

[ Execution Plan of Candidates (for appointment of outside directors only) ]

• Candidate: Chan-Hyoung Chung

1) Expertise

- This candidate has an excellent understanding and deep knowledge of the financial industry based on his long experience as a corporate manager, and will contribute to the development of Woori Financial Group based on such expertise.

2) Independence

- This candidate will perform his duties fairly and independently for the benefit of all shareholders and financial consumers.

3) Job performance

- In order to achieve the vision of Woori Financial Group, this candidate will faithfully make proposals for the advancement of the Company and carry out internal control supervision activities based on his independence and expertise.

[ Reasons for recommendation by the Board ]

• Candidate: Chan-Hyoung Chung

- This candidate has a deep knowledge and an excellent understanding of overall financial sector based on his deep insights and long experience as a corporate manager and has contributed significantly to the Company’s development by presenting balanced opinion and drawing reasonable conclusion related to current financial and management issues. Recommended for re-appointment as an outside director, as he is expected to play a central role in enhancing the corporate value in the future.

• The appointment of the outside director above is a separate agenda item from the appointment of other directors in accordance with Article 19, Clause 5 of Act on Corporate Governance of Financial Companies.

5. Appointment of Audit Committee Members who are outside directors

[ Details of Director Candidates ]

 

Name

Date of Birth

Director Classification

Whether Directors who are member of the Audit Committee are elected separately

Relationship with the Majority Shareholder

Recommended by

5-1

Sung-Tae Ro

Sep. 3,1946

Outside Director

No

None

Committee for Recommending Executive Officer Candidates

5-2

Dong-Woo Chang

Jan. 21,1967

Outside Director

No

None

Committee for Recommending Executive Officer Candidates

 

1)	The terms of the Audit Committee member candidates Sung-Tae Ro and Dong-Woo Chang are from the end of the AGM for FY2021 to the end of the AGM for FY2022

[ Experience ]

 

		Name		Career Highlights				Transactions with the Company within the past three years
5-1		Sung-Tae Ro		2019-Current		- Outside Director, Woori Financial Group (Chairman of the Board of Directors & the Board ESG Management Committee)		None
				2018-Current		- Chairperson, Samsung Dream Scholarship Foundation
				2017-Current		- Outside Director, Woori Bank (Chairman of the Board Risk Management Committee)
				2012-2014		- Advisor, Hanwha Life Insurance Co., Ltd
				2007-2012		- President, Hanwha Life Economic Research Institute
5-2		Dong-Woo Chang		2019-Current		- Outside Director, Woori Financial Group (Chairman of the Committee for Recommending Executive Officer Candidates)		None
				2017-2018		- Outside Director, Woori Bank (Chairman of the Officer Candidate Recommendation Committee)
				2003-Current		- CEO, IMM Investment Corp.

 

		Name		Delinquent tax payments		Executive officer of any insolvent company		Grounds for potential disqualification by law
5-1		Sung-Tae Ro		None		None		None
5-2		Dong-Woo Chang		None		None		None

[ Execution Plan of Candidates (for appointment of outside directors only) ]

• Candidate: Sung-Tae Ro

1) Expertise

- With a Ph.D.in economics, this candidate is an expert in the field of economics who served as the president of the Korea Economic Research Institute and will contribute to the development of Woori Financial Group based on such expertise.

2) Independence

- This candidate will perform his duties fairly and independently for the benefit of all shareholders and financial consumers.

3) Job performance

- In order to achieve the vision of Woori Financial Group, this candidate will faithfully make proposals for the advancement of the Company and carry out internal control supervision activities based on his independence and expertise.

• Candidate: Dong-Woo Chang

1) Expertise

- This candidate is a certified public accountant and is an expert in the field of accounting. As the CEO of IMM Investment Corp., he has successfully led a number of corporate investments and he will contribute to the development of Woori Financial Group base on his experience.

2) Independence

- This candidate will perform his duties fairly and independently for the benefit of all shareholders and financial consumers.

3) Job performance

- In order to achieve the vision of Woori Financial Group, this candidate will faithfully make proposals for the advancement of the Company and carry out internal control supervision activities based on his independence and expertise.

[ Reasons for recommendation by the Board ]

• Candidate: Sung-Tae Ro

-This candidate holds a Ph.D. in economics and is an expert in the field of economics who served as the president of the Korea Economic Research Institute. He is expected to contribute to the development of Woori Financial Group based on his abundant work experience, knowledge and insight. He is recommended for re-appointment as an outside director, as he played a central role in leading the Board and promoting unity as the chairman of the Board for the past three years.

• Candidate: Dong-Woo Chang

- This candidate, as a certified public accountant, is an expert in the field of accounting with many years of experience working at an accounting firm and has successfully led a number of corporate investments with excellent analysis and insight while serving as the CEO of IMM Investment Corp. He is recommended for re-appointment as an outside director, as he made great contributions to enhancing the expertise of the Board by expressing his professional opinions on entering into new business areas and conducting M&A, based on his deep insight and his experiences.

6. Approval of directors’ compensation limit

 

Item		2022		2021
Number of Directors (Number of Outside Directors)		9 (7)		9 (6)
Compensation Limit		3.2 billion Won   *  In 2022, we will also operate a performance-linked stock-based compensation system separate from the compensation limit, and the amount of such payment will be finalized and paid in 2026 according to the achievement rates of certain long-term performance evaluation indicators (e.g., relative shareholder returns, ROE, net profit, NPL ratio) relative to their respective target goals, for the next 4 years.		3.2 billion Won   *  In 2021, we also operated a performance-linked stock-based compensation system separate from the amounts above, and the amount of such payment will be finalized and paid in 2025 according to the achievement rates of certain long-term performance evaluation indicators (e.g., relative shareholder returns, ROE, net profit, NPL ratio) relative to their respective target goals, for the next 4 years.
Total Compensation		N/A		1.9 billion Won

Note1) Allocation within the total compensation limit delegated to the Board (Board Compensation Committee).

Note2) Performance-linked stock-based compensation excluded from the compensation limit.

Appendix A. Financial Statements for FY2021

For further information, please refer to the Audit Reports to be furnished to the U.S. Securities and Exchange Commission as an exhibit to the Form 6-K. The Audit Reports will be available on the U.S. Securities and Exchange Commission website at www.sec.gov.

WOORI FINANCIAL GROUP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

AS OF DECEMBER 31, 2021 AND 2020

 

		December 31, 2021				December 31, 2020
		(Korean Won in millions)
ASSETS
Cash and cash equivalents			7,565,818				9,990,983
Financial assets at fair value through profit or loss (“FVTPL”)			13,497,234				14,762,941
Financial assets at fair value through other comprehensive income (“FVTOCI”)			39,119,789				30,028,929
Securities at amortized cost			17,086,274				17,020,839
Loans and other financial assets at amortized cost			361,932,872				320,106,078
Investments in joint ventures and associates			1,335,167				993,291
Investment properties			389,495				387,464
Premises and equipment			3,174,720				3,287,198
Intangible assets			785,386				792,077
Assets held for sale			26,327				60,002
Net defined benefit asset			21,346				5,658
Current tax assets			22,598				75,655
Deferred tax assets			31,131				46,088
Derivative assets (Designated for hedging)			106,764				174,820
Other assets			2,088,950				1,348,994
Total assets			447,183,871				399,081,017
LIABILITIES
Financial liabilities at fair value through profit or loss (“FVTPL”)			4,873,458				6,813,822
Deposits due to customers			317,899,871				291,477,279
Borrowings			24,755,459				20,745,466
Debentures			44,653,864				37,479,358
Provisions			576,134				501,643
Net defined benefit liability			47,986				52,237
Current tax liabilities			584,491				370,718
Deferred tax liabilities			186,946				160,250
Derivative liabilities (Designated for hedging)			27,584				64,769
Other financial liabilities			24,171,030				14,215,817
Other liabilities			556,853				473,813
Total liabilities			418,333,676				372,355,172

(Continued)

WOORI FINANCIAL GROUP INC.AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

AS OF DECEMBER 31, 2021 AND 2020 (CONTINUED)

 

		December 31, 2021				December 31, 2020
		(Korean Won in millions)
EQUITY
Owners’ equity
Capital stock			3,640,303				3,611,338
Hybrid securities			2,294,381				1,895,366
Capital surplus			682,385				626,111
Other equity			(2,167,614	)			(2,347,472	)
Retained earnings			21,392,564				19,268,265
			25,842,019				23,053,608
Non-controlling interests			3,008,176				3,672,237
Total equity			28,850,195				26,725,845
Total liabilities and equity			447,183,871				399,081,017

WOORI FINANCIAL GROUP INC.AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

 

		2021				2020
		(Korean Won in millions)
Interest income			9,894,749				9,523,853
Financial assets at FVTPL			45,803				48,612
Financial assets at FVTOCI			381,814				437,527
Financial assets at amortized cost			9,467,132				9,037,714
Interest expense			(2,909,028	)			(3,525,341	)
Net interest income			6,985,721				5,998,512
Fees and commissions income			2,171,705				1,694,016
Fees and commissions expense			(700,930	)			(679,977	)
Net fees and commissions income			1,470,775				1,014,039
Dividend income			309,211				138,543
Net gain on financial instruments at FVTPL			325,751				421,709
Net gain on financial assets at FVTOCI			32,624				24,138
Net gain arising on financial assets at amortized cost			107,317				44,443
Impairment losses due to credit loss			(536,838	)			(784,371	)
General and administrative expense			(4,147,411	)			(3,956,181	)
Other net operating expense			(887,401	)			(820,438	)
Operating income			3,659,749				2,080,394
Share of gain of joint ventures and associates			62,196				101,077
Other non-operating expense			27,296				(180,220	)
Non-operating expense			89,492				(79,143	)
Net income before income tax expense			3,749,241				2,001,251
Income tax expense			(941,870	)			(486,002	)
Net income			2,807,371				1,515,249
Net gain(loss) on valuation of equity securities at FVTOCI			34,069				47,246
Changes in capital due to equity method			(2,607	)			(2,065	)
Remeasurement gain(loss) related to defined benefit plan			65,067				9,783
Items that will not be reclassified to profit or loss:			96,529				54,964
Net gain on valuation of debt securities at FVTOCI			(184,396	)			12,114
Changes in capital due to equity method			4,133				(233	)
Net gain(loss) on foreign currency translation of foreign operations			246,808				(153,472	)
Net gain(loss) on valuation of cash flow hedge			7,107				4,420
Items that may be reclassified to profit or loss:			73,652				(137,171	)
Other comprehensive income (loss), net of tax			170,181				(82,207	)
Total comprehensive income			2,977,552				1,433,042

(Continued)

WOORI FINANCIAL GROUP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (CONTINUED)

 

		2021				2020
		(Korean Won in millions)
Net income attributable to:			2,807,371				1,515,249
Net income attributable to owners			2,587,936				1,307,266
Net income attributable to non-controlling interests			219,435				207,983
Total comprehensive income attributable to:			2,977,552				1,433,042
Comprehensive income attributable to owners			2,745,764				1,233,097
Comprehensive income attributable to non-controlling interests			231,788				199,945
Earnings per share
Basic and diluted earnings per share (Unit: In Korean Won)			3,481				1,742

WOORI FINANCIAL GROUP INC.AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

 

		Capital Stock				Hybrid securities				Capital surplus				Other equity				Retained earnings				Owners’ equity in total				Non- controlling interests				Total equity
		(Korean Won in millions)
January 1, 2020			3,611,338				997,544				626,295				(2,249,322	)			18,524,515				21,510,370				3,981,962				25,492,332
Total comprehensive income
Net income			—				—				—				—				1,307,266				1,307,266				207,983				1,515,249
Net gain(loss) on valuation of financial instruments at FVTOCI			—				—				—				59,417				—				59,417				(57	)			59,360
Net gain(loss) due to disposal of equity securities at FVTOCI			—				—				—				2,664				(2,664	)			—				—				—
Changes in capital due to equity method			—				—				—				(2,298	)			—				(2,298	)			—				(2,298	)
Gain on foreign currency translation of foreign operations			—				—				—				(145,376	)			—				(145,376	)			(8,096	)			(153,472	)
Gain on valuation of cash flow hedge			—				—				—				4,306				—				4,306				114				4,420
Remeasurement gain related to defined benefit plan			—				—				—				9,782				—				9,782				1				9,783
Transactions with owners
Dividends to common stocks			—				—				—				—				(505,587	)			(505,587	)			(2,071	)			(507,658	)
Issuance of hybrid securities			—				897,822				—				—				—				897,822				—				897,822
Dividends to hybrid securities			—				—				—				—				(48,915	)			(48,915	)			(162,362	)			(211,277	)
Redemption of hybrid securities			—				—				—				(31,252	)			—				(31,252	)			(555,744	)			(586,996	)
Changes in subsidiaries’ capital			—				—				(184	)			4,607				(6,350	)			(1,927	)			45,684				43,757
Changes in non-controlling interests related to business combination			—				—				—				—				—				—				164,823				164,823
December 31, 2020			3,611,338				1,895,366				626,111				(2,347,472	)			19,268,265				23,053,608				3,672,237				26,725,845
January 1, 2021			3,611,338				1,895,366				626,111				(2,347,472	)			19,268,265				23,053,608				3,672,237				26,725,845
Total comprehensive income
Net income			—				—				—				—				2,587,936				2,587,936				219,435				2,807,371
Net gain(loss) on valuation of financial instruments at FVTOCI			—				—				—				(150,470	)			—				(150,470	)			143				(150,327	)
Net gain(loss) due to disposal of equity securities at FVTOCI			—				—				—				(2,220	)			2,220				—				—				—
Changes in capital due to equity method			—				—				—				2,472				(946	)			1,526				—				1,526
Gain on foreign currency translation of foreign operations			—				—				—				234,583				—				234,583				12,225				246,808
Gain on valuation of cash flow hedge			—				—				—				6,938				—				6,938				169				7,107
Capital related to non-current assets held for sale			—				—				—				(947	)			947				—				—				—
Remeasurement gain related to defined benefit plan			—				—				—				65,251				—				65,251				(184	)			65,067
Transactions with owners
Comprehensive stock exchange			28,965				—				35,197				—				—				64,162				—				64,162
Dividends to common stocks			—				—				—				—				(368,357	)			(368,357	)			(9,391	)			(377,748	)
Acquisition of treasury stocks			—				—				—				(3,819	)			—				(3,819	)			—				(3,819	)
Issuance of hybrid securities			—				399,015				—				—				—				399,015				—				399,015
Dividends to hybrid securities			—				—				—				—				(66,250	)			(66,250	)			(144,923	)			(211,173	)
Redemption of hybrid securities			—				—				—				(27,365	)			—				(27,365	)			(549,904	)			(577,269	)
Changes in subsidiaries’ capital			—				—				9,382				32,445				(31,251	)			10,576				(11,296	)			(720	)
Others			—				—				11,695				22,990				—				34,685				(180,335	)			(145,650	)
December 31, 2021			3,640,303				2,294,381				682,385				(2,167,614	)			21,392,564				25,842,019				3,008,176				28,850,195

WOORI FINANCIAL GROUP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

 

		2021				2020
		(Korean Won in millions)
Cash flows from operating activities:
Net income			2,807,371				1,515,249
Adjustments to net income:
Income tax expense			941,870				486,002
Interest income			(9,894,749	)			(9,523,853	)
Interest expense			2,909,028				3,525,341
Dividend income			(309,211	)			(138,543	)
			(6,353,062	)			(5,651,053	)
Additions of expenses not involving cash outflows:
Loss on valuation of financial instruments at FVTPL			16,869				44,863
Loss on financial assets at FVTOCI			15,812				787
Impairment loss due to credit loss			536,838				784,371
Loss on other provisions			85,690				232,680
Retirement benefit			177,303				174,628
Depreciation and amortization			791,896				535,548
Net gain on foreign currency translation			109,668				191,504
Loss on derivatives (designated for hedge)			93,084				82,746
Loss on fair value hedge			1,947				68,508
Loss on valuation of investments in joint ventures and associates			19,816				24,525
Loss on disposal of investments in joint ventures and associates			174				—
Loss on disposal of premises and equipment, intangible assets and other assets			3,354				2,717
Impairment loss on premises and equipment, intangible assets and other assets			656				8,763
			1,853,107				2,151,640
Deductions of income not involving cash inflows:
Gain on financial assets at FVTOCI			48,436				24,925
Gain on other provisions			1,591				2,450
Gain on derivatives (designated for hedge)			61,271				67,395
Gain on fair value hedge			106,253				9,646
Gain on valuation of investments in joint ventures and associates			82,012				125,602
Gain on disposal of investments in joint ventures and associates			70,834				3,470
Gain on disposal of premises and equipment, intangible assets and other assets			51,083				9,715
Reversal of impairment loss on premises and equipment, intangible assets and other assets			166				172
Profit from bargain purchase			—				67,427
Other income			35,717				20,600
			457,363				331,402
Changes in operating assets and liabilities:
Financial instruments at FVTPL			42,498				(875,076	)
Loans and other financial assets at amortized cost			(38,020,109	)			(22,763,192	)
Other assets			(983,680	)			(89,918	)
Deposits due to customers			23,830,469				27,378,173
Provisions			(12,278	)			(184,112	)
Net defined benefit liability			(109,778	)			(214,741	)
Other financial liabilities			9,456,310				(2,694,701	)
Other liabilities			67,802				(8,150	)
			(5,728,766	)			548,283
Interest income received			9,351,055				9,558,119
Interest expense paid			(3,016,841	)			(4,008,001	)
Dividends received			309,071				138,562
Income tax paid			(565,539	)			(315,422	)
			6,077,746				5,373,258
Net cash inflow from operating activities			(1,800,967	)			3,605,975

(Continued)

WOORI FINANCIAL GROUP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (CONTINUED)

 

		2021				2020
		(Korean Won in millions)
Cash flows from investing activities:
Cash in-flows from investing activities:
Disposal of financial instruments at FVTPL			10,361,751				6,605,483
Disposal of financial assets at FVTOCI			21,645,907				20,527,695
Redemption of securities at amortized cost			6,425,062				5,661,472
Disposal of investments in joint ventures and associates			195,758				410,940
Disposal of investment properties			—				353
Disposal of premises and equipment			2,890				22,828
Disposal of intangible assets			846				634
Disposal of assets held for sale			93,756				—
Net increase of other assets			66,305				26,642
			38,792,275				33,256,047
Cash out-flows from investing activities:
Net cash in-flows of business combination			—				313,058
Net cash in-flows from obtaining control			1,638				—
Acquisition of financial instruments at FVTPL			11,840,524				8,082,824
Acquisition of financial assets at FVTOCI			30,522,971				23,044,741
Acquisition of securities at amortized cost			6,435,692				2,380,448
Acquisition of investments in joint ventures and associates			400,172				550,619
Acquisition of investment properties			—				76,588
Acquisition of premises and equipment			119,255				149,341
Acquisition of intangible assets			138,882				114,854
			49,459,134				34,712,473
Net cash outflow from investing activities			(10,666,859	)			(1,456,426	)
Cash flows from financing activities:
Cash in-flows from financing activities:
Net cash in-flows from hedging activities			6,987				—
Net increase in borrowings			3,199,712				2,033,851
Issuance of debentures			32,674,966				23,082,798
Net increase of other liabilities			3,488				3,971
Issuance of hybrid securities			399,016				897,822
Paid-in capital increase on non-controlling interests			1,623				45,749
Net increase (decrease) in non-controlling equity liabilities			10,685				—
			36,296,477				26,064,191
Cash out-flows from financing activities:
Net cash out-flows from hedging activities			—				5,409
Redemption of debentures			25,781,305				22,168,962
Redemption of lease liabilities			177,593				204,794
New stock issue cost			140				—
Acquisition of treasury stocks			3,757				—
Dividends paid			368,357				505,587
Redemption of hybrid stocks			587,650				598,850
Dividends paid to hybrid securities			211,173				211,277
Dividends paid to non-controlling interest			9,391				2,071
Changes in non-controlling interests			81,410				—
			27,220,776				23,696,950
Net cash inflow from financing activities			9,075,701				2,367,241
Net increase (decrease) in cash and cash equivalents			(3,392,125	)			4,516,790
Cash and cash equivalents, beginning of the period			9,990,983				6,392,566
Effects of exchange rate changes on cash and cash equivalents			966,960				(918,373	)
Cash and cash equivalents, end of the period			7,565,818				9,990,983

WOORI FINANCIAL GROUP INC.

SEPARATE STATEMENTS OF FINANCIAL POSITION

AS OF DECEMBER 31, 2021 AND 2020

 

		December 31, 2021				December 31, 2020
		(Korean Won in millions)
ASSETS
Cash and cash equivalents			578,725				69,176
Financial assets at fair value through profit or loss (“FVTPL”)			—				7,247
Financial assets at fair value through other comprehensive income (“FVTOCI”)			146,294				149,614
Loans and other financial assets at amortized cost			633,110				619,117
Investments in subsidiaries			22,144,915				21,562,229
Premises and equipment			7,790				12,538
Intangible assets			5,171				5,282
Net defined benefit asset			1,516				3,509
Current tax assets			856				307
Deferred tax assets			6,454				964
Other assets			151				—
Total assets			23,524,982				22,429,983
LIABILITIES
Financial liabilities at fair value through profit or loss (“FVTPL”)			329				—
Debentures			1,367,429				1,147,503
Provisions			394				782
Current tax liabilities			468,305				215,071
Other financial liabilities			22,988				22,085
Other liabilities			548				570
Total liabilities			1,859,993				1,386,011
EQUITY
Capital stock			3,640,303				3,611,338
Hybrid securities			2,294,288				1,895,322
Capital surplus			10,909,281				14,874,084
Other equity			(3,874	)			(1,518	)
Retained earnings			4,824,991				664,746
Total equity			21,664,989				21,043,972
Total liabilities and equity			23,524,982				22,429,983

WOORI FINANCIAL GROUP INC.

SEPARATE STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

 

		2021				2020
		(Korean Won in millions)
Interest income			4,236				10,082
Interest expense			(26,481	)			(23,035	)
Net interest income			(22,245	)			(12,953	)
Fees and commissions income			1,306				805
Fees and commissions expense			(13,891	)			(16,199	)
Net fees and commissions loss			(12,585	)			(15,394	)
Dividend income			692,605				680,375
Net gain(loss) on financial instruments at FVTPL			(7,576	)			(920	)
Reversal(Provision) of impairment losses due to credit loss			76				116
General and administrative expenses			(59,725	)			(56,472	)
Operating income			590,550				594,752
Non-operating expense			(305	)			(215	)
Net income before income tax expense			590,245				594,537
Income tax income(expense)			4,607				781
Net income			594,852				595,318
Net loss on valuation of equity securities at FVTOCI			(2,408	)			(280	)
Remeasurement gain(loss) related to defined benefit plan			78				(607	)
Items that will not be reclassified to profit or loss:			(2,330	)			(887	)
Other comprehensive loss, net of tax			(2,330	)			(887	)
Total comprehensive income			592,522				594,431
Earnings per share
Basic and diluted earnings per share (Unit: In Korean Won)			730				757

WOORI FINANCIAL GROUP INC.

SEPARATE STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

 

		Capital stock				Capital surplus				Hybrid securities				Other equity				Retained earnings				Total equity
		(Korean Won in millions)
January 1, 2020			3,611,338				14,874,084				997,544				(631	)			623,930				20,106,265
Total comprehensive income
Net income			—				—				—				—				595,318				595,318
Net loss on valuation of equity securities at FVTOCI			—				—				—				(280	)			—				(280	)
Remeasurement loss related to defined benefit plan			—				—				—				(607	)			—				(607	)
Transactions with owners
Dividends to common stocks			—				—				—				—				(505,587	)			(505,587	)
Issuance of hybrid securities			—				—				897,778				—				—				897,778
Dividends to hybrid securities			—				—				—				—				(48,915	)			(48,915	)
December 31, 2020			3,611,338				14,874,084				1,895,322				(1,518	)			664,746				21,043,972
January 1, 2021			3,611,338				14,874,084				1,895,322				(1,518	)			664,746				21,043,972
Total comprehensive income
Net income			—				—				—								594,852				594,852
Net loss on valuation of equity securities at FVTOCI			—				—				—				(2,408	)			—				(2,408	)
Remeasurement gain(loss) related to defined benefit plan			—				—				—				78				—				78
Transactions with owners
Comprehensive stock exchange			28,965				35,197				—				—				—				64,162
Acquisition of treasury stock			—				—				—				(26	)			—				(26	)
Dividends to common stocks			—				—				—				—				(368,357	)			(368,357	)
Issuance of hybrid securities			—				—				398,966				—				—				398,966
Dividends to hybrid securities			—				—				—				—				(66,250	)			(66,250	)
Transfer of capital surplus to retained earnings			—				(4,000,000	)			—				—				4,000,000				—
December 31, 2021			3,640,303				10,909,281				2,294,288				(3,874	)			4,824,991				21,664,989