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6-K

Woori Financial Group Inc. (WF)

6-K 2024-03-14 For: 2024-03-14
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Added on April 10, 2026
Table of Contents

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OFFOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR15d-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 ofprincipal 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 ☐

Table of Contents

Index

1. Summary of 2023 Business Report
- For the Audit Reports of Woori Financial Group for Fiscal Year 2023, please refer to the exhibits to theForm 6-K furnished to the U.S. Securities and Exchange Commission on March 6, 2024.
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Summary of 2023 Business Report

Table of Contents

I. INTRODUCTION OF THE COMPANY 5
1. Overview of the Company 5
2. Capital Structure (Changes in Capital) 11
3. Total Number of Authorized Shares 12
II. BUSINESS OVERVIEW 13
1. Results of Operations 13
2. Funding Sources and Uses of Funds 13
3. Other Information Necessary for Making Investment Decisions 14
III. FINANCIAL INFORMATION 19
1. Condensed Financial Statements (Consolidated) 19
2. Condensed Financial Statements (Separate) 21
3. Dividend Information 23
IV. INDEPENDENT AUDITOR’S OPINION 25
1. Independent Auditor’s Opinion 25
2. Compensation to the Independent Auditor 25
V. CORPORATE GOVERNANCE 27
1. About the Board of Directors 27
2. Shareholder’s Meeting 29
VI. SHAREHOLDER INFORMATION 32
1. Share Distribution 32
2. Stock Price and Stock Market Performance 33
VII. DIRECTORS AND EMPLOYEE INFORMATION 35
1. Directors and Executives 35
2. Employee Status 36
3. Directors’ Compensation 36

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Except where indicated otherwise, financial information contained in this document (including the attached financial statements) has been prepared in accordance with the Korean equivalent of International Financial Reporting Standards (“Korean IFRS”), which differ in certain important respects from generally accepted accounting principles in the United States.

All references to “Woori Financial Group,” “we,” “us” or the “Company” are to Woori Financial Group Inc. and, unless the context requires otherwise, its subsidiaries. In addition, all references to “Won” or “KRW” in this document are to the currency of the Republic of Korea.

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I. Introduction of the Company
1. Overview of the Company
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a. History
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January 11, 2019 Establishment of the Company pursuant to a comprehensive stock transfer, by which Woori Bank, Woori FIS, Woori Finance Research Institute, Woori Credit Information, Woori Fund Services and Woori Private Equity Asset Management<br>became wholly-owned subsidiaries of the Company.
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February 13, 2019 Listed on the Korea Exchange (KRX).
April 5, 2019 Entered into share purchase agreements to acquire Tongyang Asset Management Corp. and ABL Global Asset Management Co., Ltd.
June 21, 2019 Entered into a purchase agreement with Woori Bank to acquire the common shares of Woori Investment Bank Co., Ltd. (“Woori Investment Bank”) and integrate Woori Investment Bank as a first-tier subsidiary of the Company<br>(Buyer: Woori Financial Group, Seller: Woori Bank)
July 3, 2019 Entered into a stock exchange agreement between the Company and Woori Card Co., Ltd (“Woori Card”) to integrate Woori Card as a first-tier subsidiary of the Company
July 25, 2019 Entered into a share purchase agreement to acquire Kukje Asset Trust, Ltd.
August 1, 2019 Integrated Woori Asset Management Corp. (formerly known as Tongyang Asset Management Co., Ltd.) as a first-tier subsidiary of the Company.
September 10, 2019 Integrated Woori Card and Woori Investment Bank as first-tier subsidiaries of the Company.
September 26, 2019 Disposed 4% of common shares of the Company held by Woori Bank to a Taiwanese company, Fubon Life Insurance Co., Ltd.
December 6, 2019 Integrated Woori Global Asset Management Corp. as a first-tier subsidiary of the Company
December 30, 2019 Integrated Woori Asset Trust Ltd. as a first-tier subsidiary of the Company
March 25, 2020 Held the first annual general meeting of shareholders of Woori Financial Group; reappointed the Chief Executive Officer

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October 26, 2020 Entered into a share purchase agreement to acquire Aju Capital Co., Ltd.
December 10, 2020 Integrated Woori Financial Capital Co., Ltd., (formerly known as Aju Capital Co., Ltd.) as a first-tier subsidiary of the Company<br><br><br><br> <br>Integrated Woori Savings Bank (formerly known as Aju Savings Bank) as a second-tier<br>subsidiary of the Company
January 15, 2021 Joined the Carbon Disclosure Project (CDP), announced support for the Task force on Climate related Financial Disclosure (TCFD) and established the ESG management principles of Woori Financial Group
March 5, 2021 Established the Board ESG Management Committee
March 12, 2021 Integrated Woori Savings Bank as a first-tier subsidiary of the Company
April 9, 2021 After-hours trading of a 2% stake in Woori Financial Group held by the Korea Deposit Insurance Corporation
April 15, 2021 Purchased additional equity shares of Woori Financial Capital Co., Ltd., increasing the Company’s equity ownership by 12.9%
May 13, 2021 Participated in the capital increase of Woori Savings Bank (KRW 100 billion)
May 24, 2021 Purchased 3.6% of Woori Financial Capital Co., Ltd. in treasury shares
June 4, 2021 Entered into a stock exchange agreement to acquire the remaining shares of Woori Financial Capital Co., Ltd.
August 10, 2021 Integrated Woori Financial Capital Co., Ltd., as a wholly-owned subsidiary of the Company (Completion of stock exchange)
September 9, 2021 Announcement of contemplated sales of the remaining stake in Woori Financial Group held by the Korea Deposit Insurance Corporation
October 8, 2021 Joined the SBTi (Science Based Targets initiative) as part of the roadmap for achieving carbon neutrality
November 2, 2021 Obtained regulatory approval for using the IRB (Internal Rating Based) approach
November 9, 2021 Obtained ‘AA’ rating from MSCI ESG assessment (2 grades higher than the previous year), ‘A’ rating from KCGS(Korea Corporate Governance Service)(1 grade higher than the previous year)

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November 17, 2021 Included newly in Asia Pacific Index of DJSI (Dow Jones Sustainability Indices)
December 9, 2021 Achieved practically full privatization through the decrease of the KDIC’S stake in us from 15.1% to 5.8%, changing the largest shareholder from the KDIC to the Employee Stock Ownership Association of Woori Financial<br>Group
December 26, 2021 Launched the Group integrated car finance platform “Woori WON Car”
January 7, 2022 Officially launched the NPL investment company Woori Financial F&I Inc.
January 13, 2022 Joined the global environment initiative Taskforce on Nature-related Financial Disclosures (TNFD)
February 4, 2022 Recognized as an ‘Industry Mover’ in a sustainability assessment by S&P Global for 2022
February 10, 2022 Disposal by the Korea Deposit Insurance Corporation of a 2.2% stake in Woori Financial Group (reducing the KDIC’s stake in Woori Financial Group from 5.8% to 3.6%)
May 11, 2022 Became the first company in the world to join the launch of the ‘Business for Land (B4L) Initiative’ for the protection of sustainable forests and the recovery of land degradation
May 18, 2022 Disposal by the Korea Deposit Insurance Corporation of a 2.3% stake in Woori Financial Group (reducing the KDIC’s stake in Woori Financial Group from 3.6% to 1.3%)
June 19, 2022 Held the inaugural meeting of Woori Financial Future Foundation
August 22, 2022 Joined the ‘Partnership for Biodiversity Accounting Financials(PBAF)’ as the first Asian company
November 7, 2022 Held the global conference ‘Sustainable Finance for a Better World’
December 14, 2022 Signatory of Statement from the Financial Sector at the Conference of the Parties to the ‘UN Convention on Biological Diversity(UN CBD)’

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December 29, 2022 Received ‘AA’ rating from MSCI ESG Research for 2 consecutive years
January 16, 2023 Completed the establishment of the ‘WON Synergy’ system to create effective synergy within group companies
January 26, 2023 Became the first financial company in Korea to join the ‘Finance Leadership Group on Plastics’ hosted by ‘UN Environment Programme Finance Initiative (UNEP FI)’
February 27, 2023 Entered into a stock purchase agreement to acquire Daol Investment (52% ownership)
March 23, 2023 Daol Investment, re-named Woori Venture Partners, incorporated as a subsidiary into Woori Financial Holdings
March 24, 2023 Jong-Yong Yim appointed as the 9th chairman of Woori Financial Group (4th annual general meeting of shareholders of Woori Financial Group)
April 21, 2023 Resolved to repurchase and cancel treasury shares, a first-time since the transition to a holding company
June 01, 2023 Entered into a comprehensive stock exchange agreement with Woori Investment Bank and Woori Venture Partners
August 08, 2023 Woori Investment Bank and Woori Venture Partners to each become a wholly-owned subsidiary of Woori Financial Group
August 24, 2023 Group Carbon Emission Reduction Target validated by SBTi (Science Based Targets initiative)
October 05, 2023 Entered into a memorandum of understanding with the Korea Deposit Insurance Corporation to purchase its remaining stake in Woori Financial Group (1.2%)
December 22, 2023 A capital increase of KRW 500 billion conducted by Woori Investment Bank (to enhance competitiveness)
December 26, 2023 Obtained an ‘AAA’ rating from MSCI ESG assessment
March 13, 2024 Resolved to acquire and cancel the remaining shares owned by the Korea Deposit Insurance Corporation

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b. Affiliated Companies
(1) Overview of Business Group
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1. Name of business group: Woori Financial Group Inc.
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(2) Affiliated companies within the business group
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As of December 31, 2023

Type Name of Company
Listed company<br><br><br>(3 companies) Woori Financial Group
PT Bank Woori Saudara Indonesia 1906 Tbk
PT Woori Finance Indonesia Tbk
Unlisted company<br> <br>(34<br>companies) Woori Bank
Woori Card
Woori Financial Capital
Woori Investment Bank
Woori Asset Trust
Woori Savings Bank
Woori Asset Management
Woori Venture Partners
Woori Financial F&I Inc.
Woori Credit Information
Woori Fund Services
Woori Private Equity Asset Management
Woori Global Asset Management
Woori FIS
Woori Finance Research Institute
Korea BTL Infrastructure Fund
Woori America Bank
Woori Bank China Limited
AO Woori Bank
Banco Woori Bank do Brazil S.A.
Woori Global Markets Asia Limited
Woori Bank Vietnam Limited
Wealth Development Bank
Woori Finance Myanmar Co., Ltd.
Woori Bank (Cambodia) PLC.
Woori Bank Europe Gmbh
Tutu Finance-WCI Myanmar Co., Ltd.
Woori Venture Partners US, Inc.
KTB-NHN China Private Equity Fund
KTBN GI Private Equity Fund
Arden Woori Apparel 1st Private Equity Fund
Woori Dyno 1st Private Equity Fund
Green ESG Growth No.1 Private Equity Fund
Woori Corporate Turnaround No.1 Private Equity Fund
Note 1) Includes first-tier and second-tier subsidiaries under the Financial Holding Company Act as of<br>December 31, 2023
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Table of Contents
2. Capital Structure (Changes in Capital)

(units: Won, shares)

Date Item Type
Common Shares Preferred Shares Others
December 31, 2023 Number of issued shares 751,949,461
Par Value 5,000
Capital Stock 3,802,676,300,000
December 31, 2022 Number of issued shares 728,060,549
Par Value 5,000
Capital Stock 3,640,302,745,000
December 31, 2021 Number of issued shares 728,060,549
Par Value 5,000
Capital Stock 3,640,302,745,000
December 31, 2020 Number of issued shares 722,267,683
Par Value 5,000
Capital Stock 3,611,338,415,000
December 31, 2019 Number of issued shares 722,267,683
Par Value 5,000
Capital Stock 3,611,338,415,000
Note 1) Our common shares of 680,164,306 were issued in January 2019 upon our establishment and the number of our common shares increased by 42,103,377 as a result of a comprehensive stock exchange that took place between Woori Financial<br>Group and Woori Card in September 2019.
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Note 2) The number of our common shares increased by 5,792,866 on August 10, 2021 due to a comprehensive stock exchange to integrate Woori Financial Capital as a wholly-owned subsidiary.
Note 3) The number of our common shares increased by 32,474,711 as a result of a comprehensive stock exchange that took place on August 8, 2023 to convert Woori Investment Bank and Woori Venture Partners as our wholly-owned<br>subsidiaries.
Note 4) On October 30, 2023, of the number of our common shares was reduced by 8,585,799 due to the cancellation of our treasury shares acquired through a trust agreement.
  • Our paid-in capital does not match the par value of our total issued shares at year-end because our cancellation of treasury shares constitutes the cancellation of treasury shares acquired within the limits of profits available for dividends, which means that there would be no reduction in the paid-in capital of Woori Financial Group.

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As of December 31, 2023 (units: Won, shares)
Date Category Stock Decrease/Increase
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Type Quantity ParValue Issueprice Note
January 11, 2019 Common 680,164,306 5,000 26,415 Establishment<br> <br>(comprehensive stock<br>transfer)
September 10, 2019 Common 42,103,377 5,000 12,350 Comprehensive stock exchange<br> <br>Stock increase<br>ratio: 6.19018%
August 10, 2021 Common 5,792,866 5,000 11,100 Comprehensive stock exchange<br> <br>Stock increase<br>ratio: 0.80204%
August 8, 2023 Common 32,474,711 5,000 11,520 Comprehensive stock exchange<br> <br>Stock increase<br>ratio: 4.46044%
October 30, 2023 Common (8,585,799 ) 5,000 Cancellation of treasury shares
Note 1) Due to Woori Financial Group’s establishment through a comprehensive stock transfer, the issue price was calculated by dividing the total equity from its financial statements at the time of establishment (KRW<br>17,966,458,911,689) by the total number of issued shares (680,164,306).
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Note 2) Our capital changed in September 2019 and August 2021 due to a comprehensive stock exchanges. The issue prices were based on the closing stock price on the comprehensive stock exchange date.
Note 3) On October 30, 2023, we canceled our treasury shares (8,585,799 common shares) acquired through a trust agreement. This share cancellation falls under the provision of Article 343, Paragraph 1 of the Commercial Code, and as it<br>involves the cancellation of treasury shares acquired within the limits of distributable profits, the paid-in capital remains unchanged despite the decrease in the number of the total issued shares (common<br>shares).
3. Total Number of Authorized Shares
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As of December 31, 2023 (unit: shares)
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Items Type Notes
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Common Shares Total
Number of authorized shares 4,000,000,000 4,000,000,000
Number of issued shares 760,535,260 760,535,260
Number of decreased shares 8,585,799 8,585,799 Cancellation<br>of Treasury<br>Shares
Number of treasury shares 53,945 53,945 Note 1 )
Number of outstanding shares 751,895,516 751,895,516
Note 1) Acquired from the issuance of fractional shares (2,322 new fractional shares were added in August 2021 due to the comprehensive stock exchange between Woori Financial Group and Woori Financial Capital. 51,621 shares from<br>comprehensive stock exchange between Woori Financial Group-Woori Investment Bank and Woori Financial Group-Woori Venture Partners, etc.)
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II. Business Overview
1. Results of Operations
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(unit: billions of Won)

Type 2023 2022 2021
Operating income 3,499 4,431 3,660
Non-operating income 18 55 89
Income from continuing operations before income tax 3,517 4,485 3,749
Income tax expense from continuing operations 891 1,161 942
Income from discontinued operations
Net income 2,627 3,324 2,807
Controlling Interest 2,506 3,142 2,588
Non-controlling Interest 121 182 219
Note 1) Based on K-IFRS consolidated financial statements
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2. Funding Sources and Uses of Funds
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a. Sources of Funds
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For the periods indicated other than as noted below (units: millions of Won, %)
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Classification Funding Source 2023 2022 2021
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Average<br>Balance Interest<br>Rate Proportion Average<br>Balance Interest<br>Rate Proportion Average<br>Balance Interest<br>Rate Proportion
Source Deposits 324,824,465 2.83 68.98 313,019,768 1.45 68.21 291,653,291 0.79 70.88
Borrowings 28,052,983 4.02 5.96 27,296,742 1.99 5.95 21,628,379 0.98 5.26
Debentures 42,458,653 3.55 9.02 45,945,392 2.26 10.01 40,901,547 1.78 9.94
Others 42,829,998 9.09 42,537,152 9.27 29,470,312 7.15
Total<br>Liabilities 438,166,099 93.05 428,799,054 93.44 383,653,529 93.23
Total Equity 32,708,219 6.95 30,082,662 6.56 27,845,863 6.77
Total Liabilities & Equity 470,874,318 100.00 458,881,716 100.00 411,499,392 100.00
Note 1) Average Balance : simple average of the starting balance for the fiscal year and the balance at the end of each quarter
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Note 2) Based on K-IFRS consolidated financial statements

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b. Use of Funds
For the periods indicated other than as noted below (units: millions of Won, %)
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Type Managed Item 2023 2022 2021
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Average<br>Balance Interest<br>Rate Proportion AverageBalance InterestRate Proportion AverageBalance InterestRate Proportion
Cash & Due from Banks 16,692,268 3.26 3.54 16,097,533 1.52 3.51 13,809,362 0.34 3.36
Marketable securities 75,522,522 3.61 16.04 68,661,882 1.50 14.96 58,416,310 1.67 14.20
Loans 334,205,508 5.08 70.98 326,710,683 3.73 71.20 301,849,585 2.79 73.35
Loans in local currency 287,312,990 4.84 61.02 280,414,033 3.53 61.12 262,010,967 2.59 63.67
Loans in foreign Currency 31,215,114 6.64 6.63 30,916,107 4.54 6.74 25,104,084 3.58 6.10
Guarantee payments 14,567 2.28 0.00 21,260 2.67 0.00 28,000 2.46 0.01
Credit card receivables 11,215,186 6.85 2.38 10,026,037 7.24 2.18 9,196,190 7.42 2.23
Foreign bills bought 4,447,651 5.33 0.95 5,333,246 2.58 1.16 5,510,344 0.85 1.34
Bad debt expense in local currency (-) 2,609,403 (0.55 ) 2,128,867 (0.46 ) 1,878,781 (0.46 )
Others 47,063,423 9.99 49,540,485 10.79 39,302,916 9.55
Total Assets 470,874,318 100.00 458,881,716 100.00 411,499,392 100.00
Note 1) Average Balance : simple average of the starting balance for the fiscal year and the balance at the end of each quarter
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Note 2) Based on K-IFRS consolidated financial statements
3. Other Information Necessary for Making Investment Decisions
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a. Capital Adequacy Ratios
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Group BIS Capital Adequacy Ratios

As of the end of the period indicated (units: billions of Won, % )
Type 2023 2022 2021
--- --- --- ---
Equity capital (A) 34,756 31,404 28,980
Risk weighted assets (B) 219,792 205,307 192,503
BIS(Capital adequacy) ratio (A/B) 15.81 15.30 15.05
Note 1) BIS (Bank for International Settlements) Capital Adequacy Ratios = Equity capital / Risk weighted assets * 100
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Note 2) Based on K-IFRS consolidated financial statements and Basel III standards (2021 figures partially based on IRB Approach)
Note 3) 2023 figures are estimates only and are subject to change

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Capital Adequacy Ratios for Significant Subsidiaries and Consolidated Companies

As of the end of the periods indicated (units: millions of Won, % )
Name of Company Type 2023 2022 2021
--- --- --- --- --- --- --- --- ---
Woori Bank<br><br><br>Note2) BIS ratio<br><br><br>Note1) Equity capital (A) 28,237,929 26,119,135 25,473,034
Risk weighted assets (B) 176,073,743 167,432,214 157,275,764
Capital adequacy ratio (A/B) 16.04 15.60 16.20
Woori Card<br><br><br>Note3) Adjusted capital ratio 16.03 16.54 17.73
Tangible common equity ratio 10.97 11.28 11.84
Woori Financial Capital<br><br><br>Note3) Adjusted capital ratio 14.35 13.78 13.38
Tangible common equity ratio 11.48 10.66 11.70
Woori Investment Bank<br><br><br>Note4) BIS ratio<br><br><br>Note1) Equity capital (A) 1,127,425 674,082 576,693
Risk weighted assets (B) 4,664,162 4,448,524 4,037,822
Capital adequacy ratio (A/B) 24.17 15.15 14.28
Woori Asset Trust<br><br><br>Note5) Operating capital ratio 1,284.26 1,189.77 1,078.93
Woori Asset Management<br><br><br>Note3) Minimum operating capital ratio 650.26 681.18 721.87
Woori Venture Partners<br><br><br>Note6) Tangible common equity ratio 90.82 90.92 88.57
Woori Savings Bank<br><br><br>Note7) BIS Capital adequacy ratio Note1) 13.21 18.06 21.47
Woori Private Equity Asset Management<br><br><br>Note3) Minimum operating capital ratio 8,618.79 8,937.76 3,967.99
Note 1) BIS (Bank for International Settlements) Capital Adequacy Ratio : Equity capital / Risk weighted assets * 100
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Note 2) Figures for Woori Bank are based on K-IFRS consolidated financial statements and Basel III standards. 2023 figures are estimates only and are subject to change
Note 3) Figures for Woori Card, Woori Financial Capital, Woori Asset Management, Woori Private Equity Asset Management are based on the applicable standards for business reports submitted to the Financial Supervisory Service and our K-IFRS separate financial statements
Note 4) Figures for Woori Investment Bank are based on the applicable standards for business reports submitted to the Financial Supervisory Service and our K-IFRS consolidated financial<br>statements
Note 5) Figures for Woori Asset Trust are based on K-IFRS separate financial statements
Note 6) Figures for Woori Venture Partners are based on K-IFRS consolidated financial statements
Note 7) Figures for Woori Savings Bank are based on K-GAAP

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b. Liquidity Ratios

Won Liquidity Ratios

As of the end of the periods indicated (units: millions of Won, % )
Type 2023 2022 2021
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Won<br>Liquidity<br>Assets Won<br>Liquidity<br>Liabilities Won<br>Liquidity<br>Ratio Won<br>Liquidity<br>Assets Won<br>Liquidity<br>Liabilities Won<br>Liquidity<br>Ratio Won<br>Liquidity<br>Assets Won<br>Liquidity<br>Liabilities Won<br>Liquidity<br>Ratio
Woori Financial Group Note 1) 111,895 8,155 1,372.1 316,876 7,656 4,138.9 560,744 5,734 9,779.3
Woori Card Note 2) 9,119,265 2,454,480 371.54 8,282,745 1,832,484 452.0 7,455,390 1,419,809 525.1
Woori Financial Capital Note 2) 1,919,083 1,245,067 154.1 2,468,298 1,205,067 204.8 1,531,101 856,736 178.7
Woori Investment Bank Note 2) 4,032,290 1,926,080 209.4 3,128,499 1,802,149 173.6 2,728,159 2,031,260 134.3
Woori Asset Trust Note 2) 171,860 18,555 926.2 232,036 32,755 708.4 176,660 25,558 691.2
Woori Savings Bank<br><br><br>Note 2), Note3) 434,495 231,003 188.09 534,678 384,493 139.1 292,913 228,445 128.2
Woori Venture Partners<br><br><br>Note 2) 103,367 7,210 1,433.6 109,432 10,707 1,022.1 122,396 21,978 556.9
Woori Private Equity Asset Management<br><br><br>Note 2) 27,506 2,396 1,147.8 23,226 1,897 1,224.4 8,068 1,539 540.0
Note 1) Based on current assets and liabilities within one month of maturity
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Note 2) Based on current assets and liabilities within 90 days of maturity
Note 3) Based on K-GAAP

Foreign Currency (FC) Liquidity Ratios

As of the end of the periods indicated (units: millions of Won, % )
Type 2023 2022 2021
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
FC<br>Liquidity<br>Assets FC<br>Liquidity<br>Liabilities FC<br>Liquidity<br>Ratio FC<br>Liquidity<br>Assets FC<br>Liquidity<br>Liabilities FC<br>Liquidity<br>Ratio FC<br>Liquidity<br>Assets FC<br>Liquidity<br>Liabilities FC<br>Liquidity<br>Ratio
Woori Investment Bank<br><br><br>Note 1) 9,450 7,362 128.36 65,102 63,365 102.74 13,583
Note 1) Based on current assets and liabilities within three months of maturity
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Liquidity Coverage Ratios

(unit: % )

Name of Company Type 2023 2022 2021
Woori Bank Liquidity coverage ratio Note 1) 101.26 102.40 89.95
Foreign currency liquidity coverage ratio Note 2) 162.75 143.11 107.40
Ratio of business purpose premises and equipment 10.20 11.04 11.46
Note 1) LCR: Average of daily ratios during a quarter (same as the calculation method used for business disclosure)
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- 2023 year-end regulatory ratio: 95.0%, 2022 year-end regulatory ratio: 92.5%, 2021 year-end regulatory ratio: 85.0%
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Note 2) Foreign currency LCR: ratio calculated based on averages of the amount of each category (same as the calculation method used for business disclosure)
--- ---
- Regulatory ratio after 2022: 80.0%, 2021 year-end regulatory ratio:<br>70.0%
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Note 3) The applicable periods for LCR and Foreign currency LCR are: 4Q2023, 4Q2022 and 4Q2021
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c. Profitability Ratios Note1), Note2) ****

(unit: %)

Type 2023 2022 2021
ROA ROE ROA ROE ROA ROE
Woori Financial Group
Including non-controlling interests 0.54 8.65 0.70 12.21 0.66 11.48
Excluding non-controlling interests 0.52 8.25 0.66 11.54 0.61 10.58
Woori Bank 0.56 9.68 0.66 11.71 0.60 9.92
Woori Card 1.02 6.64 1.14 7.28 1.10 6.36
Woori Financial Capital 0.83 6.39 1.51 12.53 1.69 15.74
Woori Investment Bank (0.93 ) (6.95 ) 1.74 14.47 1.59 12.89
Woori Asset Trust 9.73 12.68 20.86 29.74 18.64 27.05
Woori Savings Bank Note3) (2.42 ) (18.47 ) 0.41 3.05 1.06 7.95
Woori Asset Management 4.97 5.30 0.75 0.80 6.82 7.11
Woori Venture Partners 2.63 2.90 4.06 4.51 27.83 32.93
Woori Private Equity Asset Management 2.07 2.16 2.60 2.75 5.46 5.96
Note 1) Based on the applicable standards for business reports submitted to the Financial Supervisory Service. The figures for Woori Financial Group and Woori Bank are on a consolidated basis while the figures for the other subsidiaries<br>are on a non-consolidated basis
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Note 2) Total assets and total equity : simple average of the starting balance for the fiscal year and the ending balance of each quarter
Note 3) Figures for Woori Savings Bank are based on K-GAAP
d. Asset Quality
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Group Asset Quality

(units: billions of Won, % )

Type 2023 2022 2021
Total loans 365,780 343,821 332,797
Substandard and below loans 1,357 1,082 990
Substandard and below ratio 0.37 0.31 0.30
Non-performing loans (“NPL”) 1,299 997 902
NPL ratio 0.36 0.29 0.27
Substandard and below coverage ratio (A/B) 220.1 217.6 192.2
Loan loss reserve (A) 2,986 2,354 1,903
Substandard and below loans (B) 1,357 1,082 990
Note 1) Based on the applicable standards for financial holding company business reports submitted to the Financial Supervisory Service
--- ---

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Asset Quality for Significant Subsidiaries and Consolidated Companies

(units: % )

Type 2023 2022 2021
Substandardand belowratio NPLratio Substandardand belowcoverageratio Substandardand belowratio NPLratio Substandardand belowcoverageratio Substandardand belowratio NPLratio Substandardand belowcoverageratio
Woori Bank 0.18 0.17 320.84 0.19 0.16 263.43 0.20 0.18 205.50
Woori Card 0.97 104.92 0.80 104.92 0.41 103.21
Woori Financial Capital 2.37 113.21 1.22 198.56 1.20 196.70
Woori Investment Bank 0.55 0.55 578.29 0.63 0.58 151.81 0.57 0.55 120.05
Woori Asset Trust 32.11 32.23 56.61
Woori Savings Bank<br><br><br>Note 2) 3.53 101.66 3.22 97.54 2.32 117.37
Note 1) Based on the applicable standards for business reports submitted to the Financial Supervisory Service
--- ---
Note 2) Based on K-GAAP

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III. Financial Information
1. Condensed Financial Statements (Consolidated)
--- ---

Summary Consolidated Statement of Financial Position

(The Company and its Consolidated Subsidiaries, as of the end of the periods<br>indicated) (unit: millions of Won)
Classification 2023 2022 2021
--- --- --- --- --- --- --- --- --- ---
ASSETS
Cash and cash equivalents 30,556,618 34,219,148 20,613,073
Financial assets at fair value through profit or loss (“FVTPL”) 21,544,756 19,860,573 13,497,234
Financial assets at fair value through other comprehensive income 37,891,495 33,085,080 39,119,789
Securities at amortized cost 23,996,172 28,268,516 17,086,274
Loans and other financial assets at amortized cost 373,148,148 355,760,729 348,885,617
Investments in joint ventures and associates 1,795,370 1,305,636 1,335,167
Investment properties 472,768 387,707 389,495
Premises and equipment 3,176,759 3,142,930 3,174,720
Intangible assets and goodwill 996,842 849,114 785,386
Assets held for sale 20,345 13,772 26,327
Net defined benefit asset 240,260 319,280 21,346
Current tax assets 203,542 53,274 22,598
Deferred tax assets 93,366 109,299 31,131
Derivative assets (designated for hedging) 26,708 37,786 106,764
Other assets 3,841,787 3,061,552 2,088,950
Total assets **** 498,004,936 **** **** 480,474,396 **** **** 447,183,871 ****
LIABILITIES
Financial liabilities at FVTPL 6,138,313 8,952,399 4,873,458
Deposits due to customers 357,784,297 342,105,209 317,899,871
Borrowings 30,986,746 28,429,603 24,755,459
Debentures 41,239,245 44,198,486 44,653,864
Provisions 806,031 545,865 576,134
Net defined benefit liability 6,939 35,202 47,986
Current tax liabilities 103,655 843,555 584,491
Deferred tax liabilities 470,311 31,799 186,946
Derivative liabilities (designated for hedging) 153,007 202,911 27,584
Other financial liabilities 26,115,005 22,811,868 24,171,030
Other liabilities 803,897 690,157 556,853
Total liabilities **** 464,607,446 **** **** 448,847,054 **** **** 418,333,676 ****
EQUITY
Owners’ equity: 31,666,881 28,761,897 25,842,019
Capital stock 3,802,676 3,640,303 3,640,303
Hybrid securities 3,611,129 3,112,449 2,294,381
Capital surplus 935,563 682,385 682,385
Other equity (1,668,957 ) (2,423,392 ) (2,167,614 )
Retained earnings 24,986,470 23,750,152 21,392,564
Non-controlling interests 1,730,609 2,865,445 3,008,176
Total equity **** 33,397,490 **** **** 31,627,342 **** **** 28,850,195 ****
Total liabilities and equity **** 498,004,936 **** **** 480,474,396 **** **** 447,183,871 ****
Number of Consolidated Subsidiaries (excluding holding company) **** 179 **** **** 167 **** **** 152 ****

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Summary Consolidated Statement of Comprehensive Income

(The Company and its Consolidated Subsidiaries, for the periods indicated) (unit: millions of Won, except per share amounts)
Classification 2023 2022 2021
--- --- --- --- --- --- --- --- --- ---
Operating income **** 3,499,029 **** **** 4,430,524 **** **** 3,659,749 ****
Net interest income 8,742,540 8,696,579 6,985,721
Net fees and commissions income 1,720,481 1,710,170 1,470,775
Dividend income 240,293 159,982 309,211
Net gain or loss on financial instruments at FVTPL 488,486 238,502 325,751
Net gain or loss on financial assets at FVTOCI (37,641 ) (21,498 ) 32,624
Net gain or loss arising on financial assets at amortized cost 203,942 74,204 107,317
Impairment losses due to credit loss (1,894,916 ) (885,272 ) (536,838 )
General and administrative expenses (4,443,433 ) (4,529,890 ) (4,147,411 )
Other net operating income (expenses) (1,520,723 ) (1,012,253 ) (887,401 )
Non-operating income **** 18,424 **** **** 54,850 **** **** 89,492 ****
Net income before income tax expense **** 3,517,453 **** **** 4,485,374 **** **** 3,749,241 ****
Income tax expense **** (890,559 ) **** (1,161,392 ) **** (941,870 )
Net income **** 2,626,894 **** **** 3,323,982 **** **** 2,807,371 ****
Net income attributable to owners 2,506,296 3,141,680 2,587,936
Net income attributable to the non-controlling<br>interests 120,598 182,302 219,435
Other comprehensive income (loss), net of tax **** 663,537 **** **** (239,819 ) **** 170,181 ****
Items that will not be reclassified to profit or loss 122,334 216,767 96,529
Items that may be reclassified to profit or loss 541,203 (456,586 ) 73,652
Total comprehensive income **** 3,290,431 **** **** 3,084,163 **** **** 2,977,552 ****
Comprehensive income attributable to the owners 3,164,464 2,909,053 2,745,764
Comprehensive income attributable to non-controlling<br>interests 125,967 175,110 231,788
Net income per share:
Basic and diluted loss per share (in Korean Won) 3,230 4,191 3,481

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2. Condensed Financial Statements (Separate)

Summary Statement of Financial Position

(The Company, as of the end of the period indicated) (unit: millions of Won)
Classification 2023 2022 2021
--- --- --- --- --- --- --- --- --- ---
ASSETS
Cash and cash equivalents 289,507 313,361 578,725
Financial assets at fair value through profit or loss 689
Financial assets at fair value through other<br><br><br>comprehensive income 539,709 312,771 146,294
Loans and other financial assets at amortized cost 1,104,815 2,041,877 633,110
Investments in subsidiaries 23,670,476 22,394,915 22,144,915
Premises and equipment 6,609 11,052 7,790
Intangible assets 4,052 4,859 5,171
Net defined benefit asset 3,941 5,947 1,516
Current tax assets 158,951 14,350 856
Deferred tax assets 7,478 13,433 6,454
Other assets 484 322 151
Total assets **** 25,786,022 **** **** 25,113,576 **** **** 23,524,982 ****
LIABILITIES
Financial liabilities at fair value through profit or loss 329
Debentures 1,587,659 1,447,762 1,367,429
Provisions 1,227 487 394
Current tax liabilities 32,125 721,795 468,305
Other financial liabilities 163,621 46,039 22,988
Other liabilities 392 591 548
Total liabilities **** 1,785,024 **** 2,216,674 **** **** 1,859,993 ****
EQUITY
Capital stock 3,802,676 3,640,303 3,640,303
Hybrid securities 3,610,953 3,112,273 2,294,288
Capital surplus 11,120,236 10,909,281 10,909,281
Other equity (7,871 ) (26,186 ) (3,874 )
Retained Earnings 5,475,004 5,261,231 4,824,991
Total equity **** 24,000,998 **** **** 22,896,902 **** **** 21,664,989 ****
Total liabilities and equity **** 25,786,022 **** **** 25,113,576 **** **** 23,524,982 ****

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Summary Statement of Comprehensive Income

(The Company, for the period indicated) (unit: millions of Won, except per share amounts)
Classification 2023 2022 2021
--- --- --- --- --- --- --- --- --- ---
Operating income **** 1,424,670 **** 1,185,627 **** **** 590,550 ****
Net interest income (expense) 27,495 (5,030 ) (22,245 )
Interest income 64,592 25,614 4,236
Interest expense (37,097 ) (30,644 ) (26,481 )
Net fees and commissions loss (20,097 ) (15,059 ) (12,585 )
Fees and commissions income 1,625 1,596 1,306
Fees and commissions expense (21,722 ) (16,655 ) (13,891 )
Dividend income 1,482,956 1,272,393 692,605
Net gain (loss) on financial instruments at FVTPL 2,023 1,018 (7,576 )
Reversal (Provision) of impairment losses due to credit loss (348 ) (244 ) 76
General and administrative expenses (67,359 ) (67,451 ) (59,725 )
Non-operating income (expense) **** (1,043 ) **** (1,363 ) **** (305 )
Net income before income tax expense **** 1,423,627 **** 1,184,264 **** **** 590,245 ****
Income tax income (expense) **** 881 **** (1,015 ) **** 4,607 ****
Net income **** 1,424,508 **** 1,183,249 **** **** 594,852 ****
Other comprehensive income (loss), net of tax **** 18,916 **** (22,312 ) **** (2,330 )
Items that will not be reclassified to profit or loss 18,916 (22,312 ) (2,330 )
Net gain (loss) on valuation of equity securities at FVTOCI 19,789 (24,676 ) (2,408 )
Remeasurement of the net defined benefit liability (873 ) 2,364 78
Total comprehensive Income **** 1,443,424 **** 1,160,937 **** **** 592,522 ****
Net Income per share:
Basic and diluted income per share (in Korean Won) **** 1,754 **** 1,499 **** **** 730 ****

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3. Dividend Information

As a financial holding company, we depend on receiving dividends from our subsidiaries to pay dividends, and our subsidiaries pay us dividends within the limits of their distributable profits after deducting the necessary internal reserves required to maintain the adequate regulatory capital imposed by the financial authorities by sector. Therefore, the levels of our dividend payouts take into holistic consideration the current and future asset growth of Woori Financial Group and its subsidiaries and surplus funds after maintaining the appropriate capital adequacy ratios, among other factors.

In 2023, we established and disclosed, through our IR activities, our “Shareholder Return Policy and Capital Management Plan based on the Total Shareholder Return (“TSR”) Ratio (considering both dividends and treasury share buyback/cancellation”. Accordingly, for the first time since our establishment, we paid interim dividends (KRW 180 per share for each of the second and third quarters), repurchased and canceled treasury shares worth KRW 100 billion, and achieved a TSR of approximately 33.8% through a resolution to pay a year-end dividend of KRW 640 per share.

Furthermore, to advance the dividend process (dividend decision g record date), we resolved to amend our articles of incorporation at the FY2022 shareholders’ meeting (held on March 24, 2023) and subsequently set the record date for the FY2023 annual dividend to come after the announcement of the dividend decision, effectively enhancing the predictability of dividends.

Considering the recent strengthening of capital regulations, enhanced loss-absorption capacity, and the competitive landscape, we have reviewed and made some modifications to the existing shareholder return policy, including changing the CET1 ratio criterion from 12% to 13%. The main points are as follows:

Maintain the current policy of “concurrently paying cash dividends and repurchasing and canceling treasury<br>shares” and gradually increase the level of such activities.
Modify the shareholder return policy for each CET1 ratio range as follows:
--- ---
Classification Tier 1 Tier 2 Tier 3
--- --- --- ---
CET1 Ratio ~ 11.5% 11.5% ~ 13.0% 13.0% ~
Total Shareholder Return (TSR) below 30% 30% ~ 35% Level 35% or above
(Target TSR 50%)
Note 1) The TSR ratio is determined annually based on the macro environments (both domestic and international) and group net profit, etc.
--- ---
Note 2) The shareholder return policy may change depending on regulatory supervision, economic conditions and management objectives, among others.
Promote selective growth considering Return on Risk Weighted Asset (RoRWA) for a proactive risk-weighted asset<br>management and additional capital ratio improvement through asset portfolio enhancement, such as increasing high-quality assets with low risk and high returns.
--- ---

We will continue our efforts to review the criteria and scale of future shareholder return policies, aiming to enhance market predictability and shareholder value. If there are any changes to the shareholder return policy, such as the implementation of the “Enterprise Value-Up Program” in the future, we will actively communicate such updates with stakeholders through guidance and disclosure.

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Items 2023 2022 2021
Par value per share (Won) 5,000 5,000 5,000
Net profit (Millions of Won) 2,506,296 3,141,680 2,587,936
Earnings per share (Won) 3,230 4,191 3,481
Total cash dividends (Millions of Won) 747,302 822,705 654,384
Total stock dividends (Millions of Won)
Cash dividend payout ratio (%) 29.82 26.19 25.29
Cash dividend yield (%) Common Shares 6.7 8.8 6.8
Preferred Shares
Stock dividend yield (%) Common Shares
Preferred Shares
Cash dividend per share (Won) Common Shares 1,000 1,130 900
Preferred Shares
Stock dividend per share (Share) Common Shares
Preferred Shares
Note 1) The dividends for FY2023 include interim dividends of KRW 130,748 million (KRW 180 cash dividend per share) for the second quarter, and KRW 135,341 million (KRW 180 cash dividend per share) for the third quarter
--- ---
Note 2) The dividends for FY2022 include the interim dividends of KRW 109,209 million (KRW 150 cash dividend per share)
Note 3) The dividends for FY2021 include the interim dividends of KRW 108,340 million (KRW 150 cash dividend per share)
Note 4) Of the total cash dividends for FY2023, the annual dividends of KRW 481,213 million represents the amount prior to its approval at the annual general meeting of shareholders for FY2023. If the amount is rejected or amended at the<br>annual general meeting, the Company will disclose such changes, including details and reasons.
Note 5) The above cash dividend yield is calculated as the percentage of dividend per share to the arithmetic average price formed in the stock market during the past week, starting from two trading days before the record date. The<br>percentage is rounded to the first decimal place.

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IV. Independent Auditor’s Opinion
1. Independent Auditor’s Opinion
--- ---
2023 2022 2021
--- --- --- ---
Auditor KPMG Samjong Accounting Corp. Samil PricewaterhouseCoopers Samil PricewaterhouseCoopers
Auditor’s Opinion Note 1) Note 2) Note 3)
Note 1) In its audit report, KPMG Samjong Accounting Corp. has stated that the financial statements are presented fairly, in all material respects, in accordance with Korean<br>IFRS.
--- ---
Note 2) In its audit report, Samil PricewaterhouseCoopers has stated that the financial statements are presented fairly, in all material respects, in accordance with Korean<br>IFRS.
--- ---
Note 3) In its audit report, Samil PricewaterhouseCoopers has stated that the financial statements are presented fairly, in all material respects, in accordance with Korean IFRS.
--- ---
2. Compensation to the Independent Auditor
--- ---
a. Audit Services
--- ---
Term Auditor Description Contractual Actual
--- --- --- --- --- --- ---
Fee Time Fee Time
2023 KPMG Samjong Accounting Corp. 1Q/1H/3Q Review<br><br><br>Closing audit (including internal<br><br><br>accounting management system) KRW<br> <br>964 million 9,380<br>hours KRW<br> <br>964 million 9,613<br>hours
2022 Samil<br><br><br>PricewaterhouseCoopers 1Q/1H/3Q Review<br><br><br>Closing audit (including internal<br><br><br>accounting management system) KRW<br> <br>1,068 million 9,380<br>hours KRW<br> <br>1,068 million 8,714<br>hours
2021 Samil<br><br><br>PricewaterhouseCoopers 1Q/1H/3Q Review<br><br><br>Closing audit (including internal<br><br><br>accounting management system) KRW<br> <br>1,172 million 10,450<br>hours KRW<br> <br>1,172 million 9,962<br>hours
Note 1) Fee excludes VAT
--- ---
Note 2) Time includes planning time up until the commencement of the applicable services
b. Other Audit Services
--- ---

Not Applicable

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c. Current Status of Audit Service Agreements with the Independent Auditor Relating to U.S. Listing
Term Auditor Description Fee
--- --- --- ---
2023 KPMG Samjong Accounting Corp. U.S. PCAOB standard audit of consolidated financial statements and internal control over financial reporting (for FY2023) KRW 1,891 million
2022 Samil PricewaterhouseCoopers U.S. PCAOB standard audit of consolidated financial statements and internal control over financial reporting (for FY2022) KRW 2,240 million
2021 Samil PricewaterhouseCoopers U.S. PCAOB standard audit of consolidated financial statements and internal control over financial reporting (for FY2021) KRW 2,370 million
Note 1) Fee excludes VAT
--- ---
d. Non-Audit Services
--- ---
Term Date of Execution<br><br><br>of Agreement Description of Service Service Term Fees
--- --- --- --- ---
2023 March 31, 2023 Tax adjustment (including review relating to application of consolidated tax) April 1, 2023 ~ May 31, 2024 KRW 64 million
2022 March 30, 2022 Tax adjustment (including review relating to application of consolidated tax) April 1, 2022 ~ May 31, 2023 KRW 64 million
2021 March 29, 2021 Tax adjustment (including review relating to application of consolidated tax) June 1, 2021 ~ May 31, 2022 KRW 61 million
Note 1) Fee excludes VAT
--- ---

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V. Corporate Governance
1. About the Board of Directors
--- ---
a. Composition of the Board of Directors
--- ---

As of December 31, 2023, our board of directors consists of seven directors in total, consisting of six independent directors and one standing director.

On March 24, 2023, at the annual general meeting of shareholders, three independent directors and one standing director were appointed.

  • New independent directors (2): Su-Young Yun, Sung-Bae Ji / Reappointed independent director (1): Chan-Hyoung Chung / New standing director (1): Jong-Yong Yim

On March 24, 2023, three independent directors and one standing director completed their terms and resigned.

  • Resignation of independent directors (3): Sung-Tae Ro, Sang-Yong Park, Dong-Woo Chang / Resignation of standing director (1): Tae-Seung Son

On July 3, 2023, Won-Duk Lee, a non-standing director, resigned due to personal reasons.

The board of directors operates a total of six standing committees: Audit Committee, Risk Management Committee, Compensation Committee, Committee for Recommending Executive Officer Candidates, Committee for Recommending Subsidiary Representative Director Candidates, ESG Management Committee.

On March 24, 2023, Chan-Hyoung Chung, an independent director, was appointed as the chair of the board of directors. Chan-Hyoung Chung, a former CEO of a finance company, has outstanding insight and experience in the financial and accounting sectors. He has demonstrated leadership and responsibility as an independent director of Woori Financial Group (from January 11, 2019 to present) and as the chair of the Audit Committee (from January 11, 2019 to March 24, 2023), which led to his appointment as the chair of our board of directors based on unanimous consent from all of the directors.

The chair of the board of directors does not concurrently hold the position of representative director.

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b. Committees under the Board of Directors

We currently have the following committees serving under the board of directors:

(a) Audit Committee
(b) Risk Management Committee
--- ---
(c) Compensation Committee
--- ---
(d) Committee for Recommending Executive Officer Candidates
--- ---
(e) Committee for Recommending Subsidiary Representative Director Candidates
--- ---
(f) ESG Management Committee
--- ---

(As of December 31, 2023)

Name of Committee Composition Names of Members
Audit Committee Four independent directors (Chair) Su-Young Yun (independent director)<br><br><br>Chan-Hyoung Chung (independent director)<br> <br>Yo-Hwan Shin (independent director)<br> <br>Sung-Bae Ji (independent<br>director)
Risk Management Committee Three independent directors (Chair) In-Sub Yoon (independent director)<br><br><br>Su-Young Yun (independent director)<br><br><br>Soo-Young Song (independent director)
Compensation Committee Four independent directors (Chair) Yo-Hwan Shin (independent director)<br><br><br>In-Sub Yoon (independent director)<br><br><br>Chan-Hyoung Chung (independent director)<br> <br>Su-Young Yun (independent director)
Committee for Recommending Executive Officer Candidates Six independent directors (Chair) Sung-Bae Ji (independent director)<br><br><br>In-Sub Yoon (independent director)<br><br><br>Chan-Hyoung Chung (independent director)<br> <br>Su-Young Yun (independent director)<br> <br>Yo-Hwan Shin (independent director)<br><br><br>Soo-Young Song (independent director)
Committee for Recommending Subsidiary Representative Director Candidates Six independent directors<br> <br>One standing<br>director (Chair) Jong-Yong Yim (standing director)<br> <br>In-Sub Yoon (independent director)<br> <br>Chan-Hyoung Chung (independent director)<br><br><br>Su-Young Yun (independent director)<br><br><br>Yo-Hwan Shin (independent director)<br><br><br>Sung-Bae Ji (independent director)<br><br><br>Soo-Young Song (independent director)
ESG Management Committee Six independent directors<br> <br>One standing<br>director (Chair) Soo-Young Song (independent director)<br><br><br>In-Sub Yoon (independent director)<br><br><br>Chan-Hyoung Chung (independent director)<br> <br>Su-Young Yun (independent director)<br> <br>Yo-Hwan Shin (independent director)<br><br><br>Sung-Bae Ji (independent director)<br><br><br>Jong-Yong Yim (standing director)

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2. Shareholders’ Meetings
a. Voting Rights Note 1)
--- ---

(unit: shares, as of Dec. 31, 2023)

Items Number ofshares Notes
Number of issued shares Common Shares 751,949,461
Preferred Shares
Number of shares without voting rights Common Shares 3,427,497 Note 2 )
Preferred Shares
Number of shares for which voting rights are excluded pursuant to the articles of incorporation Common Shares
Preferred Shares
Number of shares for which voting rights<br><br><br>are limited by law Common Shares 10,482,022 Note 3 )
Preferred Shares
Number of shares for which voting rights<br><br><br>have been restored Common Shares
Preferred Shares
Number of shares for which voting rights<br><br><br>may be exercised Common Shares 738,039,942
Preferred Shares
Note 1) As of the annual general meeting of shareholders for FY2023 in March 2024
--- ---
Note 2) Treasury shares acquired from the issuance of fractional shares and shares in mutual ownership (pursuant to Article 369 of the Commercial Code)
Note 3) A non-financial business operator is restricted from exercising voting rights in excess of 4% of the total number of outstanding voting shares of a financial holding company (pursuant to<br>Article 8-2 of the Financial Holding Company Act)

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Table of Contents
b. Summary of the Minutes of Shareholders’ Meetings
Agenda Result
--- --- ---
Annual General Meeting of Shareholders for FY2020<br><br><br>(March 26, 2021) 1. Approval of financial statements for the fiscal year 2020 Approved as submitted
2. Approval of amendments to the Articles of Incorporation Approved as submitted
3. Approval of reduction of Capital Reserve Approved as submitted
4. Appointment of directors (1 standing<br>director, 4 independent directors)<br> <br>- 4-1 Candidate for standing director : Won-Duk Lee<br> <br>- 4-2 Candidate for independent director : Sung-Tae Ro<br> <br>- 4-3 Candidate for independent director :<br>Sang-Yong Park<br> <br>- 4-4 Candidate for independent director : Zhiping Tian<br><br><br>- 4-5 Candidate for independent director : Dong-Woo<br>Chang Approved as submitted
5. Appointment of independent director<br>who will serve as an Audit Committee Member<br> <br>- Candidate for independent director who will serve as an Audit Committee Member<br><br><br>: Chan-Hyoung Chung Approved as submitted
6. Appointment of Audit Committee<br>Members who are independent directors<br> <br>- 6-1 Candidate for Audit Committee Member who is an<br>independent director<br> <br>: Sung-Tae Ro<br><br><br>- 6-2 Candidate for Audit Committee Member who is an independent director<br><br><br>: Dong-Woo Chang Approved as submitted
7. Approval of the maximum limit on directors’ compensation Approved as submitted
Extraordinary General Meeting of Shareholder in 2022<br><br><br>(January 27, 2022) 1. Appointment of directors (2<br>independent directors)<br> <br>- 1-1 Candidate for independent director : In-Sub Yoon<br> <br>- 1-2 Candidate for independent director : Yo-Hwan Shin Approved as submitted
Annual General Meeting of Shareholders for<br>FY2021<br> <br>(March 25, 2022) 1. Approval of financial statements for the fiscal year 2021 Approved as submitted
2. Approval of amendments to the Articles of Incorporation Approved as submitted

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3. Appointment of directors (4 independent directors, 1 non-standing director)<br> <br>- 3-1 Candidate for independent<br>director : Soo-Young Song<br> <br>- 3-2 Candidate for<br>independent director : Sung-Tae Ro Approved as submitted
- 3-3<br>Candidate for independent director : Sang-Yong Park<br> <br>- 3-4 Candidate for independent director : Dong-Woo Chang<br> <br>- 3-5 Candidate for non-standing director : Won-Duk Lee
4. Appointment of independent director who will serve as an Audit<br>Committee Member<br> <br>- Candidate for independent director who will serve as an Audit Committee Member<br><br><br>: Chan-Hyoung Chung Approved as submitted
5. Appointment of Audit Committee Members who are independent<br>directors<br> <br>- 5-1 Candidate for Audit Committee Member who is an independent director<br><br><br>: Sung-Tae Ro<br><br><br>- 5-2 Candidate for Audit Committee Member who is an independent director<br><br><br>: Dong-Woo Chang Approved as submitted
6. Approval of the maximum limit on directors’ compensation Approved as submitted
Annual General Meeting of Shareholders for<br>FY2022<br> <br>(March 24, 2023) 1. Approval of financial statements for the fiscal year 2022 (Jan. 1, 2022 – Dec.31, 2022) Approved as submitted
2. Approval of amendments to the Articles of Incorporation Approved as submitted
3. Election of directors (2 independent directors, 1 standing<br>director)<br> <br>- 3-1 Candidate for independent director : Chan-Hyoung Chung<br><br><br>- 3-2 Candidate for independent director : Su-Young Yun<br><br><br>- 3-3 Candidate for standing director : Jong-Yong Yim Approved as submitted
4. Election of independent director who will serve as an Audit<br>Committee Member<br> <br>- Candidate for independent director who will serve as an Audit Committee Member :<br>Sung-Bae Ji Approved as submitted
5. Election of Audit Committee Members who are independent<br>directors<br> <br>- 5-1 Candidate for Audit Committee Member who is an Independent director :<br><br><br>Chan-Hyoung Chung<br> <br>- 5-2 Candidate for Audit Committee Member who is an Independent director :<br> <br>Su-Young Yun<br><br><br>- 5-3 Candidate for Audit Committee Member who is an Independent director :<br><br><br>Yo-Hwan Shin Approved as submitted
6. Approval of maximum limit on directors’ compensation Approved as submitted

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VI. Shareholder Information
1. Share Distribution
--- ---
a. Share Information of the Largest Shareholder and Specially Related Parties
--- ---
As of December 31, 2023 (units: shares, %)
--- ---
Name Relation Type Shares Held Notes
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Beginning balance Ending balance
Number Share Number Share
Employee Stock Ownership Association of Woori Financial Group The largest shareholder Common 41,165,138 5.65 43,990,091 5.85
Employee Stock Ownership Association of Woori Bank The related party of the<br>largest shareholder Common 28,136,218 3.87 25,040,007 3.33
Total Common 69,301,356 9.52 69,030,098 9.18
Others
Note 1) Shares in beginning balance is as of December 31, 2022
--- ---
b. Changes in the largest shareholder
--- ---
As of December 31, 2023 (units: shares, %)
--- ---
Change of Date Largest Shareholder Number Held Share Notes
--- --- --- --- --- --- ---
April 9, 2021 Korea Deposit Insurance Corporation 110,159,443 15.25 Sales of KDIC’S 14,445,354 shares through after-hours trading Note 1)
August 10, 2021 Korea Deposit Insurance Corporation 110,159,443 15.13 Issuance of new common shares<br> <br>(5,792,866<br>shares) Note 2)
December 9, 2021 Employee Stock Ownership Association of Woori Financial Group and others 1 71,346,178 9.80 Bought 1.00% of the KDIC’s remaining shares of Woori Financial Group (8.80% share already held) Note 3)
Note 1) Refer to the prior disclosures on Form 6-K on April 13, 2021,<br>Change in the Number of Shares Owned by the Largest Shareholder of Woori Financial Group
--- ---
Note 2) Comprehensive stock exchange between Woori Financial Group and Woori Financial Capital
--- ---
Note 3) Refer to the prior disclosure on the Form 6-K on December 10,<br>2021, Changes in the Largest Shareholder
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c. Share Ownership of More Than 5%
As of December 31, 2023 (units: shares, %)
--- ---
Name Shares Notes
--- --- --- --- --- --- ---
No. of shares Percentage<br>of<br>shareholding
Share ownership of more than 5% National Pension Service 47,428,392 6.31
Nobis1, Inc. (IMM PE) 40,560,000 5.39
Employee Stock Ownership Association 69,030,098 9.18 The largest<br>shareholder<br>Note 1)
Note 1) Total shares of the employee stock ownership association of Woori Financial Group and Woori Bank<br>
--- ---
Note 2) Blackrock Fund Advisors’ ownership exceeded the 5% threshold in their filing made on February 6,<br>2023, but they have been excluded from this table due to a decrease in ownership percentage resulting from an increase in the number of issued shares through our comprehensive stock swap in August 2023 (4.91% as of the end of 2023).<br>
--- ---
2. Stock Price and Stock Market Performance
--- ---
a. Domestic Stock Market
--- ---

(units: Won, shares)

Period July<br>2023 August<br>2023 September<br>2023 October<br>2023 November<br>2023 December<br>2023
Common Shares High 12,140 11,910 12,590 12,730 13,020 13,050
Low 11,360 11,320 11,870 11,880 12,030 12,800
Average 11,657 11,541 12,231 12,323 12,525 12,922
Monthly Trade Volume High 9,251,858 7,958,807 4,631,152 3,138,026 3,483,732 21,327,324
Low 1,257,253 983,882 1,013,134 992,609 717,389 719,284
Monthly Total 52,450,175 50,077,077 37,554,074 37,368,743 33,250,556 47,190,723
Note 1) Source: KRX KOSPI Market
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Note 2) Share prices are based on closing prices.
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b. Foreign Stock Market (NYSE)

(units: US Dollars, Won, ADSs)

Period July<br>2023 August<br>2023 September<br>2023 October<br>2023 November<br>2023 December<br>2023
ADS High 28.30 27.27 28.57 28.28 30.31 30.63
Low 26.23 25.04 26.58 26.21 27.05 29.19
Average 27.49 26.07 27.52 27.39 29.04 29.98
Won Conversion High 36,244 34,737 37,930 38,161 39,070 39,647
Low 34,120 33,336 35,200 35,570 36,507 38,309
Average 35,357 34,366 36,583 36,991 38,049 39,094
Monthly Trade Volume High 174,364 100,862 49,475 71,564 60,254 52,667
Low 18,350 16,952 24,010 19,787 15,079 14,900
Monthly Total 1,067,103 1,097,243 708,596 867,528 676,055 588,147
Note 1) Source: standard trading rate (daily and monthly average) (Seoul Money Brokerage, www.smbs.biz)<br>
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Note 2) One ADS represents three common shares.
--- ---
Note 3) Share prices are based on closing prices.
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VII. Directors and Employee Information
1. Directors and Executives
--- ---

As of December 31, 2023

Position Name CommonSharesOwned Term<br><br><br>Commencement Date Expiration of Term
Chief Executive Officer Registered Jong-Yong Yim 10,000 March 24, 2023 ~ Note 1)
Independent Director Registered In-Sub Yoon January 27, 2022 ~ Note 2)
Independent Director Registered Chan-Hyoung Chung 10,532 January 11, 2019 ~ Note 2)
Independent Director Registered Su-Young Yun March 24, 2023~ Note 3)
Independent Director Registered Yo-Hwan Shin January 27, 2022 ~ Note 2)
Independent Director Registered Sung-Bae Ji March 24, 2023~ Note 3)
Independent Director Registered Soo-Young Song March 25, 2022 ~ Note 2)
Deputy President Non-Registered Sung-Wook Lee 16,000 February 25, 2022~ ~February 10,2024 Note 4)
Deputy President Non-Registered Gwang-Ik Jang April 3, 2023~ ~April 2, 2025
Deputy President Non-Registered Il-Jin Ouk 3,000 December 8, 2023 ~ ~ November 30, 2024
Deputy President Non-Registered Jang-Keun Park December 8, 2023 ~ ~ March 6, 2025
Deputy President Non-Registered Jung-Soo Lee 6,890 December 8, 2023 ~ ~ March 6, 2025
Deputy President Non-Registered Chan-Ho Jeong 5,492 December 8, 2023 ~ ~ November 30, 2025
Deputy President Non-Registered Yoon-Hong Song December 8, 2023 ~ ~ November 30, 2025
Deputy President Non-Registered Jae-Hwa Jeon 7,872 March 7, 2023~ ~ March 6, 2025
Deputy President Non-Registered Kyu-Hwang Jeong 11,741 December 8, 2023 ~ ~ November 30, 2025
Managing Director Non-Registered Hae-Kwang Lee December 8, 2023 ~ ~ December 22, 2024
Note 1) The term of Standing Director (Jong-Yong Yim): Until the end of the annual general meeting of shareholders for<br>FY2025.
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Note 2) The terms of Independent Directors (Chan-Hyoung Chung, In-Sub Yoon, Yo-Hwan Shin, Soo-Young Song): Until the end of the annual general meeting of shareholders for FY2023.
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Note 3) The terms of Independent Directors (Su-Young Yun, Sung-Bae Ji): Until the end of the annual general meeting of shareholders for FY2024.
--- ---
Note 4) Deputy President Sung-Wook Lee’s term has been extended to February 10, 2025 (change in term took<br>place subsequent to December 31, 2023).
--- ---
Note 5) Term commencement date: date of inauguration for registered officers or directors / date of appointment for non-registered officers or directors
--- ---
Note 6) Common shares owned are as of the date of submission of this report, and those owned by executives exclude<br>shares owned through the Employee Stock Ownership Association.
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2. Employee Status
As of December 31, 2023 (units: persons, millions of Won)
--- ---
Number of Employees Average<br>Tenure TotalCompensation AverageCompensation<br>Per Person Note
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Regular Contract Total
Total (Short timeworker) Total (Short timeworker)
Total 78 37 115 2 years 11 months<br> <br>(13 years 6 months ) 22,402 167
Note 1) Average tenure: term in ( ) includes tenure at affiliated companies
--- ---
Note 2) Contract employees include non-registered executives<br>
--- ---
3. Directors’ Compensation
--- ---
As of December 31, 2023 (units: persons, millions of Won)
--- ---
Items Number ofPersons TotalCompensation AverageCompensation<br>Per Director Note
--- --- --- --- --- --- --- --- ---
Registered Directors<br><br><br>(excludes independent directors and audit committee members) 1 1,998 1,326
Independent Directors<br><br><br>(excludes audit committee members) 2 194 87
Audit Committee Members 4 261 65
Auditor
Note 1) Number of Persons is as of December 31, 2023
--- ---
Note 2) Total Compensation is the amount paid from January to December 2023
--- ---
Note 3) Average compensation per director was calculated by dividing the total compensation by the average number of<br>persons
--- ---
Note 4) Registered directors and audit committee members include uncompensated directors
--- ---
Note 5) Only the compensation amount paid by Woori Financial Group is included for the executives concurrently employed<br>by Woori Bank
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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 14, 2024 By: /s/ Sung-Wook Lee
(Signature)
Name: Sung-Wook Lee
Title:Deputy President

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