Woori Financial Group Inc 6-K/A, filed Mar 8, 2022
Woori Financial Group Inc. (WF)
About this 6-K/A
Woori Financial Group Inc filed this 6-K/A on March 8, 2022.
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 |
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 | |||||
| 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 | ||||||
|
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| 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 | ||||||
|
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|
|||||
| Total liabilities |
418,333,676 | 372,355,172 | ||||||
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(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 | ||||||
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|
|
|
|||||
| 25,842,019 | 23,053,608 | |||||||
|
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|
|
|||||
| Non-controlling interests |
3,008,176 | 3,672,237 | ||||||
|
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|
|
|
|||||
| Total equity |
28,850,195 | 26,725,845 | ||||||
|
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|
|
|||||
| Total liabilities and equity |
447,183,871 | 399,081,017 | ||||||
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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 | ) | ||||
|
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|
|
|
|||||
| 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 | ) | ||||
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|
|
|||||
| 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 | ) | ||||||||||||||||
|
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|
|||||||||||||
| December 31, 2020 |
3,611,338 | 14,874,084 | 1,895,322 | (1,518 | ) | 664,746 | 21,043,972 | |||||||||||||||||
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|
|||||||||||||
| 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 | — | |||||||||||||||||
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| December 31, 2021 |
3,640,303 | 10,909,281 | 2,294,288 | (3,874 | ) | 4,824,991 | 21,664,989 | |||||||||||||||||
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WOORI FINANCIAL GROUP INC.
SEPARATE 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 |
594,852 | 595,318 | ||||||
| Adjustments to net income: |
||||||||
| Income tax income |
(4,607 | ) | (781 | ) | ||||
| Interest income |
(4,236 | ) | (10,082 | ) | ||||
| Interest expense |
26,481 | 23,035 | ||||||
| Dividend income |
(692,605 | ) | (680,375 | ) | ||||
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|
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|
|||||
| (674,967 | ) | (668,203 | ) | |||||
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|
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| Adjustments for expenses not involving cash flows: |
||||||||
| Provision(Reversal) of impairment losses due to credit loss |
(76 | ) | (116 | ) | ||||
| Loss(Gain) on valuation of financial instruments at FVTPL |
7,576 | 920 | ||||||
| Retirement benefit |
2,306 | 3,499 | ||||||
| Depreciation and amortization |
5,809 | 5,449 | ||||||
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|
|||||
| 15,615 | 9,752 | |||||||
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| Changes in operating assets and liabilities: |
||||||||
| Loans and other financial assets at amortized cost |
(393 | ) | (188 | ) | ||||
| Other Assets |
(151 | ) | — | |||||
| Net defined benefit liability |
(206 | ) | (11,329 | ) | ||||
| Other financial liabilities |
3,113 | 7,213 | ||||||
| Other liabilities |
(21 | ) | (3,571 | ) | ||||
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|
|||||
| 2,342 | (7,875 | ) | ||||||
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| Interest income received |
3,946 | 13,080 | ||||||
| Interest expense paid |
(25,371 | ) | (22,559 | ) | ||||
| Dividends received |
692,605 | 680,375 | ||||||
| Income tax paid |
(795 | ) | (397 | ) | ||||
|
|
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|
|||||
| 670,385 | 670,499 | |||||||
|
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|
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| Net cash inflow from operating activities |
608,227 | 599,491 | ||||||
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|
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| Cash flows from investing activities: |
||||||||
| Net decrease(increase) on other investment assets |
240,000 | 730,000 | ||||||
| Acquisition of investments in subsidiaries |
(518,384 | ) | (1,687,371 | ) | ||||
| Acquisition of financial assets at FVTOCI |
— | (150,000 | ) | |||||
| Acquisition of premises and equipment |
(51 | ) | (3,074 | ) | ||||
| Acquisition of intangible assets |
(1,061 | ) | (3,051 | ) | ||||
| Increase on guarantee deposits for leases |
— | (1,118 | ) | |||||
|
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| Net cash outflow from investing activities |
(279,496 | ) | (1,114,614 | ) | ||||
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|||||
(Continued)
WOORI FINANCIAL GROUP INC.
SEPARATE STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020
| 2021 | 2020 | |||||||
|
|
|
|||||||
| (Korean Won in millions) | ||||||||
| Cash flows from financing activities: |
||||||||
| Issuance of debentures |
219,489 | 199,556 | ||||||
| Issuance of hybrid securities |
398,966 | 897,778 | ||||||
| Acquisition of treasury stock |
(26 | ) | — | |||||
| Redemption of lease liabilities |
(2,864 | ) | (2,203 | ) | ||||
| New stock issue cost |
(140 | ) | — | |||||
| Dividends paid to hybrid securities |
(66,250 | ) | (48,915 | ) | ||||
| Dividends paid |
(368,357 | ) | (505,587 | ) | ||||
|
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|
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|
|||||
| Net cash inflow from financing activities |
180,818 | 540,629 | ||||||
|
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|
|||||
| Net increase in cash and cash equivalents |
509,549 | 25,506 | ||||||
| Cash and cash equivalents, beginning of the period |
69,176 | 43,670 | ||||||
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|
|||||
| Cash and cash equivalents, end of the period |
578,725 | 69,176 | ||||||
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|||||
Appendix B. Approval of amendments to the Articles of Incorporation (the “AOI”)
| Before Amendment |
After Amendment |
Reasons for | ||
| Article 60. (Interim Dividends)
(1) The Company may pay interim dividends under the KCC and other applicable laws and regulations to the shareholders registered in the shareholders’ registry of the Company as of a certain date determined by the resolution of the Board of Directors only once each fiscal year. |
Article 60. (Interim Dividends)
(1) The Company may pay interim dividends under the KCC and other applicable laws and regulations to the shareholders registered in the shareholders’ registry of the Company as of June 30. |
Clarifying the interim dividend record date |
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 8, 2022 | By: | /s/ Sang-Wook Chun | ||||||
| (Signature) | ||||||||
| Name: Sang-Wook Chun | ||||||||
| Title: President | ||||||||