Edgar Filing: WOORI FINANCE HOLDINGS CO LTD

Form 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2011

Woori Finance Holdings Co., Ltd.

(Translation of Registrant’s name into English)

203, Hoehyon-dong, 1-ga, Chung-gu, Seoul, Korea 100-792
(Address of principal executive offices)

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 þ Form 40-F o

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): o

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): o

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.

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No þ

Index

1. Summary of 2011 First Half Business Report

2. Exhibit 99.1 Woori Finance Holdings Co., Ltd. Review Report for 2011 2Q

Summary of 2011 First Half Business Report

Table of Contents


I. COMPANY OVERVIEW			5

1. Purpose of the Company			5

2. History of the Company			6

3. Capital Structure			15

4. Total Number of Authorized Shares			15

5. Voting Rights			16

6. Dividend Information			17

II. DESCRIPTION OF BUSINESS			18

1. Business Overview			18

2. Overview of Operations			19

3. Other Information Relevant to Investment Decisions			21

III. FINANCIAL INFORMATION			25

1. Condensed Financial Statements (Separate)			25

2. Condensed Financial Statements (Consolidated)			26

IV. INDEPENDENT AUDITOR’S OPINION			28

1. Independent Auditor’s Opinion			28

2. Compensation to the Independent Auditor for the Past Three Years			29

V. CORPORATE GOVERNANCE AND AFFILIATED COMPANIES			31

1. About the Board of Directors			31

2. Related Companies			32

3. Investments in Other Companies			33

VI. STOCK INFORMATION			34

1. Stock Distribution			34

2. Stock Price and Stock Market Performance for the Past Six Months			35


VII. DIRECTORS AND EMPLOYEE INFORMATION			36

1. Directors			36

2. Employee Status			36

3. Directors’ Compensation			36

VIII. RELATED PARTY TRANSACTIONS			37

1. Transactions with Affiliated Parties			37

Exhibit 99.1

Except where indicated otherwise, financial information contained in this document (including the attached financial statements) have 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 Finance Holdings,” “we,” “us” or the “Company” are to Woori Finance Holdings Co., Ltd. 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.

Company Overview

Purpose of the Company

a.		Scope of Business

		Acquisition/ownership of shares in companies that are engaged in financial services or are closely related to financial services, as well as the governance and/or management of such companies.

(1)

Corporate Management

	1.		Setting management targets for and approving business plans of the subsidiaries;

	2.		Evaluation of the subsidiaries’ management performance and establishment of compensation levels;

	3.		Formulation of corporate governance structures of the subsidiaries;

	4.		Inspection of operation and assets of the subsidiaries; and

	5.		Other activities complementary to the items mentioned in numbers 1 to 4.

(2)

Corporate Management Support Activities

	1.		Funding for the affiliate companies (including direct and indirect subsidiaries, the “Affiliates”);

	2.		Capital investment in subsidiaries or procurement of funds for the Affiliates; and

	3.		Activities ancillary to the above items.

Scope of Business of Subsidiaries

(1)

Bank Subsidiaries (Woori Bank, Kwangju Bank and Kyongnam Bank):

	1.		Banking business as prescribed by the Banking Act;

	2.		Trust business;

	3.		Foreign exchange business; and

	4.		Other authorized businesses.

(2)

Woori Investment & Securities: businesses authorized under the Financial Investment Services and Capital Markets Act and related laws and regulations.

(3)

Woori Aviva Life Insurance: life insurance and other insurance activities and other business activities permitted under the Insurance Business Act.

	(4)		Woori Asset Management: asset management business.

	(5)		Woori Financial: consumer finance business.

	(6)		Woori FIS: finance-related IT services.

	(7)		Woori F&I: securitization business.

	(8)		Woori Private Equity: private equity business.

	(9)		Woori Financial Group Savings Bank: consumer savings banking business.

History of the Company

Company History

(1)

Background: Major developments.


March 30, 2004		Appointment of new management

March 31, 2004		Woori Card merged into Woori Bank

June 18, 2004		Woori Securities becomes a wholly-owned subsidiary

December 21, 2004		Capital increase through conversion of CBs (Total capital after conversion: Won 4.0 trillion)

December 24, 2004		Acquired LG Investment & Securities and incorporated as a subsidiary

February 17, 2005		Capital increase through conversion of CBs (Total capital after conversion: Won 4.0 trillion)

March 11, 2005		Capital increase through conversion of CBs (Total capital after conversion: Won 4.0 trillion)

March 31, 2005		Woori Securities and LG Investment & Securities merged (the name of the surviving entity, LG Investment & Securities, changed to Woori Investment & Securities)

May 6, 2005 LG		Investment Trust Management changed from 2^nd tier subsidiary to 1^st tier subsidiary

May 31, 2005		Woori Investment Trust Management and LG Investment Trust Management merged (the name of the surviving entity, LG Investment Trust Management, changed to Woori Asset Management)


August 3, 2005		Dissolution of Woori LB Second Asset Securitization Specialty Co., Ltd.

September 5, 2005		Woori Asset Management becomes a wholly-owned subsidiary through capital reduction and cancellation

October 21, 2005		Woori Private Equity is established and incorporated as a subsidiary

October 27, 2005		Closure of strategic investment agreement with Lehman Brothers

February 23, 2006		Joint venture arrangement between Woori CA Asset Management, a 2^nd tier subsidiary, and Japan’s Shinsei Bank (involving a transfer of 49% of Woori F&I’s 100% stake in Woori CA Asset Management to Shinsei Bank)

April 11, 2006		Joint venture agreement to transfer 30% of the shares of Woori Asset Management to Credit Suisse Asset Management International Holdings, a wholly owned subsidiary of Credit Suisse.

May 30, 2006		Upon the 30% share transfer to Credit Suisse Asset Management International Holdings, Woori Asset Management was renamed Woori Credit Suisse Asset Management.

March 30, 2007		Appointment of new management

September 14, 2007		Acquired Hanmi Capital as a subsidiary (Hanmi Capital was renamed Woori Financial as of October 26, 2007)

April 4, 2008		Acquired LIG Life Insurance as a subsidiary (LIG Life Insurance was renamed Woori Aviva Life Insurance as of April 1, 2008)

June 27, 2008		Appointment of new management

April 29, 2009		Termination of joint venture with Credit Suisse regarding Woori Credit Suisse Asset Management. Renamed “Woori Asset Management” (May 30, 2009)

October 28, 2009		Acquired the remaining 30% equity stake in Woori Credit Suisse Asset Management from Credit Suisse Asset Management International Holding and completed the establishment of Woori Asset Management as our wholly-owned subsidiary

December 30, 2009		Dissolution of Woori LB Third Asset Securitization Specialty Co., Ltd.

March 11, 2010		MOU with National Bank of Abu Dhabi Group

March 16, 2011		Woori Financial Group Savings Bank Co., Ltd. is incorporated as a wholly-owned subsidiary

Associated Business Group

(1)

Overview of Business Group

Name of business group: Woori Financial Group

(2)

Related companies within the business group

As of June 30, 2011


		Controlling
Type	Name of Company	Company	Notes
Holding Company	Woori Finance Holdings	Korea Deposit Insurance Corporation	1 company
1^stTier Subsidiaries	Woori Bank	Woori Finance Holdings	11 companies
	Kwangju Bank
	Kyongnam Bank
	Woori Investment & Securities
	Woori Aviva Life Insurance
	Woori Asset Management
	Woori Financial
	Woori Financial Group Savings Bank
	Woori FIS (formerly Woori Finance Information System)
	Woori F & I
	Woori Private Equity
2^nd Tier Subsidiaries	Woori Credit Information	Woori Bank	51 companies
	Woori America Bank
	P.T. Bank Woori Indonesia
	Korea BTL Infrastructure Fund
	Woori Global Markets Asia Ltd.
	Woori Bank (China) Limited
	ZAO Woori Bank
	Woori AMC	Woori F&I
	Woori F&I Fifth Asset Securitization Specialty Co., Ltd.
	Woori F&I Sixth Asset Securitization Specialty Co., Ltd.
	Woori F&I Seventh Asset Securitization Specialty Co., Ltd.
	Woori F&I Eighth Asset Securitization Specialty Co., Ltd.
	Woori SB Tenth Asset Management
	Woori F&I Tenth Asset Securitization Specialty Co., Ltd.
	Woori F&I Eleventh Asset Securitization Specialty Co., Ltd.
	Woori F&I Thirteenth Asset Securitization Specialty Co., Ltd.
	Woori F&I Sixteenth Asset Securitization Specialty Co., Ltd.
	Woori F&I Seventeenth Asset Securitization Specialty Co., Ltd.
	Woori EA Third Asset Securitization Specialty Co., Ltd.
	Woori EA Fourth Asset Securitization Specialty Co., Ltd.
	Woori EA Fifth Asset Securitization Specialty Co., Ltd.
	WR Creditors Co., Ltd.
	Woori EA Eighth Asset Securitization Specialty Co., Ltd.
	Woori F&I Eighteenth Asset Securitization Specialty Co., Ltd.
	WR Investment America LLC
	Woori F&I Nineteenth Asset Securitization Specialty Co., Ltd.
	Woori F&I Twentieth Asset Securitization Specialty Co., Ltd.
	Woori EA Tenth Asset Securitization Specialty Co., Ltd.
	Woori F&I Twenty First Asset Securitization Specialty Co., Ltd.
	Woori F&I Twenty Second Asset Securitization Specialty Co., Ltd.


		Controlling
Type	Name of Company	Company	Notes
	Woori Private Equity Fund	Woori Private Equity
	Woori Blackstone Korea Opportunity Private Equity Fund No.1
	Woori Futures	Woori Investment & Securities
	Woori Investment & Securities International Ltd.
	Woori Investment & Securities (HK) Ltd.
	Woori Investment & Securities America Inc.
	Mars Private Equity Fund No. 1
	Mars Private Equity Fund No.2
	Woori Investment Asia Pte. Ltd.
	Mars Private Equity Fund No.3
	Mars Private Equity Fund No.4
	Woori Absolute Partners PTE, Ltd.
	Woori Absolute Global Opportunity Fund
	Woori Korindo Securities Indonesia
	LG Investment Holdings B.V. GG
	Connacht Capital Market Investment Ltd.
	Woori CBV Securities Corporation
	Brim Asian Credit Fund
	Woori Absolute Return Investment Strategies
	KoFC Woori Growth Champ 2010 No.3 Private Equity Fund
	Woori Investment Advisory Co., Ltd. (Beijing)


*		Woori Finance Holdings, Woori Investment & Securities and Woori Financial are listed on the KRX KOSPI Market.

*		On May 23, 2007, Woori F&I Fifth Asset Securitization Specialty Co., Ltd. was included as our 2^nd tier subsidiary. Woori F&I Co., Ltd. owns 100% of its equity.

*		On September 14, 2007, Hanmi Capital was included as our 1^st tier subsidiary to strengthen our non-banking business (Hanmi Capital was renamed Woori Financial as of October 26, 2007).

*		On September 20, 2007, Woori Investment Asia Pte. Ltd. was included as our 2^nd tier subsidiary. Woori Investment & Securities owns a 100% stake in Woori Investment Asia Pte. Ltd.

*		On October 26, 2007, Woori Bank (China) Limited was included as our 2^nd tier subsidiary. Woori Bank owns a 100% stake in Woori Bank (China) Limited.

*		On November 22, 2007, ZAO Woori Bank was included as our 2^nd tier subsidiary. Woori Bank owns a 100% stake in ZAO Woori Bank, excluding one ZAO Woori Bank share which is owned by a related party of Woori Bank in order to comply with Russian regulations on single shareholder limitations.

*		On December 12, 2007, Woori F&I Sixth Asset Securitization Specialty Co., Ltd. and Woori F&I Seventh Asset Securitization Specialty Co., Ltd. were included as our 2nd tier subsidiaries. Woori F&I Co., Ltd. owns a 100% stake in each of these two subsidiaries.

*		On March 18, 2008, Mars Private Equity Fund No. 3, with an expected paid-in-capital of KRW 51 billion, was included as our 2^nd tier subsidiary. Woori Investment & Securities, as its general partner, will have contributed 1.96% of the capital of Mars Private Equity Fund No. 3.

*		On April 3, 2008, Woori F&I Eighth Asset Securitization Specialty Co., Ltd. was included as our 2^nd tier subsidiary. Woori F&I Co., Ltd. owns 100% of its equity.

*		On April 4, 2008, LIG Life Insurance was included as our 1^st tier subsidiary (LIG Life Insurance was renamed Woori Aviva Life Insurance as of April 1, 2008).


*		On May 14, 2008, Mars Private Equity Fund No. 4, with an expected paid-in-capital of KRW 51 billion, was included as our 2^nd tier subsidiary. Woori Investment & Securities, as its general partner, will have contributed 0.99% of the capital.

*		On May 29, 2008, Woori Absolute Partners Pte. Ltd., an investment advisory service company wholly-owned by Woori Investment & Securities and established in Singapore to manage offshore funds, was included as our 2^nd tier subsidiary.

*		On June 27, 2008, Woori SB Tenth Asset Securitization Specialty Co., Ltd. was included as our 2^nd tier subsidiary. Woori F&I owns a stake of 50% plus one share in the company.

*		On July 21, 2008, Woori Absolute Global Opportunity Fund, an offshore financial company wholly-owned by Woori Investment & Securities, was included as our 2^nd tier subsidiary.

*		On September 9, 2008, Woori F&I Ninth Asset Securitization Specialty Co., Ltd. was included as our 2^nd tier subsidiary. Woori F&I Co., Ltd. owns 100% of its equity.

*		On March 3, 2009, PT Clemont Securities Indonesia was included as our 2^nd tier subsidiary. Woori Investment & Securities owns a 60% stake in PT Clemont Securities Indonesia.

*		On March 12, 2009, Woori F&I Tenth Asset Securitization Specialty Co., Ltd. was included as our 2^nd tier subsidiary. Woori F&I Co., Ltd. owns 100% of its equity.

*		On July 24, 2009, Woori F&I Twelfth Asset Securitization Specialty Co., Ltd. was removed as our 2^nd tier subsidiary following the sale of Woori F&I’s equity stake in Woori F&I Twelfth Asset Securitization Specialty Co., Ltd.

*		On August 31, 2009, Woori F&I Thirteenth Asset Securitization Specialty Co., Ltd. was included as our 2^nd tier subsidiary.

*		On September 28, 2009, Woori CBV Securities Corporation was included as our 2^nd tier subsidiary. Woori Investment & Securities owns a 49% stake in Woori CBV Securities Corporation.

*		On October 15, 2009, we acquired an additional 2.41% of common shares of Woori Financial, and our shareholding is currently 52.52%.

*		On October 28, 2009, Woori Asset Management became our wholly-owned subsidiary following our acquisition of Credit Suisse’s 30% interest in Woori Asset Management.

*		High Technology Venture Investment, Global Technology Investment, LG Investment Holdings B.V. GG and Connacht Capital Market Investment, which are offshore finance companies and subsidiaries of Woori Investment & Securities, are currently undergoing liquidation or other change of control-related proceedings. Due to an expansion in the types of entities that are considered 2^nd tier subsidiaries of financial holding companies, these entities became our 2^nd tier subsidiaries.

*		On December 28, 2009, Woori SB Asset Management changed its name to Woori AMC and became a wholly-owned subsidiary of Woori F&I following the termination of its joint venture with Shinsei Bank.

*		On December 30, 2009, Woori Third Asset Securitization Specialty Co., Ltd. was dissolved and removed from our list of subsidiaries

*		On February 15, 2010, Woori Investment & Securities sold 100% of its investment stake in Woori Absolute Asia Multi Strategy Fund, an offshore financial company that was wholly-owned by Woori Investment & Securities prior to such sale.


*		On March 8, 2010, Woori F&I Fourteenth Asset Securitization Specialty Co., Ltd. was included as our 2^nd tier subsidiary.

*		On May 20, 2010, Woori Absolute Return Investment Strategies, an offshore financial company wholly-owned by Woori Investment & Securities, was included as our 2^nd tier subsidiary.

*		On June 10, 2010, Woori F&I Fifteenth Asset Securitization Specialty Co., Ltd. and Woori F&I Sixteenth Asset Securitization Specialty Co., Ltd., which are wholly-owned by Woori F&I, were included as our 2^nd tier subsidiaries.

*		On June 18, 2010, Woori EA Third Asset Securitization Specialty Co., Ltd., a 70% owned subsidiary of Woori F&I, was included as our 2^nd tier subsidiary.

*		On June 28, 2010, Woori Ea Fourth Asset Securitization Specialty Co., Ltd., a 70% owned subsidiary of Woori F&I, was included as our 2^nd tier subsidiary.

*		On June 29, 2010, Woori Ea Fifth Asset Securitization Specialty Co., Ltd., a 70% owned subsidiary of Woori F&I, was included as our 2^nd tier subsidiary.

*		On July 9, 2010, Woori F&I Fifteenth Asset Securitization Specialty Co., Ltd. was removed as our 2^nd tier subsidiary following the sale of Woori Investment & Securities’ investment stake in Woori F&I Fifteenth Asset Securitization Specialty Co., Ltd.

*		On September 2, 2010, Woori F&I Seventeenth Asset Securitization Specialty Co., Ltd., a 100% owned subsidiary of Woori F&I, was included as our 2^nd tier subsidiary.

*		On October 22, 2010, WR Creditor Co., Ltd., a 100% owned subsidiary of Woori F&I, was included as our 2^nd tier subsidiary.

*		On November 22, 2010, KoFC Woori Growth Champ 2010 No.3 Private Equity Fund, a 30% owned subsidiary of Woori Investment & Securities, was included as our 2^nd tier subsidiary.

*		On November 23, 2010, Woori EA Eighth Asset Securitization Specialty Co., Ltd., a 51% owned subsidiary of Woori F&I, was included as our 2^nd tier subsidiary.

*		On November 30, 2010, Woori F&I Ninth Asset Securitization Specialty Co., Ltd. was dissolved and removed from our list of subsidiaries.

*		On December 1, 2010, High Technology Venture Investment and Global Technology Investment was dissolved and removed from our list of subsidiaries.

*		On December 3, 2010, Woori F&I Eighteenth Asset Securitization Specialty Co., Ltd., a 100% owned subsidiary of Woori F&I, was included as our 2^nd tier subsidiary.

*		On December 21, 2010, WR Investment America LLC. a 100% owned subsidiary of Woori F&I, was included as our 2^nd tier subsidiary.

*		On January 14, 2011, Woori Investment Advisory Co., Ltd. (Beijing), a 100% owned subsidiary of Woori Investment & Securities, was included as our 2^nd tier subsidiary.

*		On Febuary 24, 2011, Woori F&I Nineeenth Asset Securitization Specialty Co., Ltd., a 100% owned subsidiary of Woori F&I, was included as our 2^nd tier subsidiary.

*		On March 14, 2011, Woori F&I Twentieth Asset Securitization Specialty Co., Ltd., a subsidiary of Woori F&I, was included as our 2^nd tier subsidiary. Woori F&I Co., Ltd. owns 60% of the equity of Woori F&I Twentieth Asset Securitization Specialty Co., Ltd.


*		On March 16, 2011, Woori Financial Group Savings Bank, a 100% owned subsidiary of Woori Finance Holdings, was included as our subsidiary.

*		On March 29, 2011, Woori EA Tenth Asset Securitization Specialty Co., Ltd., a 51% owned subsidiary of Woori F&I, was included as our 2^nd tier subsidiary.

*		On May 30, 2011, Woori F&I Fourteenth Asset Securitization Specialty Co., Ltd. was dissolved and removed from our list of subsidiaries.

*		On June 7, 2011, Woori F&I Twenty First Asset Securitization Specialty Co., Ltd. and Woori F&I Twenty Second Asset Securitization Specialty Co., Ltd., each a 100% owned subsidiary of Woori F&I, were included as our 2^nd tier subsidiaries.


c.		Consolidated Subsidiaries


		Total Assets (2010)
Name of Company	Business Activities	(unit: in millions of Won)
Woori Bank	Banking		224,419,749
Kwangju Bank	Banking		16,497,497
Kyongnam Bank	Banking		21,830,812
Woori Investment & Securities	Securities		17,089,252
Woori Asset Management	Investment Trusts		84,418
Woori Financial	Other Financial		2,770,293
Woori FIS (former Woori Finance Information System)	Financial Information Technology		242,574
Woori F&I	Other Financial		1,027,330
Woori Private Equity	Other Financial		28,318
Woori Financial Group Savings Bank	Banking		—
TY second Asset Securitization Specialty	Other Financial		211,220
Woori Credit Information	Debt Collection and Credit Rating		29,433
Woori America Bank	Banking		1,196,801
P.T. Bank Woori Indonesia	Banking		487,557
Woori Global Markets Asia Ltd.	Banking		182,730
Woori Bank (China) Limited	Banking		2,237,662
ZAO Woori Bank	Banking		170,027
Korea BTL Infrastructure Fund	Other Financial		340,478
Woori Fund Service Co., Ltd.	Other Financial		—
Kumho Trust 1st Co., Ltd.	Other Financial		91,750
Woori More Conduit Co., Ltd.(M)	Other Financial		11
Woori IB Global Bond Co., Ltd	Other Financial		215,220
KDB Capital First ABCP Co., Ltd.	Other Financial		52,270
Vivaldi HL First ABCP Co., Ltd.	Other Financial		51,387
Woori More Conduit Co., Ltd.(C)	Other Financial		51,925
Connsus Eighth Co., Ltd.	Other Financial		9
Asiana Saigon Co., Ltd.	Other Financial		59,460
An-Dong Raja 1st Co., Ltd.	Other Financial		14,928
KAMCO Value Recreation 1st Securitization Specialty Co., Ltd	Other Financial		140,632
IB Global 1st Inc.	Other Financial		68,515
Real DW Second Co., Ltd.	Other Financial		120,841
Hermes STX Co., Ltd.	Other Financial		30,341
BWL First Co., LLC	Other Financial		80,421
Woori Poongsan Co., Ltd	Other Financial		—
Ocean Sand Co., Ltd.	Other Financial		—
KTB Smart 90 Private Equity Securities 4th	Other Financial		22,838
Heoreum Short-Term 15^th	Other Financial		57
G5 Pro Short-Term 13^th	Other Financial		637


		Total Assets (2010)
Name of Company	Business Activities	(unit: in millions of Won)
G6 First Class Mid-Term E-20	Other Financial		1
G15 First Class Mid-Term C-1	Other Financial		4
D First Class Mid-term C-151	Other Financial		3
Hanwha Smart Private Equity Securities 19^th	Other Financial		50,004
Woori Frontier Alpha quant Private Equity 3^rd	Other Financial		60,163
Woori Partner Plus Private Equity Securities 4^th	Other Financial		497,639
Meriz Prime Private Equity Trust 5^th	Other Financial		61,119
Woori Partner Plus Private Equity Securities 5^th	Other Financial		116,581
Prudential Quant Long Short Private Equity Trust 1^st	Other Financial		23,677
Prudential Quant Long Short Private Equity Trust 2^nd	Other Financial		23,046
Trustone Private Equity Securities Investment Trust 10^th	Other Financial		—
Consus Private Equity Securities Investment Trust 44th	Other Financial		—
Midas Private Equity Securities Investment Trust W-2	Other Financial		—
Korea Bluechip Plus Private Equity 1st	Other Financial		—
Consus Private Equity Securities Investment Trust 47th	Other Financial		—
Eugene Pride Private Equity Securities Investment Trust 19^th	Other Financial		—
Woori Partner Plus Private Equity Securities 7^th	Other Financial		—
Allianz Long Short Private Equity Trust 1^st	Other Financial		—
Trustone Private Equity Securities Investment Trust 11^th	Other Financial		—
Golden Bridge Sidus FNH video	Other Financial		8,263
Bridge NHN Online Private Equity Investment	Other Financial		25,015
Woori ICS Ocean Bridge 7^th	Other Financial		16,178
Woori Milestone Private Real Estate Fund 1^st	Other Financial		36,491
Woori Milestone China Real Estate Fund 1st	Other Financial		227
Consus Sakhalin Real Estate Investment Trust 1^st	Other Financial		48,706
Yuri WB Private Equity Securities Investment Trust 3^rd	Securities		—
KDB Private Equity Investment Trust WB-2	Securities		—
Samsung Plus Private Equity Investment Trust No.13	Securities		—
Hanhwa Smart Private Equity Trust No.43	Securities		—
Eugene Pride Private Equity Securities Investment Trust [21^st] (Bond)	Securities		—
Euro Quanto Second Inc.	Other Financial		54,210
Hybrid1st Specialty Inc.	Other Financial		299,638
KAMCO Value Recreation 2nd Securitization Specialty Co., Ltd.	Other Financial		29,699
Heungkuk Hiclass 9^th	Other Financial		11,196
Eugene Best Plan Private Equity Securities No.16	Other Financial		9,955
Consus 6th Co., LLC	Other Financial		9
KTB Market Alpha Private Equity Securities Investment Trust 30-1^st	Other Financial		10,958
GS Gold Scope Private Equity Securities Investment Trust 2^nd	Other Financial		9,615
My Asset Private Equity Investment Trust 4^th	Other Financial		10,543
Hana UBS Power Private Equity Securities Investment Trust 12^th	Other Financial		10,574
Samsung Korea Focus Private Equity Investment Trust 1^st	Other Financial		10,433
Shinhan BNP Private Equity Investment Trust 9^th	Other Financial		—
Hanwha Smart Private Equity Securities 39^th	Other Financial		—
GS Gold Scope Private Equity Securities Investment Trust 5^th	Other Financial		—
Say New Vesta Private Equity Securities 7^th	Other Financial		—
Woori Futures	Futures		395,543
Woori Investment Securities Int’l Ltd.	Securities		4,814
Woori Investment & Securities (HK) Ltd.	Securities		27,465
Woori Investment Securities America	Securities		8,071
MARS First Private Equity Fund	Other Financial		44,627
MARS Second Private Equity Fund	Other Financial		206,268
MARS INS First Private Equity Fund	Other Financial		2,545
Woori Investment Asia Pte. Ltd.	Securities		50,703
Woori Absolute Partner PTE Ltd.	Other Financial		3,978
Woori Absolute Asia Global Opportunity Fund	Other Financial		51,247


		Total Assets (2010)
Name of Company	Business Activities	(unit: in millions of Won)
LG Investment Holding B.V.(Amsterdam) GG	Other Financial		32,311
Connacht Capital Market Inv.	Other Financial		44,638
Woori Korindo Securities Indonesia	Securities		18,991
Woori CBV Securities Corporation	Securities		9,464
Woori Absolute Return Investment Strategies	Other Financial		34,880
Woori Investment Asia Co., Ltd.(Beijing)	Investment Advisory		—
Kofc Woori Growth Champ 2010-3 Private Equity Fund	Other Financial		—
KAMCO Value Recreation 9th Securitization Specialty Co., Ltd	Other Financial		2,250
G3 Pro Short-term 13	Beneficiary Certificates		168
G4 Pro Short-term 13	Beneficiary Certificates		71
Hanvit High Yield	Beneficiary Certificates		—
Twins Subordinated Debt 1th	Beneficiary Certificates		3
Hanareum Short-Term HI 6	Beneficiary Certificates		8
G Hanareum Short-Term HI6	Beneficiary Certificates		6
Kyobo Gulliver Short-Term E-201	Beneficiary Certificates		437
Kyobo First Class Long-Term E-203	Beneficiary Certificates		192
Kyobo First Class Mid-Term E-209	Beneficiary Certificates		45
Cho Hung Clover HYA1	Beneficiary Certificates		1,978
G1 New Jump Long-Term Bond A-4th	Beneficiary Certificates		5,823
Shinhan Special Long-term L-6	Beneficiary Certificates		1
Best Optimax Mid-Term A3	Beneficiary Certificates		709
Best Optimax Mid-Term III A1	Beneficiary Certificates		1,506
Best Optimax Long-Term A1	Beneficiary Certificates		434
Woori AMC	Other Financial		15,922
Woori F&I Fifth Asset Securitization Specialty Co., Ltd.	Other Financial		1,392
Woori F&I Sixth Asset Securitization Specialty Co., Ltd.	Other Financial		7,503
Woori F&I Seventh Asset Securitization Specialty Co., Ltd.	Other Financial		22,318
Woori F&I Eighth Asset Securitization Specialty Co., Ltd.	Other Financial		876
Woori SB Tenth Asset Management	Other Financial		46,585
Woori F&I Tenth Asset Securitization Specialty Co., Ltd.	Other Financial		5,398
Woori F&I Eleventh Asset Securitization Specialty Co., Ltd.	Other Financial		9,033
Woori F&I Thirteenth Asset Securitization Specialty Co., Ltd.	Other Financial		36,346
Woori F&I Sixteenth Asset Securitization Specialty Co., Ltd	Other Financial		25,520
Woori EA Third Asset Securitization Specialty Co., Ltd.	Other Financial		76,650
Woori EA Fourth Asset Securitization Specialty Co., Ltd.	Other Financial		80,167
Woori EA Fifth Asset Securitization Specialty Co., Ltd.	Other Financial		52,886
Woori F&I Seventeenth Asset Securitization Specialty Co., Ltd	Other Financial		129,613
WR Investment LLC	Other Financial		10
Woori EA Eighth Asset Securitization Specialty Co., Ltd.	Other Financial		72,923
WR Investment America LLC	Other Financial		28,520
Woori F&I Eighteenth Asset Securitization Specialty Co., Ltd	Other Financial		159,381
Woori F&I Nineteenth Asset Securitization Specialty Co., Ltd	Other Financial		—
Woori EA Tenth Asset Securitization Specialty Co., Ltd.	Other Financial		—
Woori F&I Twentieth Asset Securitization Specialty Co., Ltd	Other Financial		—
Woori F&I Twenty First Asset Securitization Specialty Co., Ltd	Other Financial		—
Woori F&I Twenty Second Asset Securitization Specialty Co., Ltd	Other Financial		—
Woori Private Equity Fund	Private Equity Investment		210,196
Kumho Investment Bank	Financial Services		1,953,706
Woori EL Co., Ltd.	Other Financial		30
Two Eagles LLC	Real Estate & Leasing		1,841

Capital Structure

Changes in Capital

(units: Won, shares)


		Stock Decrease/Increase
Date	Category	Type	Quantity		Par Value		Issue price		Note
2001.3.27	Establishment	Common		727,458,609		5,000		5,000	—
2002.5.31	Exercise B/W	Common		165,782		5,000		5,000	—
2002.6.12	Capital increase w/ consideration	Common		36,000,000		5,000		6,800	Capital contribution ratio: 0.0494
2002.6.30	Exercise B/W	Common		1,416,457		5,000		5,000	—
2002.9.30	Exercise B/W	Common		2,769,413		5,000		5,000	—
2002.12.31	Exercise B/W	Common		4,536		5,000		5,000	—
2003.3.31	Exercise B/W	Common		1,122		5,000		5,000	—
2003.6.30	Exercise B/W	Common		7,688,991		5,000		5,000	—
2004.6.18	Stock Exchange	Common		8,571,262		5,000		8,902	Exchange with Woori Sec shares on a 1-to-0.55 basis
2004.11.4	Exercise CB	Common		666,301		5,000		5,380	—
2004.12.2	Exercise CB	Common		7,995,613		5,000		5,380	—
2004.12.21	Exercise CB	Common		3,717,472		5,000		5,380	—
2005.2.17	Exercise CB	Common		3,481,173		5,000		5,588	—
2005.3.11	Exercise CB	Common		5,914,180		5,000		7,313	—
2005.3.11	Exercise CB	Common		164,429		5,000		7,228	—

Convertible Bonds

Not applicable

Total Number of Authorized Shares



As of June 30, 2011		(unit: shares)


	Type
Items	Common Shares		Total
Total number of shares authorized		2,400,000,000		2,400,000,000
Total number of issued stock		806,015,340		806,015,340
Treasury stock		2,561		2,561
Free float shares		806,012,779		806,012,779

Treasury Stock



As of June 30, 2011		(unit: shares)

Acquisition

Method

Type of Stock

Beg.

Acquired

Disposal

Canceled

End

Remarks

Direct purchase under Sub-section 1, section 165-2 of the Financial Investment Services and Capital Markets Act

Common

Preferred

Direct purchase other than under Sub-section 1, section 165-2 of the Financial Investment Services and Capital Markets Act

Common

2,561

Preferred

Subtotal

Common

2,561

Preferred

Indirect acquisition from trust agreement

Common

Preferred

Total

Common

2,561

Preferred

Voting Rights



As of June 30, 2011		(unit: shares)


Items		Number of stock		Notes
Total number of shares	Common Shares		806,015,340
	Preferred Shares
Stocks without voting rights	Common Shares
	Preferred Shares
Stocks with limited voting rights under Korean securities & exchange Law	—		2,561
Stocks with voting rights restored	—
Stocks with voting rights	Common Shares		806,012,779
	Preferred Shares

Dividend Information

Dividend information for the past three years


Items		2010⁽¹⁾		2009⁽²⁾		2008⁽²⁾
Par value per share (Won)			5,000		5,000		5,000
Net profit (Won in Millions)			1,288,856		1,026,024		454,478
Earnings per share (Won)			1,599		1,273		564
Total cash payout (Won in Millions)			201,503		80,601		—
Total stock dividends (Won in Millions)							—
Cash dividend payout ratio (%)			15.63		7.86
Cash dividend yield (%)	Common Shares		1.6		0.7
	Preferred Shares
Stock dividend yield (%)	Common Shares
	Preferred Shares
Cash dividend per share (Won)	Common Shares		250		100
	Preferred Shares
Stock dividend per share (Won)	Common Shares
	Preferred Shares


(1)		Net profit clculated on a consolidated Korean IFRS basis.

(2)		Net profit clculated on a non-consolidated Korean GAAP basis.

II.

Description of Business

Business Overview

Organizational Chart

(As of June 30, 2011)

Overview of Operations

a.		Performance of Operations

		As a financial holding company under the Financial Holding Company Act, our main income consists of dividend payments made to us by our subsidiaries. We are not involved in any other operations.

Financing of Operations

(1)

Source of Funds

(unit: in millions of Won)


Items	2011 1H			2010			2009
Shareholders’ Equity		14,014,380			13,804,170			13,720,923
Capital		4,030,077			4,030,077			4,030,077
Capital Surplus		84,488			84,488			179,488
Retained Earnings		9,899,833			9,689,624			8,346,186
Capital Adjustments		(18	)		(18	)		1,165,172
Borrowings		3,797,662			3,804,738			3,824,205
Debentures		3,654,874			3,654,843			3,744,156
Bank Borrowings		—			—			60,000
Commercial Paper		—			—			—
Other Borrowings		—			—			—
Other Liabilities		142,788			149,895			20,049

Total		17,812,042			17,608,908			17,545,128


*		Separate basis.

(2)

Use of Funds

(unit: in millions of Won)


Items	2011 1H		2010		2009
Subsidiary Stock		17,493,228		17,383,228		17,350,078
Woori Bank		13,621,824		13,621,824		13,621,824
Kyongnam Bank		1,443,661		1,443,661		1,443,661
Kwangju Bank		976,284		946,284		976,284
Woori FIS		15,013		15,013		15,013
Woori F&I		166,563		166,563		166,563
Woori Investment & Securities		754,782		754,782		754,782
Woori Asset Management		67,456		67,456		67,456
Woori Private Equity		24,246		24,246		24,246
Woori Financial		207,346		207,346		207,346
Woori Aviva Life Insurance		106,053		106,053		72,903
Woori Financial Group Savings Bank		110,000		—
Investment Securities		—		—		—
Loan Obligations		994		994		139,300
Tangible Assets		443		593		415
Intangible Assets		32		35		8
Cash		164,711		65,346		23,267
Other Assets		152,634		158,712		32,060

Total		17,812,042		17,608,908		17,545,128


*		Separate basis.

Transactions related to Commission Fees*

(unit: in millions of Won)


Category	2011 1H⁽¹⁾		2010⁽¹⁾		2009⁽²⁾
Commission Revenue (A)		35,626		35,626		—
Commission Expense (B)		4,511		4,209		7,001
Commission Profit (A-B)		31,115		31,417		(7,001	)


(1)		Separate basis; based on Korean IFRS.

(2)		Separate basis; based on Korean GAAP.

Other Information Relevant to Investment Decisions

Selected Ratios

Won-denominated Current Ratio

(unit: in millions of Won)


Items	2011 1H⁽¹⁾			2010⁽¹⁾			2009⁽¹⁾
Current Assets (A)		165,039			65,497			23,682
Current Liabilities (B)		5,608			9,260			8,995
Current Ratio⁽²⁾ (A/B)		2,943.15	%		707.31	%		263.29	%


(1)		Separate basis.

(2)		Current ratio is calculated as the ratio of (i) Won-denominated assets with maturity of less than 1 month and (ii) Won-denominated liabilities with maturity of less than 1 month.

Debt Ratio

(unit: in millions of Won)


Items	2011 1H			2010			2009
Liabilities (A)		3,797,662			3,804,738			3,824,205
Equity (B)		14,014,380			13,804,170			13,720,923
Debt Ratio (A/B)		27.10	%		27.55	%		27.87	%


*		Separate basis.

BIS Ratio

(unit: in millions of Won)


Items	2011 1H⁽¹⁾⁽²⁾			2010⁽²⁾			2009⁽³⁾
Total Capital (A)		25,084,280			24,839,544			24,824,094
Risk weighted assets (B)		204,969,932			198,250,944			200,954,776
BIS Ratio (A/B)		12.24	%		12.53	%		12.35	%


(1)		Estimate.

(2)		Consolidated basis; based on Korean IFRS.

(3)		Consolidated basis; based on Korean GAAP.

Credit Ratings for the Past Three Years


	Evaluated	Credit	Company	Evaluation
Date of Rating	Securities	Rating	(Ratings Range)	Category
2007.05.07		A2	Moody’s (Aaa ~ C)	Case evaluation
2007.08.17	Debentures	AAA	NICE (AAA ~ D)	Case evaluation
2007.08.17	Debentures	AAA	KIS Ratings (AAA ~ D)	Case evaluation
2007.11.27	Debentures	AAA	NICE (AAA ~ D)	Case evaluation
2007.11.27	Debentures	AAA	Korea Ratings (AAA ~ D)	Case evaluation
2008.04.03	Debentures	AAA	KIS Ratings (AAA ~ D)	Case evaluation
2008.04.03	Debentures	AAA	NICE (AAA ~ D)	Case evaluation
2008.06.04		BBB+	S&P (AAA ~ D	Case evaluation
2008.06.12	Debentures	AAA	NICE (AAA ~ D)	Case evaluation
2008.06.16	Debentures	AAA	Korea Ratings (AAA ~ D)	Case evaluation
2008.09.12	Debentures	AAA	NICE (AAA ~ D)	Case evaluation
2008.09.16	Debentures	AAA	Korea Ratings (AAA ~ D)	Case evaluation
2008.12.02	Debentures	AAA	KIS Ratings (AAA ~ D)	Case evaluation
2008.12.02	Debentures	AAA	Korea Ratings (AAA ~ D)	Case evaluation
2009.03.13	Debentures	AAA	Korea Ratings (AAA ~ D)	Case evaluation
2009.03.13	Debentures	AAA	NICE (AAA ~ D)	Case evaluation
2009.06.30	Debentures	AAA	NICE (AAA ~ D)	Case evaluation
2009.06.30	Debentures	AAA	Korea Ratings (AAA ~ D)	Case evaluation
2009.11.05	Debentures	AAA	Korea Ratings (AAA ~ D)	Case evaluation
2009.11.05	Debentures	AAA	KIS Ratings (AAA ~ D)	Case evaluation
2010.05.10	Debentures	AAA	Korea Ratings (AAA ~ D)	Case evaluation
2010.05.10	Debentures	AAA	KIS Ratings (AAA ~ D)	Case evaluation
2010.07.23	Debentures	AAA	Korea Ratings (AAA ~ D)	Case evaluation
2010.07.23	Debentures	AAA	NICE (AAA ~ D)	Case evaluation
2010.10.28	Debentures	AAA	Korea Ratings (AAA ~D)	Case evaluation
2010.10.28	Debentures	AAA	KIS Ratings (AAA ~D)	Case evaluation
2011.02.14	Debentures	AAA	NICE (AAA ~ D)	Case evaluation
2011.02.14	Debentures	AAA	KIS Ratings (AAA ~D)	Case evaluation
2011.03.02	Debentures	AAA	Korea Ratings (AAA ~D)	Case evaluation
2011.03.03	Debentures	AAA	KIS Ratings (AAA ~D)	Case evaluation
2011.05.12	Debentures	AAA	NICE (AAA ~ D)	Case evaluation
2011.05.12	Debentures	AAA	Korea Ratings (AAA ~D)	Case evaluation

30 Largest Exposures by Borrower



(As of June 30, 2011)		(unit: in hundred millions of Won)


											Total
			Pre-		Sub-				Estimated		Credit				Total
Name	Normal		cautionary		standard		Doubtful		Loss		Exposure		Securities		Exposure
Korea Finance Corporation		—		—		—		—		—		—		22,360		22,360
Korea Land & Housing Corporation		102		—		—		—		—		102		20,676		20,778
Korea Deposit Insurance Corporation		10,000		—		—		—		—		10,000		7,157		17,157
Korea Housing Finance Corporation		—		—		—		—		—		—		16,328		16,328
Samsung Electronics		15,554		—		—		—		—		15,554		164		15,718
SH Corporation		9,597		—		—		—		—		9,597		3,862		13,459
Industrial Bank of Korea		7		—		—		—		—		7		12,932		12,939
Korea Development Bank		—		—		—		—		—		—		11,969		11,969
Kookmin Bank		1,869		—		—		—		—		1,869		9,358		11,227
Sungdong Shipbuilding & Marine		4,051		6,221		—		—		—		10,272		—		10,272
Hyundai Heavy Industries		8,280		—		—		—		—		8,280		116		8,396
Hyundai Steel		6,782		—		—		—		—		6,782		549		7,332
LG Chemical		6,845		—		—		—		—		6,845		90		6,935
Hynix		1,185		—		—		—		—		1,185		5,617		6,802
Kumho Tire		455		5,002		—		—		—		5,457		1,165		6,622
Shinhan Bank		—		—		—		—		—		—		6,468		6,468
SPP Shipbuilding		2,239		4,040		—		—		—		6,279		—		6,279
Korea Electronic Power Corporation		—		—		—		—		—		—		6,249		6,249
STX Shipbuilding		5,850		—		—		—		—		5,850		9		5,859
National Agricultural Cooperative Federation		780		—		—		—		—		780		4,902		5,682
POSCO		653		—		—		—		—		653		4,792		5,445
Kumho Industrial		337		—		4,633		—		—		4,970		429		5,399
Hyosung		4,948		—		—		—		—		4,948		364		5,311
Samsung Heavy Industries		4,955		—		—		—		—		4,955		28		4,984
ShinaSB Yard		3,160		—		10		1,805		—		4,975		—		4,975
Daewoo International		4,699		—		—		—		—		4,699		99		4,799
GSCaltex		3,521		—		—		—		—		3,521		1,104		4,626
Deawoo E&C		4,441		—		—		—		—		4,441		22		4,463
Samsung Card		3,534		—		—		—		—		3,534		917		4,450
Korea Student Aid Fundation		—		—		—		—		—		—		4,408		4,408

Total		103,841		15,263		4,643		1,805		—		125,553		142,137		276,690


*		Based on Woori Bank, Kyongnam Bank, Kwangju Bank, Woori Investment & Securities, Woori Financial and Woori Aviva Life Insurance.

20 Largest Loan Exposures Classified as Sub-Standard or Below by Borrower



(As of June 30, 2011)		(unit: in hundred millions of Won)


				Sub-standard or
Name	Industry	Total Exposure		below		Loan Loss Reserve
A	Construction		4,970		4,633		128
B	Real Estate & Lease		3,949		3,572		3,469
C	Construction		3,020		3,020		2,265
D	Manufacturing		4,975		1,815		974
E	Wholesale and Retail Trade		1,753		1,753		926
F	Manufacturing		2,327		1,739		969
G	Construction		1,582		1,582		1,129
H	Construction		1,196		1,196		1,057
I	Finance & Insurance		1,001		1,001		405
J	Real Estate & Lease		1,000		1,000		404
K	Construction		991		991		398
L	Manufacturing		939		939		802
M	Manufacturing		883		879		439
N	Real Estate & Lease		638		638		319
O	Construction		615		613		80
P	Construction		574		574		437
Q	Finance & Insurance		558		558		205
R	Construction		810		525		392
S	Lodging		483		483		227
T	Transport		457		457		185

Total			32,721		27,969		15,211


*		Based on Woori Bank, Kyongnam Bank, Kwangju Bank, Woori Investment & Securities, Woori Financial and Woori Aviva Life Insurance.

Recent Developments

On February 18, 2011, Woori Finance Holdings was selected as the preferred bidder for the purchase of the assets and assumption of the liabilities of Samhwa Mutual Savings Bank and signed a memorandum of understanding on March 11, 2011 with KDIC relating to such purchase and assumption. In order to effect such purchase and assumption, Woori Finance Holdings established a new subsidiary, Woori Financial Group Savings Bank Co., Ltd., which began its operations on March 25, 2011.

III.

Financial Information

Condensed Financial Statements (Separate)

(unit: in millions of Won, except per share amounts)


Items	2011 1H			2010
Cash and Bank Deposits		164,712			65,345
Loans and Receivables		150,109			155,209
Investment Securities Accounted for Using the Equity Method of Accounting		17,493,228			17,383,228
Tangible Assets		442			593
Intangible Assets		32			35
Other Assets		2,571			3,370
Deferred Tax Asset		948			1,128
Total Assets		17,812,042			17,608,908
Debentures		3,654,874			3,654,844
Provisions		868			—
Income Tax Payable		118,147			124,078
Other Financial Liabilities		21,852			23,889
Other Liabilities		1,921			1,927
Total Liabilities		3,797,662			3,804,738
Common Stock		4,030,077			4,030,077
Capital Surplus		84,488			84,488
Other Capital		(18	)		(18	)
Retained Earnings		9,899,833			9,689,623
Total Capital		14,014,380			13,804,170
Net Interest Income		(109,838	)		(116,876	)
Net fees and Commissions		31,115			(3,505	)
Dividends		516,008			407,130
Reversal of Allowance for Doubtful Accounts		—			(242	)
Other Operating Income		(25,392	)		(16,105	)
Net Profit from Continuing Operations before Corporate Income Tax		411,893			270,886
Total Net Income		411,713			272,096
Total Comprehensive Income		411,713			272,096
Earnings Per Share (in Won)		511			338

Condensed Financial Statements (Consolidated)

(unit: in millions of Won)


Items	2011 1H		2010
Cash and Due from Banks		3,324,668		3,483,407
Financial Assets at Fair Value through Profit or Loss		22,087,197		21,836,947
Available-for-Sale Financial Assets		18,527,139		22,344,698
Held-to-Maturity Financial Assets		21,129,978		19,885,559
Loans and Receivables		232,908,942		218,179,507
Jointly Controlled Associates		781,869		744,844
Investment Properties		512,173		643,271
Tangible Assets		3,090,612		3,097,378
Intangible Assets		477,570		295,136
Other Assets		320,211		378,858
Prepaid Tax Assets		6,455		9,568
Deferred tax assets		67,337		58,705
Derivatives Assets		143,042		131,511
Held-for-Sale Assets Group		134,640		87,926
Total Assets		303,511,833		291,177,315
Financial Liabilities at Fair Value through Profit or Loss		8,754,860		8,838,281
Deposits		189,554,341		185,427,625
Borrowings		34,413,316		34,265,662
Debentures		29,889,885		29,110,640
Provisions		859,494		761,055
Retirement Benefit Obligations		129,248		69,949
Tax Liabilities		246,097		173,960
Other Financial Liabilities		18,099,201		11,607,333
Other Liabilities		547,668		399,189
Deferred Tax Liabilities		292,957		212,534
Derivatives Liabilities		1,220		5,339
Total Liabilities		282,788,287		270,871,567
Equity Ownership of Controlled Entity		16,413,205		15,742,534
Capital Stock		4,030,077		4,030,077
Capital Surplus		179,715		180,105
Other Equity		614,165		1,043,013
Retained Earnings		11,589,248		10,489,339
Non-Controlling Equity		4,310,341		4,563,214
Total Capital		20,723,546		20,305,748


Items	2011 1H			2010
Net Interest Income		3,627,864			3,303,538
Net Fee income		623,707			545,155
Dividend Income on Securities		128,688			104,730
Gain(loss) on Financial Assets at Fair Value through Profit or Loss		88,604			120,931
Gain on Available-for-Sale Financial Assets		937,271			611,730
Gain on Held-to-Maturity Financial Assets		0			21
Impairment on Credit Loss		1,234,865			1,427,680
Other Operating Income		(2,155,535	)		(2,092,944	)
Operating Income		2,015,734			1,165,481
Gain on Equity Method Investments		25,905			2,698
Income before Income Tax Expense		2,041,639			1,168,179
Total Net Income		1,477,607			937,745
Net income attributable to shareholders		1,294,912			753,849
Net income attributable to the non-controlling interests		182,695			183,896
Other Comprehensive Income		(416,815	)		(100,138	)
Total Comprehensive Income		1,060,792			837,607
Comprehensive Income Attributed to Shareholders		875,498			652,324
Comprehensive Income Attributed to the Non-Controlling Interests		185,294			185,283
Earnings per Share (in Won)		1,607			935
Consolidated Subsidiaries		151			148


*		Income/loss items for 2010 are stated on a cumulative basis for the six months ended June 30, 2010.

IV.

Independent Auditor’s Opinion


	2011 1H			2010	2009
Auditor	Deloitte Anjin LLC			Deloitte Anjin LLC	Deloitte Anjin LLC
Auditor’s Opinion		(1	)	Unqualified Opinion	Unqualified Opinion


(1)		In its review report attached to this report, Deloitte Anjin LLC has stated that nothing has come to their attention that causes them to believe that the accompanying consolidated financial statements of the Company as of December 31, 2010 and June 30, 2011 and for the six months ended June 30, 2010 and 2011 do not present fairly, in all material respects, in accordance with Korean IFRS 1034 Interim Financial Reporting, and the requirements of Korean IFRS 1101 First-time adoption of Korean International Financial Reporting Standard , relevant to interim financial reporting.

Compensation to the Independent Auditor for the Past Three Years

Auditing Service

(units: in millions of Won, hours)

Accrued Time

Year

Auditor

Activity

Compensation

(hrs)

2011 1H

Deloitte Anjin LLC

Review of Quarter and Half Year financial statements and audit of Annual financial statements (Consolidated, Separate)

426

3,920

2010

Deloitte Anjin LLC

Review of Quarter and Half Year financial statements and audit of Annual financial statements (Consolidated, Non-consolidated)

342

6,148

2009

Deloitte Anjin LLC

Review of Quarter and Half Year financial statements and audit of Annual financial statements (Consolidated, Non-consolidated)

342

4,941

Compensation for Services Other than the Audit

(unit: in millions of Won)


Year	Contract Date	Activity	Period	Comp.		Note
2011 1H	2011.06.27	PCAOB and SOX Auditing	2011.07~2012.04		1,266
2011 1H	2011.04.30	Corporate tax reconciliation	2011.07~2011.08		35		—
			2012.02~2012.03
2010	2011.03.07	US GAAP and SOX Auditing	2010.12~2011.05		2,306
	2010.04.30	Corporate tax reconciliation	2010.07~2010.08		72		—
		(Consolidated tax return advice)	2011.02~2011.03
2009	2009.12.21	US GAAP and SOX Auditing	2009.12~2010.05		3,006
	2009.04.29	Corporate tax reconciliation	2009.07~2009.08		31		—
		(Consolidated tax return review)	2010.2~2010.3

Corporate Governance and Affiliated Companies

About the Board of Directors

Composition of our board of directors

After the general shareholders’ meeting on March 25, 2011


		Relationship with
Name	Career & Academic Background	Largest Shareholder	Notes
Pal Seung Lee (Standing Director)	- Current) Chairman and chief executive officer of Woori Finance Holdings - Chief executive officer, Woori Investment & Securities - Executive managing director, Hanil Bank - Bachelor of Law, Korea University	None	Chairman of the board

Yong-Man Rhee (Non-Standing Director)	- Current) Committee Member, National Elders Committee - Governor, Bank Supervisory Service - Minister, Ministry of Finance and Economy - Graduate School of Public Administration, Korea University	None	New Appointment

Min-Joon Bang (Non-standing Director)	- Arbitration Commissioner of Press Arbitration Commission - Head of Editorial Desk, Korea Times - Bachelor of Arts (Korean Language and Literature), Seoul National University	None	Fourth consecutive term

Hi-Taek Shin (Non-standing Director)	- Current) Professor of College of Law, Seoul National University - Lawyer, Kim & Chang Law Firm - Bachelor of Law, Seoul National University - Master of Law, Seoul National University - J.S.D, Yale Law School	None	Fourth consecutive term

Kwang-Yie Kim (Non-standing Director)	- Current) Public Relations Director, Korea Deposit Insurance Corporation - Ministry of Finance and Economy - Bachelor of Science (Biochemistry), Yonsei University	Employee of the largest shareholder	New Appointment

Doo-Hee Lee (Non-standing Director)	- Current) Professor of College of Business Administration, Korea University - President, Korea Advertising Society - Bachelor of Business Administration, Korea University - Ph.D. in Business Administration, Michigan State University	None	Third consecutive term

Hun Lee (Non-standing Director)	- Current) Co-Head, The Lawyers for Citizens - Lawyer, Barun Law - Bachelor of Law, Chung-Ang University	None	Third consecutive term

John Ji Whan Park (Non-standing Director)	- Current) Representative Director, Asia Evolution - Director, AT&T Network System - Director, Goldman Sachs - Bachelor of Arts (Economics), Brown University - Master of Business Administration, Harvard University	None	New Appointment

Committees under the Board of Directors

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

	(a)		Management Committee

	(b)		Business Development and Compensation Committee

	(c)		Risk Management Committee

	(d)		Standing Directors Committee

	(e)		Ethics Committee

	(f)		Outside Directors Recommendation Committee

	(g)		MOU Evaluation Committee

	(h)		Audit Committee

	(i)		Audit Committee Member Candidate Recommendation Committee

After the general shareholders’ meeting on March 25, 2011


Name	Position	Notes
Management Committee	Pal Seung Lee Yong-Man Rhee Min-Joon Bang Hi-Taek Shin Doo-Hee Lee	Chairman and CEO Pal Seung Lee heads this committee consisting of the heads of the sub-committees.
Business Development and Compensation Committee	Yong-Man Rhee Min-Joon Bang Hun Lee John Ji Whan Park	Non-standing director Yong-Man Rhee heads this committee consisting of no fewer than three non-standing directors.
Risk Management Committee	Pal Seung Lee Min-Joon Bang Kwang-Yie Kim Hun Lee John Ji Whan Park	Chairman and CEO Pal Seung Lee heads this committee. The committee consists of the Chairman and CEO, inside director in charge of finance and no fewer than three non-standing directors.
Standing Directors Committee	Pal Seung Lee	Chairman and CEO Pal Seung Lee heads the committee consisting of all executive directors.
Ethics Committee	Pal Seung Lee Min-Joon Bang Doo-Hee Lee Kwang-Yie Kim John Ji Whan Park	Non-standing director Min-Joon Bang heads this committee consisting of all executive directors and no fewer than two non-standing directors.
Outside Directors Recommendation Committee	Pal Seung Lee Hi-Taek Shin Doo-Hee Lee Kwang-Yie Kim Hun Lee John Ji Whan Park	Non-standing director Doo-Hee Lee heads this committee consisting of the Chairman and CEO and no fewer than three non-standing directors.
MOU Evaluation Committee	Pal Seung Lee Yong-Man Rhee Min-Joon Bang Hi-Taek Shin Kwang-Yie Kim Doo-Hee Lee Hun Lee John Ji Whan Park	Chairman and CEO Pal Seung Lee heads this committee consisting of the entire board of directors.
Audit Committee	Yong-Man Rhee Hi-Taek Shin Kwang-Yie Kim Doo-Hee Lee Hun Lee	Consists of no fewer than 3 directors and one financial expert, at least two-thirds of whom are non-standing directors
Audit Committee Member Candidate Recommendation Committee	Yong-Man Rhee Min-Joon Bang Hi-Taek Shin Kwang-Yie Kim Doo-Hee Lee Hun Lee John Ji Whan Park	Non-standing director Doo-Hee Lee heads this committee consisting of all non-standing directors.

Related Companies

Investments in Other Companies



As of June 30, 2011		(units: thousands of shares, millions of Won, %)


																			Total Assets		Net Income
																			as of the Most		for the Most
	Beginning Balance						Changes⁽¹⁾						Ending Balance						Recent Fiscal		Recent Fiscal
Name	Quantity		Share		Book value		Quantity		Cost		Valuation Gain/Loss		Quantity		Share		Book value		Year		Year⁽²⁾
Woori Bank		765,957		100.0		13,621,824		—		—				765,957		100.0		13,621,824		223,488,079		1,107,785
Kwangju Bank		49,413		99.9		976,284		—		—				49,413		99.9		976,284		16,509,081		105,529
Kyongnam Bank		58,050		99.9		1,443,661		—		—				58,050		99.9		1,443,661		21,800,984		144,302
Woori FIS (formerly Woori Finance Information System)		900		100.0		15,013		—		—				900		100.0		15,013		220,469		2,144
Woori F&I		6,000		100.0		166,563		—		—				6,000		100.0		166,563		1,037,376		40,367
Woori Investment & Securities		46,325		35.0		754,782		—		—				46,325		35.0		754,782		19,359,159		153,315
Woori Asset Management		6,662		100.0		67,456		—		—				6,662		100.0		67,456		82,345		1,857
Woori Private Equity		4,000		100.0		24,246		—		—				4,000		100.0		24,246		27,428		1,705
Woori Financial		8,970		52.9		207,346		—		—				8,970		52.9		207,346		2,776,670		31,641
Woori Aviva Life Insurance		7,601		51.6		106,053		—		—				7,601		51.6		106,053		2,608,573		(1,994	)
Woori Financial Group Savings Bank								6,320				110,000		6,320		100.0		110,000

Total		953,879		—		17,383,228		6,320		—		110,000		960,199		—		17,493,228		287,910,164		1,586,651


1.		The changes in quantity and cost are calculated from the increase or decrease under the equity method.

2.		The figures for the net income for the most recent fiscal year are calculated on a non-consolidated basis in accordance with Korean GAAP.

3.		The figures for the net income for the most recent fiscal year as stated above are for the fiscal year ended December 31, 2010, except for the figures for the latest net income of Woori Asset Management, Woori Investment & Securities and Woori Aviva Life Insurance, which are for the fiscal year ended March 31, 2011.

VI.

Stock Information

Stock Distribution

Stock Information of the Largest Shareholder and Specially Related Parties



As of June 30, 2011		(units: shares, %)


			Shares Held												Reasons
			Beginning balance								Ending balance				Behind
Name	Relation	Type	Stock		Share		(+)		(-)		Stock		Share		Change
KDIC	Largest S/H	Common		459,198,609		56.97		—		—		459,198,609		56.97
Total		Common		459,198,609		56.97		—		—		459,198,609		56.97
		Preferred		—		—		—		—		—		—

		Total		459,198,609		56,97		—		—		459,198,609		56.97

Largest Shareholder: KDIC

Share Ownership of More Than 5%



As of June 30, 2011		(units: shares, %)


		Common Stock				Preferred Stock				Total
No.	Name	No. of shares		%		No. of shares		%		No. of shares		%
1	KDIC		459,198,609		56.97		—		—		459,198,609		56.97

Total			459,198,609		56.97		—		—		459,198,609		56.97

Minority Shareholders

As of June 30, 2011


	Shareholder
Items	number		Ratio (%)		Number of shares		Ratio (%)
Minority Shareholders		92,432		99.99		297,999,579		36.97

Total		92,438		100.0		806,015,340		100.00

Stock Price and Stock Market Performance for the Past Six Months

Domestic Stock Market

(units: Won, shares)


Period		January 2011		February 2011		March 2011		April 2011		May 2011		June 2011
Common Stock	High		15,900		15,150		14,700		15,400		14,650		13,950
	Low		14,200		13,650		13,450		13,600		13,000		12,400
	Average		15,290		14,380		14,270		14,260		13,730		13,390
Monthly Trade Volume	High		12,049,682		6,266,106		10,235,295		11,795,416		7,578,673		5,907,159
	Low		2,910,366		1,775,953		1,847,944		3,138,816		1,364,018		1,268,584
	Average		117,226,442		61,160,809		91,471,029		105,806,056		68,027,477		61,791,785

Foreign Stock Market (NYSE)

(units: US Dollars, ADRs)


Period		January 2011		February 2011		March 2011		April 2011		May 2011		June 2011
ADR	High		42.94		42.00		39.48		42.37		40.82		39.70
	Low		38.70		36.45		36.33		37.62		35.33		34.42
	Average		41.24		39.03		38.19		39.53		38.25		37.30
Won Con-version	High		48,904		46,494		43,712		46,378		43,812		42,801
	Low		43,123		41,035		40,977		40,927		38,252		37,480
	Average		46,187		43,637		42,869		42,958		41,444		40,329
Monthly Trade Volume	High		25,100		246,000		36,300		168,500		27,000		224,900
	Low		1,700		3,200		2,300		1,000		2,000		2,800

	Monthly Total		192,900		726,500		191,100		270,000		173,900		767,400

VII.

Directors and Employee Information

Directors

As of June 30, 2011


Position		Name	Common Stocks Owned		Expiration of Term
Chairman and CEO	Registered	Pal Seung Lee		53,000	March 24, 2014
Senior Managing Director	Non-Registered	Yang Jin Kim			March 31, 2013
Senior Managing Director	Non-Registered	Jeong Han Kim			October 15, 2011
Senior Managing Director	Non-Registered	Hwang Rok			March 31, 2013
Senior Managing Director	Non-Registered	Hyun Jin Jung			September 12, 2012
Senior Managing Director	Non-Registered	Byoung Yoon Jeon			September 26, 2012
Managing Director	Non-Registered	Sung Jae Park		353	February 9, 2012
Managing Director	Non-Registered	Seong Kook Jo			September 26, 2012
Managing Director	Non-Registered	Hong Dall Kim			September 26, 2012
Non-standing Director	Registered	Min-Joon Bang			March 24, 2012
Non-standing Director	Registered	Hi-Teak Shin			March 24, 2012
Non-standing Director	Registered	Doo-Hee Lee			March 24, 2012
Non-standing Director	Registered	Hun Lee			March 24, 2012
Non-standing Director	Registered	Yong-Man Rhee			March 24, 2013
Non-standing Director	Registered	Kwang-Yie Kim			March 24, 2013
Non-standing Director	Registered	John Ji Whan Park			March 24, 2013

Employee Status



As of June 30, 2011		(units: persons, thousands of Won)

Average

Staff

Tenure

Cumulative

Compensation

Items

Admin.

Manu.

Misc.

Total

Years

Compensation

Per Person

Note

Total

141

—

152

2 years and 8 months

4,831,102

31,783

Directors’ Compensation

(unit: in millions of Won)


					Average Compensation
Items	Total Compensation		Number of Person		Per employee		Note
Standing Director		299		1		299
Non-standing Directors (excluding audit committee member)		53		2		13
Audit Committee Members		74		5		15	No compensation was provided for one of the members of the Audit Committee


(1)		Cumulative basis from January 1 to June 30, 2011.

*		Compensation limit for the Standing Director, Non-standing Directors and Audit Committee Members, on an aggregate basis, as approved at the annual general meeting of shareholders was W4,000 million.

VIII.

Related Party Transactions

Transactions with Affiliated Parties

Transactions of Provisional Payments and Loans (including secured loans)

(unit: in millions of Won)


			Changes
Name	Relation	Item	Beg.		+		-		End		Notes
Woori Financial	Subsidiary	Other Loan		1,000		—		—		1,000

Total				1,000		—		—		1,000

Payment Transactions

(unit: shares)


		Capital Contribution and Share Disposal
			Transactions
Name	Relation	Types of Shares	Beginning		Increase		Decrease		Ending		Notes
Woori Bank	Subsidiary	Common stock		695,956,580		—		—		695,956,580
		Preferred Stock		70,000,000		—		—		70,000,000
Kwangju Bank	Subsidiary	Common stock		49,413,333		—		—		49,413,333
Kyongnam Bank	Subsidiary	Common stock		58,049,994		—		—		58,049,994
Woori FIS (formerly Woori Finance Information System)	Subsidiary	Common Stock		900,000		—		—		900,000
Woori F&I	Subsidiary	Common Stock		6,000,000		—		—		6,000,000
Woori Investment & Securities	Subsidiary	Common Stock		46,324,981		—		—		46,324,981
Woori Asset Management	Subsidiary	Common Stock		6,662,000		—		—		6,662,000
Woori Private Equity	Subsidiary	Common Stock		4,000,000		—		—		4,000,000
Woori Financial	Subsidiary	Common Stock		8,970,639		—		—		8,970,639
Woori Aviva Life Insurance	Subsidiary	Common Stock		7,601,091		—		—		7,601,091
Woori Financial Group Savings Bank	Subsidiary	Common Stock				6,320,000				6,320,000

Total				953,878,618		6,320,000		—		960,198,618

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 Finance Holdings Co., Ltd. (Registrant)
Date: August 29, 2011	By:	/s/ Woo Seok Seong
		(Signature)
		Name: Woo Seok Seong Title: General Manager