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 2010

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

Summary of 2010 First Half Business Report

Table of Contents


I. Company Overview			4

1. Purpose of the Company			4

a. Scope of Business			4

b. Scope of Business of Subsidiaries			4

2. History of the Company			5

a. Company History			5

b. Associated Business Group			7

3. Capital Structure			11

a. Changes in Capital			11

b. Convertible Bonds			11

4. Total Number of Authorized Shares			12

a. Total Number of Authorized Shares			12

b. Treasury Stock			12

5. Voting Rights			12

6. Dividend Information			13

a. Dividend information for the past three years			13

II. Description of Business			14

1. Business Overview			14

a. Organizational Chart			14

2. Overview of Operations			15

a. Performance of Operations			15

b. Financing of Operations			15

c. Transactions related to Commission Fees			16

3. Other Information Relevant to Investment Decisions			17

a. BIS Ratio			17

b. Credit Ratings for the Past Three Years			17

c. Won-denominated Current Ratio			17

d. Debt Ratio			18

e. 30 Largest Exposures by Borrower			18

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

III. Financial Information			21

1. Condensed Financial Statements (Non-consolidated)			21

2. Condensed Financial Statements (Consolidated)			22

3. Accounting Information			23

a. Loan Loss Reserves			23


IV. Independent Auditor’s Opinion			24

1. Independent Auditor’s Opinion			24

a. Independent Auditor			24

2. Compensation to the Independent Auditor for the Past Three Years			24

a. Auditing Service			24

b. Compensation for Services Other than the Audit			24

V. Corporate Governance and Affiliated Companies			25

1. About the Board of Directors			25

2. Related Companies			27

3. Investments in Other Companies			28

VI. Stock Information			29

1. Stock Distribution			29

a. Stock Information of the Largest Shareholder and Specially Related Parties			29

b. Share Ownership of More Than 5%			29

c. Shareholder Distribution			29

2. Stock Price and Stock Market Performance for the Past Six Months			30

a. Domestic Stock Market			30

b. Foreign Stock Market (NYSE)			30

VII. Directors and Employee Information			31

1. Directors			31

2. Employee Status			31

3. Directors’ Compensation			31

VIII. Related Party Transactions			32

1. Transactions with Affiliated Parties			32

a. Transactions of Provisional Payments and Loans (including secured loans)			32

b. Payment Transactions			32

Exhibit A — Financial Statements			33

All financial information contained in this document (including the attached financial statements) have been prepared in accordance with generally accepted accounting principles in Korea, which differ in certain important respects from generally accepted accounting principles in the United States.

Company Overview

Purpose of the Company

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

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

Evaluation of the subsidiaries’ business performance and establishment of compensation levels;

Formulation of corporate governance structures of the subsidiaries;

Inspection of operation and assets of the subsidiaries; and

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

(2)

Corporate Management Support Activities

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

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

Activities ancillary to the above items, for which authorization, permission or approval is not required under the relevant laws and regulations.

(3)

All activities directly or indirectly related to the items listed above.

Scope of Business of Subsidiaries

(1)

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

Banking business as prescribed by the Banking Act;

Trust business;

Foreign exchange business; and

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 Finance Information System: finance-related IT services.

	(7)		Woori F&I: securitization business.

	(8)		Woori Private Equity: private equity 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		Incorporated LG Investment Trust Management 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

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, 2010


Type	Name of Company	Controlling Company	Notes
Holding Company	Woori Finance Holdings	Korea Deposit Insurance Corporation	1 company
1^stTier Subsidiaries	Woori Bank	Woori Finance Holdings	10 companies
	Kwangju Bank
	Kyongnam Bank
	Woori Finance Information System
	Woori F & I
	Woori Asset Management
	Woori Investment & Securities
	Woori Private Equity
	Woori Financial
	Woori Aviva Life Insurance
2^nd Tier Subsidiaries	Woori Credit Information	Woori Bank	44 companies
	Woori America Bank
	P.T. Bank Woori Indonesia
	Korea BTL Infrastructure Fund
	Woori Global Markets Asia Ltd.
	ZAO Woori Bank
	Woori Bank (China) Limited
	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 F&I Ninth 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 Fourteenth Asset Securitization Specialty Co., Ltd.
	Woori F&I Fifteenth Asset Securitization Specialty Co., Ltd.
	Woori F&I Sixteenth 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.
	Woori Private Equity Fund	Woori Private Equity
	Woori Blackstone Korea Opportunity Private Equity Fund No.1
	Woori Futures	Woori Investment &
	Woori Investment & Securities International Ltd.	Securities
	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
	High Technology Venture Investment
	Global Technology Investment
	LG Investment Holdings B.V. GG
	Connacht Capital Market Investment Ltd.
	Bien Viet Securities Joint Stock Company
	Brim Asian Credit Fund
	Woori Absolute Return Investment Strategies


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

*		On March 5, 2007, Mars Private Equity Fund No. 2, with KRW 31,500 million paid-in-capital, was included as our 2^nd tier subsidiary. Woori Investment & Securities, which owns a 4.76% stake, is its general partner.

*		On March 27, 2007, Nexbi Tech, a subsidiary of Woori Finance Information System, was removed from our list of 2^nd tier subsidiaries as the company undertook a second capital reduction (the first capital reduction was as of Oct. 18, 2006), liquidating all the shares held by Woori Finance Information System.

*		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, Bien Viet Securities Joint Stock Company was included as our 2^nd tier subsidiary. Woori Investment & Securities owns a 49% stake in Bien Viet Securities Joint Stock Company.

*		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.

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, 2010		(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		2,560		2,560
Free float shares		806,012,780		806,012,780

Treasury Stock



As of June 30, 2010		(unit: shares)

Acquisition

Method

Type of Stock

Beg.

Acquired

Disposal

Canceled

End

Remarks

Direct purchase under Sub-section 1, section 165-2

Common

Preferred

Direct purchase other than the conditions under

Common

2,560

Sub-section 1, section 165-2

Preferred

Subtotal

Common

2,560

Preferred

Indirect acquisition from trust agreement

Common

Preferred

Total

Common

2,560

Preferred


*		Woori Financial Holdings acquired additional treasury shares in respect of fractional shares resulting from share exchange for Woori Securities.

Voting Rights



As of June 30, 2010		(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 the Securities & Exchange Law	—		2,560
Stocks with voting rights restored	—
Stocks with voting rights	Common Shares		806,012,780
	Preferred Shares

Dividend Information

Dividend information for the past three years



(Non-consolidated)		(unit: Won)


Items		2009		2008		2007
Par value per share (Won)			5,000		5,000		5,000
Net profit (Won in Millions)			1,026,024		454,478		1,943,560
Earnings per share (Won)			1,273		564		2,411
Total cash payout (Won in Millions)			80,601				201,503
Total stock dividends (Won in Millions)							—
Cash dividend payout ratio (%)			7.86				10.37
Cash dividend yield (%)	Common Shares		0.7				1.3
	Preferred Shares
Stock dividend yield (%)	Common Shares
	Preferred Shares
Cash dividend per share (Won)	Common Shares		100				250
	Preferred Shares
Stock dividend per share (Won)	Common Shares
	Preferred Shares

II.

Description of Business

Business Overview

Organizational Chart

(As of July 12, 2010)

Overview of Operations

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	2010 1H		2009		2008
Shareholders’ Equity		13,918,759		13,720,923		12,207,338
Capital		4,030,077		4,030,077		4,030,077
Capital Surplus		159,610		179,488		186,959
Retained Earnings		8,800,332		8,346,186		7,323,148
Capital Adjustments		928,740		1,165,172		667,154
Borrowings		3,898,453		3,824,205		3,412,854
Debentures		3,744,934		3,744,156		3,393,702
Bank Borrowings		—		60,000		—
Commercial Paper		—		—		—
Other Borrowings		—		—		—
Other Liabilities		153,519		20,049		19,152

Total		17,817,212		17,545,128		15,620,192


*		The figures in the table above reflect our adoption of Statements of Korea Accounting Standard No. 15 (“Equity method accounting”).

(2)

Use of Funds

(unit: in millions of Won)


Items	2010 1H		2009		2008
Subsidiary Stock		17,410,200		17,350,078		15,285,356
Woori Bank		13,611,331		13,621,824		11,900,128
Kyongnam Bank		1,446,839		1,443,661		1,245,318
Kwangju Bank		1,028,207		976,284		920,938
Woori Financial Information System		17,921		15,013		13,076
Woori F&I		171,141		166,563		139,999
Woori Investment & Securities		790,589		754,782		709,114
Woori Asset Management		60,490		67,456		41,296
Woori Private Equity		25,027		24,246		12,844
Woori Financial		190,690		207,346		228,456
Woori Aviva Life Insurance		67,965		72,903		74,187
Investment Securities		—		—		—
Loan Obligations		99,500		139,300		169,150
Tangible Assets		342		415		566
Intangible Assets		24		8		14
Cash		194,870		23,267		119,350
Other Assets		112,276		32,060		45,756

Total		17,817,212		17,545,128		15,620,192


*		The figures in the table above reflect our adoption of Statements of Korea Accounting Standard No. 15 (“Equity method accounting”).

Transactions related to Commission Fees

(unit: in millions of Won)


Category	2010 1H			2009			2008
Commission Revenue (A)		—			—			—
Commission Expense (B)		2,136			7,001			7,119
Commission Profit (A-B)		(2,136	)		(7,001	)		(7,119	)

Other Information Relevant to Investment Decisions

BIS Ratio

(unit: in millions of Won)


Items	2010 1H			2009			2008			2007
Total Capital (A)		24,840,468			24,824,094			22,436,482			20,102,976
Risk weighted assets (B)		203,024,237			200,954,776			206,606,315			174,367,585
BIS Ratio (A/B)		12.24	%		12.35	%		10.86	%		11.53	%


*		Applied since January 1, 2007.

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	KIS Ratings (AAA ~ D)	Case evaluation

Won-denominated Current Ratio

(unit: in millions of Won)


Items	2010 1H			2009			2008			2007
Current Assets (A)		195,041			23,682			119,566			32,874
Current Liabilities (B)		7,329			8,995			18,376			12,207
Current Ratio* (A/B)		2,661.22	%		263.29	%		650.66	%		269.30	%


*		Beginning in 2009, 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. Prior to 2009, current ratio was calculated as the ratio of (i) Won-denominated assets with maturity of less than 3 months and (ii) Won-denominated liabilities with maturity of less than 3 months.

Debt Ratio

(unit: in millions of Won)


Items	2010 1H			2009			2008			2007
Liabilities (A)		3,898,453			3,824,205			3,412,854			2,129,288
Equity (B)		13,918,759			13,720,923			12,207,338			(*)13,062,368
Debt Ratio (A/B)		28.01	%		27.87	%		27.96	%		16.30	%

The figures in the table above reflect our adoption of Statements of Korea Accounting Standard No. 15 (“Equity method accounting”).


*		The figures for fiscal year 2007 have been adjusted to take into account the effects of the revisions to the Interpretations on Financial Accounting Standards 53-70 on accounting for derivative instruments.

30 Largest Exposures by Borrower



(As of June 30, 2010)		(unit: in billions of Won)


	Total
	Credit				Pre-		Sub-				Estimated				Total
Name	Exposure		Normal		cautionary		standard		Doubtful		Loss		Securities		Exposure
Industrial Bank of Korea		0		0		0		0		0		0		1,967		1,967
Kookmin Bank		99		99		0		0		0		0		1,526		1,625
Korea Development Bank		37		37		0		0		0		0		1,495		1,532
Samsung Electronics		1,364		1,364		0		0		0		0		13		1,377
SH Corporation		1,130		1,130		0		0		0		0		120		1,249
Seoul Metropolitan Government		1,135		1,135		0		0		0		0		0		1,135
Samsung Heavy Industries		1,033		1,033		0		0		0		0		8		1,040
Korea Land & Housing Corporation		30		30		0		0		0		0		988		1,018
STX Shipbuilding		998		998		0		0		0		0		0		998
Hynix		252		252		0		0		0		0		693		945
Hyundai Steel		767		767		0		0		0		0		136		903
Sungdong Shipbuilding & Marine		899		422		477		0		0		0		0		899
National Agricultural Cooperative Federation		33		33		0		0		0		0		766		799
Hyundai Heavy Industries		729		729		0		0		0		0		36		765
LG Chemical		697		697		0		0		0		0		4		702
Hyundai E&C		207		207		0		0		0		0		477		684
Korea Housing Finance Corporation		0		0		0		0		0		0		676		676
SLS Shipbuilding		604		591		0		13		0		0		0		604
Shinhan Bank		0		0		0		0		0		0		599		599
Kumho Tire		591		38		0		553		0		0		0		591


	Total
	Credit				Pre-		Sub-				Estimated				Total
Name	Exposure		Normal		cautionary		standard		Doubtful		Loss		Securities		Exposure
Kumho Industrial		415		0		0		415		0		0		84		499
Daewoo International		425		425		0		0		0		0		54		479
SPP Shipbuilding		473		99		374		0		0		0		0		473
Hyundai Samho Heavy Industries		469		469		0		0		0		0		0		469
Hyosung		451		451		0		0		0		0		0		451
STX		401		401		0		0		0		0		25		426
Amkor Technology		425		425		0		0		0		0		0		425
PI Investment		400		42		0		357		0		0		0		400
Hyundai Mipo Dockyard		392		392		0		0		0		0		0		393
Kumho Petrochemical		389		92		298		0		0		0		0		389

Total		14,843		12,356		1,149		1,338		0		0		9,668		24,511

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



(As of June 30, 2010)		(unit: in billions of Won)


													Sub-standard		Loan
	Total				Pre-		Sub-				Estimated		or		Loss				Coverage
Name	Loans		Normal		cautionary		standard		Doubtful		Loss		below		Reserve		Collateral		Ratio
Kumho Tires		591		38		0		553		0		0		553		167		126		49.5	%
Kumho Industrial		415		0		0		415		0		0		415		82		375		110.0	%
PI Investment		400		42		0		357		0		0		357		175		44		54.9	%
Poonglim Industrial		310		5		0		305		0		0		305		61		119		58.1	%
Orient Shipyard		241		5		0		15		0		222		237		167		5		71.1	%
Daewoo Motor Sales		186		0		0		186		0		0		186		37		78		61.9	%
KSID		185		0		0		185		0		0		185		41		0		22.0	%
Byucksan E&C		119		0		0		119		0		0		119		23		100		103.2	%
Hanwori World Resort		105		0		0		105		0		0		105		51		0		49.0	%
21st Century Shipbuilding		103		2		0		101		0		0		101		33		39		69.6	%
Pi City		100		0		0		100		0		0		100		20		0		20.0	%
KD Preya PFV		100		0		0		100		0		0		100		20		0		20.0	%
Singok SPC		100		0		0		100		0		0		100		40		0		40.0	%
Dukwon Construction		79		0		0		79		0		0		79		39		0		49.0	%
Hyundai Cement		79		1		0		79		0		0		79		16		0		19.9	%
SAMT		80		6		0		74		0		0		74		34		6		50.3	%
Sungwoo Construction		65		0		0		65		0		0		65		18		0		27.2	%
KFD Urban Development		63		0		0		63		0		0		63		13		0		20.0	%
Samho		63		0		0		63		0		0		63		31		0		4.09	%
KAMCO Value Creation 1st SPC		56		0		0		56		0		0		56		27		0		49.0	%

Total		3,441		99		0		3,120		0		222		3,342		1,095		891		57.7	%

III.

Financial Information

Condensed Financial Statements (Non-consolidated)

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


Items	2010 1H			2009			2008			2007			2006
Cash and Due from Banks		194,870			23,267			119,350			32,502			89,724
Securities		17,410,200			17,350,078			15,285,356			15,062,711			13,591,413
Loans		99,500			139,300			169,150			0			49,750
Tangible Assets		342			415			566			438			630
Other Assets		112,300			32,068			45,770			96,005			62,004

Total Assets		17,817,212			17,545,128			15,620,192			15,191,656			13,793,521

Borrowings		—			60,000			—			—			—
Debentures		3,744,934			3,744,155			3,393,702			2,116,679			1,847,591
Other Liabilities		153,519			20,050			19,152			12,609			12,858

Total Liabilities		3,898,453			3,824,205			3,412,854			2,129,288			1,860,449

Common Stock		4,030,077			4,030,077			4,030,077			4,030,077			4,030,077
Capital Surplus		159,610			179,488			186,959			187,554			187,955
Capital Adjustment		(64,452	)		(54,201	)		(57,219	)		(55,812	)		(55,854	)
Consolidated Other Comprehensive Income		993,192			1,219,373			724,373			1,842,300			2,173,349
Retained Earnings		8,800,332			8,346,186			7,323,148			7,058,249			5,597,545

Total Stockholder’s Equity		13,918,759			13,720,923			12,207,338			13,062,368			11,933,072

Operating Revenue		704,460			1,326,855			666,267			2,080,957			2,031,611
Operating Income		547,710			1,028,463			455,812			1,939,374			1,893,248
Net Income		532,443			1,026,024			454,478			1,943,561			2,029,319
Earnings per share (in Won)		661			1,273			564			2,411			2,518


*		The figures in the table above reflect our adoption of Statements of Korea Accounting Standard No. 15 (“Equity method accounting”).

*		The figures for fiscal year 2007 have been adjusted to take into account the effects of the revisions to the Interpretations on Financial Accounting Standards 53-70 on accounting for derivative instruments.

Condensed Financial Statements (Consolidated)

(unit: in millions of Won)


Items	2009			2008			2007			2006			2005
Cash and Due from Banks		21,133,831			19,967,897			14,984,541			10,674,977			11,224,015
Securities		50,276,343			46,714,465			48,228,254			46,313,960			37,693,090
Loans		196,882,416			197,040,672			167,635,411			140,854,505			106,937,970
Tangible Assets		2,820,417			2,796,537			2,638,774			2,561,391			2,472,727
Other Assets		13,791,060			24,474,724			16,165,322			11,592,497			6,215,046

Total Assets		284,904,067			290,994,295			249,652,302			211,997,330			164,542,848

Deposits		178,660,922			170,224,891			146,583,312			129,022,868			107,087,990
Borrowings		71,664,594			74,717,758			66,040,316			54,111,207			37,116,858
Other Liabilities		18,591,420			31,743,043			22,011,382			15,438,450			9,233,038

Total Liabilities		268,916,936			276,685,692			234,635,010			198,572,525			153,437,886

Common Stock		4,030,077			4,030,077			4,030,077			4,030,077			4,030,077
Consolidated Capital Surplus		179,488			186,959			187,555			187,955			142,608
Consolidated Capital Adjustment		(54,201	)		(57,219	)		(55,812	)		(55,854	)		(52,747	)
Consolidated Other Comprehensive Income		1,219,366			724,366			1,842,294			2,173,342			1,705,456
Consolidated Retained Earnings		8,346,186			7,323,149			7,058,249			5,601,869			3,896,255
Minority Interest		2,266,215			2,101,271			1,954,929			1,487,416			1,383,313

Total Stockholder’s Equity		15,987,131			14,308,603			15,017,292			13,424,805			11,104,962

Operating Revenue		54,061,689			86,901,260			26,650,127			19,895,975			14,564,520
Operating Income		1,383,261			1,115,659			2,915,803			2,748,368			2,004,494
Income before income tax expense		1,459,818			1,190,400			2,923,358			2,913,712			2,145,704
Net income from continuing operation		1,077,445			588,655			2,114,501			2,189,207			1,833,521
Aggregated Net Income		1,115,773			588,502			2,114,360			2,189,207			1,833,521
Net Income for Majority Shareholders		1,026,024			454,478			1,939,238			2,029,319			1,688,221
Net Income for Minority Shareholders		89,749			134,024			175,122			159,888			145,300
No. of Companies Consolidated		36			38			30			24			21


*		The figures for fiscal years 2007 to 2009 take into account the effects of the revisions to the Interpretations on Financial Accounting Standards 53-70 on accounting for derivative instruments.

*		The figures for fiscal years 2007 and 2008 have been adjusted to reflect the re-classification of net income (loss) from discontinued operations.

Accounting Information

Loan Loss Reserves

(1)

Loan Loss Reserves for the past three years by classification

(unit: in millions of Won)


Period	Item	Total Credits		Loan Loss Reserves		Provisioning Ratio
2010 2Q	Loans		100,000		500		0.5	%
	Total		100,000		500		0.5	%
2009	Loans		140,000		700		0.5	%
	Total		140,000		700		0.5	%
2008	Loans		170,000		850		0.5	%
	Total		170,000		850		0.5	%

(2)

Change in Loan Loss Reserves for the past three years

(unit: in millions of Won)


Item	2010 2Q			2009			2008
1. Initial loan loss reserves balance		700			850			0
2. Net credit costs
1) Write-offs
2) Recovery of written-off assets
3) Other changes
Recovery of credit costs		(200	)		(150	)		850
Ending loan loss reserve balance		500			700			850

IV.

Independent Auditor’s Opinion

Independent Auditor


	2010 2Q	2009 2Q	2009	2008
Auditor	Deloitte Anjin LLC	Deloitte Anjin LLC	Deloitte Anjin LLC	Deloitte Anjin LLC
Auditor’s Opinion	—	—	Unqualified Opinion	Unqualified Opinion

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)

2010 2Q

Deloitte Anjin LLC

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

325

2,165

2009

Deloitte Anjin LLC

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

342

4,941

2008

Deloitte Anjin LLC

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

360

4,957

Compensation for Services Other than the Audit

(unit: in millions of Won)

Year

Contract Date

Activity

Period

Comp.

Note

2010 2Q

2010.04.30

Corporate tax reconciliation

2010.07~2010.08

Deloitte Anjin LLC

(Consolidated tax return advice)

2011.02~2011.03

2009

2009.12.21

US GAAP and SOX Auditing

2009.12~2010.05

3,006

Deloitte Anjin LLC

2009.04.29

Corporate tax reconciliation

2009.07~2009.08

(Consolidated tax return review)

2010.2~2010.3

2008

2009.01.07

US GAAP and SOX Auditing

2008.12~2009.5

3,340

Deloitte Anjin LLC

2008.05.14

Corporate tax reconciliation

2008.7~2008.8

2009.2~2009.3

Corporate Governance and Affiliated Companies

About the Board of Directors

Composition of our board of directors

After the general shareholders’ meeting on March 26, 2010


		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
Min-Joon Bang (Non-standing Director)	- Arbitration Commissioner of Press Arbitration Commission - Head of Editorial Desk, Korea Times - Bachelor of Korean Language and Literature, Seoul National University	None	Third consecutive term
Hi-Taek Shin (Non-standing Director)	- Current) Professor of College of Law, Seoul National University - Lawyer, Kim & Chang Law Firm - Bachelor of Laws, Seoul National University - Master of Laws, Seoul National University - J.S.D at Yale Law School	None	Third consecutive term
Hi-Bock Kang (Non-standing Director)	- Current) Executive Director, Market Economy Research Institute - Chief Executive Officer, Korea Minting and Security Printing Corporation - Bachelor of Public Administration, Seoul National University - Graduate School of Public Administration, Seoul National University	None	Second consecutive term
Young-Ho Lee (Non-standing Director)	- Current) Advisor, Kim & Chang Law Firm - Chairman, Market Oversight Commission of Korea Exchange - Assistant Governor, Financial Supervisory Service - Bachelor of Laws, Korea University	None	Second consecutive term
Hak-Jin Kim (Non-standing Director)	- Current) Director General of Department of Planning & Coordination, Korea Deposit Insurance Corporation - General Manager of Human Resources Development Department, Korea Deposit Insurance Corporation - Bachelor of Economics, Chung-Ang University	Employee of the majority shareholding company	Second consecutive term
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	Second consecutive term
Hun Lee (Non-standing Director)	- Current) Co-Head, The Lawyers for Citizens - Lawyer, Barun Law - Bachelor of Law, Chung-Ang University	None	Second consecutive term

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 26, 2010


Name	Position	Notes
Management Committee	Pal Seung Lee Hi-Bock Kang Young-Ho Lee Min-Joon Bang Hi-Taek Shin	Chairman and CEO Pal Seung Lee heads this committee consisting of the heads of the sub-committees.
Business Development and Compensation Committee	Young-Ho Lee Doo-Hee Lee Hun Lee	Non-standing director Young-Ho Lee heads this committee consisting of no fewer than three non-standing directors.
Risk Management Committee	Pal Seung Lee Hi-Bock Kang Young-Ho Lee Min-Joon Bang Hun Lee	Chairman and CEO Pal Seung Lee heads this committee. The committee consists of the Chairman and CEO, inside director 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 Hak-Jin Kim Doo-Hee Lee Hi-Taek Shin	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-Bock Kang Hak-Jin Kim Doo-Hee Lee Hun Lee	Non-standing director Hi-Bock Kang heads this committee consisting of the Chairman and CEO and no fewer than three non-standing directors.
MOU Evaluation Committee	Pal Seung Lee Hi-Bock Kang Young-Ho Lee Min-Joon Bang Hi-Taek Shin Hak-Jin Kim Doo-Hee Lee Hun Lee	Chairman and CEO Pal Seung Lee heads this committee consisting of the entire board of directors.
Audit Committee	Young-Ho Lee Hak-Jin Kim Hi-Taek Shin Doo-Hee 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	Hi-Bock Kang Young-Ho Lee Min-Joon Bang Hi-Taek Shin Hak-Jin Kim Doo-Hee Lee Hun Lee	Non-standing director Hi-Bock Kang heads this committee consisting of all executive directors.

Related Companies

Investments in Other Companies



As of June 30, 2010		(units: thousands of shares, millions of Won, %)


																				Total Assets		Net Income
	Beginning Balance						Changes¹							Ending Bal.						as of the Most		for the Most
											Valuation									Recent Fiscal		Recent Fiscal
Name	Quantity		Share		Book value		Quantity		Cost		Gain/Loss			Quantity		Share		Book value		Year		Year²
Woori Bank		765,957		100.0		13,621,824		—		—		(10,493	)		765,957		100.0		13,611,331		237,910,470		953,829
Kwangju Bank		49,413		99.9		976,284		—		—		51,923			49,413		99.9		1,028,207		17,308,304		62,003
Kyongnam Bank		58,050		99.9		1,443,661		—		—		3,178			58,050		99.9		1,446,839		23,157,326		193,618
Woori Finance Info Sys.		900		100.0		15,013		—		—		2,908			900		100.0		17,921		221,876		1,416
Woori F&I		6,000		100.0		166,563		—		—		4,.578			6,000		100.0		171,141		508,542		24,667
Woori Investment & Securities		46,325		35.0		754,782		—		—		35,807			46,325		35.0		790,589		18,406,605		180,543
Woori Asset Management		6,662		100.0		67,456		—		—		(6,966	)		6,662		100.0		60,490		92,363		9,954
Woori Private Equity		4,000		100.0		24,246		—		—		781			4,000		100.0		25,027		25,141		1,310
Woori Financial		8,970		52.9		207,346		—		—		(16,656	)		8,970		52.5		190,690		2,151,217		25,732
Woori Aviva Life Insurance		3,060		51.0		72,903		—		—		(4,938	)		3,060		51.0		67,965		1,743,823		2,643

Total		949,337		—		17,350,078		—		—		60,122			949,337		—		17,410,200		301,525,667		1,455,715


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 as stated above are for the fiscal year ended December 31, 2009, 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, 2010.

VI.

Stock Information

Stock Distribution

Stock Information of the Largest Shareholder and Specially Related Parties



As of June 30, 2010		(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
		Common		459,198,609		56.97		—		—		459,198,609		56.97
Total		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, 2010		(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
2	Mirae Asset Management Investment		49,967,187		6.20		—		—		49,967,187		6.20

	Total		509,165,796		63.17		—		—		509,165,796		63.17

Shareholder Distribution

As of December 31, 2009


	Shareholder
Items	number		Ratio(%)		Number of shares		Ratio(%)
Total Minority Shareholders		70,667		100.00		265,694,161		32.96
Minority Shareholders (Companies)		1,547		2.19		215,407,064		26.72
Minority Shareholders (Individual)		69,120		97.81		50,287,097		6.24
Largest Shareholders, etc.		1		—		531,738,609		65.97
Main Shareholders		—		—		—		—
Total Other Shareholders		1		—		8,580,000		1.06
Others Shareholders (Companies)		1		—		8,580,000		1.06
Others Shareholders (Individuals)		—		—		—		—
Others		1		—		2,570		—

Total		70,670		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 2010		February 2010		March 2010		April 2010		May 2010		June 2010
Common Stock	High		16,000		14,450		16,800		18,300		17,700		16,050
	Low		13,400		12,950		13,750		16,000		14,900		14,600
	Average		14,953		13,546		15,080		17,416		15,847		15,214
Monthly Trade Volume	High		9,228,569		4,601,541		8,445,039		84,849,174		11,124,434		12,414,955
	Low		2,503,978		1,237,078		1,518,406		2,488,793		3,100,160		2,863,285
	Average		85,347,708		55,357,442		83,747,705		182,700,533		111,422,140		129,164,376

Foreign Stock Market (NYSE)

(units: US Dollars, ADRs)


Period		January 2010		February 2010		March 2010		April 2010		May 2010		June 2010
ADR	High		42.50		36.60		44.10		49.68		48.01		40.49
	Low		33.93		33.05		34.35		43.06		36.15		35.02
	Average		39.00		35.12		39.75		47.01		40.47		37.45
Won Conversion	High		48,400		42,349		50,170		55,428		53,219		49,232
	Low		38,640		38,241		39,078		48,361		42,118		42,385
	Average		44,414		40,637		45,221		52,517		47,070		45,406
Monthly Trade Volume	High		68,100		15,700		54,900		30,300		16,800		10,400
	Low		2,000		2,200		500		600		100		1,900
	Average		257,600		130,300		180,600		127,700		140,000		130,900

VII.

Directors and Employee Information

Directors


Position		Name	Common Stocks Owned	Note
Chairman and CEO	Registered	Pal Seung Lee	35,000 (as of August 12, 2010)
Senior Managing Director	Non-Registered	Sang Koo Youn	4,400 (as of August 9, 2010)
Senior Managing Director	Non-Registered	Jeong Han Kim		Also serves as the Head of the Risk Management Unit at Woori Bank
Managing Director	Non-Registered	Sung Jae Park	353	Appointed as the Chief Compliance Officer on February 10, 2010
Managing Director	Non-Registered	Seung Gyu Kim
Non-standing Director	Registered	Hi-Bock Kang
Non-standing Director	Registered	Young-Ho Lee
Non-standing Director	Registered	Min-Joon Bang
Non-standing Director	Registered	Hi-Taek Shin
Non-standing Director	Registered	Hak-Jin Kim
Non-standing Director	Registered	Doo-Hee Lee
Non-standing Director	Registered	Hun Lee

Employee Status



As of June 30, 2010		(units: persons, thousands of Won)

Average

Staff

Tenure

Cumulative

Compensation

Items

Admin.

Manu.

Misc.

Total

Years

Compensation

Per Person

Note

Total

115

—

127

2 years and 11 months

3,482,250

27,419

—

Directors’ Compensation

(unit: in millions of Won)


			Compensation Limit approved at		Fair value of
Items	Total Compensation		Meeting of Shareholders		Stock Option		Note
Standing Director		239		4,000		—
Non-standing Directors (excluding audit committee member)		40				—
Audit committee members		80				—

VIII.

Related Party Transactions

Transactions with Affiliated Parties

a. 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		100,000		—		—		100,000
Woori F&I	Subsidiary	Other Loan		40,000		—		40,000		—
Total				140,000		—		40,000		100,000

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 Finance Info Sys.	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		3,060,000		—		—		3,060,000
Total				949,337,527		—		—		949,337,527

EXHIBIT A

FINANCIAL STATEMENTS

WOORI FINANCE HOLDINGS CO., LTD.

NON-CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS AND SIX MONTHS
ENDED JUNE 30, 2010 AND 2009
AND INDEPENDENT ACCOUNTANTS’ REVIEW REPORT

Audit.Tax.Consulting.Financial Advisory.

Independent Accountants’ Review Report

English Translation of a Report Originally Issued in Korean

To the Shareholders and Board of Directors of
Woori Finance Holdings Co., Ltd.:

We have reviewed the accompanying non-consolidated statement of financial position of Woori Finance Holdings Co., Ltd. (the “Company”) as of June 30, 2010, the related non-consolidated statements of operations for the three months and six months ended June 30, 2010 and 2009, and non-consolidated statements of changes in shareholders’ equity and cash flows for the six months ended June 30, 2010 and 2009, all expressed in Korean won. These financial statements are the responsibility of the Company’s management. Our responsibility is to issue a report on these financial statements based on our reviews.

We conducted our reviews in accordance with standards for review of interim financial statement in the Republic of Korea. These standards require that we plan and perform the review to obtain moderate assurance as to whether the financial statements are free of material misstatement. A review is limited primarily to inquiries of company personnel and analytical procedures applied to financial data, and this provides less assurance than an audit. We have not performed an audit and, accordingly, we do not express an audit opinion.

Based on our reviews nothing has come to our attention that causes us to believe that the financial statements referred to above are not presented fairly, in all material respects, in accordance with accounting principles generally accepted in the Republic of Korea (See Note 2).

We have previously audited, in accordance with auditing standards generally accepted in the Republic of Korea, the non-consolidated statement of financial position of the Company as of December 31, 2009 and the related non-consolidated statements of operations, appropriations of retained earnings, changes in shareholders’ equity and cash flows for the year then ended (not presented herein) and in our report dated March 4, 2010, we expressed an unqualified opinion on those non-consolidated financial statements. The accompanying statement of financial position as of December 31, 2009, which is comparatively presented, does not differ in material respects from such audited non-consolidated statement of financial position.

Our reviews also comprehended the translation of the Korean won amounts into U.S. dollar amounts and nothing has come to our attention that cause us to believe that such translation has not been made in conformity with the basis stated in Note 2. Such U.S. dollar amounts are presented solely for the convenience of readers outside of Korea.

Accounting principles and review standards and their application in practice vary among countries. The accompanying non-consolidated financial statements are not intended to present the financial position, results of operations, changes in shareholders’ equity or cash flows in accordance with accounting principles and practices generally accepted in countries other than the Republic of Korea. In addition, the procedures and practices utilized in the Republic of Korea to review such financial statements may differ from those generally accepted and applied in other countries. Accordingly, this report and the accompanying financial statements are for use by those knowledgeable about Korean accounting procedures and review standards and their application in practice.

August 4, 2010

Notice to Readers

This report is effective as of August 4, 2010, the accountants’ review report date. Certain subsequent events or circumstances may have occurred between the accountants’ review report date and the time the accountants’ review report is read. Such events or circumstances could significantly affect the accompanying financial statements and may result in modifications to the accountants’ review report.

WOORI FINANCE HOLDINGS CO., LTD.
NON-CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
AS OF JUNE 30, 2010 AND DECEMBER 31, 2009


							Translation into
	Korean won						U.S. dollars (Note 2)
	2010			2009			2010			2009
	(In millions)						(In thousands)
ASSETS

Cash and bank deposits (Notes 15 and 17)	W	194,870		W	23,267		US$	161,010		US$	19,224
Investment securities accounted for using the equity method of accounting (Notes 3 and 15)		17,410,200			17,350,078			14,385,029			14,335,353
Loans, net of allowance for possible loan losses (Notes 4 and 15)		99,500			139,300			82,211			115,095
Fixed assets (Note 5)		342			415			283			343
Other assets (Notes 6, 7 and 17)		112,300			32,068			92,786			26,497

	W	17,817,212		W	17,545,128		US$	14,721,319		US$	14,496,512


LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES
Debentures, net of discounts (Notes 8 and 15)	W	3,744,934		W	3,744,156		US$	3,094,220		US$	3,093,577
Borrowings (Notes 8 and 15)		—			60,000			—			49,574
Other liabilities (Notes 10 and 17)		153,519			20,049			126,844			16,566

		3,898,453			3,824,205			3,221,064			3,159,717


SHAREHOLDERS’ EQUITY
Common stock (Note 11)		4,030,077			4,030,077			3,329,817			3,329,817
Capital surplus (Note 3)		159,609			179,488			131,876			148,300
Capital adjustments (Notes 3 and 11)		(64,452	)		(54,201	)		(53,253	)		(44,783	)
Accumulated other comprehensive income (Notes 3 and 19)		993,192			1,219,373			820,616			1,007,496
Retained earnings:
Legal reserve		885,903			783,300			731,970			647,195
Voluntary reserve		7,379,000			6,539,000			6,096,835			5,402,793
Retained earnings before appropriations (Notes 3 and 11)		535,430			1,023,886			442,394			845,977

		8,800,333			8,346,186			7,271,199			6,895,965

		13,918,759			13,720,923			11,500,255			11,336,795

	W	17,817,212		W	17,545,128		US$	14,721,319		US$	14,496,512

See accompanying notes to non-consolidated financial statements.

WOORI FINANCE HOLDINGS CO., LTD.
NON-CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2010 AND 2009


	Korean won									Translation into U.S. dollars (Note 2)
	2010					2009				2010					2009
	Three months			Six months		Three months		Six months		Three months			Six months		Three months		Six months
	(In millions, except for income per share data)									(In thousands, except for income per share data)
OPERATING REVENUE
Gain on valuation using the equity method of accounting (Notes 3 and 16)	W	51,808		W	699,677	W	294,841	W	530,062	US$	42,806		US$	578,102	US$	243,610	US$	437,959
Interest income (Note 17)		2,715			4,583		4,456		8,227		2,243			3,787		3,682		6,797
Reversal of allowance for doubtful accounts		—			200		—		—		—			165		—		—

		54,523			704,460		299,297		538,289		45,049			582,054		247,292		444,756

OPERATING EXPENSES
Loss on valuation using the equity method of accounting (Notes 3 and 16)		10,880			18,427		2,554		15,349		8,990			15,225		2,110		12,682
Interest expense		61,189			122,308		62,137		116,859		50,557			101,056		51,340		96,554
Fees (Note 17)		1,247			2,136		1,850		2,981		1,030			1,765		1,529		2,463
Provision for possible loan losses		—			—		—		100		—			—		—		83
General and administrative (Notes 14 and 15)		6,665			13,879		5,866		12,328		5,507			11,467		4,847		10,185

		79,981			156,750		72,407		147,617		66,084			129,513		59,826		121,967


OPERATING INCOME		(25,458	)		547,710		226,890		390,672		(21,035	)		452,541		187,466		322,789

NON-OPERATING INCOME		91			93		126		170		74			77		104		141

NON-OPERATING EXPENSES		1,165			1,318		3,890		5,443		963			1,090		3,214		4,497


INCOME (LOSS) BEFORE INCOME TAX		(26,532	)		546,485		223,126		385,399		(21,924	)		451,528		184,356		318,433

INCOME TAX EXPENSE (Note 12)		14,042			14,042		—		—		11,602			11,602		—		—


NET INCOME (LOSS)	W	(40,574	)	W	532,443	W	223,126	W	385,399	US$	(33,526	)	US$	439,926	US$	184,356	US$	318,433


NET INCOME (LOSS) PER COMMON SHARE (Note 18)	W	(50	)	W	661	W	277	W	478	US$	(0.041	)	US$	0.546	US$	0.229	US$	0.395

See accompanying notes to non-consolidated financial statements.

WOORI FINANCE HOLDINGS CO., LTD.
NON-CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 2010 AND 2009


									Accumulated
									other
	Common		Capital			Capital			comprehensive			Retained
Korean won	stock		surplus			adjustments			income			earnings			Total
	(In millions)
January 1, 2009 (Reported)	W	4,030,077	W	186,959		W	(57,219	)	W	724,373		W	7,323,149		W	12,207,339
Net income		—		—			—			—			385,399			385,399
Valuation using the equity method on subsidiaries		—		17,612			644			169,966			(1,041	)		187,181

June 30, 2009	W	4,030,077	W	204,571		W	(56,575	)	W	894,339		W	7,707,507		W	12,779,919


January 1, 2010 (Reported)	W	4,030,077		179,488		W	(54,201	)	W	1,219,373		W	8,346,186		W	13,720,923
Net income		—		—			—			—			532,443			532,443
Dividend		—		—			—			—			(80,601	)		(80,601	)
Valuation using the equity method on subsidiaries		—		(19,879	)		(10,251	)		(226,181	)		2,305			(254,006	)

June 30, 2010	W	4,030,077	W	159,609		W	(64,452	)	W	993,192		W	8,800,333		W	13,918,759


									Accumulated
									other
Translation into	Common		Capital			Capital			comprehensive			Retained
U.S. dollars (Note 2)	stock		surplus			adjustments			income			earnings			Total
	(In thousands)
January 1, 2009 (Reported)	US$	3,329,817	US$	154,473		US$	(47,277	)	US$	598,507		US$	6,050,689		US$	10,086,209
Net income		—		—			—			—			318,433			318,433
Valuation using the equity method on subsidiaries		—		14,552			532			140,433			(860	)		154,657

June 30, 2009	US$	3,329,817	US$	169,025		US$	(46,745	)	US$	738,940		US$	6,368,262		US$	10,559,299


January 1, 2010 (Reported)	US$	3,329,817	US$	148,300		US$	(44,783	)	US$	1,007,496		US$	6,895,965		US$	11,336,795
Net income		—		—			—			—			439,926			439,926
Dividend		—		—			—			—			(66,597	)		(66,597	)
Valuation using the equity method on subsidiaries		—		(16,424	)		(8,470	)		(186,880	)		1,905			(209,869	)

June 30, 2010	US$	3,329,817	US$	131,876		US$	(53,253	)	US$	820,616		US$	7,271,199		US$	11,500,255

See accompanying notes to non-consolidated financial statements.

WOORI FINANCE HOLDINGS CO., LTD.
NON-CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2010 AND 2009


							Translation into
	Korean won						U.S. dollars (Note 2)
	2010			2009			2010			2009
	(In millions)						(In thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	W	532,443		W	385,399		US$	439,926		US$	318,433

Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Loss on valuation using the equity method of accounting		18,427			15,349			15,225			12,682
Interest expense (amortization of discounts on debentures)		1,508			1,359			1,245			1,123
Provision for severance benefits		503			421			417			348
Depreciation		81			108			67			89
Amortization		4			3			3			2
Provision for possible loan losses		—			100			—			83
Other non-operating expense		—			3,852			—			3,183
Gain on valuation using the equity method of accounting		(699,677	)		(530,062	)		(578,102	)		(437,959	)
Reversal of allowance for doubtful accounts		(200	)		—			(165	)		—

		(679,354	)		(508,870	)		(561,310	)		(420,449	)


Changes in operating assets and liabilities:
Increase in other receivables		(78,714	)		(482	)		(65,037	)		(398	)
Decrease in investment securities accounted for using the equity method of accounting		407,130			40,476			336,388			33,443
Decrease (increase) in accrued income		(157	)		25			(130	)		20
Decrease in prepaid expenses		47			102			39			84
Increase in advanced payments		(1,392	)		(21	)		(1,150	)		(17	)
Retirement benefits succession		400			18			330			15
Severance benefits payment		(337	)		(230	)		(278	)		(190	)
Decrease in employee retirement insurance deposit		51			164			42			136
Increase (decrease) in other payables		(39	)		449			(31	)		371
Increase in accrued expenses		333			66			276			54
Decrease in withholdings		(286	)		(67	)		(236	)		(55	)
Decrease in prepaid income tax		—			62			—			51
Increase in income tax payable		78,794			—			65,103			—
Increase in deferred income tax liabilities		14,042			—			11,602			—

		419,872			40,562			346,917			33,514


Net cash provided by (used in) operating activities		272,961			(82,909	)		225,533			(68,502	)

(Continued)

WOORI FINANCE HOLDINGS CO., LTD.
NON-CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
FOR THE SIX MONTHS ENDED JUNE 30, 2010 AND 2009


							Translation into
	Korean won						U.S. dollars (Note 2)
	2010			2009			2010			2009
	(In millions)						(In thousands)
CASH FLOWS FROM INVESTING ACTIVITIES:
Collection of loans	W	40,000		W	20,000		US$	33,050		US$	16,525

Acquisition of investment securities accounted for using the equity method accounting		—			(300,000	)		—			(247,871	)
Acquisition of fixed assets		(8	)		(23	)		(7	)		(19	)
Acquisition of intangible assets		(19	)		(8	)		(16	)		(7	)
Extension of loans		—			(40,000	)		—			(33,050	)

Net cash provided by (used in) investing activities		39,973			(320,031	)		33,027			(264,422	)


CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of debentures in local currency		249,270			898,258			205,957			742,178
Proceeds from borrowings in local currency		10,000			—			8,262			—
Repayment of debentures in local currency		(250,000	)		(370,000	)		(206,560	)		(305,709	)
Payment of dividends		(80,601	)		—			(66,596	)		—
Repayment of borrowings in local currency		(70,000	)		—			(57,837	)		—

Net cash provided by (used in) financing activities		(141,331	)		528,258			(116,774	)		436,469


NET INCREASE IN CASH AND BANK DEPOSITS		171,603			125,318			141,786			103,545

CASH AND BANK DEPOSITS, BEGINNING OF THE PERIOD		23,267			119,350			19,224			98,612


CASH AND BANK DEPOSITS, END OF THE PERIOD	W	194,870		W	244,668		US$	161,010		US$	202,157

See accompanying notes to non-consolidated financial statements.

WOORI FINANCE HOLDINGS CO., LTD.
NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2010 AND 2009

1. GENERAL

(1)

Woori Finance Holdings Co., Ltd.

Woori Finance Holdings Co., Ltd. (the “Company”) was incorporated on March 27, 2001, to engage in the business of managing the following five financial institutions; Woori Bank, Kyongnam Bank, Kwangju Bank, Woori Credit Card Co., Ltd. (formerly Peace Bank of Korea and merged into Woori Bank on March 31, 2004) and Woori Investment Bank (merged into Woori Bank on July 31, 2003), whose shares were contributed to the Company by the Korea Deposit Insurance Corporation (the “KDIC”) in accordance with the provisions of the Financial Holding Company Act. As a result of its functional restructuring, the Company owns 10 subsidiaries and 30 2nd-tier subsidiaries as of June 30, 2010.

Upon incorporation, the Company’s stock amounted to W3,637,293 million, consisting of 727,458,609 common shares (W5,000 per share) issued and outstanding. As a result of several capital increases, exercise of warrants and conversion rights since incorporation, as of June 30, 2010, the Company’s stock amounted to W4,030,077 million, consisting of 806,015,340 common shares issued and outstanding of which the KDIC owns 459,198,609 shares (56.97%).

On June 24, 2002, the Company listed its common shares on the Korea Exchange. On September 29, 2003, the Company was registered with the Securities and Exchange Commission in the United States of America and listed its American Depositary Shares on the New York Stock Exchange.

(2)

The structure of the Company and its significant subsidiaries as of June 30, 2010 and December 31, 2009 is as follows:


		2010				2009
		Number of		Percentage		Number of		Percentage		Financial
Parent		shares		of owner-		shares		of owner-		statements
companies	Subsidiaries	owned		ship (%)		owned		ship (%)		as of
Woori Finance Holdings Co., Ltd.	Woori Bank		765,956,580		100.0		765,956,580		100.0	June 30
"	Kyongnam Bank		58,049,994		99.9		58,049,994		99.9	June 30
"	Kwangju Bank		49,413,333		99.9		49,413,333		99.9	June 30
"	Woori Finance Information System Co., Ltd.		900,000		100.0		900,000		100.0	June 30
"	Woori F&I Co., Ltd.		6,000,000		100.0		6,000,000		100.0	June 30
"	Woori Investment Securities Co., Ltd.		46,324,981		35.0		46,324,981		35.0	June 30
"	Woori Asset Management Co., Ltd.		6,662,000		100.0		6,662,000		100.0	June 30
"	Woori Private Equity Co., Ltd.		4,000,000		100.0		4,000,000		100.0	June 30
"	Woori Financial Co., Ltd.		8,909,439		52.5		8,909,439		52.5	June 30
"	Woori Aviva Life Insurance Co., Ltd.		3,060,000		51.0		3,060,000		51.0	June 30
Woori Bank	Woori Credit Information Co., Ltd.		1,008,000		100.0		1,008,000		100.0	June 30 (*9)
"	Woori America Bank		10,500,000		100.0		10,500,000		100.0	June 30 (*9)
"	PT. Bank Woori Indonesia		1,618		95.2		1,618		95.2	June 30 (*9)
"	Woori Global Market Asia Limited		39,000,000		100.0		39,000,000		100.0	June 30 (*9)
"	Woori Bank (China) Limited		—		100.0		—		100.0	June 30 (*9)
"	ZAO Woori Bank		19,999,999		100.0		19,999,999		100.0	June 30 (*9)


		2010				2009
		Number of		Percentage		Number of		Percentage		Financial
Parent		shares		of owner-		shares		of owner-		statements
companies	Subsidiaries	owned		ship (%)		owned		ship (%)		as of
Woori F&I Co., Ltd.	Woori AMC Co., Ltd. (*7)		800,000		100.0		—		—	June 30
"	Woori F&I Fifth Asset Securitization Specialty (*6)		—		—		92,500		100.0	June 30
"	Woori F&I Sixth Asset Securitization Specialty		98,780		100.0		98,780		100.0	June 30
"	Woori F&I Seventh Asset Securitization Specialty		105,300		100.0		105,300		100.0	June 30
"	Woori F&I Tenth Asset Securitization Specialty (*1)		278,020		100.0		478,020		100.0	June 30
"	Woori F&I Eleventh Asset Securitization Specialty (*7)		181,060		100.0		—		—	June 30
"	Woori F&I Thirteenth Asset Securitization Specialty (*7)		855,721		94.6		—		—	June 30
"	Woori SB Tenth Asset Securitization Specialty		410,711	50.0+1stock			410,711	50.0+1stock		June 30
Woori Investment Securities Co., Ltd.	Woori Futures Co., Ltd.		5,000,000		100.0		5,000,000		100.0	June 30
"	Woori Investment Securities (H.K.) Ltd.		22,500,000		100.0		22,500,000		100.0	June 30 (*9)
"	LG Investments Holding B.V. (Amsterdam) GG		1,642,398,242		100.0		1,642,398,242		100.0	June 30 (*9)
"	MARS First Private Equity Fund		18,000,000		52.9		18,000,000		52.9	June 30 (*9)
"	MARS Second Private Equity Fund (*8)		25,066,666,670		8.9		25,066,666,670		8.9	June 30 (*9)
"	Connacht Capital Market Investment		15,000,000		100.0		15,000,000		100.0	June 30 (*9)
"	Woori Investment Asia Pte. Ltd.		50,000,000		100.0		50,000,000		100.0	June 30 (*9)
"	Woori Absolute Global Opportunity Fund (*2)		44,700		100.0		35,000		100.0	June 30 (*9)
"	Woori Absolute Return Investment Strategies Fund (*5)		30,000		100.0		—		—	June 30 (*9)
"	Bien Viet Securities Joint Stock Company (*7)		6,615,000		49.0		—		—	June 30 (*9)
Woori, Kyongnam & Kwangju Bank, Woori Investment Securities, Woori F&I & Woori PE	Woori Private Equity Fund (*3)		140,294		61.0		149,937		61.0	June 30
Woori Private Equity Fund	Kumho Investment Bank		74,550,000		41.4		74,550,000		41.4	June 30 (*9)
"	Woori Renaissance Holdings		1,260		51.6		1,260		51.6	June 30
"	Phoenix Digital Tech Co., Ltd.		500,000		50.0		500,000		50.0	June 30 (*9)
"	Woori BK Co., Ltd.		1,000		100.0		1,000		100.0	June 30 (*9)
Woori Private Equity Fund & Kumho Investment Bank	Sahn Eagles LLC (*7)		51,027,331		63.8		—		—	Mar 31
Woori Renaissance Holdings	UP Chemical Co., Ltd. (*4)		491,091		66.8		582,371		70.0	June 30 (*9)


(*1)		The investee decreased its capital in cash. As a result, the number of shares owned decreased.

(*2)		The investee increased its capital in cash. As a result, the number of shares owned increased.

(*3)		Equity investments decreased due to termination refund.

(*4)		Percentages of ownership decreased due to stock repurchase.

(*5)		Woori Absolute Return Investment Strategies Fund was incorporated by Woori Investment Securities Co., Ltd. Since total capital stock as of its incorporation exceeded W10 billion, it has been consolidated.


(*6)		Since total assets as of December 31, 2009 decreased to W10 billion, it has been deconsolidated and accounted for using the equity method as of January 1, 2010.

(*7)		Since total assets as of December 31, 2009 exceeded W10 billion, it has been consolidated as of January 1, 2010.

(*8)		As a General Partner of investee’s company, Woori Investment Securities Co., Ltd. has a right to make investment decisions even though it holds less than 50% equity of Mars 2nd Private Equity Fund. Therefore, it has been consolidated.

(*9)		The unreviewed financial statements as of June 30, 2010 are used for the consolidation.

(3)

General information pertaining to the Company’s subsidiaries as of June 30, 2010 does not differ materially from that as of December 31, 2009.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Financial Statement Presentation

The Company maintains its official accounting records in Korean won and prepares statutory non-consolidated financial statements in the Korean language (Hangul) in conformity with the accounting principles generally accepted in the Republic of Korea. Certain accounting principles applied by the Company that conform with financial accounting standards and accounting principles in the Republic of Korea may not conform with generally accepted accounting principles in other countries. Accordingly, these financial statements are intended for use by those who are informed about Korean accounting principles and practices. The accompanying financial statements have been restructured and translated into English with certain expanded descriptions from the Korean language financial statements. Certain information included in the Korean language financial statements, but not required for a fair presentation of the Company’s financial position, results of operations, changes in shareholders’ equity or cash flows, is not presented in the accompanying financial statements.

The accompanying financial statements are stated in Korean won, the currency of the country in which the Company is incorporated and operates. The translation of Korean won amounts into U.S. dollar amounts is included solely for the convenience of readers outside of the Republic of Korea and has been made at the rate of W1,210.30 to US$1.00 at June 30, 2010, the Base Rate announced by Seoul Money Brokerage Service, Ltd. Such translations should not be construed as representations that the Korean won amounts could be converted into U.S. dollars at that or any other rate.

The accounting policies, which have been adopted in preparing the accompanying non-consolidated financial statements, do not differ materially from those used in preparing the non-consolidated financial statements for the year ended December 31, 2009.

(1)

Accounting policy of consolidated tax return

In accordance with the Korean Corporate Tax Act, the Company and its 100% owned subsidiaries adopted consolidated tax return from the year 2010. The Company recorded the consolidated tax payables on behalf of the subsidiaries and same amounts were recorded as other receivables to be collected from the subsidiaries.

3. INVESTMENT SECURITIES ACCOUNTED FOR USING THE EQUITY METHOD OF ACCOUNTING

(1)

Changes in investment securities accounted for using the equity method of accounting for the six months ended June 30, 2010 and the year ended December 31, 2009 are as follows (Korean won in millions):


			Gain (loss)
			on valuation
			using			Other						Other
			the equity			comprehensive						increase
<2010>	Jan. 1, 2010		method (*1)			income (*1)			Dividends			(decrease)			Jun. 30, 2010
Woori Bank	W	13,621,824	W	487,355		W	(213,476	)	W	(286,148	)	W	1,776		W	13,611,331
Kyongnam Bank (*2)		1,443,661		60,073			1,302			(58,050	)		(147	)		1,446,839
Kwangju Bank		976,284		76,048			(5,398	)		(18,580	)		(147	)		1,028,207
WFIS		15,013		2,908			—			—			—			17,921
Woori F&I		166,563		18,759			620			(14,802	)		1			171,141
Woori Investment Securities		754,782		51,332			758			(16,214	)		(70	)		790,588
Woori Asset Management		67,456		2,360			—			(9,326	)		—			60,490
Woori PE		24,246		842			14			—			(74	)		25,028
Woori Financial		207,346		(12,626	)		(21	)		(4,009	)		—			190,690
Woori Aviva		72,903		(5,801	)		863			—			—			67,965

	W	17,350,078	W	681,250		W	(215,338	)	W	(407,129	)	W	1,339		W	17,410,200


			Gain (loss)
			on valuation
			using			Other						Other
			the equity			comprehensive						increase
<2009>	Jan. 1, 2009		method (*1)			income (*1)			Dividends			(decrease)			Dec. 31, 2009
Woori Bank	W	11,900,128	W	952,362		W	475,591		W	(2,455	)	W	296,198		W	13,621,824
Kyongnam Bank		1,245,318		191,438			6,653			—			252			1,443,661
Kwangju Bank		920,938		61,980			(6,886	)		—			252			976,284
WFIS		13,076		1,935			2			—			—			15,013
Woori F&I		139,999		24,097			(6,295	)		(11,267	)		20,029			166,563
Woori 3^rd SPC		—		38,328			(8,692	)		—			(29,636	)		—
Woori Investment Securities		709,114		36,686			34,269			(25,479	)		192			754,782
Woori Asset Management		41,296		4,315			—			—			21,845			67,456
Woori PE		12,844		1,320			103			—			9,979			24,246
Woori Financial		228,456		(24,589	)		(1,085	)		(1,275	)		5,839			207,346
Woori Aviva		74,187		(2,498	)		1,340			—			(126	)		72,903

	W	15,285,356	W	1,285,374		W	495,000		W	(40,476	)	W	324,824		W	17,350,078


(*1)		Gross amounts for the six months ended June 30, 2010 and the year ended December 31, 2009

(*2)		Contingent liabilities related to Kyongnam Bank’s financial incident of W105.5 billion (made up of provision for contingent liabilities of W58.2 billion and W47.3 billion of prior error corrections in non-operating expense) have been recognized.

(2)

The details of other increase (decrease) for the six months ended June 30, 2010 and the year ended December 31, 2009 are as follows (Korean won in millions):


	Capital		Capital			Retained
<2010>	surplus		adjustment			earnings		Total
Woori Bank	W	1,026	W	(1,556	)	W	2,306	W	1,776
Kyongnam Bank		167		(314	)		—		(147	)
Kwangju Bank		167		(314	)		—		(147	)
Woori F&I		62		(61	)		—		1
Woori Investment Securities		1,098		(1,168	)		—		(70	)
Woori PE		84		(158	)		—		(74	)

	W	2,604	W	(3,571	)	W	2,306	W	1,339


										Other
	Capital			Capital			Retained			non-operating			Acquisition/
<2009>	surplus			adjustment			earnings			expenses			Others			Total
Woori Bank	W	(895	)	W	898		W	(2,987	)	W	(818	)	W	300,000		W	296,198
Kyongnam Bank		71			181			—			—			—			252
Kwangju Bank		71			181			—			—			—			252
Woori F&I		34			(5	)		—			—			20,000			20,029
Woori 3^rd SPC		—			—			—			—			(29,636	)		(29,636	)
Woori Investment Securities		(13	)		205			—			—			—			192
Woori Asset Management		(26,005	)		—									47,850			21,845
Woori PE		34			(55	)		—			—			10,000			9,979
Woori Financial		217			1,613			—			—			4,009			5,839
Woori Aviva		—			—			—			—			(126	)		(126	)

	W	(26,486	)	W	3,018		W	(2,987	)	W	(818	)	W	352,097		W	324,824


(*)		The variation of equity due to the additional acquisition, disposal of shares and paid in capital of Company’s subsidiaries are accounted as capital surplus or capital adjustments.

(3)

The details of changes in the difference between the acquisition cost and the proportionate net asset value on the acquisition date for the six months ended June 30, 2010 and the year ended December 31, 2009 are as follows (Korean won in millions):


<2010>	Jan. 1, 2010			Acquisition		Amortization			Jun. 30, 2010
Woori F&I	W	56		W	—	W	2		W	54
Woori Investment Securities		(2,223	)		—		(83	)		(2,140	)
Woori Financial		105,684			—		19,216			86,468
Woori Aviva		23,633			—		3,672			19,961

	W	127,150		W	—	W	22,807		W	104,343


<2009>	Jan. 1, 2009			Acquisition			Amortization			Dec. 31, 2009
Woori F&I	W	61		W	—		W	5		W	56
Woori Investment Securities		(2,245	)		—			(22	)		(2,223	)
Woori Financial		144,114			—			38,430			105,684
Woori Aviva		31,058			(126	)		7,299			23,633

	W	172,988		W	(126	)	W	45,712		W	127,150

(4)

The details of unrealized gain (loss) from transactions among subsidiaries for the six months ended June 30, 2010 are as follows (Korean won in millions):


	Jan. 1, 2010			Realized			Incurred			Jun. 30, 2010
Woori Bank	W	4,175		W	12,100		W	(5,765	)	W	10,510
Kyongnam Bank		360			235			—			595
Kwangju Bank		2,365			293			—			2658
WFIS		3,642			(10	)		—			3,632
Woori F&I		200			(200	)		—			—
Woori Investment Securities		(122	)		14			—			(108	)
Woori Financial		424			(93	)		—			331

	W	11,044		W	12,339		W	(5,765	)	W	17,618

(5)

The market values of Woori Investment Securities and Woori Financial are W736,567 million (W15,000 per share) and W83,660 million (W9,390 per share), respectively, as of June 30, 2010.

4. LOANS AND ALLOWANCE FOR POSSIBLE LOAN LOSSES

Loans as of June 30, 2010 and December 31, 2009 are as follows (Korean won in millions):


			Annual
	Issuance	Maturity	interest
	date	date	rate (%)		2010			2009
Woori Financial	Nov. 3, 2008	Oct. 19, 2010		5.47	W	30,000		W	30,000

"	Nov. 10, 2008	Oct. 19, 2010		5.47		70,000			70,000
Woori F&I	Mar. 27, 2009	Mar. 27, 2012		6.80		—			40,000

						100,000			140,000
Allowance for possible loan losses						(500	)		(700	)

					W	99,500		W	139,300

5. FIXED ASSETS

(1)

Changes in fixed assets for the six months ended June 30, 2010 and the year ended December 31, 2009 are as follows (Korean won in millions):


<2010>	Jan. 1, 2010		Acquisition		Disposition		Depreciation		Jun. 30, 2010
Furniture and equipment	W	256	W	3	W	—	W	59	W	200
Leasehold improvements		132		5		—		22		115
Others		27		—		—		—		27

	W	415	W	8	W	—	W	81	W	342


<2009>	Jan. 1, 2009		Acquisition		Disposition		Depreciation		Dec. 31, 2009
Furniture and equipment	W	384	W	55	W	—	W	183	W	256
Leasehold improvements		155		19		—		42		132
Others		27		—		—		—		27

	W	566	W	74	W	—	W	225	W	415

6. INTANGIBLE ASSETS

(1)

Changes in intangible assets for the six months ended June 30, 2010 and the year ended December 31, 2009 are as follows (Korean won in millions):


<2010>	Jan. 1, 2010		Acquisition		Amortization		Jun. 30, 2010
Software	W	2	W	—	W	—	W	2
Industrial property rights		6		19		4		21

	W	8	W	19	W	4	W	23


<2009>	Jan. 1, 2009		Acquisition		Amortization		Dec. 31, 2009
Software	W	3	W	—	W	1	W	2
Industrial property rights		11		—		5		6

	W	14	W	—	W	6	W	8

As of June 30, 2010 and December 31, 2009, accumulated amortization of software amounted to W35.4 million and W35.1 million, respectively, and accumulated amortization of industrial property rights amounted to W85.9 million and W82.4 million, respectively.

7. OTHER ASSETS

Other assets as of June 30, 2010 and December 31, 2009 are as follows (Korean won in millions):


	2010		2009
Deposits refundable (Note 17)	W	31,645	W	31,645
Other receivables (Note 2)		78,795		81
Accrued income (Note 17)		170		13
Prepaid expenses		275		321
Advance payments		1,392		—
Intangible assets (Note 6)		23		8

	W	112,300	W	32,068

8. BORROWINGS AND DEBENTURES

(1)

Borrowings in local currency as of June 30, 2010 and December 31, 2009 are as follows (Korean won in millions):


	Annual interest
Lender	rate (%)	Maturity	Line of credit		2010		2009
Hana Bank	CD(3M)+2.5	Jul. 14, 2010	W	100,000	W	—	W	50,000
Kookmin Bank	5.3	Jun. 17, 2010		150,000		—		10,000

			W	250,000	W	—	W	60,000

(2)

Debentures in local currency as of June 30, 2010 and December 31, 2009 are as follows (Korean won in millions):


		Annual
	Issuance	interest
	date	rate (%)		Maturity (*)	2010			2009
The 15th bonds	Jun. 21, 2005		4.31	Jun. 21, 2010	W	—		W	250,000
The 18-1^st bonds	Aug. 30, 2007		5.71	Aug. 30, 2010		250,000			250,000
The 18-2^nd bonds	Aug. 30, 2007		5.79	Aug. 30, 2012		250,000			250,000
The 19-1^st bonds	Dec. 6, 2007		6.63	Dec. 6, 2010		130,000			130,000
The 19-2^nd bonds	Dec. 6, 2007		6.63	Dec. 6, 2012		140,000			140,000
The 20-1^st bonds	Apr. 14, 2008		5.67	Apr. 14, 2011		160,000			160,000
The 20-2^nd bonds	Apr. 14, 2008		5.72	Apr. 14, 2013		170,000			170,000
The 21^st bonds	Jun. 24, 2008		6.55	Jun. 24, 2011		200,000			200,000
The 22-1^stbonds	Sep. 25, 2008		7.24	Sep. 25, 2010		50,000			50,000
The 22-2^ndbonds	Sep. 25, 2008		7.28	Sep. 25, 2011		250,000			250,000
The 23-1^rdbonds	Dec. 9, 2008		7.96	Dec. 9, 2010		210,000			210,000
The 23-2^ndbonds	Dec. 9, 2008		8.13	Dec. 9, 2011		530,000			530,000
The 23-3^rdbonds	Dec. 9, 2008		8.19	Dec. 9, 2013		60,000			60,000
The 25-1stbonds	Mar. 24, 2009		5.24	Mar. 24, 2011		50,000			50,000
The 25-2ndbonds	Mar. 24, 2009		5.39	Mar. 24, 2012		100,000			100,000
The 25-3rdbonds	Mar. 24, 2009		5.70	Mar. 24, 2014		150,000			150,000
The 26thbonds	Mar. 31, 2009		6.36	Jan. 1, 2015		300,000			300,000
The 27-1stbonds	Jun. 15, 2009		5.43	Jun. 15, 2012		220,000			220,000
The 27-2ndbonds	Jun. 15, 2009		5.94	Jun. 15, 2014		80,000			80,000
The 28-1stbonds	Nov. 13, 2009		5.21	Nov. 13, 2012		60,000			60,000
The 28-2ndbonds	Nov. 13, 2009		5.43	Nov. 13, 2013		140,000			140,000
The 29-1stbonds	May. 20, 2010		4.45	May. 20, 2013		30,000			—
The 29-2ndbonds	May. 20, 2010		5.11	May. 20, 2015		220,000			—

						3,750,000			3,750,000
Less: discounts						(5,066	)		(5,844	)


					W	3,744,934		W	3,744,156


(*)		All debentures above are to be paid the total amount at maturity.

9. ACCRUED SEVERANCE BENEFITS

Employees and directors with more than one year of service are entitled to receive a lump-sum payment upon termination of their service with the Company. The accrued severance benefits that would be payable assuming all eligible employees and directors were to terminate amounted to W2,741 million and W2,175 million as of June 30, 2010 and December 31, 2009, respectively.

The details of changes in the accrued severance benefits for the six months ended June 30, 2010 and the year ended December 31, 2009 are as follows (Korean won in millions):


	2010			2009
Beginning balance	W	2,175		W	1,985
Provision for severance benefits (Note 14)		503			965
Retirement benefits succession		400			18
Retirement benefits payment		(337	)		(793	)

Ending balance	W	2,741		W	2,175

As of June 30, 2010 and December 31, 2009, the Company has enrolled post-retirement pension plan deposits at Woori Bank and the deposits amounting to W1,363 million and W1,414 million, respectively, are presented as a deduction from accrued severance benefits. As of June 30, 2010, post-retirement pension plan deposits consist of beneficiary certificates and time deposits amounting to W96 million and W1,267 million, respectively.

10. OTHER LIABILITIES

Other liabilities as of June 30, 2010 and December 31, 2009 are as follows (Korean won in millions):


	2010			2009
Accrued severance benefits (Note 9)	W	2,741		W	2,175
Post-retirement pension plan deposits (Notes 9 and 17)		(1,363	)		(1,414	)
Other payables (Note 17)		720			758
Accrued expenses		18,403			18,069
Income tax payable (Notes 2 and 12)		78,794			—
Deferred income tax credits (Note 12)		54,048			—
Withholdings		176			461

	W	153,519		W	20,049

11. SHAREHOLDERS’ EQUITY

(1)

The authorized shares and issued shares of common stock as of June 30, 2010 and December 31, 2009 are as follows:


	2010		2009
Authorized shares of common stock		2,400,000,000		2,400,000,000
Par value	W	5,000	W	5,000
Issued shares of common stock		806,015,340		806,015,340

(2)

The changes in the capital stock of the Company for the period from its incorporation to June 30, 2010 are as follows (Korean won in millions):


						Paid-in capital in
		Number of				excess of
Date	Description	shares issued		Capital stock		par value
March 27, 2001	Establishment		727,458,609	W	3,637,293	W	—
June 12, 2002	Issuance of new shares		36,000,000		180,000		58,645
In 2002	Exercise of warrants		4,356,188		21,781		—

2002.12.31			767,814,797		3,839,074		58,645

In 2003	Exercise of warrants		7,690,113		38,451		(574	)

2003.12.31			775,504,910		3,877,525		58,071

In 2004	Issuance of new shares		8,571,262		42,856		14,126
	Exercise of convertible bonds		12,379,386		61,897		12,118

2004.12.31			796,455,558		3,982,278		84,315

In 2005	Exercise of convertible bonds		9,559,782		47,799		24,710
	Acquisition of common shares of Woori Asset Management		—		—		(24,537	)

2006.12.31			806,015,340		4,030,077		84,488

2010.06.30			806,015,340	W	4,030,077	W	84,488

(3)		Pursuant to Article 53 of the Financial Holding Company Act, legal reserves are appropriated at no less than one tenth of net income until reaching an amount equal to the Company’s contributed capital, whenever dividends are declared.

(4)		The Company held 2,560 shares of treasury stock as of June 30, 2010 and December 31, 2009.

(5)		The changes in retained earnings from December 31, 2009 to June 30, 2010 are as follows (Korean won in millions):


	2010
Balance — December 31, 2009	W	1,023,885

Appropriations:
Dividend		(80,601	)
Legal reserve		(102,603	)
Voluntary reserve		(840,000	)
Increase by using the equity method of accounting		2,306
Net income for the six months ended June 30, 2010		532,443

Balance — June 30, 2010	W	535,430

12. INCOME TAX EXPENSE

(1)

Components of income tax expense for the six months ended June 30, 2010 is as follows (Korean won in millions):


Description	2010
Income tax currently payable	W	—
Changes in deferred income taxes due to temporary differences (*1)		54,048
Deferred income tax directly reflected to equity		(40,006	)

Income tax expense	W	14,042


(*1) Deferred income tax liabilities at the beginning of period	W	54,048
Deferred income tax liabilities at the end of period		—

Changes in deferred income taxes due to temporary differences	W	54,048

(2)

Reconciling items between income before income tax and taxable income for the six months ended June 30, 2010 are as follows (Korean won in millions):


Description	2010
Income before income tax	W	546,485
Tax calculated at statutory tax rate (24.2% for the six months ended June 30, 2010 )		132,225
Tax reconciliation items:
Non-taxable income (W347,432 million for the six months ended June 30, 2010)		(84,063	)
Non-deductible expenses (W18,689 million for the six months ended June 30, 2010)		4,522
Changes of realizability for temporary differences		11,279
Non-recognition of deferred income taxes from temporary differences		(49,027	)
Other		(894	)

Income tax expense	W	14,042

Effective tax rate		3	%

(3)

The changes in cumulative temporary differences and tax loss carry-forwards for the six months ended June 30, 2010 and the year ended December 31, 2009 are as follows (Korean won in millions):


													Deferred tax
<2010>	Jan. 1, 2010			Decrease (*1)			Increase (*1)			Jun. 30, 2010			assets (liabilities)
Investment securities (*2)	W	(7,536,753	)	W	(295,184	)	W	(701,983	)	W	(7,943,552	)	W	(196,594	)
Accrued expenses		2,043			2,043			2,952			2,952			714
Accrued severance benefits		1,523			51			496			1,968			433
Post-retirement pension plan deposits		(1,414	)		(51	)		—			(1,363	)		(300	)
Depreciation		6			—			—			6			1
Other comprehensive income due to the equity method of accounting		(1,390,564	)		(349,282	)		(2,604	)		(1,043,886	)		(229,655	)
Carry-forwarded tax loss		508,147			266,417			—			241,730			53,181

Total	W	(8,417,012	)	W	(376,006	)	W	(701,139	)	W	(8,742,145	)	W	(372,220	)

Unrecognized amount (*3)		(8,417,012	)								(8,670,222	)		(318,172	)
Recognized amount		—									(71,923	)		(54,048	)


(*1)		Reflected the additional adjustment based on the reported tax returns and tax investigation.

(*2)		Based on the assumption that the temporary differences in securities accounted for using the equity method of accounting would be realized by dividends.

(*3)		Deferred tax liabilities for the temporary differences in relation with equity method valuation of W 8,911,952 million were not recognized since the Company is able to control the timing of the reversal of the temporary differences in investment securities accounted for using the equity method of accounting and it is almost probable that the temporary differences will not reverse in the foreseeable future. Also, deferred tax assets for tax-loss carry forward of W 241,730 million were not recognized due to the uncertainty of utilizing such tax-loss carry forward.


													Deferred tax
													assets
<2009>	Jan. 1, 2009			Decrease (*1)			Increase (*1)			Dec. 31, 2009			(liabilities)
Investment securities (*2)	W	(6,334,148	)	W	(70,710	)	W	(1,273,315	)	W	(7,536,753	)	W	(53,563	)
Accrued expenses		1,820			1,820			2,043			2,043			494
Accrued severance benefits		1,374			229			378			1,523			335
Post-retirement pension plan deposits		(1,209	)		(229	)		(434	)		(1,414	)		(311	)
Depreciation		10			4			1			7			2
Dividend receivable		39,390			39,390			—			—			—
Other comprehensive income due to the equity method of accounting		(910,340	)		—			(480,224	)		(1,390,564	)		(12,400	)
Gain on disposal of investments using the equity method		34,604			34,604			—			—			—
Others		2			2			—			—			—
Carry-forwarded tax loss		303,186			22,414			227,374			508,146			111,792

Total	W	(6,865,311	)	W	27,524		W	(1,524,177	)	W	(8,417,012	)	W	46,349

Unrecognized amount (*3)		(8,417,012	)								(8,417,012	)		46,349
Recognized amount		—									—			—


(*1)		Reflected the additional adjustment based on the reported tax returns and tax investigation.

(*2)		Based on the assumption that the temporary differences in securities accounted for using the equity method of accounting would be realized by dividends.

(*3)		Unless the Company sells or liquidates subsidiaries or affiliates, no income tax payments are expected under the Korean Corporate Tax Act. As the Company does not expect income tax payments, no deferred tax assets or liabilities are recorded in the financial statements.

(4)

Details of deferred tax directly reflected to equity for the six months ended June 30, 2010 is as follows:


Description	Before tax			Tax effect			After tax
Other capital surplus	W	97,605		W	(22,483	)	W	75,122
Capital adjustments of equity method		(57,753	)		(6,680	)		(64,433	)
Valuation using the equity method		1,004,077			(10,843	)		993,234

	W	1,043,929		W	(40,006	)	W	1,003,923

(5)

Remaining tax loss carry-forwards and their expirations are as follows (Korean won in millions):


Year incurred	Amount (*1)		Utilized		Expiration		Remaining		Expiration Date
2005	W	56,965	W	—	W	—	W	56,965	Dec. 31, 2010
2008		12,562		—		—		12,562	Dec. 31, 2013
2009		172,203		—		—		172,203	Dec. 31, 2019

	W	241,730	W	—	W	—	W	241,730

(*1)

Reflected the additional adjustment based on the reported tax returns and tax investigation.

(6)

The Company recorded the consolidated tax payables amounting to W 78,794 million on behalf of the subsidiaries.

13. STATEMENTS OF CASH FLOWS

The significant transactions without cash flows for the six months ended June 30, 2010 and 2009 are as follows (Korean won in millions):


Transactions	2010			2009
Decrease in other capital surplus for the equity method of accounting	W	(19,878	)	W	—
Decrease in capital adjustments for the equity method of accounting		(10,251	)		—
Increase (decrease) in other comprehensive income for the equity method of accounting		(226,181	)		169,966
Increase (decrease) in retained earnings for the equity method of accounting		2,306			(1,041	)
Increase in deferred income tax liabilities reflected to equity		40,006			—
Increase in dividend receivables		—			(14,771	)

14. GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for the six months ended June 30, 2010 and 2009 are summarized as follows (Korean won in millions):


	2010		2009
Salaries, wages and bonuses (Note 17)	W	8,021	W	7,241
Provision for severance benefits (Notes 9 and 17)		503		421
Fringe benefits		894		828
Rent (Note 17)		548		532
Entertainment		501		428
Depreciation (Note 5)		81		108
Amortization (Note 6)		4		3
Taxes and dues		126		46
Advertising		82		62
Travel		348		200
Telecommunications		100		83
Service fees (Note 17)		1,533		1,488
Suppliers		78		71
Others (Note 17)		1,060		817

	W	13,879	W	12,328

15. FINANCIAL INFORMATION OF SUBSIDIARIES

(1)

The condensed statements of financial position of subsidiaries as of June 30, 2010 are as follows (Korean won in millions):


					Total
	Total assets		Total liabilities		shareholders’ equity
Woori Bank	W	234,632,961	W	221,012,071	W	13,620,890
Kyongnam Bank		23,442,056		21,995,410		1,446,646
Kwangju Bank		16,327,130		15,301,940		1,025,190
WFIS		214,142		199,853		14,289
Woori F&I		852,621		664,557		188,064
Woori Investment Securities		18,207,639		15,493,177		2,714,462
Woori Asset Management		82,127		21,637		60,490
Woori PE		2,349,528		1,959,224		390,304
Woori Financial		2,360,893		2,145,900		214,993
Woori Aviva		1,881,667		1,805,119		76,548

Total	W	300,350,764	W	280,598,888	W	19,751,876

(2)

The condensed statements of operations of subsidiaries for the six months ended June 30, 2010 are as follows (Korean won in millions):


								Income (loss)
	Operating		Operating		Operating			before			Net income
	revenue		expenses		income (loss)			income tax			(loss)
Woori Bank	W	14,951,815	W	14,366,965	W	584,850		W	579,797		W	482,982
Kyongnam Bank		890,488		762,371		128,117			81,510			59,993
Kwangju Bank		606,219		503,213		103,006			100,404			75,710
WFIS		143,147		139,259		3,888			3,873			2,919
Woori F&I		43,522		26,082		17,440			25,609			18,960
Woori Investments Securities		2,460,299		2,261,667		198,632			203,563			162,396
Woori Asset Management		16,010		12,653		3,357			2,971			2,360
Woori PE		184,920		205,797		(20,877	)		(14,944	)		1,211
Woori Financial		135,810		120,791		15,019			15,046			11,261
Woori Aviva		490,823		495,086		(4,263	)		(4,266	)		(3,275	)

	W	19,923,053	W	18,893,884	W	1,029,169		W	993,563		W	814,517

(3)

Significant liabilities and assets of the Company and its subsidiaries as of June 30, 2010 are summarized as follows (Korean won in millions):

Significant liabilities


	Deposits		Borrowings		Debentures		Total
Woori Finance Holdings	W	—	W	—	W	3,744,934	W	3,744,934
Woori Bank		157,900,863		18,569,915		26,619,801		203,090,579
Kyongnam Bank		15,249,878		2,575,569		1,896,430		19,721,877
Kwangju Bank		11,443,315		2,330,686		926,633		14,700,634
WFIS		—		69,100		—		69,100
Woori F&I		—		376,258		274,368		650,626
Woori Investment Securities		1,454,802		10,762,102		1,025,012		13,241,916
Woori PE		1,247,398		426,173		50,000		1,723,571
Woori Financial		—		508,130		1,431,102		1,939,232
Woori Aviva		—		33,700		—		33,700

Total	W	187,296,256	W	35,651,633	W	35,968,280	W	258,916,169

Significant assets


	Cash and due
	from banks		Securities		Loans		Total
Woori Finance Holdings	W	194,870	W	17,410,200	W	99,500	W	17,704,570
Woori Bank		19,470,326		34,392,923		165,148,402		219,011,651
Kyongnam Bank		1,332,215		4,010,969		15,929,402		21,272,586
Kwangju Bank		1,536,145		3,395,511		10,726,311		15,657,967
WFIS		3,710		107		—		3,817
Woori F&I		24,074		120,251		495,436		639,761
Woori Investment Securities		3,069,515		11,629,358		1,124,177		15,823,050
Woori Asset Management		61,375		302		1,207		62,884
Woori PE		264,120		637,188		436,243		1,337,551
Woori Financial		26,725		11,998		2,222,043		2,260,766
Woori Aviva		190,105		1,168,333		176,825		1,535,263

Total	W	26,173,180	W	72,777,140	W	196,359,546	W	295,309,866

(4)

Loans subject to allowance for possible loan losses, allowance for possible loan losses and percentage of allowance to loans of each subsidiary as of June 30, 2010 are summarized as follows (Korean won in millions):


	Loans subject to
	allowance for				Percentage of
	possible				allowance
	loan losses		Allowance		to loans (%)
Woori Bank	W	168,937,750	W	3,789,348		2.2
Kyongnam Bank		16,156,513		227,111		1.4
Kwangju Bank		10,947,013		220,702		2.0
Woori F&I		506,978		11,542		2.3
Woori Investment Securities		1,215,822		91,645		7.5
Woori Asset Management		1,213		6		0.5
Woori PE		470,756		34,513		7.3
Woori Financial		2,273,673		51,630		2.3
Woori Aviva		181,612		4,787		2.6

Total	W	200,691,330	W	4,431,284		2.2

16. PROPORTION OF INCOME FROM SUBSIDIARIES IN THE COMPANY’S NET INCOME

Proportion of income from subsidiaries in the Company’s net income for the three months ended June 30, 2010 and 2009 is as follows (Korean won in millions):


	2010			Ratio (%)			2009			Ratio (%)
Woori Bank	W	487,355			71.5		W	341,411			66.3
Kyongnam Bank		60,073			8.8			98,892			19.2
Kwangju Bank		76,048			11.2			35,991			7.0
WFIS		2,908			0.4			(237	)		—
Woori F&I		18,759			2.8			9,991			1.9
Woori 3^rd SPC (*)		—			—			(75	)		—
Woori Investment Securities		51,332			7.5			37,602			7.3
Woori Asset Management		2,360			0.4			4,464			0.9
Woori PE		842			0.1			1,177			0.2
Woori Financial		(12,626	)		(1.9	)		(15,037	)		(2.9	)
Woori Aviva		(5,801	)		(0.8	)		534			0.1

Gain on valuation using the equity method of accounting, net of loss		681,250			100.0			514,713			100.0

Other income		4,877						8,397
Other expenses		153,684						137,711

Net income	W	532,443					W	385,399


(*)		Woori 3^rd SPC was liquidated for the year ended December 31, 2009.

17. TRANSACTIONS WITH RELATED PARTIES

(1)

The related parties of the Company as of June 30, 2010 are as follows:


		Company name
Majority shareholder		Korea Deposit Insurance Corporation

Consolidated subsidiaries		Woori Bank
		Kyongnam Bank
		Kwangju Bank
		Woori Finance Information System Co., Ltd.
		Woori F&I Co., Ltd.
		Woori Investment Securities Co., Ltd.
		Woori Asset Management Co., Ltd.
		Woori Private Equity Co., Ltd.
		Woori Financial Co., Ltd.
		Woori Aviva Life Insurance Co., Ltd.

Other affiliates		Woori Credit Information
		Woori America Bank
		PT. Bank Woori Indonesia
		Woori Global Market Asia Limited
		Woori Bank (China) Limited
		ZAO Woori Bank
		Woori AMC Co., Ltd.
		Woori F&I Sixth Asset Securitization Specialty
		Woori F&I Seventh Asset Securitization Specialty
		Woori F&I Tenth Asset Securitization Specialty
		Woori F&I Eleventh Asset Securitization Specialty
		Woori F&I Thirteenth Asset Securitization Specialty
		Woori SB Tenth Asset Securitization Specialty
		Woori Futures Co., Ltd.
		Woori Investment Securities (H.K.) Ltd.
		LG Investment Holding B.V.(Amsterdam) GG


		Company name
		MARS First Private Equity Fund
		MARS Second Private Equity Fund
		Connacht Capital Market Investment
		Woori Investment Asia Pte. Ltd.
		Woori Absolute Global Opportunity Fund
		Bien Viet Securities Joint Stock Company
		Woori Absolute Return Investment Strategies Fund
		Woori Private Equity Fund
		Kumho Investment Bank
		Woori Renaissance Holdings
		Phoenix Digital Tech Co., Ltd.
		Woori BK Co., Ltd.
		Sahn Eagles LLC
		UP Chemical Co., Ltd.

(2)

Assets and liabilities from transactions with the subsidiaries as of June 30, 2010 and December 31, 2009 are as follows (Korean won in millions):


	2010		2009
<Assets>
Woori Bank	W	236,356	W	23,267	Cash and bank deposits
		31,555		31,555	Guarantee deposits
		28		13	Accrued income
		1,303		1,414	Post-retirement pension plan assets
Kyongnam Bank		58,050		—	Cash and bank deposits
Kwangju Bank		18,579		—	Cash and bank deposits
		1		—	Accrued income
Woori Financial		100,000		100,000	Loans
Woori F&I		—		40,000	Loans

	W	445,872	W	196,249


<Liabilities>
Woori Bank	W	187		246	Other payables
WFIS		123		143	Other payables

	W	310	W	389

(3)

Revenues and expenses from transactions with the subsidiaries for the six months ended June 30, 2010 and 2009 are as follows:


	2010		2009		Account
<Revenues>
Woori Bank	W	123	W	1,809	Interest income on deposits
Kyongnam Bank		—		267	Interest income on deposits
Kwangju Bank		1		267	Interest income on deposits
Woori Financial		1,349		5,168	Interest income on loans
Woori F&I		395		715	Interest income on loans

	W	1,868	W	8,226

<Expenses>
Woori Bank	W	182	W	364	Rent
WFIS		501		60	Fees
Woori Investment Securities Co., Ltd.		—		4	Fees

	W	683	W	428

(4)

The Company compensated standing or non-standing directors for W1,820 million of salaries and recorded W72 million of severance benefits for the six months ended June 30, 2010.

18. EARNINGS (LOSS) PER COMMON SHARE

(1)

Basic net income (loss) per common share for the six months ended June 30, 2010 and 2009 is as follows (Korean won in millions, except for earnings per share data):


	2010					2009
	Three months			Six months		Three months		Six months
Net income (loss) on common shares	W	(40,574	)	W	532,443	W	223,126	W	385,399
Weighted average number of common shares outstanding		806,012,780			806,012,780		806,012,780		806,012,780

Basic net income (loss) per common shares	W	(50	)	W	661	W	277	W	478

(2)

Net income per common share for the year ended December 31, 2009 and for the three months ended March 31, 2010 are W1,273 and W711, respectively.

19. STATEMENTS OF COMPREHENSIVE INCOME

Comprehensive income statements for the six months ended June 30, 2010 and 2009 are as follows (Korean won in millions):


	2010			2009
Net income	W	532,443		W	385,399
Valuation using the equity method on subsidiaries		(226,181	)		169,966

Comprehensive income	W	306,262		W	555,365

20. INSURANCE

As of June 30, 2010, the Company has insurance for liability of reparation of directors with Samsung Fire & Marine Insurance Co., Ltd. The insurance coverage is W50,384 million. The Company also has insurance to cover for damage on premises, property and equipment with Samsung Fire & Marine Insurance Co., Ltd.

21. SUBSEQUENT EVENTS

(1)		Disposal plan of the Company

		On July 31, 2010, the Public Fund Oversight Committee resolved a plan to sell the Company. It includes a spin-off plan of Kyongnam Bank and Kwangju Bank.

(2)		Acquisition of Hanmi Finance Corporation

		In May 2010, the Company entered into a Securities Purchase Agreement with Hanmi Financial Corporation to acquire 175,000,000 newly issued shares of the acquiree’s common stock for $210 million. Subsequent to the approvals from regulators in both countries, Korea and United States of America, the Company obtains the control over the acquiree. Hanmi Financial Corporation is the holding company of Hanmi Bank, a California state chartered bank with 27 branches throughout California and one loan production office.

(3)		Capital increase of Woori Aviva Life Insurance Co., Ltd.

		On July 23, 2010, the board of directors made a resolution for acquisition of 4,541,091 newly issued common shares of Woori Aviva Life Insurance Co., Ltd. amounting to W33 billion, 51% of 8,904,100 shares amounting to W65 billion.

22. ADDOPTION OF KOREAN INTERNATIONAL FINANCIAL REPORTING STANDARDS

(1)

Adoption of Korean International Finance Reporting Standard

In accordance with the amendment to the Act on External Audit for Stock Companies, the Company is required to comply with Korean international financial reporting standard (K-IFRS) since January 1, 2011. From July 2007, the Company has processed the GAAP conversion toward K-IFRS by adopting systematic approach, such as analyzing IFRS impact on current accounting, establishing new accounting standards and financial reporting system, and simultaneously operating K-IFRS adopted financial reporting system and current reporting system.

In July 2008, the Company established the master transition plan toward K-IFRS, and is currently in the process of designing and implementing the new accounting framework and financial reporting system. The Company is to issue its financial statements under K-IFRS from 2011.

(2)

Differences between K-IFRS and K-GAAP which are significant to the Company

Differences between K-IFRS and K-GAAP, which are significant to the Company, are summarized below. Such items being presented do not explain detailed impacts on financial statements which may vary with further analysis. Presently, the Company could not estimate the financial impacts from key differences.


Classification	K-IFRS	Current accounting Standards
Change of Consolidation Scope	Exceeding 50% of the voting power, decision making capability and holding benefits and risks are conditional on the alternation of consolidation scope.	Over 30% of shares owned, the biggest shareholder decision making are subject to the alternation, excluding special purpose entities subject to certain condition.

Business Combinations	Acquisition method of accounting	Purchase accounting or pooling interest method

Evaluation of Goodwill	No amortization but impairment testing	Amortization with straight line method within 20 years and impairment test

Allowance for Bad Debts	The estimated impairment amount is adopted of which the reason is objectively supported. An impairment loss should be regarded as incurred and only if, there is objective evidence of impairment as a result of one or more events that occurred after initial recognition.	It provides an allowance for doubtful accounts to cover estimated losses on loan, based on rational and unbiased standards (It is the larger amount between the percentage of loan loss allowance established by the Financial Supervisory Commission and loan loss experience ratio on a loan.)

Classification of Financial Instruments	Financial instruments classify financial assets at fair value through profit or loss, available-for-sale financial assets, held-to-maturity investments, loan and receivables.	Securities are classified by trading securities, available-for-sale securities and held-to-maturity securities. Otherwise, deposits and derivatives are separately categorized.

Measurement of Financial Instruments	The fair-value evaluation reflects credit risks.	The fair-value evaluation is targeted to trading securities, available-for-sale securities and derivatives, which are limited, the reflection of credit risk is not explicitly mentioned.

Derecognition of Financial Assets	A financial asset is derecognized when, and when only, either the contractual rights to the asset’s cash flows expire, or the asset is transferred and the transfer qualifies for derecognition. The decision whether a transfer qualifies for derecognition is made by applying a combination of risks and rewards and control tests.	The disposal of financial assets is contingent on the risks and rewards of ownership of the financial assets, and whether it has retained control of the financial assets. However, some particular transactions like the asset backed method are recognized as disposal.


Classification	K-IFRS	Current accounting Standards
Classification of Capital	Capital is categorized by contents of the contract rather than the legal forms.	Capital is classified as a legal capital which shareholders paid.

Classification of Investment Property	Property (land or building) to earn rentals is treated as investment property.	Property (land or building) to earn rentals is treated as tangible assets.

Evaluation of Tangible Asset and Investment Property	In accordance with asset classifications, the asset cost method and asset revaluation reserves are selected as alternative. In addition, cost method is a selective option. However, the Company can use fair value as deemed cost for the convertible basic price of an item of land and buildings.	In accordance with asset classifications, the asset cost method and asset revaluation reserves are selected as alternative. In addition, cost method is a selective option.

Measurement of Accrued Severance Benefits	In accordance with the concept of estimated accumulation rate per unit using the actuarial technique and discount rate, calculate for current value of the estimated amount of severance pay, and the outcome is applied as the liability of the amount of severance pay.	In accordance with the Company’s policy, all employees with more than one year of service are entitled to receive severance benefit payments upon termination.

23. AGREEMENT ON THE IMPLEMENTATION OF A MANAGEMENT IMPROVEMENT PLAN

Since December 30, 2000, the Company’s three subsidiaries, Woori Bank, Kyongnam Bank and Kwangju Bank, and the KDIC have entered into agreements for the implementation of management improvement plans for the banks. Under the agreements, the three subsidiaries are obligated to improve financial ratio, such as BIS capital ratio, Return on Assets (ROA), General and administrative ratio, Non-performing loan rate and adjusted operating income (AOI) per person. If the three subsidiaries fail to implement the agreements, the KDIC may command for the three subsidiaries to increase or decrease their capital, pursue mergers, assign contracts such as loans and deposits, or close or sell parts of their business operations.

Since July 2, 2001, the Company and the KDIC have entered into an agreement whereby the Company would integrate the Company’s above subsidiaries, Woori Bank, Kyongnam Bank and Kwangju Bank, and improve the performance of the subsidiaries. The agreement stipulates that the Company should build a governance and management structure plan, implement a short-term business improvement strategy, enhance subsidiaries’ competitiveness, expedite privatization, meet the financial ratio targets, and dispose of business units in case of failure to carry out the agreement.

In order to implement the agreements of above three subsidiaries with the KDIC, on July 2, 2001, the Company and its three subsidiaries entered into agreements for the implementation of the management improvement for the three subsidiaries. Pursuant to the agreements, the three subsidiaries should meet management goals given by the Company, consult with the Company about material business decisions before execution, and prepare and implement a detailed business plan in conformity with the Company’s business strategies. If the three subsidiaries fail to implement the management improvement plan, the Company may order the three subsidiaries to limit sales of the specific financial products, investments in fixed assets, promotion of new business or new equity investment, or to close or merge their branch operations and subsidiaries.

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 16, 2010	By:	/s/ Woo Seok Seong

		(Signature)
		Name:	Woo Seok Seong
		Title:	General Manager