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Locations BAE, KIM & LEE IP

Corporate & M&A Litigation

"The firm has the absolute top team for dispute resolution in South Korea. It is very reputed and everybody knows them. Having them on your side gives you immediate credibility.”

- The Asia Pacific Legal 500

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Overview Key Services Practices Representative Cases Key Contacts Related Content

Overview

Since the rise of corporate and M&A disputes in the mid-1990s, we have handled many of the landmark cases in Korea. We have played a key role in shaping the legal landscape in this practice area with our innovative offensive and defensive strategies for hostile takeovers and significant wins in the courts, including the Supreme Court, setting market-leading precedents.

Successful dispute resolutions in corporate & M&A issues demand swift and strategic advice of a law firm based on practical experience and up-to-date knowledge of the industry issues including the ins and outs of shareholders’ meetings and the operation of the board of directors, since the outcome of such disputes is often determined through non-litigation or an injunction. Our formidable experience and expertise in corporate & M&A litigation enables us to provide the best and most effective legal representation.

In addition, our group also provides comprehensive advice tailored for the client’s specific circumstances and issues in close cooperation with attorneys, CPAs and industry experts in other practice groups, including Finance, Mergers and Acquisitions, Labor and Employment, Tax and Bankruptcy & Corporate Restructuring. We also help shape precedents in this area by resolving unprecedented issues through our own research of cases and practices of other jurisdictions.

Key Services

Shareholder related Disputes
Shareholder activism relating to the operation of a company including the articles of association, corporate governance and financial structure, ESG investment, distribution of voting rights, and all aspects of a general meeting of shareholders and the board of directors
Exercise of shareholder’s rights, including the right to request for cumulative voting, the right to request for the convocation of extraordinary meeting of shareholders and the right to request for the dismissal of director/auditor
Five percent rule, proxy solicitation and tender offer
Shareholder derivative actions against the officers
Five percent rule, proxy solicitation and tender offer
Appraisal rights of shareholders and the exercise and determination of the fair value of shares held by such shareholders
M&A related Disputes
Validity and interpretation of shareholder’s agreement
Appointment and dismissal of directors, CEOs, auditors and members of audit committee
Delegation and exercise of voting rights
Management rights following the break-up of M&A
Post-M&A transaction issues including a breach of representation & warranty
Management rights disputes between partners
Financing and Capital Market Disputes
Issuance and validity of shares and corporate bonds
Acquisition and disposition of treasury shares
Disclosure requirements
Deposits and electronic registration
Insider trading, price manipulation and unfair trading
Share Ownership Disputes
Share purchase agreement
Security rights in shares
Exercise of contractual rights, including lock-up, right of first refusal, tag-along right, drag-along right, put option and call option
Title trust of shares
Shareholder status

Practice Areas

Representative Cases

Defended against KCC’s attempt to take over the management rights of HMM
Defended against the convocation of extraordinary meeting of shareholders of SK Holdings
Advised in a number of M&A-related litigation
Shareholder related Disputes
Represented a KOSPI-listed company in a shareholder derivative suit
Advised a KOSDAQ-listed company whose shares are in suspension of trading with respect to the exercise of shareholder rights
Advised in a hostile takeover of Tongyang Inc. by Eugene Group
Advised in a management rights dispute between NC Soft and Nexon
Advised in the management rights dispute of Homecast Co., Ltd., a KOSDAQ-listed company
Defended the management rights of Teems, Inc., a KOSDAQ-listed company against the minority shareholders
Advised in the management rights dispute of French Korean Aromatics after the death of the founder
Advised in a hostile takeover of KDmedia, Inc. by its minority shareholders
Successfully restored the management rights of Pregen Inc. (formerly known as SMECS Inc.)
Advised in NEXTEK’s hostile takeover of SMEC Inc.
Defended the management rights of De Chocolate E&TF, a KOSDAQ-listed company
Defended against Keumyoung’s attempt to take over the management rights of Fine Digital, a KOSDAQ-listed company
Advised in Kuk-il Paper’s hostile takeover of the management rights of EN Paper (formerly known as Shinho Paper)
Advised in a takeover of the management rights of HK Savings Bank
Defended against KCC’s attempt to take over the management rights of HMM
Defended against the convocation of extraordinary meeting of shareholders of SK Holdings
Advised in Granite Venture Capital’s hostile takeover of the management rights of CNH Capital (formerly known as Chohung Capital)
M&A related Disputes
Advised in a number of M&A-related litigation
Advised in disputes among shareholders of a variety of companies, including the world’s largest virtual asset service provider, a startup company, an asset management company and a SPC of a real estate development company
Financing and Capital Market Disputes
Advised on enhancing corporate governance of a KOSDAQ-listed company, whose shares are in suspension of trading
Represented in a case that resulted in a landmark decision by the Supreme Court which held that the agreement under which a company guarantees the return of invested capital was null and void and in violation of a principle of shareholder equality
Share Ownership Disputes
Represented in a case that resulted in a landmark decision by the Supreme Court which held that a shareholder maintains his status as a shareholder regardless of his exercise of redemption right until the redemption amount is paid to him
Advised and represented in litigation regarding the exercise of security right on the shares of a SPC created by a real estate development company and acquisition of the management right

Key Contacts

Our Team

Practice Areas

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