Your Trusted Legal and Corporate Secretarial Partner in Korea

• advising on the appropriate form of Korean presence, including a Korean subsidiary or branch;
• incorporation of Korean companies;
• registration of Korean branches of foreign companies;
• preparation and review of articles of incorporation;
• foreign investment notification and related procedural support;
• coordination of initial capital remittance;
• registration of directors, representative directors, statutory auditors, and branch representatives;
• preparation of powers of attorney, resolutions, acceptance letters, and other establishment documents;
• guidance on notarization, legalization, and apostille requirements;
• court registry filings;
• corporate seal registration and related arrangements;
• coordination of business registration and other post-incorporation requirements; and
• support with corporate bank account opening documentation and related corporate records.

We work closely with the client’s headquarters, regional legal and finance teams, and local stakeholders to ensure that the Korean entity is established correctly and is ready to operate.

• annual corporate compliance support;
• maintenance and review of statutory corporate records;
• preparation of shareholder and board resolutions;
• preparation and maintenance of shareholder registers and other corporate books;
• monitoring of corporate registration requirements;
• guidance regarding statutory approval procedures;
• preparation of corporate documents in Korean and English;
• review of corporate information for accuracy and consistency;
• support with corporate seals and seal-related documentation;
• assistance with corporate certificates and registry documents; and
• legal and procedural guidance on day-to-day corporate governance matters.

For clients with limited or no internal legal resources in Korea, IroLaw can function as a dependable local point of contact for corporate governance and entity management matters.

• annual general meetings of shareholders;
• extraordinary general meetings of shareholders;
• board of directors’ meetings;
• written resolutions and unanimous written consents, where legally available;
• preparation of notices, agendas, minutes, resolutions, and supporting documents;
• advice on quorum and voting requirements;
• review of the company’s articles of incorporation;
• coordination of signatures and corporate seal execution;
• bilingual documentation for overseas stakeholders; and
• implementation and registration of approved corporate actions.

We help ensure that the relevant decision is not only properly approved, but also correctly documented and implemented under Korean law.

• appointment, reappointment, resignation, and removal of directors;
• changes to representative directors;
• appointment or resignation of statutory auditors;
• changes to Korean branch representatives;
• changes to registered office addresses;
• changes to company names or branch names;
• amendments to articles of incorporation;
• changes to business purposes;
• changes to public notice methods;
• changes to fiscal year-end provisions;
• updates to shareholder and ownership information, where applicable;
• preparation of required corporate approvals and supporting documents; and
• completion of the related court registry filings.

We provide overseas stakeholders with a clear document checklist and execution instructions, reducing delays caused by incomplete documentation or unfamiliar Korean formalities.

• cash capital increases;
• issuance of new shares;
• shareholder and board approvals;
• foreign investment notifications;
• capital remittance procedures;
• bank coordination and remittance documentation;
• share subscription documents;
• changes to registered capital;
• capital reductions;
• share transfers;
• updates to shareholder registers;
• review of transfer restrictions and approval requirements;
• amendments to articles of incorporation, where necessary; and
• related corporate and court registry filings.

Our role is to coordinate the legal steps and documentation so that the transaction can proceed in the correct sequence and without avoidable delays.

• changes in ownership structure;
• intra-group share transfers;
• corporate name and branding changes;
• changes to governance arrangements;
• replacement of directors and representatives;
• changes to registered capital;
• amendments to articles of incorporation;
• conversion or reorganization of the Korean operating structure;
• corporate due diligence on Korean entity records;
• rectification of historical corporate records or registrations; and
• coordination of the Korean legal steps required to implement a broader group restructuring.

We work with the client’s global legal, tax, finance, and corporate development teams to translate the overall restructuring plan into the specific corporate actions required in Korea.

• preliminary review of the proposed closure structure;
• preparation of dissolution and liquidation documents;
• shareholder and board approvals;
• appointment and registration of a liquidator;
• creditor protection procedures;
• required public notices;
• liquidation-related corporate documentation;
• court registry filings;
• deregistration of Korean branches;
• repatriation and distribution-related corporate documentation;
• coordination with accountants, tax advisers, banks, and administrative service providers; and
• completion of the final corporate closure procedures.

By planning the sequence carefully and coordinating the parties involved, we help clients manage the closure process in an orderly and legally compliant manner.

• reviewing corporate governance arrangements;
• identifying required corporate approvals;
• advising on the legal authority of directors, representative directors, shareholders, and branch representatives;
• reviewing corporate records and registry information;
• identifying inconsistencies or outdated registrations;
• advising on execution requirements for Korean corporate documents;
• supporting responses to legal and corporate compliance inquiries;
• reviewing powers of attorney, resolutions, minutes, and related documents; and
• providing practical guidance on Korean corporate procedures.

Our approach is preventive as well as responsive. We aim to identify potential issues before they result in missed filings, invalid approvals, delays, or unnecessary administrative burdens.