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Commercial Act — Article 397 (Prohibition of Competition)

상법 제397조

This English translation is based on the Korean text effective 2018-12-19. The Korean law has since been amended (current version effective 2026-09-10) — check the Korean original.

(1) No director shall, without the approval of the board of directors, engage in, on his/her own account or on the account of a third party, any transaction in the same type of business of the company or become a general partner or a director of any other company, the business purposes of which are the same as those of the company. <Amended by Act No. 5053, Dec. 29, 1995>

(2) If any director has engaged in a transaction on his/her own account in contravention of paragraph (1), the company may, by a resolution of the board of directors, deem such transaction to be made on the account of the company and if he/she has made a transaction on the account of a third party, the company may request the pertinent director to transfer any gains accrued therefrom. <Amended by Act No. 1212, Dec. 12, 1962; Act No. 5053, Dec. 29, 1995>

(3) Rights under paragraph (2) shall be extinct upon the lapse of one year after the date such transaction has been made. <Amended by Act No. 5053, Dec. 29, 1995>

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