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Commercial Act — Article 399 (Liability to Company)

상법 제399조

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) If a director has intentionally or negligently acted in violation of any statute or of the articles of incorporation or has neglected his/her duties, he/she shall be jointly and severally liable for damage against the company. <Amended by Act No. 10600, Apr. 14, 2011>

(2) If any act under the preceding paragraph has been done in accordance with a resolution of the board of directors, the directors who have consented to such resolution shall take the same liability.

(3) Directors who have participated in the resolution mentioned in the preceding paragraph and whose dissenting opinion has not been entered in the minutes shall be presumed to have consented to such resolution.

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