Korean Law in English
Laws › Commercial Act › Sub-Section 2 Directors and Board of Directors

Commercial Act — Article 401-2 (Liability of Person who Instructs Another Person to Conduct Business, etc.)

상법 제401조의2

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) Any of the following persons shall be a director for the purposes of Articles 399, 401, and 403 regarding the duties he/she instructs or performs:

1. A person who instructs a director to conduct business by using his/her influence over the company;

2. A person who conducts business in person under the name of a director;

3. A person other than a director who conducts the business of the company by using a title which may give the impression he/she is authorized to conduct the business of the company, such as honorary chairman, chairman, president, vice-president, executive director, managing director, director, or others.

(2) In cases falling under paragraph (1), a director who is liable for damage against the company or third party shall be jointly and severally liable therefor with a person under paragraph (1).[This Article Newly Inserted by Act No. 5591, Dec. 28, 1998]

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