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Commercial Act — Article 415-2 (Audit Committee)

상법 제415조의2

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) A company may establish an audit committee constituted by a committee under Article 393-2, in lieu of auditors, as prescribed by the articles of incorporation. Once an audit committee has been established, there shall not be an auditor.

(2) Notwithstanding the provisions of Article 393-2 (3), the audit committee shall consist of at least three directors: Provided, That the ratio of outside directors shall exceed two thirds of the total number of members. <Amended by Act No. 9362, Jan. 30, 2009>

(3) A resolution of the board of directors on the dismissal of a member of the audit committee shall require the concurrent vote of at least two thirds of the total number of directors.

(4) The audit committee shall, from among its members, elect a member to represent the committee. In such cases, more than one member may be elected to jointly represent the committee.

(5) The audit committee may obtain professional assistance at the expense of the company.

(6) The latter part of Article 393-2 (4) shall not apply to the audit committee. <Newly Inserted by Act No. 9362, Jan. 30, 2009>

(7) The provisions of Articles 296, 312, 367, 387, 391-2 (2), 394 (1), 400, 402 through 407, 412through 414 , 447-3, 447-4, 450, 527-4, 530-5 (1) 9, 530-6 (1) 10, and 534 shall apply mutatis mutandis to the audit committee. In such cases, "auditor" in Articles 530-5 (1) 9 and 530-6 (1) 10 shall be construed as "member of the audit committee".[This Article Newly Inserted by Act No. 6086, Dec. 31, 1999]

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