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Laws › Commercial Act › SECTION 3 Management of Company

Commercial Act — Article 564 (Determination on Management of Business, Transactions between Directors and Company)

상법 제564조

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 company has several directors, management of the business of the company, appointment or dismissal of managers, and establishment, transfer or closure of branch offices shall be determined by a majority vote of the directors, unless otherwise provided for by the articles of incorporation. <Amended by Act No. 3724, Apr. 10, 1984>

(2) A manager may be appointed or removed at a general meeting of members, notwithstanding the provisions of paragraph (1). <Amended by Act No. 3724, Apr. 10, 1984>

(3) A director may enter into transactions with a company on his/her own account or on the account of a third party only if he/she has obtained approval from an auditor, or from a general meeting of members in cases of absence of the auditor. In such cases, the provisions of Article 124 of the Civil Act shall not apply. <Newly Inserted by Act No. 1212, Dec. 12, 1962>

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