Sejong Law Firm Hosts Third Capital Markets and M&A Seminar

Sejong Law Firm announced on October 22 that it successfully concluded the 'Third Capital Markets and M&A Seminar' held on October 21 at its seminar room on the 24th floor of the Grand Seoul in Jung-gu, Seoul, both online and offline.

Organized by Sejong's Corporate Advisory and M&A Group, the seminar aimed to examine significant regulatory changes in capital markets and mergers and acquisitions (M&A), sharing practical impacts and future outlooks. This year's event, the third of its kind, focused on key issues such as directors' duties and regulations on dual listings, attracting a large number of corporate representatives.

The seminar began with opening remarks from Jang Jae-young, the managing partner of Sejong. Presenters included Professor Jeong Jun-hyuk from Seoul National University Law School, and attorneys Kim Bang-hyun, Lee Ji-hoon, and Park Yong-jin from Sejong, who shared insights on major legal issues and practical responses.

In the first session, Professor Jeong, an authority in capital markets and M&A, discussed 'The Past, Present, and Future of M&A Legislation.' He noted, "There have been many recent changes in M&A legislation concerning the protection of shareholders, and this trend is expected to continue. Careful preparation for these legislative changes is necessary when proceeding with M&A transactions."

The second session featured a joint presentation by attorneys Park Yong-jin, Kim Bang-hyun, and Lee Ji-hoon on 'Regulations on Dual Listings.' They analyzed the key contents and issues of the newly introduced listing regulations and discussed their implications for corporate financing and investment practices.

They particularly highlighted how the dual listing regulations could affect investments or restructuring within corporate groups that occurred before the regulations were implemented, as well as the specific obligations that parent companies must fulfill during the dual listing process.

Attorney Park explained the recent dual listing regulations, detailing the introduction process, the scope of regulatory application, the five key obligations related to shareholder loyalty for the listing parent company's board, and the qualitative review standards set by the exchange. He emphasized the need to closely monitor the exchange's stance and interpretations regarding the details of the regulations, especially in the early stages of implementation.

Attorney Kim stated, "It is essential to draft specific obligations regarding listing clauses in shareholder agreements or investment contracts in light of recent case law and dual listing regulations, and to assess the likelihood of shareholder consent and dependence on the parent company during the due diligence phase before investment."

Attorney Lee advised, "In case the listing is not completed due to various circumstances, companies should consider multiple alternatives from the contract drafting stage, and this should include a review of the directors' duties under the amended Commercial Act."

Jang Jae-young emphasized, "With the recent expansion of directors' duties to shareholders and the strengthening of dual listing regulations, the legal and strategic challenges that companies must consider in their M&A strategies and decision-making processes have become increasingly complex. Sejong will provide comprehensive and strategic legal advice based on our extensive advisory experience and expertise, enabling companies to thoroughly assess legal risks from the early stages of transactions and make rational decisions."

Meanwhile, Sejong's Corporate Advisory and M&A Group, comprising over 100 specialized M&A attorneys, offers comprehensive legal advice on issues arising throughout the entire M&A process, leveraging its unique manpower and extensive experience across various client sectors and industries.