Case Studies
[Consultation] Procedure and Requirements for Designating Professional Investors under the Capital Market Act Legal Consultation
Law firm Veat took on the referral from A fund preparing for professional investor registration, reviewing the legal aspects of the professional investor designation procedure and requirements under the Capital Market Act. A fund commissioned Law firm Veat to conduct a legal review regarding the possibility of professional investor registration, and to proceed with the practical implementation of the professional investor registration procedure based on that review. Accordingly, Law firm Veat provided advice by reviewing A fund's articles of association and other related materials based on the Capital Market Act (Capital Market Act) and the opinions of the Korea Securities Investment Association. The Capital Market Act defines a professional investor as an investor who possesses the ability to bear investment risks based on factors such as whether they meet the required expertise for investment products held by financial institutions and funds, and the size of their assets (Capital Market Act Article 9 Paragraph 5). Law firm Veat is providing various legal advice related to the Capital Market Act. If you have any questions regarding the Capital Market Act, professional investor registration, or corporate investment, please contact Law firm Veat. Thank you. Law firm Veat.
[E데일리] An Il-won Lawyer Interview, Refining Flip_Successful Overseas Transfer of Headquarters Will Bring Big Profits, Failure Will Be "Duck Eggs on the Nakdong River"
Law firm Veat attorneys conducted an interview with i데일리 and Flip as topics. Flip refers to fundamentally changing a company’s organizational structure, and since the process is complex and requires significant time and cost, it is necessary to accurately understand the merits and risks of Flip and to conduct it with justification. During the Flip process, various issues may arise, such as foreign exchange transaction reporting and tax implications, and with the help of experienced professionals, thorough preparation in advance can reduce the time and costs involved. The original article can be found by clicking this link. Veat Law Firm has performed numerous tasks related to Flip and reverse Flip. Please refer to the following representative case studies, and if you need assistance with Flip or reverse Flip, please contact Veat Law Firm at any time. Flip with A Company’s U.S. Subsidiary: The delegation of work to perform the business of flipping A Company with A Company’s U.S. subsidiary, creating the U.S. subsidiary as the parent company and A Company as the U.S. subsidiary, and providing legal advice. Flip with B Company’s New U.S. Entity: The delegation of work to perform the business of flipping B Company with B Company’s new U.S. entity, creating the new entity as the parent company and B Company as the subsidiary, and providing legal advice. Flip with C Company’s Singapore Subsidiary: The delegation of work to perform the business of flipping C Company with C Company’s Singapore subsidiary, creating the Singapore subsidiary as the parent company and C Company as the Singapore subsidiary, and providing legal advice, among others. Thank you.
[Consultation] Providing Signing Bonus Contract Documents
Law firm Veat received a referral from A, a company operating an online shopping mall, to draft and provide a signing bonus agreement. A requested that Law firm Veat draft the signing bonus agreement, incorporating other discussions with an employee regarding the payment of a signing bonus. In response, Law firm Veat drafted a signing bonus agreement, including the discussed items with the employee and reflecting the provisions for the return of signing bonuses in the event of breach of employment obligations. The Supreme Court has previously ruled that the legal nature of a signing bonus must be comprehensively determined based on the contract and transaction practices involved (Supreme Court Ruling of June 11, 2015, Case No. 2012da55518). Law firm Veat provides various legal advice regarding methods companies use to recruit talent, such as signing bonuses and stock options (stock purchase options), and also provides legal counsel during the operation of businesses. If you need legal advice on signing bonus agreements or stock options (stock purchase options) agreements, please feel free to contact Law firm Veat at any time. Thank you. Law firm Veat
[Legal Advice on Prepaid Electronic Payment Systems under the Electronic Financial Transactions Act]
Law firm Veat provided legal advisory services related to prepaid electronic payment methods (mileage) to A, a company operating domestic large online shopping malls. A, a company operating domestic large online shopping malls, inquired about the limits of mileage that members can use directly from their shopping mall using the prepaid electronic payment methods (mileage) and related matters. Accordingly, Law firm Veat provided legal review opinions on fixed mileage and waiting point policies related to the prepaid electronic payment methods (mileage) used in A’s shopping mall, based on the Electronic Financial Transactions Act and the Electronic Financial Supervision Regulations. What is a prepaid electronic payment method? A prepaid electronic payment method is defined as a monetary value that can be transferred electronically stored as a voucher or related information thereof, excluding electronic currency, provided that all the requirements of the following items are met. (Article 2(14) of the Electronic Financial Transactions Act) a. Purchase goods or services from a third party other than the issuer (including special interests as defined in the Presidential Decree) and use the payment; b. The scope of goods or services available for purchase is more than the mid-tier industry as defined in the Statistics Act (as notified by the Statistics Bureau pursuant to Article 2(1) of the Statistics Act, referred to as “the mid-tier industry” throughout this Article); Various platforms actively utilize prepaid electronic payment methods and convenient payment services as payment methods and marketing, etc. Following a case where unregistered electronic financial companies abruptly stopped issuing prepaid electronic payment methods, causing significant damage to users, the Financial Supervisory Service is closely monitoring the financial status of unregistered prepaid electronic payment companies. Based on its experience providing legal advice to numerous fintech companies, Law firm Veat possesses abundant experience and know-how on legal issues related to electronic financial businesses, the Electronic Financial Transactions Act, and prepaid electronic payment methods. If you need registration of electronic financial businesses, legal review of the Electronic Financial Transactions Act, or prepaid electronic payment methods, please contact Law firm Veat at any time. Thank you. Law firm Veat
[Legal Advice] Regarding the introduction of optional working hours and the setting of mandatory working hours, legal advice on employment contracts.
Law firm Veat provided legal advice regarding employment contracts, including the introduction of flexible working hours, setting mandatory working hours, and changes to the work location, in response to a request from A, a company that conducts internet service development and advertising agency business. A, a company that conducts internet service development and advertising agency business, requested a legal review to determine if there was potential legal issue regarding employment contracts related to the introduction of flexible working hours, setting mandatory working hours, and changes to the work location. In response, Law firm Veat conducted a legal review of the employment contracts related to the working conditions that A wishes to introduce, including flexible working hours, setting mandatory working hours, and changes to the work location, and provided guidance on points of caution, taking into account A’s desire to operate in accordance with government support programs such as the Job Stability Incentive Fund and the Job Creation Incentive Fund. In principle, to change working hours, etc., it is necessary to execute a revised employment contract; however, in some cases, businesses and users may have considerable discretion if it is deemed necessary for business or management reasons. Law firm Veat provides legal advice on general legal matters, including the Labor Standards Act, employment contracts, and internal regulations, as a legal advisor to various startups and companies. If you need legal advice regarding the Labor Standards Act, employment contracts, flexible working hours, or the Job Stability Incentive Fund, please feel free to contact us, and if you are interested in receiving rapid and efficient regular legal advice similar to an in-house lawyer, please contact Law firm Veat. Thank you. Law firm Veat
[Legal Review] Joint Venture Establishment Agreement - Deed of Partnership
Law firm Veat undertook legal review of the joint venture establishment related joint venture agreement regarding the joint venture agreement for A Game Development Co., Ltd.’s request. A Game Development Co., Ltd. aimed to establish a metaverse specialist development and operation company through a joint venture (JV) with B Company. Accordingly, A and B Company’s term sheet (Termsheet) requested a legal review of the joint venture agreement to ensure it was properly defined. Law firm Veat conducted a review focusing on 1) parts where the term sheet content agreed upon by A and B Company were not properly reflected, 2) whether the roles and responsibilities between the contributing companies were properly defined, and 3) how major decision-making methods were established. As a result, we revised parts where the term sheet content was not properly reflected, where the roles and responsibilities between the contributing companies were not defined according to the agreed-upon terms, and the provision of pre-existing technology that was disadvantageous to A. The term sheet is a key trade condition (termsheet) used to determine important terms that could become contentious before drafting the contract. The term sheet has no legal binding force but is important as it serves as the foundation for drafting related contracts. Therefore, we recommend discussing the term sheet with experienced legal professionals from the beginning. Law firm Veat provides comprehensive legal advice on joint venture establishment, investment agreement review, and drafting and reviewing joint venture agreements and investment agreements based on its extensive experience. If you need legal advice regarding joint venture establishment, investment agreement review, and drafting and reviewing joint venture agreements and investment agreements, please feel free to contact Law firm Veat at any time. Thank you. Law firm Veat
[Legal Review] Regarding copyright and violation of the Unfair Competition Act related to games.
Law firm Veat conducted a legal review for A Game Development Co., Ltd., a client who received a commission to examine whether there were violations of copyright and the Act on Prohibition of Unfair Competition related to a newly released game scheduled for launch. A Game Development Co., Ltd. develops and operates mobile, PC, and online games globally. Anticipating the launch of its new game, A Game Development Co., Ltd. requested advice regarding potential legal issues such as copyright and the Act on Prohibition of Unfair Competition, specifically regarding similar genres of games from other companies. In response, Law firm Veat provided advice by conducting a legal review based on games from other companies with similar genres to A Game Development Co., Ltd.'s newly released game, including the conditions for copyright infringement to be recognized and the requirements for constituting performance appropriation under the Act on Prohibition of Unfair Competition. Furthermore, it also suggested measures to reduce the possibility of copyright infringement and measures to minimize potential legal risks under the Act on Prohibition of Unfair Competition. Law firm Veat provides practical assistance by reviewing legal issues related to copyright laws and the Act on Prohibition of Unfair Competition during the game development and launch preparation process, enabling prevention and resolution of disputes. If you need legal advice on matters such as game copyrights, copyright laws, the Act on Prohibition of Unfair Competition, and performance appropriation, please contact Law firm Veat at any time. Thank you. Law firm Veat
[Consultation] Legal review of investment agreement for successful investment attraction
Law firm Veat provided legal counsel regarding SAFE investment agreements, reviewing them from the investor’s perspective and offering comprehensive legal advice for successful investment fundraising. As a trading platform, Company A, ahead of fundraising SAFE investments, requested legal counsel from Law firm Veat, including legal review of investment agreements and addressing any issues that needed to be resolved during the fundraising process. Accordingly, Law firm Veat meticulously reviewed the SAFE investment agreement received from the investor, examining whether it contained any detrimental clauses and provided advice on ▲the obligation to cooperate with due diligence before exercising the right of first refusal ▲the obligation to succeed all rights and obligations of shareholders of related parties ▲the obligation of joint and several liability of related parties and other obligations and clauses that could be disadvantageous to the investor. Furthermore, we advised Company A to proactively confirm and coordinate these with them, and to strengthen the exercise conditions of options to ensure the investor’s rights are protected. Law firm Veat, based on its experience gained from conducting various initial company investment agreements, including SAFE investments, helps to ensure the investor’s rights while securing the company’s rights, enabling quick investment fundraising. If you need legal advice regarding the review of SAFE investment agreements and investment fundraising for early-stage companies, please feel free to contact Law firm Veat at any time. Thank you. Law firm Veat
[Legal advice on drafting service terms and conditions, privacy policy, and personal information consent forms]
Law firm Veat has prepared and reviewed the terms of service, operating policies, personal information processing policies, and personal information consent forms related to the service solutions provided by Company A for advertising-related solutions. Law firm Veat, based on the content of Company A’s service and operating policies, confirmed the provision of service for Company A’s under-14s, and revised the liability exemption clause for damages caused by Company A’s intentional or gross negligence. Furthermore, it revised the method to check advertising revenue settlement methods and fee ratios. Law firm Veat provides comprehensive legal review of all forms required during the service operation process, including the preparation of terms of service, operating policies, personal information processing policies, and personal information consent form preparation, suitable for the service. If you need comprehensive legal advice regarding the terms of service, operating policies, personal information processing policies, and personal information consent form preparation, please contact Law firm Veat. Thank you. Law firm Veat
[Personal Information] Fine imposed for violation of personal information protection measures? Verify the importance of technical and administrative protection measures!
Do you overlook mandatory security measures due to complex personal information processing procedures, lack of specialized personnel in personal information processing, and insufficient personal information protection? According to the 2021 Personal Information Protection Status Survey, both public institutions and private companies consider personal information protection important, but they feel “difficulties related to personal information protection” due to a lack of specialized personnel and complex personal information processing procedures. Does our company overlook mandatory personal information protection measures for these reasons? Please verify the importance of technical and administrative protection measures in accordance with the “Personal Information Protection Act” as follows. As stipulated in Article 29 of the “Personal Information Protection Act,” negligence in fulfilling mandatory security measures can lead to penalties. This type of situation frequently occurs, and it is essential to note that mandatory security measures are aligned with the purpose of the “Personal Information Protection Act,” which is to protect the rights of individuals, and failure to comply can result in serious damage to the information controller. According to Article 39 of the “Personal Information Protection Act,” if personal information is lost, stolen, leaked, falsified, modified, or damaged due to the intentional or gross negligence of a personal information controller, the controller is liable for compensation. The criteria for determining this intentional or negligent conduct primarily consists of the extent to which the protective measures stipulated in the “Personal Information Protection Act” and its enforcement regulations have been implemented. When personal information is leaked, Can you avoid liability for damages? If personal information is leaked, under what circumstances can you avoid liability for damages? In cases of information leakage due to hacking, if the company has not taken the protective measures stipulated in the “Personal Information Protection Act” or if a security incident occurred due to a failure to take such measures, liability can be avoided. Additionally, if an executive other than the company’s representative commits a violation of the “Personal Information Protection Act” by leaking personal information and assumes liability for damages, the personal information controller may be liable to compensate the executive for damages arising from the administration and supervision, but if significant attention was paid or was given to the management and oversight, or if such attention was given, liability can be avoided if damage resulted from the leak. Therefore, personal information controllers need to carefully verify and supplement protective measures stipulated in “Personal Information Protection Act” to reduce the burden of liability for damages. In particular, with regard to the security measures for personal information of communication service providers, etc., due to the reach and spread of the communication network and the fact that services are primarily provided online, special provisions have been established. The Supreme Court has stated that when determining whether a communication service provider has violated a legal or contractual obligation to take necessary protective measures for the security of personal information, it must comprehensively consider various factors and “whether the provider has fulfilled the reasonably expected protective measures at the time of the security incident.” (Reference: Supreme Court Ruling on 2015d24904, 24911, 24928, 24935). ① The level of cybersecurity commonly known at the time of the security incident ② The industry and business scale of the communication service provider and the overall content of security measures taken by the provider ③ The economic cost and degree of efficacy related to cybersecurity ④ The potential for avoiding damage based on the level of hacking technology and the development of cybersecurity technology ⑤ The content of personal information collected by the communication service provider and the extent of damage to users resulting from the leakage of personal information When personal information is leaked, Can you avoid liability for damages? Moreover, it is important to note that the “Personal Information Security Measures Standards” stipulated for personal information controllers and the “Technical and Administrative Protection Measures Standards” stipulated for communication service providers must be carefully reviewed. The Supreme Court has ruled that even if protective measures stipulated in the regulations have been “duly implemented,” liability can be assessed if the provider has not fulfilled the reasonably expected protective measures. Additionally, the Court has stated that failure to comply with the “duty of care” to refrain from facilitating illegal actions, and if a “substantial relationship” exists between the damage caused by such an act and the damage suffered by a victim of the illegal act, the action may be considered a joint illegal action and the parties may be held jointly liable. If personal information is lost, stolen, leaked, falsified, modified, or damaged, the personal information controller will be liable for damages, as stipulated in Article 73(1) of the “Personal Information Protection Act,” and may be subject to imprisonment for up to 2 years or a fine of up to 200 million won. Therefore, it is essential for personal information controllers or communication service providers to carefully examine detailed standards for security measures for personal information. Specifically, Law Firm Veat provides comprehensive consulting services to companies that handle personal information, ensuring compliance with the “Personal Information Protection Act,” its enforcement regulations, “Personal Information Security Measures Standards,” and “Technical and Administrative Protection Measures Standards.” Contact Law Firm Veat for legal review of whether personal information protection is being carried out in accordance with mandatory security measures. Thank you. Law Firm Veat Team.