Article 1(Purpose) #
The purpose of this Act is to contribute to the development of capital market by making it easy to issue bonds and debentures and by ensuring the preservation of bondholders’ rights.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 2(Definitions) #
For the purpose of this Act, the term "bonds and debentures" means securities listed in the following subparagraphs:
1. Bonds issued by a local government;
2. Bonds issued by a corporation pursuant to the provisions of special Acts;
3. Corporate debentures;
4. Bonds designated by the Financial Services Commission among bonds issued by foreign governments, foreign public organizations or foreign corporations;
5. Certificates of deposit.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 3(Registrar) #
The registration of bonds and debentures pursuant to this Act shall be handled by a corporation (hereinafter referred to as "registrar") prescribed by Presidential Decree, which has been registered with the Financial Services Commission.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 4(Registration and Cancellation of Bonds and Debentures) #
(1) Issuers of bonds and debentures may designate a registrar of the relevant bonds and debentures.
(2) Creditors, pledgees or other interested parties of bonds and debentures which have been designated pursuant to paragraph (1) may respectively register their rights with the designated registrar.
(3) The registrar shall not reject the registration of rights pursuant to paragraph (2) without justifiable grounds.
(4) When the registration of bonds and debentures has been completed, the registrar shall issue a certificate of registration as prescribed by Ordinance of the Prime Minister.
(5) Any person who has had his/her bonds and debentures registered may request the registrar for the cancellation thereof at any time: Provided, That this shall not apply where the conditions of issuance of bonds and debentures stipulate not to issue bond certificates.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 5(Registration of Bonds and Debentures and Bond Certificates) #
(1) Bond certificates shall not be issued for registered bonds and debentures.
(2) When the registrar registers bonds and debentures for which bond certificates have been already issued, the bond certificates shall be recovered.
(3) When the registration of bonds and debentures has been cancelled, creditors may request for the issuance of bond certificates as prescribed by Presidential Decree.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 6(Transfer of Registered Bonds and Debentures) #
(1) When registered bonds and debentures payable to a bearer have been transferred, have been put to the object of security rights or have been entrusted as trust assets, no one may assert the effect thereof against the issuer of the relevant bonds and debentures or against a third party, unless they are registered.
(2) When registered bonds and debentures payable to a payee have been transferred, have been put to the object of security rights or have been entrusted as trust assets, no one may assert the effect thereof against the issuer of the relevant bonds and debentures or against a third party, unless they are registered and the purport thereof is entered in the bond register which is kept by the issuer.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 7(Restriction on Request for Transfer Registration) #
The registrar may suspend the registration of bonds and debentures for a period not exceeding one month before the date of redemption or interest payment due to the transfer of rights except for cases of inheritance, bequest, merger, auction or compulsory execution.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 8(Pledging of Registered Bonds and Debentures as Security) #
Where registered bonds and debentures are deposited or bailed as security pursuant to Acts and subordinate statutes, they shall substitute as security by registering the purport thereof.
[This Article Wholly Amende by Act No. 10680, May 19, 2011]
Article 9(Bond Register) #
The registrar shall keep a bond register in place, as prescribed by Ordinance of the Prime Minister, and shall record necessary matters therein.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 10(Entries in Original Bond Register) #
(1) When the registration of bonds and debentures has been completed, the registrar shall, without delay, notify the issuer who keeps the original bond register of the purport as prescribed by Ordinance of the Prime Minister.
(2) When the issuer who keeps the original bond register has been notified as referred to in paragraph (1), he/she shall, without delay, enter the purport in the original bond register.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 11(Damaged or Destroyed Register) #
When all or part of the bond register has been damaged or destroyed, the registrar may rewrite the register or restore registration upon approval by the Financial Services Commission.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 12(Inspection of Bond Register and Issuance of Certified Copies and Abridged Copies Thereof) #
Creditors of registered bonds and debentures or other interested parties may ask for inspection of bond register and annexed documents, or for the issuance of certified copies of or extract from the bond register.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 13(Fees) #
The registrar may collect fees for the registration of bonds and debentures, for inspection of the bond register and annexed documents, or for the issuance of certified copies of or extract from the bond register.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 14(Supervision) #
(1) The Financial Services Commission shall supervise the registrar regarding the affairs of registration of bonds and debentures.
(2) When necessary, the Financial Services Commission may have the registrar report the affairs of registration, may have the Governor of the Financial Supervisory Service under Article 24 of the Act on the Establishment, etc. of Financial Services Commission (hereinafter referred to as "Governor of the Financial Supervisory Service") examine the affairs of registration and relevant documents, or may issue orders necessary for supervision.
(3) The Governor of the Financial Supervisory Service may collect examination fees as prescribed by the Financial Services Commission.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 15(Suspension and Cancellation of Registration.) #
When the registrar has violated this Act or any order pursuant to this Act, the Financial Services Commission may order the suspension of registration for a period not exceeding six months, may order the succession of registration by any other registrar or may cancel the registration thereof. <Amended by Act No. 12834, Oct. 15, 2014>
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 15-2(Hearings) #
Where the Financial Services Commission intends to cancel the registration of the registrar pursuant to Article 15, it shall hold a hearing.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 16(Status of Executive Officers and Employees of registrar) #
The executive officers and employees of the registrar engaged in the registration of bonds and debentures shall be deemed public officials in the application of the Criminal Act or other penalty provisions.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 17(Penalty Provisions) #
(1) Any person who falls under any of the following subparagraphs shall be punished by imprisonment with labor for not more than one year or by a fine not exceeding 10 million won: <Amended by Act No. 12381, Jan. 28, 2014>
1. Any person who conducts the registration of bonds and debentures without registering with the Financial Services Commission;
2. Any person who continues to conduct the registration of bonds and debentures even after his/her registration has been cancelled pursuant to Article 15.
(2) The imprisonment with labor and fine pursuant to paragraph (1) may be enforced concurrently.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 18(Joint Penalty Provisions) #
Where the representative of a juristic person or an agent, employee of, or other persons employed by, the juristic person or individual commits a violation under Article 17 in connection with the business affair of the juristic person or the individual, not only shall such offender be punished, but the juristic person or the individual shall also be punished by a fine under the relevant provisions: Provided, That this shall not apply where the juristic person or the individual has not neglected to exercise due diligence and supervision over the relevant duties in order to prevent such violation.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]
Article 19(Imposition, etc. of Administrative Fines) #
(1) When the executive officers or employees of a registrar who are engaged in the registration of bonds and debentures violate this Act or an order pursuant to this Act, reject, obstruct or evade examination, they shall be punished by an administrative fine not exceeding two million won.
(2) When the registrar fails to report pursuant to Article 14 (2), it shall be punished by an administrative fine not exceeding two million won.
(3) The administrative fines pursuant to paragraphs (1) and (2) shall be imposed and collected by the Financial Services Commission.
[This Article Wholly Amended by Act No. 10680, May 19, 2011]