Article 1(Purpose) #
The purpose of this Decree is to provide for the matters mandated by the Corporate Restructuring Promotion Act and matters necessary for the enforcement of said Act.
Article 2(Creditor financial institutions) #
(1) "A person specified by Presidential Decree" in subparagraph 3 of Article 2 of the Corporate Restructuring Promotion Act (hereinafter referred to as the "Act") means any of the following persons:<Amended on Jul. 30, 2024>
1. A branch or agency of a foreign bank recognized as a bank under Article 59 of the Banking Act;
2. The Korea Development Bank established under the Korea Development Bank Act;
3. The Export-Import Bank of Korea established under the Export-Import Bank of Korea Act;
4. The Industrial Bank of Korea established under the Industrial Bank of Korea Act;
5. A securitization company defined in the Asset-Backed Securitization Act;
6. The Korea Asset Management Corporation under the Act on the Establishment of Korea Asset Management Corporation;
7. The Korea Deposit Insurance Corporation or the financial company authorized to perform liquidation under the Depositor Protection Act;
8. The Korea Credit Guarantee Fund incorporated under the Credit Guarantee Fund Act;
9. The Korea Technology Finance Corporation incorporated under the Korea Technology Credit Guarantee Fund Act;
10. An institutional private equity fund for improving corporate structure defined in Article 20 of the Industrial Development Act;
11. The Korea Trade Insurance Corporation incorporated under the Trade Insurance Act;
12. Korea Housing Finance Corporation under the Korea Housing Finance Corporation Act;
13. The Korea Housing and Urban Guarantee Corporation under Article 16 of the Housing and Urban Fund Act;
14. A credit cooperative under Article 2 (1) of the Community Credit Cooperatives Act and the federation under paragraph (3) of that Article;
15. A corporation, institution, or organization that conducts mutual-aid business pursuant to relevant statutes or regulations, such as a mutual-aid association under Article 54 of the Framework Act on the Construction Industry.
(2) "A person specified by Presidential Decree" in subparagraph 6 (b) of Article 2 of the Act means a finance company referred to in any subparagraph of Article 61 (2) of the Enforcement Decree of the Corporate Tax Act.
(3) "A person specified by Presidential Decree" in subparagraph 6 (d) of Article 2 of the Act means a person who has not been subject to a credit risk assessment by a creditor bank under Article 4 of the Act (hereinafter referred to as "credit risk assessment"), among persons who fall under any subparagraph of Article 4 (2).
Article 3(Selection and change of principal creditor bank) #
(1) The amount of credit provided under the former part of subparagraph 5 of Article 2 of the Act shall be determined as at the end of the month immediately before the month in which a principal credit bank is designated.
(2) If a principal creditor bank is designated under the latter part of subparagraph 5 of Article 2 of the Act, the principal creditor bank shall be designated by an agreement among creditor banks; provided, the procedure for agreement need not be followed, if the bank that has made the greatest amount of credit provided is designated as the principal creditor bank under the former part of subparagraph 5 of Article 2 of the Act.
(3) If a principal creditor bank is changed under the latter part of subparagraph 5 of Article 2 of the Act, the principal creditor bank shall be changed by an agreement among creditor banks at the request of the relevant enterprise or a creditor bank.
(4) The principal creditor bank newly designated under paragraph (3) shall, without delay, report the designation to the Governor of the Financial Supervisory Service established under the Act on the Establishment of Financial Services Commission (hereinafter referred to as the "Governor of the Financial Supervisory Service").
(5) Notwithstanding paragraph (3), the Governor of the Financial Supervisory Service may change a principal creditor bank in either of the following cases, taking into consideration opinions of the relevant enterprise and creditor banks, the size and composition of credit provided by each creditor bank and of collateral acquired by each creditor bank, etc.:
1. Where creditor banks fail to reach agreement on the change of the principal creditor bank and request the change of the principal creditor bank;
2. Where the relevant enterprise has an objection to the change of the principal creditor bank and further requests the change of the principal creditor bank pursuant to paragraph (3).
(6) The Governor of the Financial Supervisory Service shall give notice of the change of a principal creditor bank and grounds therefor under paragraph (3) or (5) to the relevant enterprise, creditor banks and the Mediation Committee of Financial Creditors under Article 29 (1) of the Act (hereinafter referred to as the "Mediation Committee").
Article 4(Credit risk assessment) #
(1) Pursuant to Article 4 (1) and (2) of the Act, each creditor bank shall conduct a credit risk assessment of each customer enterprise annually and may conduct a credit risk assessment of any customer enterprise occasionally, as necessary.
(2) Notwithstanding paragraph (1), a creditor bank need not assess the credit risk of any of the following enterprises, taking into consideration the necessity to conduct an administrative proceeding and the efficiency of the proceeding referred to in Article 5 (2) of the Act:
1. An enterprise against which a rehabilitation proceeding or bankruptcy proceeding is pending under the Debtor Rehabilitation and Bankruptcy Act; or an enterprise against which a rehabilitation proceeding or bankruptcy proceeding has been discontinued;
2. An enterprise against which an administrative proceeding is pending under Article 5 (2) of the Act;
3. A customer enterprise to whom a creditor bank has provided credit of less than five billion won.
Article 5(Objection to results of credit risk assessment) #
When an enterprise notified as having signs of insolvency states grounds for an objection raised under the latter part of Article 6 (1) of the Act, the enterprise shall submit data evidencing its ability to repay debts.
Article 6(Monitoring of enterprises with signs of insolvency) #
"The period specified by Presidential Decree" in Article 7 of the Act means three months.
Article 7(Joint administrative proceedings by Council) #
(1) The matters of which a principal creditor bank shall give notice under Article 9 (2) of the Act shall include the list of financial creditors under Article 9 (5) of the Act and the grounds for excluding from the composition of the council of financial creditors under Article 22 (1) of the Act (hereinafter referred to as the "Council").
(2) "Financial creditors specified by Presidential Decree" in Article 9 (5) 3 of the Act means the financial creditors determined, as prescribed and publicly notified by the Financial Services Commission, by the principal creditor bank to exclude from the formation of a council of financial creditors in order to conduct a joint administrative proceeding promptly and efficiently. <Amended on Jul. 30, 2024>
(3) A person who provides data to the principal creditor bank under Article 10 (3) of the Act shall give notice of the fact that data is provided and grounds therefor, to the relevant financial creditor within 10 days from the date the data is provided.
Article 8(Commencement of joint administrative proceeding) #
"The period specified by Presidential Decree" in Article 11 (1) of the Act means a period not exceeding 14 days from the date notice of convening a meeting is given by a principal creditor bank; provided, the period may be extended not exceeding 28 days, if it is necessary for adopting a resolution on the composition of financial creditors under Article 11 (1) 1 of the Act.
Article 9(Disclosure of progress of implementation of corporate improvement plan) #
(1) Pursuant to Article 15 (2) of the Act, a principal creditor bank shall disclose the progress of performance of a corporate improvement plan under Article 13 (1) of the Act through the website of the Mediation Committee.
(2) "As specified by Presidential Decree" under Article 15 (4) of the Act means the method of submitting a written consent stating reasons of requesting explanation to the enterprise under joint administratorship pursuant to Article 12 (1) of the Act (hereinafter referred to as "enterprise under joint administratorship").
Article 10(Composition of Business Evaluation Committee) #
(1) The Business Evaluation Committee under Article 16 (1) of the Act (hereinafter referred to as the "Business Evaluation Committee") shall be comprised of the following persons, in consideration of genders: <Amended on Jul. 30, 2024; Dec. 31, 2024>
1. One person appointed by the chairperson of the Mediation Committee, from among members of the Mediation Committee;
2. One person commissioned by the chairperson of the Mediation Committee, from among persons who have worked for an outside assessment institution defined by Article 176-5 (9) 2 or 3 of the Enforcement Decree of the Financial Investment Services and Capital Markets Act, who is expert in corporate restructuring;
3. One person commissioned by the chairperson of the Mediation Committee, from among persons qualified as an attorney-at-law, a certified public accountant or a certified tax accountant with expertise in corporate restructuring;
4. One person commissioned by the chairperson of the Mediation Committee, from among persons who have worked for a corporation required to submit business reports under the main clause of Article 159 (1) of the Financial Investment Services and Capital Markets Act, who is expert in corporate restructuring;
5. One person commissioned by the chairperson of the Mediation Committee according to a resolution of the Mediation Committee, from among persons who have expertise in corporate restructuring.
(2) The chairperson of the Business Evaluation Committee shall be elected by and from among committee members.
(3) Except as otherwise expressly provided in paragraphs (1) and (2), detailed matters necessary for the composition and operation of the Business Evaluation Committee shall be determined by the Business Evaluation Committee.
Article 11(Disclosure of results of evaluation of joint administrative proceeding) #
Pursuant to the main clause of Article 16 (2) of the Act, with the exception of its subparagraphs, a principal creditor bank shall disclose the results of evaluation under Article 16 (1) of the Act through the website of the Mediation Committee.
Article 12(Method of operating Council) #
(1) When a principal creditor bank intends to convene a meeting of the Council pursuant to the former part of Article 22 (3) of the Act, it shall give notice of matters concerning the date, time, venue, objectives, etc. of the meeting, to the financial creditors involved, the relevant enterprise with signs of insolvency and the Mediation Committee by not later than five days before the scheduled date of the meeting (or by not later than 10 days, if a meeting is convened in order to deliberate and resolve on the matter referred to in Article 23 (1) 4 or 8 of the Act); provided, the foregoing shall not apply in cases of emergency, such as where it is necessary to determine promptly on whether to render assistance to the relevant enterprise with signs of insolvency.
(2) When any financial creditor, other than a principal creditor bank, requests the principal creditor bank to convene a meeting of the Council under the latter part of Article 22 (3) of the Act, the creditor shall submit a document stating the matters specified and publicly notified by the Financial Services Commission, including the objectives of convening the meeting of the Council and the status of financial claims of each financial creditor, to the principal creditor bank.
(3) Upon receipt of notice under paragraph (1), the enterprise with signs of insolvency may present its opinion to the Council through the principal creditor bank.
(4) If the principal creditor bank is not the creditor financial institution who has the highest value of financial claims against the relevant enterprise with signs of insolvency, the principal creditor bank shall closely cooperate with the creditor financial institution so as to perform corporate improvement of the enterprise with signs of insolvency promptly and efficiently.
Article 13(Purchase price for claims) #
"The matters specified by Presidential Decree, including the value of the relevant enterprise" in the latter part of Article 27 (3) of the Act means the following matters:
1. The type, nature and scope of the claims of which a dissenting creditor under the former part of Article 27 (1) of the Act (hereinafter referred to as "dissenting creditor) claims the purchase;
2. The type, nature and scope of assets and liabilities of the relevant enterprise;
3. Other matters specified and publicly notified by the Financial Services Commission for the determination of a fair value for the claims of which a dissenting creditor claims the purchase.
Article 14(Composition of mediation committee) #
(1) The Mediation Committee shall be comprised of the following persons:
1. One person appointed by the Chief Justice of the Supreme Court;
2. One person appointed by the chairperson of the Korea Financial Investment Association incorporated under the Financial Investment Services and Capital Markets Act;
3. One person appointed by the chairperson of an insurance association incorporated pursuant to the Insurance Business Act;
4. One person appointed by the chairperson of the Korea Chamber of Commerce and Industry established pursuant to the Chambers of Commerce and Industry Act (hereinafter referred to as the "Korea Chamber of Commerce and Industry");
5. One person appointed by the chairperson of the Korean Institute of Certified Public Accountants established pursuant to the Certified Public Accountant Act;
6. One person appointed by the chairperson of the Korean Bar Association incorporated pursuant to the Attorney-at-Law Act (hereinafter referred to as the "Korean Bar Association");
7. One person appointed by the chairperson of the Korea Federation of Banks established as an incorporated association with permission of the Financial Services Commission pursuant to Article 32 of the Civil Act (hereinafter referred to as the "Korea Federation of Banks").
(2) "Any finance-related statute or regulation specified by Presidential Decree" in Article 29 (3) 4 and 6 of the Act means the statutes and regulations specified in Article 5 of the Enforcement Decree of the Act on Corporate Governance of Financial Companies.
(3) "Matters prescribed by Presidential Decree" in Article 29 (5) 1 of the Act means any of the following matters:
1. Differences in opinions as to the amount of financial claims or as to the exercise of voting rights by the Council;
2. Differences in opinions as to the adjustment of claims or as to the determination of the apportionment ratios of newly provided credit under Article 18 of the Act;
3. Other matters on which the Council files a petition for mediation with the Mediation Committee following a resolution passed thereby.
(4) "Matters specified by Presidential Decree" in Article 29 (5) 7 of the Act means the Mediation Committee's recommendations on the matters specified and publicly notified by the Financial Services Commission, including the method for the operation of the Council and the method for granting voting rights, in order to operate the Council efficiently.
Article 15(Operation of Mediation Committee) #
(1) When the Mediation Committee receives a petition for mediation from a financial creditor pursuant to the former part of Article 27 (5) or Article 31 (1) of the Act, it shall give notice of the results of mediation and grounds therefor to the Council and the financial creditor who files the petition for mediation within 10 days from the filing date of the petition; provided, the period may be extended by up to 10 days once, if it is necessary to verify relevant facts or in extenuating circumstances.
(2) "If a committee member is involved in a transaction specified by Presidential Decree" in the latter part of Article 29 (7) of the Act means any of the following cases:
1. Where a committee member or a relative thereof (referring to a relative defined by subparagraph 1 (a) of Article 4 of the Enforcement Decree of the Monopoly Regulation and Fair Trade Act) is an executive, stockholder or financial creditor of the relevant enterprise with signs of insolvency;
2. Where the corporation to which a committee member belongs is a financial creditor or the relevant enterprise with signs of insolvency;
3. Where the member or a corporation to which the member belongs enters into a contract with a financial creditor or an enterprise showing signs of insolvency to provide advice or service on legal affairs, management, etc. or a contract similar thereto with a financial creditor.
(3) If there is a ground for exclusion under paragraph (2) or there are circumstances that make it difficult to expect a fair deliberation or resolution by a member, a financial creditor or an enterprise with signs of insolvency may apply for a challenge with the Mediation Committee, and the Committee adopt a resolution on such application. In such cases, the member subject to such application for a challenge shall not participate in the resolution.
(4) If a committee member falls within any of the grounds for exclusion under paragraph (2) or (3), he or she shall voluntarily abstain from proceedings of deliberation and resolution on the relevant case on the agenda. <Amended on Jul. 30, 2024>
(5) Except as otherwise provided in Article 14 and this Article, detailed matters necessary for efficient operation of the Mediation Committee shall be determined by the Mediation Committee. <Amended on Jul. 30, 2024>
Article 16(Ombudsman committee for enterprises with signs of insolvency) #
(1) The Ombudsman Committee for Enterprises with Signs of Insolvency under Article 30 (1) of the Act (hereinafter referred to as the "Ombudsman Committee") shall be comprised of the following members:
1. One person appointed by the chairperson of the Korea Chamber of Commerce and Industry;
2. One person appointed by the chairperson of the Federation of Korean Industries;
3. One person appointed by the chairperson of the Korea SMEs and Startups Agency established pursuant to the Small and Medium Enterprises Promotion Act;
4. One person appointed by the chairperson of the Korea Federation of Banks;
5. One person appointed by the chairperson of the Korean Bar Association.
(2) If the Ombudsman Committee deems it necessary to settle a grievance or issue under Article 30 (4) 1 or 2 of the Act, it may authorize the chairperson or a member of the Ombudsman Committee to attend the relevant Council and present his or her opinions.
(3) Except as otherwise provided in Articles (1) and (2), detailed matters necessary for efficient operation of the Ombudsman Committee shall be determined by the Ombudsman Committee.
Article 17(Special cases concerning restriction on investment and asset management) #
(1) "Provisions of other statutes and regulations specified by Presidential Decree" in Article 33 (1) 7 of the Act means the following provisions: <Amended on Jul. 30, 2024>
1. Articles 33 and 34 of the Enforcement Decree of the Korea Development Bank Act;
2. Articles 17-7 and 17-8 of the Enforcement Decree of the Export-Import Bank of Korea Act;
3. Articles 30-3 and 30-4 of the Enforcement Decree of the Industrial Bank of Korea Act.
4. Article 29 of the Community Credit Cooperatives Act (including cases applied mutatis mutandis pursuant to Article 67 (5) of that Act);
5. Article 42 of the Credit Unions Act;
6. Article 19-6 (4) and (5) of the Enforcement Decree of the Credit Unions Act;
7. Article 15 (2) of the Enforcement Decree of the Agricultural Cooperatives Act;
8. Article 27-3 (2) of the Enforcement Decree of the Fisheries Cooperatives Act;
9. Article 13-3 (2) of the Enforcement Decree of the Forestry Cooperatives Act.
(2) "The factors specified by Presidential Decree" in the latter part of Article 33 (3) of the Act means the following subparagraphs:
1. The plan for the disposal of stocks that exceed the stock holding limits under Article 33 (1) of the Act;
2. The status of management of the relevant creditor financial institution.
Article 18(Handling of personally identifiable information) #
If the Financial Services Commission deems it unavoidable in taking any corrective measure under Article 35 of the Act or performing any administrative affair related to the imposition of an administrative fine under Article 36 of the Act, it may handle data that contains a resident registration number, a passport number or a foreigner registration number under subparagraph 1, 2 or 4 of Article 19 of the Enforcement Decree of the Personal Information Protection Act.
Article 19(Criteria for imposition of administrative fines) #
Criteria for the imposition of administrative fines under Article 36 (1) of the Act are as prescribed in the Appendix.