With the March shareholder meeting season approaching, the exercise of shareholder proposal rights and voting rights competition among minority shareholders have become hot topics among listed companies. Small and medium-sized enterprises (SMEs) and startups have been found to have many inquiries related to procedures. Law firms are actively responding by holding seminars for their clients and providing customized services.
Law firms and legal tech startups are publishing newsletters related to shareholders' meetings and launching legal packages to provide relevant information.
Attorney Bae Yong-man (45, Judicial Research and Training Institute class 39) of Bae, Kim & Lee LLC said, “At this year’s regular general meeting of shareholders of listed companies, the exercise of shareholder proposal rights and voting rights competition centered on activist funds and minority shareholder coalitions are expected to be more active than ever.”
Attorney Bae added, “Pension funds such as the National Pension Service and domestic and foreign institutional investors are also expected to actively express opinions and exercise voting rights based on the Stewardship Code (a voluntary guideline to encourage institutional investors to actively exercise voting rights) according to each institution’s standards for exercising voting and shareholder rights.” Attorney Ahn Hee-cheol (41, 4th Bar Exam) of DLJ Law Group also said, “Recently, shareholder-friendly systems such as the introduction of electronic voting systems have expanded, so attention should be paid to these institutional changes as well.”
In fact, at the seminar titled “Discussion on Actual Issues Related to Preparation and Operation of Shareholder Meetings in the In-House Field,” prepared by Law Firm Kwangjang and the Korean In-House Counsel Association’s Corporate Law Academic Committee on February 5, recurring issues such as dealing with professional attendees at shareholder meetings and responding to issues raised by minority shareholders were discussed.
"Shareholder Meetings Are Complicated Even When Held Annually"
Clients from SMEs say, “Shareholder meetings are complicated every time, even if held annually.” Practical workers from startups and SMEs have many inquiries about procedural and practical concerns such as △whether the schedule can be shortened △how far the notice of convocation must be given △whether there is a separate form for investor consent letters, according to Choi Cheol-min (38, 5th Bar Exam), lead attorney at Choi & Lee Law Office. Attorney Choi said, “Due to the less favorable market environment compared to previous years, companies are making many resolutions to amend their articles of incorporation to change their business models and business purposes. With the 2024 amendment to the Venture Business Act, the introduction of stock-based compensation systems such as performance-based restricted stock units (RSUs) has increased, making it a notable agenda item at this year’s regular shareholder meetings.”
Startups with relatively simple shareholder structures often prepare urgently before shareholder meetings, leading to many inquiries about notice periods and procedures for exercising voting rights in writing. Attorney Lee Hye-yoon (37, Judicial Research and Training Institute class 44) of Young & Partners said, “Even if the shareholder structure is relatively simple, it is necessary to carefully review the company’s articles of incorporation to ensure compliance with related procedures.”
Providing Customized Consulting for Clients
Corporations, regardless of size or listing status, must hold regular shareholder meetings. Article 365 of the Commercial Act stipulates that corporations must hold regular shareholder meetings at least once a year. Since approval of financial statements at the regular shareholder meeting is necessary for corporate tax filing and payment, delaying or failing to hold the meeting can result in legal risks such as fines and additional taxes. Accordingly, law firms are alleviating corporate burdens by providing customized shareholder meeting consulting and related legal services.
Bae, Kim & Lee LLC published a newsletter titled “Key Points to Watch for the 2025 Regular Shareholder Meeting” on February 25. Mission Law Firm also held a webinar exploring the practical aspects of regular shareholder meetings in collaboration with the shareholder management service ZUZU.
Choi & Lee Law Office published a newsletter titled “Misunderstandings and Truths about Regular Shareholder Meetings” and launched a “2025 Regular Shareholder Meeting Package” targeting startups and SMEs.
DLJ Law Group and Young & Partners’ corporate advisory teams also released newsletters for SME and startup clients titled “If You Don’t Properly Hold a Shareholder Meeting, You Can’t Get Investment? A Practical Guide to Shareholder Meetings That Benefits You” and “Tips for Preparing for Regular Shareholder Meetings,” respectively.
Legal tech companies have also launched shareholder meeting-related services. Lawporm, which provides AI-based legal document generation and related services, held a 2025 shareholder meeting webinar to highlight key points for practitioners and launched a shareholder meeting D-DAY calculator service.
Reporter Ahn Hyun, Legal Times
※This article was written based on content provided by Legal Times.
※This article is based on content supplied by Law Times.
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