Overview

• The National Assembly approved the Commercial Act revision with 180 votes in favor and two abstentions, as PPP lawmakers boycotted the plenary session after a 24-hour filibuster.
• Large listed companies with assets over 2 trillion won must adopt cumulative voting, and at least two audit committee members must be elected separately from controlling shareholders.
• Lawmakers broadened the 3 percent voting cap to cover independent directors in audit committee elections and replaced the term “outside director” with “independent director.”
• The overhaul builds on a July amendment extending directors’ fiduciary duties to all shareholders as part of President Lee Jae Myung’s push to address the “Korea discount.”
• Eight major business associations issued a joint statement expressing deep regret, warning of chilled investment, greater litigation risk and vulnerability to activist campaigns, while the PPP argued the changes could hurt competitiveness.