YOON&YANG

Jong-moon Choi, Senior Advisor at Yoon & Yang LLC will moderate the “Alliance after US Election 2024: A Seoul Perspective” seminar on November 13, 2024 at the National Assembly Museum. The event is co-hosted by The Korea Herald, the Plaza Project, and the Bipartisan Forum for Advanced Diplomacy. In the first session, “Regional Security After the US Presidential Election”, Choi will moderate a discussion on the implications of the US election outcome for regional security and foreign policy, guiding expert panelists as they explore strategic responses to the evolving security landscape. Prior to joining Yoon & Yang in 2023, Jong-moon Choi served as Vice Minister of Foreign Affairs in South Korea. Alliance after US Election 2024: A Seoul Perspective

IFLR1000, an internationally renowned law firm ranking directory specialized in banking, finance, capital markets and M&A, published its 2024 edition. In the 2024 edition of IFLR1000, 25 attorneys of Yoon & Yang LLC were recognized as leading lawyers in each of their practice areas. In particular, partners Hwang Lim Jang, Elayne Heeseung Sung, Jiwon Karen Kwak, and Pilwoon Oh were recognized as leading lawyers in their practice areas for the first time. Following is the list of Yoon & Yang's leading lawyers: IFLR1000 2024 Rankings Leading Lawyers  Market LeaderHoil Yoon (M&A) Highly RegardedSoonghee Lee (Banking and Finance, Capital Markets: Equity, Capital Markets: Derivatives, M&A)Sang-Goo Han (M&A, Restructuring and Insolvency)SoongKi Yi (Project development)Young Woo Park (Banking and Finance)Sung Woon Kang (Banking and Finance, Capital Markets: Debt, Capital Markets: Equity)Sangman Kim (Corporate and M&A)Youngkyun Yun (Private Equity)Joon Oh Jo (Restructuring and Insolvency)Jae Ryun Cho (Banking and Finance)Elayne Heeseung Sung (Banking and Finance) Notable practitionerKwon Hoe Kim (Capital Markets: Debt, M&A)Zunu Lee (M&A)Young Ho Kang (Capital Markets: Debt)Hwang Lim Jang (Capital Markets: Debt)Hyun Suk Jung (Capital Markets: Debt, M&A)Bo Hyun Lee (Capital Markets: Equity, M&A)H. K. Helen Sohn (Banking and Finance, Capital markets: Structured finance and securitization)Jiwon Karen Kwak (Banking and Finance)Pilwoon Oh (Capital Markets: Equity) Rising Star PartnerKi Man Park (M&A)Dae Sagong (Project development)Chang Wook Shin (Banking and Finance)Eun Chul Choi (Banking and Finance) Rising StarBora Kang (Capital markets: Equity)

Myung-Ahn Kim, a Senior Foreign Attorney and a Head of the firm’s international arbitration litigation team, has been recognized as one of the "ASIA SUPER 50 DISPUTES LAWYERS 2024" by the Asian Legal Business (ALB), a renowned legal magazine in Asia-Pacific region. "ASIA SUPER 50 DISPUTES LAWYERS 2024" is a list of 50 lawyers in the field of litigations and international arbitrations who currently practice in Asia. Based on more than 600 recommendations by in-house counsels, ALB chose talented 50 private practitioners through the two months of research.  In particular, this year only three lawyers including Myung-Ahn Kim were selected from Korea. Myung-Ahn Kim is a leading international arbitration expert based in South Korea who has won various international arbitration cases and subsequent enforcement procedures. She has been constantly selected as a leading lawyer in the field of international arbitration by the prestigious legal directory such as Chambers & Partners and Legal 500. She is currently serving as a Member of the ICC Commission on Arbitration and ADR and a Chair of the Korean Commercial Arbitration Board (KCAB)’s Women's Interest Committee. ASIA SUPER 50 Disputes Lawyers 2024

Hyeongjoon David Choi, a partner and senior foreign attorney at Yoon & Yang in Seoul says “Institutional investors and activist funds are increasingly becoming more active in Korean companies following the introduction of the Stewardship Code and the amendments to the KCC in 2020 in respect of the separate appointment of a director serving as an audit committee member.”

Yoon & Yang has continued to strengthen its litigation practice after adding three former judges Dongkeun Lee (L), Jae Ho Hwang, and Sungwook You to its rapidly expanded partner ranks.

Keun Woo Lee, a partner at Yoon & Yang in Seoul, says: “If a cyber incident occurs, it must be reported unconditionally regardless of whether or not any personal information leak has occurred.

Japanese firm Sosei Group Corporation acquired the entire shares of Idorsia Pharmaceuticals Korea Co., Ltd. and Idorsia Pharmaceuticals Japan Ltd., from Idorsia Ltd., a Switzerland-based biopharmaceutical company. Serving as the Korean legal counsel to Sosei Group Corporation, Yoon & Yang undertook legal due diligence, reviewed contracts, and prepared foreign investment reports and business combination reports, in collaboration with a foreign law firm Orrick Herrington & Sutcliffe LLP. The transaction is worth 400 million CHF and was successfully closed in July 2023.

Yoon & Yang successfully closed the deal to sell shares and convertible bonds issued by Osstem Implant along with four of its subsidiaries on behalf of the controlling shareholder of Osstem Implant, the global market leader in dental implants. Specifically, Yoon & Yang provided comprehensive advice for the controlling shareholder from the start to the end of the transaction, including establishment and review of the transaction structure, drafting, review and negotiation of various agreements, drafting, review and procedural advice related to public tender offers and disclosures, and tax advice. This transaction consisted of (i) the sale of old shares and convertible bonds owned by the controlling shareholder and its related parties, (ii) the public tender offer for shares held by ordinary shareholders, and (iii) the issuance of the buyer’s bonds with warrants (BW) to the controlling shareholder and its related parties , and the total transaction amount reached over KRW 2.23 trillion. Despite facing intricate transactional challenges such as public tender offer conditions and a joint management plan for Osstem Implant, Yoon & Yang successfully resolved the complex legal issues without neglecting both parties' needs, ensuring another seamless deal completion.

On February 7, 2023, SM ENTERTAINMENT (“SM”) resolved to issue new shares valued at around KRW 111.9 billion and convertible bonds amounting to around KRW 105.2 billion to KAKAO via a third-party allotment. In response, Mr. Lee Soo Man, SM’s former executive producer, filed for a provisional injunction against SM’s issuance of these new shares and convertible bonds, asserting that the resolution by SM’s current management was made in an unlawful attempt to influence the company’s control and governance.Indeed, Mr. Lee Soo Man’s motion for provisional injunction garnered significant attention both domestically and worldwide as it revealed the possibility of a management dispute between SM and KAKAO.Yoon & Yang, the legal counsel for Mr. Lee Soo Man, vigorously argued in its motion for the provisional injunction as follows: (i) The issuance of new shares and convertible bonds via a third-party allotment must be legitimately in line with the company’s managerial objectives; and (ii) the issuance should only be permitted if it is considered unavoidable even though it would infringe upon the preemptive rights of existing shareholders. However, (iii) SM’s issuance failed to satisfy the foregoing requirements.In particular, Yoon & Yang maintained that, given SM’s ample cash liquidity, SM lacked any compelling managerial need to raise funds from a third party in violation of the proportional interests of existing shareholders.  Further, Yoon & Yang asserted that SM lacked a valid basis for issuing such substantial amount of new shares and convertible bonds, which represent nearly 9.5% of SM’s total stake, through a third-party allotment.On March 3, 2023, the Seoul Eastern District Court accepted most of Yoon & Yang’s arguments and granted Mr. Lee Soo Man’s provisional injunction against SM’s issuance of new shares and convertible bonds. Specifically, the Court endorsed the arguments put forth by Yoon & Yang on the following grounds: (i) Considering SM’s managerial objectives, such as securing urgent funds, expanding business operations, and forming strategic partnerships, it cannot be readily concluded that SM had a compelling managerial need to allocate and issue new shares and convertible bonds to KAKAO in disregard of the preemptive rights of existing shareholders; and (ii) there is considerable cause for concern that issuing new shares and convertible bonds in a seemingly unfair manner or in violation of the Korean Commercial Code and SM’s Articles of Incorporation may adversely influence existing shareholders by potentially infringing upon their proportional interests or diluting their control in SM. Yoon & Yang now has successfully amassed a record of accomplishment in management disputes related to the issuance of new shares and convertible bonds allocated to third parties. In 2020, Yoon & Yang successfully defended Hanjin KAL against the motion for preliminary injunction by activist fund KCGI to prohibit Hanjin KAL from issuing new shares through a third-party allotment to the Korea Development Bank for the purpose of participating in the paid-in capital increase of Korean Air to acquire Asiana Airlines. 

Yoon & Yang LLC has been invited to present at the Korea Anti-Corruption Forum organized by Asian Legal Business at JW Marriott Hotel on March 29th. Yoon & Yang’s partner Dong Eon Cha will give a presentation on the Korea’s anti-corruption investigations and the heightened anti-corruption standards under the Improper Solicitation and Graft Act.

Yoon & Yang LLC sponsored 2020 In-House Community eCongress Vietnam and South Korea, hosted by In-House Community.

Yoon & Yang LLC participated in In-House Congress (IHC) Ho Chi Minh City 2019 as a panelist of the Plenary Session and as speakers at the Workshop Session.