top quality practiceeng).pdfagement system, the recruitment of able, talented professionals, and the...

Top Quality Practice

APEX aims to be more than merely a law �rm growing in Korea. By setting up an organized network of legal services in the major cities and countries of Asia, we will set ourselves as the Leading Asian Law Firm. The Korean legal market, which has grown considerably in size in a short time, is currently the subject of intense competition for dominance between law �rms, both foreign and domestic. In the midst of such competition, APEX has launched itself as a formidable contender following a merger. APEX will always strive to stand at the top of the Asian legal market through the incorporation of a sustainable man-agement system, the recruitment of able, talented professionals, and the utmost e�orts to expand and deepen our expertise.

As a recently merged �rm, we provide a broad range of legal solutions across a wide spectrum of indus-tries in corporate law and litigation matters. Furthermore, we o�er superior legal advice on labor and employment issues, fair trading, energy & resources, sports & entertainment, tax and bene�ts, real estate and construction projects, IP disputes and private client services.

Our success can be attributed to our talented sea of professionals. As a leading Asian law �rm, we strongly believe that the professional quali�cations of its lawyers are the key to its success. Since its inception, the �rm has almost exclusively recruited and hired graduates of prestigious law schools with distinguished educational backgrounds in Korea and abroad, many of whom have practiced in leading international law �rms. Many of our lawyers are bilingual and understand cultural and linguistic di�erences, which gives us the unique ability to meet the needs of businesses in Korea and abroad. With exceptional legal talent from Korea and around the world, our diverse team of professionals represents a variety of di�erent view-points, experiences and backgrounds. These unique skills and di�erences have allowed us to advise on some of the country's largest and most complex deals and litigation. We have also been called upon to bring our expertise to cutting edge international projects.

And as our clients have moved to maximize commercial opportunities in new markets, so have we. We continue to invest in a growing network of international o�ces throughout Asia. In addition to our Seoul based headquarters, we currently have overseas o�ces located in Cambodia, Vietnam, and Indonesia.

As a result, whether an issue is local or multi-jurisdictional, practice-area speci�c or interdisciplinary, APEX handles transactions of all sizes and levels of complexity. It is our culture and philosophy to work closely with clients to understand all of their legal needs, and to keep them regularly updated of legal develop-ments that may a�ect them. We pride ourselves in providing relevant legal services expertly, promptly and in a cost-e�ective manner to assist clients in achieving their business objectives.

Overview..

PRACTICE AREAS& INDUSTRIES WE SERVE

APEX has lawyers with diverse and broad legal experience across a wide range of industrial sectors. Our strength is our ability to bring together teams of lawyers with the right mix of legal skills to match our clients' business needs. We advise on various practice areas includ-ing:

Real Estate & Construction

Anti-Trust & Fair Trading

Human Resources & Labor

Sports & Entertainment

Bank & FinanceCapital MarketDerivatives

Tax

Energy & Resources

Intellectual Property

CorporateGeneral CorporateM & ACorporate Compliance

Litigation & ArbitrationCommercial Dispute ResolutionInternational Dispute Resolution

APEX Commercial Litigation Practice is extensive and varied, encompassing an array of complex busi-ness issues. APEX’s practice involves all aspects of business and commercial litigation, including antitrust, creditors' rights, shareholders’ disputes, mergers & acquisitions, �nancial services, construc-tion, communications, general business, insurance, intellectual property, professional liability defense, real estate, and securities.

APEX is proud of the strong relationships we have developed with our clients, including companies, leading investment banks, private equity �rms and other �nancial institutions, by combining impecca-ble service with approachability. As a result of our proven track record, APEX has earned a reputation for undertaking the most complex, signi�cant and high-pro�le matters, and delivering excellent results for our clients. APEX’s approach emphasizes practical understanding of our clients' business problems and we have experience across every segment of the corporate and �nancial world.

Successfully litigated disputes involving damages in relation to beneficiary certificates of securities companies (Represented Samsung Securities)

Assisted Allianz Global Investors in recouping damages regarding equity linked securities for asset management companies

Advised in a case regarding damages and the right to claim transfer of bonds with warrant

Provided legal advice in relation to damages regarding sales of shares between securi-ties companies and their employees

Submitted expert witness opinions relating to representations and warranties in share sales and purchase agreements

Took the expert witness stand in relation to the valuation of companies related to a criminal matter

Negotiated warranty claims relating to M&A on behalf of Hynix against LG Electronics and claims on behalf of POSCO against Hanwha Energy

COMMERCIAL DISPUTE RESOLUTION

LITIGATION &ARBITRATION

Securities and Finance Litigation

M&A Disputes

APEX’s International Dispute Resolution Team is one of the leading international arbitration prac-tices in Korea. Our talented teams of professionals have a proven track record at conducting arbitra-tion that yields successful results. We provide legal advice on behalf of domestic and foreign client and we also regularly appear before various arbitration institutions such as the Korean Commercial Arbi-tration Board (KCAB), Hong Kong International Arbitration Centre (HKAC), Singapore Interna-tional Arbitration Centre (SIAC), and the International Chamber of Commerce (ICC).

Over the years, we have achieved high success in proceedings including the retrieval of investments, handling issues related to control of companies, disposal of assets such as real estate, negotiations with investment partners, embezzlement and malpractice matters. Some of our representative matters include:

Arbitration proceeding in relation to a damages claim involving a sale of land for an international school (Asian city development) (HKIAC)

Arbitration proceeding regarding a damages claim (Mongol Zoos Bank and Hana Bank) with respect to unjust withdrawal of deposit (KCAB)

Arbitration on a security deposit claim against Namheung Construction with regard to a Mongolia project financed by Hana Bank (KCAB)

Arbitration relating to the principal and interest of a loan claim against Camko City and others with regard to a financing project in Cambodia by Kookmin Bank (KTB Asset Management Company) (KCAB)

Arbitration at the SIAC for exercise of rights of share purchase claim against local partners (A Cambodian project financed by Golden Bridge Asset Management Com-pany)

Exercised mortgage for collection of a PF loan and claim for receivables in Mongolia

Advised with respect to taking over control of an investment company for the collec-tion of investment (Busan 2 Savings Bank) in Cambodia with our APEX branch office

INTERNATIONAL DISPUTE RESOLUTION

LITIGATION &ARBITRATION

International Arbitration

International Litigation

APEX’s Real Estate Practice Group pursues an inter-disciplinary approach to sophisticated real estate transactions to o�er our clients �exible and creative solutions to di�cult problems across a broad range of transactions in the commercial real estate industry. �rough extensive interaction between mem-bers of the Real Estate Practice Group and lawyers in other areas of the Firm’s practice, we o�er focused, multi- disciplinary counsel on a cost-e�ective basis.

APEX’s lawyers and professionals provide legal services for the clients in all aspects of construction projects and plant constructions in Korea and other countries from participation in public bidding, dra�ing of documents, negotiation, obtaining licenses for management a�er completion of construc-tion work and assistance to make the most informed decision for the success of the client’s business. APEX regularly advises real estate clients on a variety of matters including the following:

Advised on the projects to attract foreign investments such as the international business town project in Chungla free economic zone, Incheon

Advised on a project to construct and operate an artificial island in Han River, Seoul

Advised on the Free Economic Zone Project in Kwangyang Bay Area

Advised on a project to develop a leisure town complex in Woonbook district, Incheon

Advised Korea Land Corporation on the construction of a new town

Advised K construction company on the liquidation of a construction business funded by means of project finance and the restructuring of the business

Advised on real estate mortgage trusts, real estate disposition trusts, real estate man-agement trusts, and fund management services agreements

Advised D Heavy Industries Co. on a project to manufacture fresh water equipment

Advised the Ministry of Land, Transport and Maritime Affairs on CR-REIT’s and REITs

Advised public enterprises such as LH, Korea Water Resources Corporation, SH and Gyeongi Urban Innovation Corporation

Advised in relation to PF business sites for a number of different construction compa-nies (Lotte Engineering & Construction Co., Ltd., Bando Construction)

Advised on the sales of a CJ Distribution Centre

REAL ESTATE & CONSTRUCTION

REAL ESTATE & CONSTRUCTION

Real Estate Transactions

APEX’s M&A Practice Group consistently ranks among the leading M&A practices in Korea. �e M&A group currently is comprised of 20 plus attorneys, including 10 partners and a number of associ-ates and foreign legal consultants. �ese attorneys are further supported by experts in a variety of non-legal specialties, such as tax and accounting. As a result, our attorneys have developed industry-speci�c expertise in many areas of M&A transactions. Some of our landmark M&A deals include the following:

Advised on Korea Deposit Insurance Corporation’s sale of Il-Eun Securities

Represented Carlyle in its bid to purchase Korea Investment Trust Company and Daehan Investment Trust Company from Korea Deposit Insurance Corporation

Advised in Woongjin’s attempt to purchase Ssangyong Fire Ins

Advised in Media Research International’s sale to Milward Brown

Advised in Shinsegae’s acquisition of Walmart Korea

Advised in Hynix’s purchase of LG –Semiconductor shares

CORPORATE / M & A

CORPORATE &M&A

Advised Samsung General Chemicals in the sale of its PTA plant to Samsung Petrochemicals

Advised Krupp in its bid to purchase Samrip Autmobile Parts and Grotz- Berkert in its acquisition of Namyang

Counseled sellers in Camoplast’s (Canadian Entity) M&A of Taeryuk Rubber Belt Co., Ltd

Advised in KEPCO’s sale of An-Yang co-generation thermoelectric power plants to GS Power

Counseled LG Energy’s equity sale to and call back from PowerGen

Advised Samsung General Chemical’s sale of its power plants to Singapore Power

Advised in Jinro’s sale to Hite consortium

Advised in KT&G’s takeover of Young Jin Pharmaceutical Company

Financial Services

Non-Financial Services

Manufacturing

Energy / Infrastructure

M&A Involving Financially Distressed Companies

APEX assists clients by implementing strong corporate compliance programs designed to prevent corporate o�cers and employees from engaging in illegal practices. We also provide detailed recom-mendations in relation to speci�c policies and controls, as well as on-going program management practices to �ll in the gaps, improve existing practices, and secure continuing compliance. Some of our representative matters include:

Advised HYNIX, a South Korean memory semiconductor supplier of dynamic random access memory (‘DRAM’) chips and flash memory chips, on updating their anti-trust compliance manuals

Counseled Siemens on matters involving the handling of business expenses

Advised on FCPA and Korean Act On Preventing Bribery of Foreign Public Officials with regards to international business transactions

Counseled Raytheon on integrated defense system sales to the Korea Defense Acqui-sition Program Administration

Advised in contractual negotiations with Boeing in relation to Boeing Helicopters

CORPORATE COMPLIANCE

CORPORATE COMPLIANCE &ENERGY & RESOURCES

Compliance Manuals

Approach to Public Sector Procurement Agencies

APEX has highly-experienced and innovative professionals who are well-versed in complex acquisi-tions and dispositions, regulatory compliance, governmental relations, environmental litigation, land use and project development. APEX has extensive experience in addressing legal and regulatory issues relating to major energy infrastructure projects. APEX has represented in the following matters:

ENERGY & RESOURCES

Advised KNOC on the initial structuring and financing aspects of a joint oil & gas explo-ration and development project between KNOC and Rosneft

O�shore Natural Resources Development

Advised KEPCO and KDHC on sale of Anyang and Bucheon Cogeneration Plants

Advised on sale of Thermoelectric Power Plants to GS Power

Privatization

Advised on KEDO’s construction of two light-water reactors in North Korea

Regulatory / Environmental

APEX has extensive experience and in-depth market knowledge across a full spectrum of �nancing transactions ranging from traditional �nancings to highly-leveraged and complex transactions. Our integrated approach o�ers clients a full service platform for all their �nancing needs, including: corpo-rate �nance project �nancing for real-estate development and SOC issuance of securities, asset secu-ritization, acquisition �nancing and �nancial derivatives transactions which are conducted by the lead-ing banks in Korea (Korea Development Bank, Woori Bank, Shinhan Bank, Hana Bank, Kyongnam Bank, securities companies and asset management companies). We have one of the leading �nance practices domestically and globally with market leading experience. Highlights include:

BANK & FINANCE

BANK &FINANCE

Advised on BTO in relation to a private public investment for the Shin Bundang Line, a newly developed subway line running from Bundang to Seoul

Provided advice on BTO in relation to pricate public investment for re-used gas, private investment businesses, garbage waste disposals and sewers

Advised on BTL projects related to the construction of various schools and dormitories

Advised IBK on apartment development projects in relation to a golf resort develop-ment (IBK and Hana Bank)

Advised on a project financing in relation to a Wangsimni station development project (Korea Development Bank)

Advised on a Yeouido Y22 real estate development project (Korea Life Insurance Co., Ltd.)

Project Finance

Represented KDB and Woori Bank on securitization of receivables, loans and real estate

Asset Securitization

Consulted KEB, KDB and Shinhan Bank on early termination of currency option trans-action with Lehman Brothers under ISDA

Derivatives

APEX advises clients on a broad range of issues for outbound and inbound investments including joint ventures, merger and acquisitions, establishment of corporations, project �nancing, real-estate invest-ment, international taxation, foreign exchange, and sale of assets. APEX has a global reach and wide-ranging capabilities to provide personalized service wherever our clients’ needs take us. Some of our representative matters include:

Advised on project finance for real estate development in emerging markets such as Shenyang in China, Phnom Penh in Cambodia, Hanoi in Vietnam, Uzbekistan and Kazakhstan, as well as Los Angeles, California, Toronto, and Calgary

Advised on issuance of ABCP based on project finance loan bond for the foreign Real Estate Development Project

Advised on an acquisition of a Vietnamese retail company by Amore Pacific

Advised on several types of inbound foreign direct investment in Incheon Free Economic Zone

CROSS-BORDER INVESTMENT

TAX

APEX’s Tax Team has attorneys, CPAs and CPTAs who have broad experience in tax consultation on transactions including domestic/foreign investments, M&A, corporate restructuring, �nance, construction and real estate development, and international tax. Tax considerations a�ect every aspect of business and investment and the practice of tax law requires innovation and creativity. In addition, our attorneys are also able to present extraordinary outcomes in resolving tax disputes such as tax objection procedures and tax litigation. Our experience covers a broad range of client needs, including the following:

Advised KDB and Q Capital on tax issues related to PEF establishment and investment

Advised the Korea Development Bank on tax issues of investors of securitization SPC

Advised Hyundai Asset Management on issues related to private real estate trust

Advised the Korea Development Bank on debt guarantee for an affiliated company

Represented LH for a request for judgment of acquisition tax and registration tax

CROSS-BORDER INVESTMENT &TAX

APEX’s Anti-Trust Team features lawyers with hands-on experience representing major corporations and individuals in all aspects of anti-trust disputes. Anti-trust litigation demands lawyers who com-bine courtroom knowledge with a deep substantive understanding of the anti-trust laws and KFTC practice in their application. APEX lawyers know how to devise creative business objectives and needs.Additionally, complex anti-trust and competition law issues o�en demand industry-focused insight. Clients bene�t from tailored advice from our experts in a wide range of sectors. APEX lawyers are known for their innovative approach when representing clients, o�en on high pro�le cases. Some representative matters include:

ANTI-TRUST & FAIR TRADING

ANTI-TRUST &FAIR TRADING

Represented Woongjin Food Co., Ltd on allegations of collusion/bid rigging with five drink manufacturers

Represented Buy The Way on allegations of charging a supplier for unauthorized promotional event expenses

Represented Korea Real Estate Investment & Trust Co., Ltd on allegations of abuse of status as a company

Represented Samsung SDI and International Cartel (CDT) on allegations of bid rigging

Advised in relation to Guui-dong Sewage Treatment Plant, on allegations that 3 companies colluded to fixed pricing for a construction contract Advised Ulsan University Hospital in relation to seven medical suppliers conspiring to assign a successful bidder

INTELLECTUAL PROPERTY

APEX has gained unparalleled experience from representing a broad spectrum of high technology companies in Korea. In particular, we have developed in-depth expertise in IP dispute prevention strategies and resolutions relating to technological advances necessary for business development. Our IP dispute resolution practice includes cross-border measures and litigation conducted in overseas jurisdictions. We also work with our clients’ marketing and management teams on advertising strate-gies, clearing product performance claims, watching competitors’ conduct and defending challenges. We also provide consulting on governance policy and process on Free and Open Source So�ware (‘FOSS’). Below is a brief overview of the some of the cases our �rm has been involved with:

INTELLECTUAL PROPERTY

Reviewed and advised on a Qualcomm license agreement document

Reviewed and advised on a Research In Motion (RIM) user agreement for the Korea market

Advised on Smoothie King’s license agreement

Litigated in relation to Sori p2p music service based on p2p technology

Litigated in disputes related to Wendy’s franchise

Counseled NVidia against patent infringement claims

Advised LG Electronics on FOSS governance

Advised KT on establishing FOSS governance

License Agreements

IP dispute resolution

Open Source License Compliance & Governance

HUMAN RESOURCES & LABOR &SPORTS & ENTERTAINMENT

APEX’s Human Resources and Labor Practice Group has extensive experience in labor and employ-ment related issues and strategy with respect to mergers and acquisitions, disciplinary actions, organi-zational changes, collective bargaining, labor and employment regulations and policies, employment contracts and work rules, employment discrimination, compensation and bene�ts, safety and health issues. Our clients bene�t from our diverse experience and recognized expertise in labor and employ-ment matters.

HUMAN RESOURCES & LABOR

Provided litigation services to Kumho Tires Co., Inc. against a lawsuit filed for wage claims from manufacturing companies

Provided representation in the nullification of layoffs, an unfair labor practice remedy claim for Daewoo Shipbuilding & Marine Enginerring Co., Ltd.

Provided legal advice on the labor law and policies for non-Korean corporations enter-ing the Korean market such as Air Energy Group

Acted in relation to layoffs regarding the reduction of ING Korea branch offices

Advised on the transfer of labor relationship (merger of Rexiter Korea and its affiliated office

Counseled Samsung Total on labor union matters due to the purchase of a captive power plant owned by Singapore Power Korea

APEX provides experienced legal representation to individual clients, multinational entertainment companies, athletic administrators, production companies and all those who provide sports-and entertainment-related services. Sports and entertainment are multibillion-dollar enterprises that require strong business judgment and legal skills to support unique creative endeavors.

SPORTS & ENTERTAINMENT

Advised Yu-Na Kim (2010 Vancouver Winter Olympics Women’s Figure Skating Cham-pion)

Advised Mi Ran Chang (2008 Beijing Summer Olympics Women’s Weightlifting Gold Champion)

Acted as agent for Superleague Formula Racing

Assisted POBICO in 2010, 2014 and 2018 Olympic Winters Games bidding

PRACTICE AREA CONTACTS

Address APEX LLC 16-18F. 382, Gangnam-daero, Gangnam-gu, Seoul, Korea 135-934 Home Page www.apexlaw.co.kr

Kim, Dong Yoon (Partner)

Tel: 82-2-2018-0991Email: [email protected]

Yang, Jae Taek (Partner)


Cho, Il lae (Partner)

Tel:82-2-2018-0982 Email:[email protected]

Corporate Dispute Resolution

Min, Hong Ki (Partner)


Lee, Geon Haeng (Partner)


Choi, Jin-Young (Partner)

Tel: 82-2-2018-0987 E-mail: [email protected]

Park, Kee Woong (Partner)


Park, Pil Su (Partner)


Park, Berm June (Partner)


Real Estate & Construction

Lee, Hyun (Partner)


Lim, Tae Hyeong (Partner)


Kim, Jae Shik (Partner)


Jeong, Young-Cheol (Partner)

Tel: 82-2-2018-0988E-mail: [email protected]

General Corporate & Corporate Compliance



Jeong, Young-Cheol (Partner)


M & A



Cha, Ji Hoon (Partner)


International Dispute Resolution



Park, Jong Baek (Partner)


Choi, Chang Young (Partner)


Bank & Finance

Cho, Il lae (Partner)

Tel:82-2-2018-0982 Email:[email protected]

Cha, Ji Hoon (Partner)

Tel:82-2-2018-0985Email: [email protected]

Kim, Dong Yoon (Partner)


Anti-Trust & Fair Trading

Lee, Dong Hoon (Senior Advisor)


Chang, Dal-Young (Partner)


Intellectual Property

Lee, Geon Haeng (Partner)


Park, Jong Baek (Partner)


Energy & Resources

Yang, Jae Taek (Partner)


Chang, Dal-Young (Partner)


Sports & Entertainment



Ahn, Jong Taek (Of Counsel)

Tel : 82-2-2018-0964 E-mail: [email protected]

Human Resources & Labor




Tel: 82-2-2018-0987 E-mail: [email protected]

Tax

Lee, Byeong Rak (CPA)


Address APEX LLC 16-18 F. 382, Gangnam-daero, Gangnam-gu, Seoul, Korea 135-934 Home Page www.apexlaw.co.kr

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