Recent Developments

Lee & Ko’s Finance & Securities Group successfully completed projects for major financial companies across all financial sectors during the first half of 2025. These clients included BNK Financial Group, Suhyup Bank, DB Life Insurance, MetLife Insurance, DB Insurance, Lotte Insurance, Korean Reinsurance, Seoul Guarantee Insurance, Hyundai Card, Hyundai Commercial, Kyobo AXA Investment Managers, Daishin Securities, and Hyundai Capital, spanning banks, securities firms, card companies, capital firms, and savings banks. The projects involved preparing and submitting the newly introduced "Accountability Map" to the financial supervisory authorities in accordance with the amended Act on the Corporate Governance of Financial Companies, as well as refining the internal control systems of the respective financial institutions.

The introduction of the Accountability Map requires each financial company to prepare and submit a document to the financial authorities that specifically outlines the responsibilities of the CEO and executives related to internal controls. The implementation of this system necessitated systematic and detailed preparation by each financial company, integrating both legal and practical perspectives.

In response, Lee & Ko’s Finance & Securities Group went beyond simple legal advisory in these projects, playing a pivotal role in ensuring the effective operation of each financial company's internal control system as follows:
 

• Designing an Effective Accountability Allocation Structure: We designed a customized Accountability Map without gaps or redundancies by meticulously analyzing each company's work procedures and lines of command and supervision.


• Refining Overall Internal Regulations related to Internal Control: Through a detailed analysis of approximately 80 major laws and regulations related to internal control, we reviewed and amended key internal regulations, including the internal control standards.


• Providing a Comprehensive Diagnosis and Improvement Plan for the Internal Control System: We contributed to establishing a practically operable internal control system by comprehensively diagnosing potential risk factors in the existing system and proposing improvement measures.

Through the successful execution of these projects related to the introduction of the Accountability Map, our Finance & Securities Group has solidified its position as the most trusted legal advisor in the field of financial regulation by enabling our clients to build stable internal control systems amidst a rapidly changing financial regulatory environment.

Lee & Ko acted as Korean legal counsel to the joint lead managers in connection with Hanwha Life Insurance’s successful issuance of USD 1 billion hybrid capital securities in the international markets on June 24, 2025.

Despite heightened uncertainty in global financial markets due to the ongoing conflict in the Middle East, the offering was met with strong investor demand, attracting orders in excess of USD 8.8 billion—more than eight times the issuance amount—underscoring the deal’s success.

The securities were structured as 30-year notes callable after 5 years and were priced at an annual coupon of 6.3%. The transaction enabled Hanwha Life to strengthen its capital adequacy position under the Korean Insurance Capital Standard (K-ICS).

Lee & Ko provided a full range of legal support throughout the transaction, including review of the underwriting agreement, bond terms, and offering circular to ensure compliance with K-ICS requirements. Notably, following the circulation of the offering circular but just ahead of pricing, a revision to the Korean Insurance Supervisory Regulation lowered the recommended K-ICS threshold applicable to early redemption of subordinated bonds. Lee & Ko promptly coordinated with the underwriters and international counsel to issue a supplemental investor disclosure, ensuring the delivery of accurate information to investors and facilitating a successful issuance.

In addition to this transaction, Lee & Ko has advised on a number of major offshore bond offerings in the first half of 2025 by leading Korean issuers such as LG Chem, Korea National Oil Corporation, Korea Ocean Business Corporation, KB Kookmin Bank, KT&G, LG Energy Solution, Mirae Asset Securities, Industrial Bank of Korea, Hana Securities, and Hyundai Capital—further demonstrating its deep expertise and leading role in Korea’s capital markets practice.
 

On April 30, 2025, JKL Credit Investment (“JKL”) entered into a subscription agreement to acquire newly issued shares in Pluglink, a company engaged in the electric vehicle charging business. The investment, valued at approximately KRW 45 billion, was made through an SPC established by a private equity fund managed by JKL. Upon completion of the subscription, JKL acquired approximately 39.25% of Pluglink’s shares on a fully diluted basis, thereby becoming its largest shareholder. The transaction successfully closed on May 28, 2025.

This transaction represents the largest-ever investment in a domestic electric vehicle charging operator. Pluglink used part of the proceeds to acquire the electric vehicle charging business of Hanwha Solutions.

Lee & Ko acted as legal counsel to JKL, providing end-to-end legal support for the transaction, including legal due diligence on Pluglink, advice on the subscription agreement, and merger control filing. Notably, Lee & Ko played a key role in facilitating the successful signing and closing by efficiently restructuring Pluglink’s complex network of existing investor relationships.
 

Lee & Ko’s Projects & Energy team successfully obtained approval to amend the construction plan for the domestic AA fuel cell power generation project (“Project”) through an appeal process made against the Ministry of Trade, Industry and Energy (“MOTIE”)’s rejection of the amendment application. The first stage of financing for the Project closed in December 2024, and the second stage of financing is scheduled for around July 2025. The Project is the largest fuel cell power generation project in Korea, with a total investment amount of approximately KRW 600 billion. The MOTIE sought to subject the Project to the Hydrogen Power Supply Obligation System (“HPS”) rather than granting an approval to amend the construction plan for the Project under the Renewable Portfolio Standard (“RPS”) system (to which it was subject) on the basis of the policy direction on limiting allocation quotas under the RPS system, an appendix to the Hydrogen Act (Act on the Promotion of Hydrogen Economy and Safety Management of Hydrogen).  

However, Lee & Ko’s Projects & Energy team worked closely with the client to develop arguments to emphasise that, among other things, the Ministry’s rejection of the construction plan amendment application was contrary to law, and that subjecting the Project to the HPS system when the first stage of financing had closed would have significant adverse effects on the shareholders, lenders and relevant contractual counterparties, and successfully obtained the approval to amend the construction plan under the RPS system. This averted potential losses amounting to several hundred billion won that was expected to be incurred if the amendment application was rejected. 

Numerous fuel cell power generation projects and renewable energy projects in the market currently face the same or similar legal issues as the Project, and as such, this matter not only has a significant impact on the renewable energy market but also raises considerable implications for future policy reforms. 
 

Lee & Ko successfully advised H&Q Equity Partners (“H&Q”) on its acquisition of TNF Holdings, a company engaged in the manufacturing of automotive electronic components. The total purchase price for the transaction was approximately KRW 162 billion.

The transaction was structured as an equity investment by Tenerife Holdings LLC, an SPC established using dry powder from KHQ No. 4 PEF, a blind fund formed and managed by H&Q, with a portion of the acquisition funding sourced through acquisition financing. Through this transaction, H&Q acquired 100% of the issued and outstanding shares of TNF Holdings.

Lee & Ko provided comprehensive legal services throughout all phases of the transaction, including legal due diligence on TNF Holdings, review of W&I insurance, advice on acquisition financing, incorporation of the SPC and regulatory filings related to the PEF, negotiation and execution of the share purchase agreement and shareholders’ agreement, merger control filing, and closing. Despite the complex legal and procedural issues involved, Lee & Ko’s support contributed to the successful and expeditious consummation of the transaction.
 

Lee & Ko acted as legal counsel to Astra Asset Management (“Astra”) in connection with its acquisition of equity interests in KC. The transaction was structured as a secondary acquisition of 100,000 shares (representing 100% of the outstanding common shares, excluding treasury shares) in KC from four individual shareholders. The acquisition was carried out jointly by (i) an SPC established by an investment trust-type private equity fund formed and managed by Astra (as a general partner), and (ii) a fund managed by UAMCO (IBK–UAMCO SME Growth Fund). The aggregate purchase price for the transaction was KRW 170.5 billion. The transaction successfully closed on February 21, 2025.

This transaction represents a rare example of a buyout investment executed by a private equity fund in Korea. Lee & Ko provided comprehensive legal support throughout all stages of the transaction, including structuring, legal due diligence on KC, fund formation and capital contribution approval, review of W&I insurance, acquisition financing, and negotiation and execution of the share purchase agreement and shareholders’ agreement; by navigating various complex legal and regulatory issues, Lee & Ko contributed meaningfully to the successful closing of the transaction.

KC is a global top-tier manufacturer of marine and offshore equipment, holding over 75% market share in Korea and more than 30% globally. Following the acquisition, Astra plans to enhance management efficiency and pursue further value creation with a target initial public offering (IPO) in 2026.
 

Lee & Ko represented Yonsei University in a case concerning the 2025 Yonsei University natural sciences entrance exam (early admissions) conducted on 12 October 2024 and ultimately won the case for the client against 18 students (the movants) who filed the action, including an application for a preliminary injunction demanding a retest.   

In the first instance, the court dismissed the application for a preliminary injunction demanding a retest, but granted a preliminary injunction stating that “the subsequent procedures following the entrance exam shall be suspended until the first instance decision on the merits has been rendered.”

This decision which accepted the preliminary injunction in part, caused Yonsei University’s early admissions process to be suspended, and caused much uncertainty not only for the students who took Yonsei University’s entrance exam in question, but all students across the nation facing university admissions, leading to much disruption in the national university admissions process. 

Lee & Ko immediately appealed against the first instance decision and argued that “① the movants do not have the right to suspend the admissions process for other selection units they have not applied for, ② the movants have no legal grounds to demand a retest and the suspension of subsequent procedures without a retest provides no benefits to the movants, so that there is no interest in protecting their rights and the necessity for preservation cannot be recognized, and ③ in the case of a ‘preliminary injunction to determine temporary status,’ a high degree of prima facie establishment regarding the right to be preserved and the necessity for preservation is required. However, in the present case, the movants mainly submitted evidence that was written anonymously, which undermines its credibility. Even when considering other evidence, there is insufficient prima facie establishment to conclude that the fairness of the essay test has been significantly compromised to the extent that it could invalidate the entire test.”

The appellate court sided with Lee & Ko, overturned the preliminary injunction granted by the court of first instance, and dismissed the movants’ preliminary injunction application. 

This case highlights how Lee & Ko successfully prevented significant disruptions to the 2025 admission process of not only Yonsei University but universities across the country. Lee & Ko’s success stemmed from our meticulous analysis of legal principles and development of logical arguments on various complex issues, including the scope of a preliminary injunction in civil cases, the prima facie level of proof needed to preserve rights in a preliminary injunction case and whether such preservation is necessary, and the scope of autonomy that private universities have in the admission process. 

Lee & Ko is acting for LG Chem, Korea’s leading cathode materials manufacturer that succeeded in mass-producing NCM (nickel-cobalt-manganese) cathode materials for the first time in the world, in a lawsuit filed against Ronbay, another representative cathode material manufacturer in China, and Jae Se Energy, Ronbay’s Korean subsidiary.

NCM cathode materials containing nickel, cobalt and manganese as main components, especially the so-called “high-nickel” cathode materials with high nickel content, exhibit a high energy density and thus can be applied to electric vehicles requiring high capacity and high power. On the other hand, such high-nickel cathode materials require state-of-the-art technology for mass production and commercialization due to their low structural and thermal stability.

As far as NCM cathode materials are concerned, Ronbay enjoys the first place in China, and it was pursuing the export of cathode materials to the United States and Europe while gradually increasing the production of high-nickel cathode materials by using the Chungju plant of Jae Sae Energy as one of its main production bases. However, based on conducting comparative analysis of LG Chem’s diverse patent portfolio regarding cathode materials after obtaining samples of high-nickel cathode materials produced by Ronbay and Jae Sea Energy, it was confirmed that their products infringe at least five of LG Chem’s cathode material-related patents 

In response, Lee & Ko sought an injunction on patent infringement with the Seoul Central District Court on behalf of LG Chem. Simultaneously, Lee & Ko filed an application for preservation of evidence to secure evidence that could reveal patent infringement at an early stage. In the process, Lee & Ko successfully carried out procedures to secure evidence of patent infringement entirely under Ronbay’s control, including persuasively explaining the need to preserve evidence and obtaining the court’s evidence preservation order.
 
In addition, Lee & Ko filed an application with the Korea Trade Commission to investigate unfair trade practices in the import and supply of patent-infringing products by Ronbay and Jae Sae Energy, and the Korea Trade Commission has decided to launch an investigation into the matter, and the investigation is currently underway. Lee & Ko is conducting all-out patent infringement disputes representing LG Chem against Ronbay and Jae Sae Energy by actively defending claims of patent invalidity in response to the patent invalidation action filed by Ronbay.

In connection with the acquisition of Ecorbit by IMM consortium from Taeyoung Group and Kohlberg Kravis Roberts (KKR), Lee & Ko acted as counsel to the lead arrangers Kiwoom Securities, NH Investment & Securities and Nonghyup Bank. Lee & Ko also advised and the lenders comprising of 40 domestic financial institutions in the same transaction which consisted of two parts: (i) a KRW 1,337.2 billion acquisition finance loan to the special purpose vehicles established by the IMM consortium which acted as buyers, and (ii) a KRW 370 billion loan to Ecorbit to repay the existing borrowings. Ecorbit is the foremost waste disposal company in Korea. 

The transaction, which was part of the workout process of Taeyoung Group, was one of the largest domestic M&A transactions in 2024 and attracted a lot of attention in the market. Lee & Ko provided extensive advice to the lenders from the bidding stage to the closing of the transaction, including drafting the loan agreements, negotiations with the lenders, and review of the loan closing documents, which were structured in two tranches: the first tranche consisting of an acquisition loan to the buyers and the second tranche loan to the target company to repay the existing loans. 

As the buyer in this case was established as two special purpose companies, Lee & Ko carefully analyzed the joint borrower structure and reflected it in the contract to ensure that the rights of the lenders were protected by the collateral agreed between the parties so as not to be different from a single borrower loan. In particular, Lee & Ko played a leading role in the negotiations, reconciling the sharply opposing commercial requirements of the parties and proposing appropriate alternatives, taking into account the special characteristics of the waste treatment industry, and promptly responding to the ever-changing transaction structure caused by various factors to support the successful closing of the transaction totaling KRW 1.7 trillion.