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Seoul National University Professor Choi Jong-hak's "Manage with Numbers" 6
Seoul National University Professor Choi Jong-hak's "Manage with Numbers" 6
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Book Introduction
The sixth installment of the management and accounting bestseller, "Manage with Numbers."
Take a look at the structure and truth hidden in numbers!

Professor Choi Jong-hak of Seoul National University's "Manage with Numbers 6" has been published.
Since the first book was published in 2009, the "Manage by Numbers" series, now in its sixth volume, has sharply analyzed corporate management through the objective standards of numbers and accounting and the author's unique insight. This not only provides empirical lessons to business managers and aspiring managers, but has also had a significant impact, enough to change corporate and government policies and laws.


This sixth volume contains more sensitive and sharp content than ever before.
It meticulously dissects actual events that occurred around power, including government agencies, political circles, corporations, and civic groups, and illuminates the structures and intentions hidden behind them through the prism of accounting.
The author has courageously criticized attempts to misuse accounting as a political tool or exploit loopholes in the system to achieve personal goals.
Rather than targeting anyone, this book exposes flawed structures and suggests a path toward a better system and society.
The author wrote objectively, without emotion or preconceptions, based on personally verified facts, and encourages readers to read and judge with an open mind.

"Manage with Numbers 6" by Professor Choi Jong-hak of Seoul National University is recommended to anyone who wants to explore the structures and truths hidden within numbers and develop the insight to see through complex realities.
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index
Author's Note_On the publication of 『Manage with Numbers 6』

Part 1: Telling the Truth is Revolution

What criteria are used to determine whether actual control exists?

What are the criteria for determining whether control exists? | Conditions for establishing a joint venture between Hyundai Oilbank and Shell | Controversy surrounding the accounting treatment of Hyundai-Shell Base Oil | Defensive rights or management rights? | Controversy surrounding Samsung BioLogics' defensive rights | What was the response of the Electronic Error Correction Council to Kakao's inquiry? | What is the conclusion to the controversy over defensive rights?

The Meaning and Effect of Accounting for Reclassification of Investee Stock: Asiana Airlines and Samsung BioLogics

Strategic alliances between E-Mart, Shinsegae International, and Naver | Accounting for significant influence or substantial control | Accounting for equity method gains and losses and their classification in the income statement | Determining whether substantial control exists when stock acquisition options exist | Cases of AB InBev, Kumho Industrial, and Asiana Airlines | Cases of LG CNS and Samsung Electronics | Case of Asiana Airlines, where the accounting judgment regarding the classification of investee company stock changed | Accounting for changes in substantial control or significant influence | The intrinsic value of the company has not changed | Accounting for changes in the stock classification of Samsung Bioepis by Samsung BioLogics | Why did Samsung BioLogics' stock price rise after its listing?

The Truth Behind the Controversy Surrounding Samsung BioLogics' Accounting Practices Part 1

Could accounting treatment known seven months after the merger announcement affect the pre-merger stock price?

The establishment of Samsung BioLogics and its joint venture with Biogen | Biosimilar drug development and the Celltrion case | Successful drug development as a result of massive investment | Successful clinical trials and the fair value assessment of Epis | Recorded huge profits due to the exercise of options | Disclosures regarding accounting for loss of control | Samsung BioLogics' listing on the KOSPI | Suspicions of accounting fraud raised by People's Solidarity for Participatory Democracy and its counterarguments | The relationship between the merger of (former) Samsung C&T and Cheil Industries and the accounting treatment of Logix | Was Samsung BioLogics' IPO price overvalued? | Differences between International Financial Reporting Standards and US GAAP | Change of government and the initiation of an audit by the Financial Supervisory Service

The Truth Behind the Controversy Surrounding Samsung BioLogics' Accounting Practices Part II

The Financial Supervisory Service reversed its logic and concluded that it was fraudulent accounting.

The Difference Between Principles-Based and Rules-Based Accounting Standards | The Financial Supervisory Service's First Audit and the Submission of the Agenda to the Audit Committee | The Financial Supervisory Service's Unprecedented Actions and Changes in Arguments | Fierce Public Relations Battle and Public Reaction | The Financial Supervisory Service, the Audit Committee, and the Securities and Futures Commission | Biogen's Notice of Option Exercise and the Securities and Futures Commission's Decision | The Contents of the Reporting Document Disclosed by Rep. Park Yong-jin | The Basis for the Financial Supervisory Service's Third Argument - ① Right to Defense | The Basis for the Financial Supervisory Service's Third Argument - ② The Potential for Business Success and Valuation | The Securities and Futures Commission's Decision and the Prosecution's Initiation of an Investigation

The Truth Behind the Controversy Surrounding Samsung BioLogics' Accounting Practices III

What is the conclusion of the eight-year investigation and trial?

A macro-level rebuttal to the Financial Supervisory Service's third argument | A micro-level interpretation and rebuttal of the document's contents | A rebuttal to the claim that the company was in a joint management state due to the right to defense | A rebuttal to the claim that valuation was possible from the time of the company's establishment | The Financial Supervisory Service's claim that it reversed its own words | The Securities and Futures Commission's decision and subsequent events | The reactions of the Korean Institute of Certified Public Accountants and the accounting community | The prosecution's investigation, indictment, and trial | The first trial result and responses from various sectors | The second trial verdict and the Supreme Court appeal | What kind of justice do we dream of?

The Truth Behind the Controversy Surrounding Samsung BioLogics' Accounting Practices IV

Personal thoughts on this incident

Contradictions in claims about the incident | Attempts to intimidate and coax the author | Criticism of Samsung and other large corporations | Let's only tell the truth for which we can be held accountable | The numerous victims who suffered because of this incident | The perpetrators of the incident who do not apologize | Are they lying or simply ignorant? | Thank you! | Introductions to the two columns I wrote

Part 2: Transactions and System Improvements Using Total Return Swaps

Hyundai Group's management rights defense using total return swaps and convertible bonds with call options.

Hyundai Elevator and Nexgen Capital's Total Return Swap Transaction | Significant Losses from TRS Trading | Schindler's Continued Lawsuits and Conflicting Court Rulings | Hyundai Elevator's Issuance of Private Call Option Convertible Bonds | Regulations on Separable Bonds with Warrants | Worsening Public Opinion and Schindler's Lawsuit | Trump-Kim Jong-un Summit and Hyundai Elevator's Stock Price Change | Chairman Hyun's Option Execution and Considerations

Should I borrow the voting rights for a short time and exercise them at the general shareholders' meeting?

The General Structure of TRS Transactions | The Debate Surrounding Macquarie Infrastructure Fund | Why the Court Recognized TRS Transactions | Why Macquarie Won the Vote Battle | The Conflict Between Major and Minor Shareholders Surrounding Sajo Industries | Chairman Joo's Response and the Bitter Ending | Is Easy Institutional Improvement Possible? | A Realistic Solution? | Another Problem and Improvement Plan | The Birth of TRS Transactions Excluding Voting Rights

SK Group Chairman Chey Tae-won's acquisition of voting rights for LG Siltron shares using TRS transactions.

SK Group's Acquisition of LG Siltron | SK Group and Chairman Choi Tae-won's TRS Transaction to Acquire the Remaining Shares of SK Siltron | Characteristics of TRS Transactions Not Recorded as Debt | Reasons for TRS Transactions and Criticism from Civic Groups | Fair Trade Commission Launches Investigation | Fair Trade Commission Decision and Chairman Choi's Opposition | Cases of Illegal TRS Transactions | Future Outlook and Advice for SK Siltron

Part 3: Let's look at the truth hidden in accounting information.

Difference between operating profit and non-operating profit

The dramatic reconciliation and spin-off of SK Innovation and LG Chem | SK and LG's differing accounting practices | Transactions between Celltrion Healthcare and Celltrion | Classification and controversy surrounding Celltrion Healthcare's sale of copyrights | The difference between operating income and net income | Misguided judgments by information users | Methods used to inflate operating profit figures | The upcoming changes to the definition and calculation of operating profit | What should we do?

Debt or Equity? The Controversy Surrounding Convertible Preferred Stock

Accounting Classification of Convertible Preference Stock | Preferred Stock vs.
Pros and Cons of Investing in Common Stock | Why Convertible Preferred Stock and Conversion Rights Adjustment Provisions Arrange | Opposition to the Use of Conversion Rights Adjustments | Alteogen's Issuance of Convertible Preferred Stock and Accounting Issues | Regulatory Forbearance and Accounting Confusion | Disclosures from Companies Regarding Conversion Rights Adjustments | Disclosures from Companies Classifying Conversion Rights as Liabilities | How to Address the Confusion

Controversy Surrounding Convertible Perpetual Bonds and the Sale of HMM

The Importance of Classifying Liabilities and Equity | Changes in Liabilities and Equity Classification Criteria Following the Adoption of IFRS | Why Companies Used Redeemable Preferred Stock Before IFRS | Why Companies Stop Using Redeemable Preferred Stock After IFRS | The Emergence of Perpetual Bonds Classified as Equity | The Impact of Heungkuk Life Insurance's Failure to Exercise a Perpetual Bond Call Option on the Capital Market | The Difference Between Cash-Settled Perpetual Bonds and Convertible Perpetual Bonds | The Case of Hyundai Merchant Marine's Perpetual Bond Issuance | The Outbreak of the Pandemic and HMM's Recovery | How Was the Acquisition Price for HMM Determined? | The Changing Face of the Korea Development Bank and HMM's Sale Decision | What is the Future for Harim and HMM? | Disclosure of Perpetual Bonds Must Be Strengthened...

Why did SK Ecoplant issue redeemable convertible preferred stock and convertible preferred stock?

Deterioration of financial soundness due to massive financing | Rapid increase in interest expenses and capital expansion through preferred stock issuance | Accounting for preferred stock, redeemable preferred stock, convertible preferred stock, and redeemable convertible preferred stock | Convertible preferred stock and redeemable convertible preferred stock with an undetermined conversion ratio | Differences between debt and equity classifications | Characteristics of redeemable convertible preferred stock issued by SK Ecoplant | The complex meaning of step-up provisions | Accounting classification of convertible preferred stock with increasing dividend yields | The company's listing plan and events in 2023 and 2024 | SK Ecoplant's future outlook and development direction

Part 4: Thoughts on Management

Daewoo Shipbuilding & Marine Engineering faces a "proxy problem," and a swift sale is the answer.
If I fall in love and get married, will I do better at work?
Suggestions for improving the accounting audit system
Can a CEO's good looks help a company?
The Importance of Fair Evaluation and Compensation as Explained by [The Strange Lawyer Woo Young-woo]
Why the Habsburgs were defeated by Napoleon
A proper internal control system is essential to preventing corruption.
Will a CEO with a masculine face be good at his job?

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Into the book
It is easy to say that a judgment should be made based on whether actual control exists, but in reality, there may be cases where it is difficult to determine whether an investment company possesses actual control over an investee company.
Even if the stake ratio exceeds 50%, actual control may not be held, and conversely, even if the stake ratio is less than 50%, actual control may be held.
K-IFRS No. 1110 defines the concept of de facto control and presents the principles for determining the scope of consolidation based on whether de facto control is held.
--- p.19

The 'biosimilar' drug that Logics was trying to develop at the time refers to a copy drug produced through genetic recombination or cell culture to imitate the original drug when its patent has expired.
Although it is a completely different method from original medicines or other generic drugs that are made by combining chemicals, mass production is possible.
However, compared to general generic drugs, biosimilar drugs have longer development and clinical trials periods and stricter approval regulations.
So it takes a long time and a lot of money to develop a product, produce it, and then sell it.
However, once you become a leader and start selling your product, it is difficult for competitors to enter the market for the reasons explained above.
Of course, it is difficult, but the probability of success is relatively higher than that of developing new drugs.
--- p.80

As I have explained in detail in the previous three articles, I believe that this accounting treatment is not fraudulent accounting.
Even if this accounting treatment was fraudulent accounting, it has nothing to do with the merger.
The People's Solidarity for Participatory Democracy's initial claim (the first claim) that "the profits were inflated and the merger ratio was manipulated" is a false claim based on a mistake in timing, as the accounting was processed and disclosed five months after the merger.1 The revised claim that "they committed fraudulent accounting to make it appear as if Cheil Industries' value was high and thus rationalize the merger ratio after the fact" is a fiction without evidence.
If Biogen had performed the reclassification accounting for its equity in 2018, when it notified of the option exercise, or in 2016 or 2017, when business success was relatively more evident compared to 2015, it could have recorded more profits than in 2015.
Because the company's value continued to rise.
Therefore, if the merger ratio could be rationalized post-facto through this method, it would have been easier to account for it in 2016 or 2017.
--- p.160

At the end of 2020, when appointing one outside director to the audit committee, a revision to the Commercial Act was implemented that limits voting rights to a maximum of 3% per share, regardless of the number of shares held by shareholders.
In other words, even if shareholder A holds a 25% stake, he or she can only exercise 3% of the voting rights when electing an outside director to serve on the audit committee at the general shareholders' meeting.
This system was established to prevent controlling shareholders from pursuing their own private interests while ignoring the interests of minority shareholders, and to increase the likelihood that minority shareholders will appoint at least one outside director.
If there are outside directors appointed by minority shareholders, they can prevent or detect any strange actions by the controlling shareholder and report them to the outside.
--- p.233

So, you might wonder why the International Accounting Standards Board is trying to change international accounting standards in such a complex way.
In the text, the author introduces the reasons for revising accounting standards as he sees fit.
This means that you should manage the company from a more long-term perspective.
The goal is to prevent companies from intentionally recording excessive impairment losses or easily spinning off and selling off business units or subsidiaries to meet operating profit targets.
This is because, according to the changed operating profit calculation standards, profits and losses arising from these items will now be included in the calculation of operating profit.
Until now, these two items have been classified as non-operating income and expenses.
--- p.310

SK Ecoplant is an unlisted company, so it can use K-GAAP.
Accordingly, the company performed accounting treatments in accordance with K-GAAP until 2021.
However, in order to be listed, K-IFRS (Korean International Financial Reporting Standards) must be applied.
Therefore, the company began applying K-IFRS from 2022, and accordingly, the convertible preferred stock and redeemable convertible preferred stock issued in 2022 were accounted for in accordance with K-IFRS.
However, these two types of preferred stock did not have any provisions for investor redemption or conversion adjustment, which are necessary conditions for mandating debt settlement.
The conversion ratio was also fixed at 5 shares of common stock per 1 share of preferred stock.
Therefore, SK Ecoplant classified this preferred stock as capital.
As a result of the 1 trillion won increase in capital, the debt ratio fell significantly from 573% in 2021 to 256% in 2022.
--- p.391

Publisher's Review
The structure and truth hidden in familiar events,
Penetrating the core through the prism of accounting!

This book consists of four parts.
Part 1, “Telling the Truth is Revolution,” covers the Samsung BioLogics case, the most heated controversy in Korean accounting history.
The previous two articles explain Samsung BioLogics' accounting practices and compare them with cases of other companies that actually used similar practices.
The following three articles explore how the Samsung BioLogics case spread socially, how the claims changed over time and the stigma of fraudulent accounting was established, and what the essence of this case is.
In the final article, the author wrote about his personal feelings after observing this process.
Readers will be able to understand the truth surrounding the incident.


Part 2, "Transactions and System Improvements Using Total Return Swaps," delves into the reality of total return swaps (TRS), which have recently become controversial in connection with corporate management disputes.
Through cases such as Hyundai Elevator, Sajo Industries, and SK Siltron, each with different backgrounds and objectives, it is revealed that while TRS is legally permissible, it can raise ethical and accounting issues.
In Part 2, you will be able to study various contents about TRS.


Part 3, "Uncovering the Truth Hidden in Accounting Information," reveals the many signals and warnings hidden within business reports and financial statements. Through examples from LG Energy Solution, SK On, HMM, and SK Ecoplant, it examines key considerations when reading income statements. Other articles explain the structural characteristics of convertible preferred stock and perpetual convertible bonds, as well as how preferred stock accounting is applied in actual business management.
This will help readers better understand how accounting information can be used.


Part 4, "Thoughts on Management," is a collection of short but impressive articles that reflect on the principles and realities of management, based on columns published in the JoongAng Ilbo.
Management is ultimately a process of finding solutions to problems faced, and this requires logic and insight.
Part 4 selects related content and presents questions and lessons for us to think about.


Best-selling books in the management and accounting fields
Professor Choi Jong-hak of Seoul National University's "Manage with Numbers" series

The first volume of the "Manage with Numbers" series, which combines academic theory and real-world examples, was first published in 2009, and as of 2025, six volumes have been published.
Every time the book was published, it became a bestseller and has remained a steady seller ever since.
Two volumes were selected as excellent books by the Ministry of Culture, Sports and Tourism, and four volumes were selected as Sejong books.
Volume 5 won the Jeong Jin-gi Journalism and Culture Award.

Information is available to everyone and numbers are available to everyone, but not everyone has the eyes to see the truth behind it.
You must strive to develop the ability and insight to read accounting numbers properly.
I hope this book, which sharply analyzes corporate management through the objective standards of numbers and accounting and the author's unique insight, will help you properly understand the flow of management.
GOODS SPECIFICS
- Date of issue: July 17, 2025
- Format: Hardcover book binding method guide
- Page count, weight, size: 456 pages | 152*225*30mm
- ISBN13: 9791170436546
- ISBN10: 1170436544

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