Part 1 Bills and Checks Act

01 Requirements for the establishment of a promissory note act 2
02 The inhumanity of the bill of exchange act 3
03 Principle 4 of Independence of Negotiable Instruments
04 Agency, forgery, and alteration of promissory notes 6
05 Good faith acquisition of bills of exchange 10
06 General Defense of Promissory Notes 10
07 The receipt and causal relationship of bills of exchange 13
08 Claim for Profit Repayment 16
09 Third-party bill of exchange 19
10 blank promissory notes 20
11 Issuance of bills of exchange 22
12 Details of the bill 23
13 Acceptance of Bills of Exchange 25
14 Method of Assigning Designated Bonds 28
15 Promissory Notes 29
16 Effect of endorsement 30
17 Endorsement Series 31
18 Blank endorsement 32
19 Prohibited Endorsement 32
20 Collection Power of Attorney 33
21. After the deadline, 33.
22 Return Letter 35
23 Request for repayment of bills 35
24 Statute of limitations 36
25 Payment and Presentation of Bills of Exchange 37
26 Bill Guarantee 38
27 Bill of Exchange Guarantee and Civil Law Guarantee 40
28 Characteristics of Checks 40
29 Post-dated check 41

Part 2 Insurance Law

01 Insurance Concept 44
02 Legal Status of Insurance Agents 45
03 Elements of an Insurance Contract 46
04 Duty to Notify 47
05 Duty to notify and duty to explain terms and conditions 49
06 Insurance Payment Obligation 50
07 Risk Changes/Increases and Obligation to Notify Accidents 52
08 Insurance for Others 53
09 Partial Insurance and Excess Insurance 54
10 Transfer of insurance purposes 55
11 Duty to Prevent Damage 56
12 Insurer Subrogation 57
13 Liability Insurance 60
14 Personal Insurance (Life Insurance, Accident Insurance) 65

Chapter 3, General Meeting of Trade Unions, Commercial Acts

01 Merchants and Equipment 68
02 Commercial User 70
03 Expression Manager 71
04 Obligations and Responsibilities of Commercial Employers 72
05 Mutual Rights 73
06. Liability of the lessee 74
07 Effect of Commercial Registration 76
08 General Provisions on Business Transfer 77
09 Third-Party Protection in Business Transfers 79
10 Special Provisions on Commercial Conduct 82
11 Special Rules on Commercial Transactions 88
12 Mutual Accounting 88
13 Anonymous Union 89
14 Joint Stock Company 90
15 Agents 91
16 Commercial Brokers 92
17 Consignment Agents 93
18 Transportation brokerage business 95
19 carriers 96
20 Validity of a cargo receipt 99
21 Hospitality Operators 100
22 Financial Lease 101
23 Franchise 102

Part 4 Corporate Law

01 General Rules of Corporate Law 104
02 Types of Companies 106
03 Establishment and Defects of the Company 107
04 Company's Legal Capacity 109
05 Company Merger 109
06 Company Division and Merger 113
07 Comprehensive Exchange and Transfer of Stocks 116
08 Establishment of a stock company 118
09 Company in Establishment 120
10. Establishment of a Transformation 122
11 Most paid 124
12 Stocks and Shareholders 125
13 types of stocks 127
14 Minority Shareholder Rights 131
15 Closing of the shareholder register and record date 133
16 Issuance and bona fide acquisition of stock certificates 133
17th Judgment 135
18 Stock Split 136
19. The Non-possession of Sovereignty 136
20 Transfer of shares and restrictions on transfer in the Articles of Incorporation 137
21 Transfer of shares prior to issuance of stock certificates 142
22 Prohibition on Company Acquisition of Treasury Stock 145
23 Restrictions on acquisition of parent company stock 149
24 stock options 150
25 Restrictions on Mutual Stockholdings 151
26 Stocks 152
27. The compulsory purchase system for stocks 154
28 Shareholders' Meeting Convocation Procedure 155
29 Shareholder Proposal Rights 157
30 Shareholder Voting Rights 158
31 Limitations on Voting Rights 159
32 Proxy voting rights 161
33. How to Exercise Voting Rights 162
34 Non-unified exercise of voting rights 163
35 General Shareholders' Meeting Resolution 164
36 Transfer of Business Assets and Special Resolution 165
37 Stock Purchase Rights 166
38 Defects in the General Shareholders' Meeting Resolution 167
39 The position of the director 171
40 Cumulative voting system 175
Acting Director 176
42 Director's Compensation 177
43 Board of Directors 179
44 Committees within the Board of Directors 181
45 CEO 182
46 Representative Director 184
47 Co-CEOs 186
48 Executive Officer System 187
49 Director's Duties General 187
50 Directors, Major Shareholders' Self-Dealing 191
51 Directors' Responsibilities to the Company 194
52 Directors' Liability to Third Parties 196
53 Directors' Capital Adequacy Liability 197
54 Claim for Maintenance of Illegal Act 197
55 Shareholders' Derivative Lawsuit 198
56 Responsibilities of Business Execution Directors, etc. (De facto Responsibilities of Directors) 201
57 The Status and Responsibilities of the Auditor 202
58 Audit Committee 205
59 Listed Company Special Provisions 206
60 New Stock Issuance Procedure 209
61 Transfer of new stock subscription rights 213
62 Defects in the new stock issuance procedure 213
63 Special new stock issuance 217
64 Decrease in capital 217
65 The Meaning of Private Debt 219
66 convertible bonds 220
67 convertible bonds 222
68 Reserves 224
69 Approval of Financial Statements 225
70 dividends 226
71 stock dividends 228
72 Shareholder Management Supervision 229
73 Prohibition on Company Profit Sharing 231

Case Index 233

I think commercial law is one of the subjects that most troubles bar exam takers.
It seems like everyone is worried because they feel anxious about throwing it away entirely, and if they actually start working on it, they are likely to be overwhelmed by the sheer difficulty and amount of work.
This phenomenon becomes more serious as the exam date approaches, and it is also true that there are no textbooks on the market that can be relied on.
Accordingly, I have published “Final Wrap-up - Small Commercial Law O, X, Square”, which has been used in the final finishing special lectures at academies, organized with a focus on meaningful passages.

The features of this book are as follows:

1.
This book is an OX textbook comprised of important passages. It carefully selects only meaningful and frequently appearing passages by considering existing mock passages, the latest case law, and expected issues, including the August 2025 Law School mock questions.
The latest case law includes cases prior to the July 2025 case law bulletin.

2.
This textbook is intended for students who don't have time to devote to multiple-choice questions compared to commercial law case studies and records, or who want to review commercial law one last time before the bar exam.
This book may not be of much help to those who lack a basic understanding of commercial law.
For such people, I believe it is more urgent to cultivate a general foundation through past exam questions.

3.
Considering the length of the text, explanations were provided for incorrect texts, but separate explanations were not provided for correct texts.
Therefore, when you look at this book, you should keep the basic book next to you and check any confusing passages.
It is safe to say that the Commercial Law elective is the most difficult of the seven laws.
Students who have the tenacity to persevere and never give up always achieve good results, but years of experience have shown that those who try to use tricks and get things easily end up in more difficult situations.

4.
The format of the textbook is similar to previous years, but this edition often includes important keywords to help you focus more on reading the book.
And among the 14th National Examination, only the meaningful passages were selected and marked as questions or included.

I would like to express my gratitude to the CEO of Nanum Edu for giving me the opportunity to publish this book. I am also grateful to my beautiful and loving wife, Cha Hye-jeong, who has always been by my side and has been a source of strength. I also look forward to seeing Do-ha, who has come to us like an angel, grow up healthy and blessed with love and happiness.

Finally, I wish happiness to the families of my beloved Michelle, Anna, Hye-jeong, Gwang-hee, Gye-eun, and Taek-sang, and I would like to express my deepest love through this letter to the parents in Gimpo and Ilsan who always worry about their children.

September 1, 2025
Attorney Jang Won-seok