Chapter Index

    When Yoon Hyung-min mentioned Sovereign I knew exactly what was happening.

    So this was when it happened. The moment Sovereign acquired a massive stake in KS Corp.

    “I know a bit about them. They’re a New Zealand-based asset management firm right? Is this about the KS Group’s management dispute?”

    Yoon Hyung-min’s eyes widened.

    “You knew about this?”

    “I had my suspicions. I know it’s just starting but I didn’t expect them to approach you for representation.”

    “Is there another law firm in Korea that handles these matters as well as we do? That’s why they contacted us directly.”

    It’s too good an offer to outright refuse. That must be why Yoon Hyung-min wanted my opinion.

    Yoon Hyung-min was one of the few who knew I held a significant amount of KS shares.

    “I warned the chaebol chairmen when I met them last time but they just brushed it off.”

    “Of course they did. How could they focus on that right now? With the group chairman facing detention and everything else going on they’ve got their hands full dealing with just that.”

    KS Group’s chairman Choi Woo-sik financial director Son Ji-seong and other key figures came under investigation for alleged accounting fraud.

    After the investigation Son Ji-seong and restructuring director Kim Chang-ho were detained.

    They barely managed to prevent KS Group’s owner Choi Woo-sik from being detained but the group’s stock price kept trending downward.

    “Since they ignored my advice…”

    I didn’t make an immediate decision.

    “Tell them we’ll consider it positively for now. They haven’t secured enough shares for a takeover attempt yet right? They’re just making inquiries?”

    “That’s right. But this needs to stay confidential.”

    “I won’t go spreading it around. Actually I already knew about it. I’m just debating whether to step in and stop it or… let them learn their lesson the hard way.”

    If KS Corp falls the entire circular shareholding structure of KS Group will unravel.

    What’s worse KS Group’s chairman Choi Woo-sik only held a direct 1.4% stake.

    KS Group maintained control through circular shareholding where affiliates owned shares in each other.

    I’d pointed out this vulnerability before but they didn’t even pretend to listen.

    And KS Group wasn’t the only one.

    Foreign private equity firms and asset managers would continue attempting hostile takeovers of Korean conglomerates with weak governance structures.

    For them securing management control was just a bonus. They’d profit either way by selling their shares after driving up the price.

    That’s why I’d advised the chaebols to convert to holding companies but it fell on deaf ears.

    So far only Jungwoo Group and Geumsung Group had completed the transition to holding companies.

    Jungwoo Group had voluntarily delisted all its subsidiaries but Geumsung Group hadn’t.

    Geumsung Group spent enormous amounts of money transitioning from circular shareholding to a holding company structure.

    It all came down to money.

    Korean conglomerates adopted circular shareholding structures because transitioning to proper holding companies required massive capital.

    “They’re probably not serious about taking control. They’re just trying to profit from the management dispute.”

    “Hmm. From what they’re asking us they seem quite serious. They even asked if we could lobby the government.”

    “Really?”

    Now that’s news to me.

    Even I didn’t know everything about KS Group’s management dispute so this was getting interesting.

    “There’s still time. They’ll probably secure around 4% before the next shareholders meeting and use that to demand Chairman Choi’s resignation. That’s their opening move then they’ll start accumulating shares around April.”

    “…Huh. What exactly are you? How do you know Sovereign’s plans so precisely? You even predicted they’d demand the chairman’s resignation at the shareholders meeting and that it wouldn’t pass.”

    Future Investment had just succeeded in their hostile takeover of Il-sung Materials and Il-sung Electronics.

    I’d wondered if foreign companies might make serious moves but they seemed to be watching and waiting.

    Looks like history wants to follow its original course.

    I gave a slight smile and Yoon Hyung-min nodded.

    “I see. I’ll tell them we’ll consider it positively as you suggested. Their goal isn’t legal disputes this time but lobbying the new Yoon Chang-ho administration.”

    “Exactly. While there are many options for legal issues only you can lobby the government effectively in Korea.”

    “Haha. You’re buttering me up.”

    Yoon Hyung-min laughed heartily at my words.

    We continued our conversation until the wedding ceremony began.

    “Let’s focus on celebrating Hyeon-woo and Min-kyung’s wedding for now. You probably need to talk with the other guests too.”

    “Alright let’s go.”

    I headed to the table where my friends sat while Yoon Hyung-min moved to a table with legal professionals.

    “Mu-hyeok you’re here?”

    Myeong-su spotted me and patted the chair next to him.

    The table had my friends and some of Min-kyung’s guests I’d seen earlier.

    But the family table at the front looked very empty.

    Her mother couldn’t attend and there were no relatives which couldn’t be helped.

    “I’ll go sit over there. It’s too empty.”

    I pointed to the table where Han Min-ju and Han Min-soo sat.

    “You sure?”

    “Yeah. Hyeon-seong and his wife should come too. We need to fill that table. Hyeon-seong.”

    Hyeon-seong seemed to have the same thought nodding and standing up with Kang Mi-jin.

    “Oh should I come too?”

    Myeong-su started to get up but I felt bad leaving Min-kyung’s guests alone.

    There’s a lot to manage here. After a moment’s thought I shook my head.

    “Then Min-kyung’s guests would be left alone. Could you and Jae-ha look after them?”

    “Ah right. Got it.”

    Myeong-su sat back down. Leaving him and Yoon Jae-ha we moved to the family table.

    “Min-ju Min-soo mind if we join you?”

    “Of course not! Please do!”

    Han Min-ju smiled brightly and Han Min-soo gave a shy smile.

    Their expressions brightened noticeably as people filled the empty family table.

    Sitting next to Han Min-soo I gently patted his shoulder and asked.

    “Did you talk things out with your sister?”

    “Yeah. She cried.”

    “You know she lived solely for you two right?”

    “I know. That’s why I wanted to earn my own pocket money but she didn’t like that. I told her not to worry about us anymore and live her own life now that she’s getting married… but I think that hurt her feelings.”

    Han Min-soo hung his head dejectedly.

    Despite their difficult circumstances he’d grown up well without going astray and even showed such thoughtfulness.

    No wonder Han Min-kyung cried.

    I gently patted Han Min-soo’s back as he hung his head.

    Then I addressed both Han Min-ju and Han Min-soo who were looking this way.

    “She probably wasn’t hurt she was proud. Proud that you’ve both grown up enough to take care of yourselves. Now you can help your sister live her own life instead of just being someone’s sister right?”

    “Yes!”

    They answered in unison. I nodded with an amused smile.

    They were quite resilient despite facing loneliness after their sister moved out.

    After the wedding and honeymoon Han Min-kyung would have to leave home.

    Oh Jeong-seok wanted her to move in with his family but Oh Hyeon-woo strongly opposed that.

    Eventually they found an apartment near the courthouse and prosecutor’s office for their newlywed home.

    The wedding MC tapped the microphone.

    “Ladies and gentlemen your attention please. The wedding ceremony of groom Oh Hyeon-woo and bride Han Min-kyung will begin shortly. Please take your designated seats.”

    The hotel orchestra began playing soft classical music.

    People scattered around chatting began moving to their assigned tables.

    Finally the ceremony was starting.

    The candle lighting ceremony should have involved Han Min-kyung’s mother.

    But since she couldn’t attend Han Min-ju had to step in to light the candles instead.

    After an almost tediously long officiator’s speech it was time for the groom’s entrance.

    “The groom may enter!”

    As the orchestra played the entrance music Oh Hyeon-woo walked in with a nervous expression.

    “The bride may enter.”

    The music changed and Han Min-kyung made her entrance.

    Hotel staff helped carry the train of her long dress.

    Han Min-kyung was visibly nervous.

    She walked slowly to the officiant’s podium and Oh Hyeon-woo stepped forward to take her hand.

    The wedding proceeded without any issues.

    As the ceremony progressed tears welled up in Han Min-ju’s eyes.

    Han Min-soo handed his sister a handkerchief and squeezed her hand tight.

    After the two-hour ceremony ended the hotel staff began setting up the buffet reception.

    Oh Hyeon-woo and Han Min-kyung went inside the building with their families presumably to prepare for the reception.

    The guests mingled and chatted while enjoying the prepared food.

    Hyeon-seong and I returned to our friends’ table and joined in the conversation.

    Myeong-su and Yoon Jae-ha seemed to have gotten along well with Min-kyung’s acquaintances as the atmosphere was quite pleasant.

    Just as I was watching with a content smile at the friendly chatter.

    “Director Kim Mu-hyeok.”

    I turned at the sound of someone calling my name.

    “Ah! Chairman Park!”

    It was Park Young-geun chairman of the Fair Trade Commission.

    I stood and shook his extended hand.

    “I wanted to greet you earlier but people kept holding me up.”

    Everyone at our table turned their attention to Park Young-geun and me.

    It would be difficult to have a proper conversation here.

    “I’ll go chat with him for a bit. You all continue your conversation.”

    After excusing myself I led Park Young-geun to a more private area.

    We sat facing each other at an empty table.

    “I heard you’re nominated for Deputy Prime Minister of Economy. Congratulations.”

    “You made it happen Director Kim.”

    “The civil servants wouldn’t stand for it if you lacked ability. You know how ruthless the Mofia can be.”

    “They fear me because you support me Director Kim.”

    I smiled at his words. The reform-dreaming Park Young-geun of the past was gone.

    Reform required power and that power came from me.

    “There’s a lot of talk within the Fair Trade Commission about Il-seong Group. They say that with Future Investment being Jungwoo Group’s de facto owner taking Il-seong Group too would create a monopolistic mega-corporation.”

    Not everyone at the Fair Trade Commission knows about me.

    While the higher-ups might know the working-level staff don’t know of my existence.

    “Future Investment won’t keep everything. We’ll secure management rights then proceed with selling to domestic conglomerates.”

    “I see.”

    “I understand your concerns. But Chairman you know me well enough. I’m not someone who’d get caught up in greed and act recklessly.”

    Park Young-geun nodded.

    “That’s right. The Kim Mu-hyeok I know isn’t that kind of person.”

    I smiled at Park Young-geun.

    Even if he understands he’ll need justification that others can accept too.

    “While I can’t explain all the details my plans align with your reforms. I don’t want to see Korean companies threatened by foreign capital.”

    “I feel the same way. That’s why I’ve opposed circular shareholding. Even though the law banning it passed and took effect few conglomerates have properly converted to holding companies.”

    “Right. It requires enormous capital after all.”

    “True but… it’s frustrating that we can’t force them. The global economy is booming but who knows how long that will last.”

    I looked at Park Young-geun with interest and asked.

    “Chairman do you think another economic crisis will hit Korea?”

    Chapter Summary

    At a wedding Kim Mu-hyeok discusses KS Group's management crisis with Yoon Hyung-min regarding Sovereign's potential hostile takeover attempt. After helping manage seating arrangements at Han Min-kyung and Oh Hyeon-woo's wedding ceremony he has a private conversation with Park Young-geun about Future Investment's acquisition of Il-seong Group and concerns about monopolistic practices. The chapter reveals deeper economic and corporate governance issues facing Korean conglomerates.

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