The director in Korean Commercial Law participates in the board meeting as a member and carries out the function of the board of directors such as the decision making on the companys management affairs and the supervision on the directors execution of the company affairs. Such directors obligations and liabilities are resulted from his status in the Commercial Law.
The Law regards the relation between the company and the director as a delegate whereby the provisions to the relating to delegate in Civil Law shall be applied to the relation. The majority in Korea takes a view that the director bears the duty of due care and diligence on the corporation attaching importance to this clause, and director has has the special liability to the corporation and the third person taking into considerration his duty of due care and diligence according to the mandatory relation with the corporation and his special status in Commercial Law.
And in the directors liability for the binding of capital share, the characteristic, requirement and content of the directors liability to undertake and pay share capital in case of issuance of additional share are reviewed in its order.