Can minority shareholders in a Korean company challenge a board-approved related-party deal?

Challenging related-party transactions in Korea (often called tunneling or self-dealing) is a well-established area of corporate law. Under the Korean Commercial Act (KCA), minority shareholders have tools to investigate or block unfair deals, including inspection rights and remedies to block or reverse the deal. Immediate remedies include Document Inspection Rights to inspect books and records (e.g., thresholded to 3% or 0.1% for listed companies after six months), enabling you to request accounting books and documents related to the affiliate deal. If the company refuses, you may seek a court injunction for inspection or file a provisional injunction. You can also pursue derivative actions on behalf of the company (thresholds around 1% of shares, with variations for listed companies) to recover damages or cancel the contract, including multi-level derivative suits against subsidiaries. A KFTC complaint is available if there is undue support to affiliates, and a ruling by the KFTC can bolster civil litigation. To build a case, you must show the deal was not at arm's length and that directors breached their duty of loyalty. Key evidence includes comparative pricing, board minutes, conflicts of interest, and lack of business justification. Thresholds for listed companies and the strategic recommendation highlight that early record requests can pressure negotiation and deter or reverse unfair deals.