DECIPHERING THE SIMPLICITY: THE ART OF BREVITY IN KOREAN CONTRACTS
( by Andrew Baek, February 14, 2024 )
To entrepreneurs from English-speaking jurisdictions, the brevity of Korean written contracts, or contracts governed by Korean law, might seem surprising, leading some to question their completeness and efficacy.
This is especially so when compared to the verbosity of English-written contracts that endeavor to leave no room for ambiguity or misinterpretation, meticulously crafting each sentence to encapsulate the exact intent of the parties involved.
Yet, such concerns fail to account for the legal landscape that underpins Korean contractual practices.
Korea follows the civil law tradition; the Pandect System, to be more precise. The Pandect System is a legal method that originated in Roman law which aims to provide a comprehensive and systematic arrangement of legal principles.
Accordingly, the legal system in Korea is predicated on codified laws and principles, and there exists less reliance on extensive contractual provisions to anticipate every conceivable scenario.
Nevertheless, I myself as a U.S.-educated lawyer still feel more comfortable when a contract includes copious provisions to preemptively address potential pitfalls and liabilities. I share the understanding that the slightest linguistic nuance can give rise to monumental legal disputes, and that verbosity sometimes implies sophistication or becomes a shield against uncertainty.
However, extensive contract provisions are only as good as the drafter’s comprehension of Korean law if the contract is governed by the laws of Korea. This is because the acts, regulations, decrees, rules, ordinances, and subordinate legislations codified in detail closely regulate diverse types of transactions between various kinds of individuals, entities, etc. More importantly, no matter what you stipulate in a contract, no matter how you articulate the terms therein, the provisions in the contract cannot trump any mandatory provisions written in stone under the codified laws, and there are plenty of them.
On a practical note, if you are conducting business in Korea from overseas and are preparing the execution of a contract, perhaps it may not be such a good idea to designate Korean law as the governing law unless you have a lawyer well-versed in both legal systems.
Ends.
