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SHIP OWNERS’ MUTUAL PROTECTION & INDEMNITY INSURANCE CLUB ACT

Article 1 (Purpose) The purpose of this Ship Owners' Mutual Protection & Indemnity Insurance Club Act, (hereafter referred to as the "Act"), is to contribute to protecting the rights and benefits of the Mutual Protection & Indemnity Insurance Club's members and other interested parties and the stable growth of the marine industry by securing the sound management of the mutual insurance business which the Club conducts. Article 2 (Definitions) "Ship Owners' Mutual Protection & Indemnity Insurance Club" hereunder shall mean the club established in accordance with this Act in order to run a non-life insurance business, the mutual insurance relating to the responsibility and expenses arising out of the operation of a ship by ship owners, demised charterers, charterers, and other ship operators, (hereafter referred to as "Ship owners, etc."). Article 3 (Content of Business) Ship Owners' Mutual Protection & Indemnity Insurance Club, (hereafter referred to as the "Club"), shall perform non-life insurance business activities relating to the responsibility and expenses which falls under the following subsections for which the members of the Club, (Ship owners, etc.), pay:

1. Responsibility for freight loss;

2. Responsibility for casualties or disease among ship crews and passengers;

3. Responsibility for losses caused by sea pollution and expenses for removing the pollution;

4. Responsibility for losses caused by ship collisions;

5. Responsibility for losses of buoys, piers, submarine cables, fishing gear, and other facilities;

6. Responsibility and expenses to be borne by Ship owners, etc. caused by the operation of a ship.

Article 4 (Legal Personality) The Club shall be a juridical person. The address of the Club shall be the same as that of its main office location. Article 5 (Business Fund) The insurance business of the Club shall commence with a minimum fund of 1 billion won.

Article 6 (Prohibition of Concurrent Offices) The Club shall not conduct business activities other than non-life insurance business as set forth in Article 3 and its auxiliary business activities.

Article 7 (Signing of a Non-Life Insurance Contract with Those Other Than the Club) Notwithstanding the provisions of the main section of Article 4 of the Insurance Business Act, Ship owners, etc. may sign a non-life insurance contract whose content is defined in Article 3 with a foreign insurance company, (an insurer without a permit under the provisions of Article 5 of the same Act), pursuant to Article 2, Section 2 of the same Act. Article 8 (Title) The Club shall use the letters of the Ship owner's Mutual Protection and Indemnity Insurance Club in its name. Those other than the Club to be established in accordance with this Act shall not use the name of the ship owner's mutual protection and indemnity insurance club or similar titles.

Article 9 (Reporting of Office Set-up, etc.) In the event of setting-up, transferring, or closing its office, the Club shall report said fact to the Minister of Land, Transport, and Maritime Affairs, (hereafter referred to as the "Minister").

Chapter 2 Establishment

Article 10 (Promoters and Club Members) In order to establish the Club, more than 7 Promoters who seek to be members of the Club shall be existent. In order to establish the Club, more than 30 members and 100 ships or more which are owned, leased, or chartered by the members and are able to be insured shall be existent.

Article 11 (Statement of the Articles of Incorporation) The promoters of the Club shall establish the Articles of Incorporation, fill out the following items, and then list the names and signatures of the entirety of the Promoters:

1. Purpose;

2. Name;

3. Office location;

4. Matters relating to the qualification, subscription, withdrawal, and expulsion of the members;

5. Price of one share, (or par value), and payment method;

6. Matters relating to the business fund, including the total amount of the business fund;

7. Sharer's rights;

8. Method of writing off incorporation expenses;

9. Matters relating to the reduction of insurance money and further collection of premiums;

10. Matters relating to the organization and executives;

11. Matters relating to the statement of retained earnings and the statement of the disposition of a deficit;

12. Property and accounting;

13. Public notice method;

14. In case of defining duration time or dissolution causes, timing and causes. Article 12 (Application for Membership) In the event that a person or company, (hereafter referred to as a "Person"), who is not a promoter at the time of establishing the Club, seeks to become a Club member, the Person shall fill out the qualifications, the number of shares, the ship to be insured, and insurance money in the application and sign/seal or sign it.

The application referred to in Section shall be filled out by promoters and include the following items:

1. Each and every item of Article 11;

2. Name or title and address of the promoters;

3. Method, due date, and place of paying the business fund and premiums;

4. An intent agreeing to the cancellation of subscription in the event of failing to close an inaugural meeting until a certain time.

The provision of Article 107, Section of the Civil Act shall not apply to the application for membership prior to the constitution of the Club.

Article 13 (Inaugural Meeting) Where the number of those who paid the whole amount of shares and the number of ships to be insured reach more than the number defined in Article 10, Section , the promoters shall immediately hold an inaugural meeting.

The promoters shall make a resolution on the Articles of Incorporation's fixing, selection of executives, and other matters necessary for establishing the Club at the inaugural meeting.

The resolution of agendas at an inaugural meeting shall be decided in the presence of the majority of those who seek to be a member of the Club and the concurrence of more than 3/4 of the voting rights. In the case of an inaugural meeting, Article 33, Section 3, the provisions of Article 38, Section of this Act and Article 363, Sections and , Article 364, Article 368, Sections and , Article 371, Section , Article 372, Article 373, Article 376, or Article 381 of the Commercial Act shall apply.

Article 14 (Application for Permission of Incorporation) Immediately after an inaugural meeting, the promoters shall apply to the Minister to obtain a permit of incorporation. In case of applying for permission of incorporation as set forth in Section , the promoters shall attach the following documents to the application

1. Articles of Incorporation;

2. Business method statement;

3. Insurance terms;

4. Statement of calculation method of premiums and legal reserves;

5. Application for membership or subscription or admission;

6. Document evidencing the payment of share prices;

7. Document evidencing the names, addresses, and qualifications of the executives;

8. A membership list and a quasi-membership list;

9. Minutes of the Inaugural Meeting;

10. A 3-year business plan after business commencement;

11. Any other documentation provided by MLTM Decree; The method for filling out the documents provided for in subsection 2 or 4 under Section shall be determined by MLTM Decree.

Article 15 (Permission of Incorporation) In the event of permitting the incorporation of the Club, the Minister shall consult with the Financial Services Commission. Where falling under any of the following subsections, the Minister shall not permit the incorporation of the Club:

1. Where the content of the documents submitted in accordance with the incorporation procedure or Article 14, Section breaches this Act or an order hereof;

2. Where the material matters of the documents submitted in accordance with the provisions of Article 14, Section are filled out falsely or are omitted;

3. Where there is any person who falls under any of the subsections under Article 40, Section among the promoters, directors, or auditors. In the event of changing the mentioned items of the documents pursuant to subsection 1 or 4 under Article 14, Section , (hereafter referred to as the "Required Document"), the Club shall obtain a permit from the Minister. In that case, the Minister shall permit such changes after consulting with the Financial Services Commission, (hereafter referred to as the "FSS"), in accordance with the Act on the Installation, etc. of the Financial Services Commission.

Article 16 (Constitution of the Club) The Club shall be constituted by conducting a registration of incorporation with the authorities at its main office business location. The Club's registration of incorporation shall be conducted within 2 weeks after an incorporation permit is issued.

The Club's registration of incorporation shall be conducted in accordance with the application of the Club's president and include the following subsections:

1. Matters mentioned in subsections 1 or 3, 10, 13, and 14 of Article 11;

2. Unit price of a share and the total amount of shares;

3. Name, address, and resident registration number of the president;

4. Names and resident registration numbers of directors and auditors;

5. In case of establishing branches, their addresses. The attachment and other necessary matters at the time of conducting a registration of incorporation shall be determined by Presidential Decree. Article 17 (Suing of Promoters) Article 41 of this Act and Article 400 of the Commercial Act shall apply mutatis mutandis to the Promoters of the Club.

Article 18 (Application Mutatis Mutandis of the Commercial Act) The provisions of Article 173, Article 177, Article 181 or Article 183, Article 289, Section , Article 311, Article 313, Article 316, Article 322 or Article 324, Article 326, and Article 327 of the Commercial Act shall apply mutatis mutandis to the Club.

Chapter 3 Members and Quasi-Members

Article 19 (Qualification of Members and Insurance Contract) A Person who is to able to be a member of the Club shall be an individual or a company defined in the Articles of Incorporation, such as Ship owners, etc. In the event that a Person who is able to be a member of the Club seeks to become a member, the Club shall not reject him/her without a justifiable reason. The Club shall not sign an insurance contract in which a Person who is not a member of the Club is stated as insured.

Article 19-2 (Quasi-Members) In case of financing the Club in accordance with Article 20, either Person who has not signed an insurance contract, pursuant to the provisions of Article 21 and Article 22 among the Persons who are qualified to be a member of the Club, such as Ship owners, etc. or a marine affairs-related organization provided by Presidential Decree shall become a quasi-member of the Club. [This Article newly inserted: Jan. 3, 2007]

Article 20 (Contribution Money, etc.) Any member and quasi-member shall have more than one unit of contribution money and the number of units of contribution money of each member shall not exceed 30/100 of the total number of units of contributions, and the number of units of contributions of each quasi-member shall be determined by the Articles of Incorporation within 30/100 of the total number of units of contributions. A Person who seeks to become a Club member or quasi-member shall pay the total amount of contribution money and shall not invest in any ways other than by cash.

The amount per unit of contribution shall be definite and its amount shall be determined by the Articles of Incorporation.

A member or a quasi-member shall not stand against the Club as a way of offsetting in relation to the payment of contribution money or insurance premiums.

Article 21 (Signing of an Insurance Contract) Those who paid contribution money at the time of incorporating the Club shall sign an insurance contract in accordance with the Articles of Incorporation after incorporation. Those who have not signed an insurance contract defined in Section shall be deemed as having revoked an application for subscription. Article 22 (Admission to the Club After Incorporating the Club) Those who seek to be a member of the Club after incorporation shall fill out a qualification for members, the number of contribution units, ship which is the purpose of insurance, and insurance money, and sign/seal or sign it.

The application in the forgoing Section shall be filled out by a director and include each and every one of the following subsections:

1. Date of receiving an incorporation permit;

2. Matters relating to Article 11;

3. Names and addresses of executives;

4. Method, due date, and place for paying the business fund and insurance premiums. A person who submitted an application for subscription pursuant to Section shall pay the whole amount of contribution money and sign an insurance contract, provided that, in the event of taking over or succeeding the stake of the member in accordance with the provision of Article 24 or Article 25, or succeeding the member's rights and duties based on the insurance contract, the same shall not apply. Article 23 (Responsibility of Members and Quasi-Members ) Members and quasi-members shall not be directly responsible for the Club's creditors. The responsibility of members and quasi-members for the Club's debt shall be restricted to a ceiling of their contribution money and premiums, unless otherwise provided for in this Act. Article 24 (Transfer of a Stake, etc) Any member and quasi-member may transfer his/her stake, in whole or in part, to another member, quasi-member, or Person qualified to become a member of the Club. The transferee of a stake shall succeed the transferor's rights and obligations for such a stake. In such a case, if the transferee is a person who is qualified to become a member of the Club, the transferee shall submit an application for subscription and sign an insurance contract, provided that, in the event of taking over or succeeding the ship which is the purpose of insurance, and succeeding the rights and obligations of the transferor or the predecessor on their insurance contract with regard to the ship, the transferee or successor may not sign the insurance contract. Where a member transfers the ship, which is the purpose of insurance, and the transferee is a member of the Club, the transferee shall succeed the rights and obligations of the transferor based on the transferor's insurance contract with regard to said ship. In that case, the transferee shall immediately notify the Club of said fact. Where a member transfers a ship, which is the purpose of insurance, and the transferee is qualified to become a member of the Club, the transferee may succeed the rights and obligations of the transferor based on the transferor's insurance contract with regard to the said ship by submitting an application for subscription to the Club and paying the whole amount of contribution money, provided that, in the event of taking over or succeeding a stake, the transferee may succeed the transferor's rights and obligations based on transferor's insurance contract without paying the contribution money.

Article 25 (Succession of a Stake, etc. Following Inheritance, Merger) Where a member or a quasi-member is in dissolution due to death or merger, (hereafter referred to as "Inheritance, etc. Case"), if the member or quasi-member's inheritor or surviving company after a merger is another member or quasi-member, the successor shall succeed the predecessor's rights and obligations for the stake. In such a case, the successor shall immediately notify the Club of said fact.

In the event of an Inheritance, etc., if an inheritor or the company to be survived or created after a merger, (hereafter referred to as "Inheritor, etc."), is a Person who is qualified to become a member of the Club, the Inheritor, etc. shall submit an application for subscription to the Club and sign an insurance contract in order to succeed the predecessor's rights and obligations for the stake, provided that, in the event of taking over or succeeding the ship, which is the purpose of insurance, and succeeding the transferor or predecessor's rights and obligations based on such transferor or predecessor's insurance relating to the ship, the Inheritor, etc. may not sign an insurance contract.

In connection with an Inheritance, etc., the provisions of Article 24, Section shall apply mutatis mutandis to the Inheritor, etc., only when the Inheritor, etc. succeeds the ship, which is the purpose of insurance.

In connection with an Inheritance, etc., the provisions of Article 24, Section shall apply mutatis mutandis to an Inheritor, etc. only when the Inheritor, etc. succeeds the ship, which is the purpose of insurance.

In the event of Section or Section , an Inheritor, etc. shall be deemed as becoming a member of the Club at the time when the predecessor dies or is in dissolution.

In the event of Section , if an Inheritor, etc. does not subscribe to the Club, the insurance of the ship, which is the purpose of insurance and the Inheritor, etc. succeeded, shall be extinguished at the time when the predecessor dies or is in dissolution. Article 26 (Prohibition of Stake-Sharing) A member or a quasi-member shall not share the stake of the Club. In the event that an Inheritor, etc. is a coinheritor, pursuant to the provisions of Article 25, Sections and , the provisions shall apply to one selected by the coinheritors.

Article 27 (Prohibiting the Club from Acquiring a Stake) The Club shall not acquire or accept the member or quasi-member's stake for the purpose of a pledge right, provided that the same shall not apply when necessary for exercising the rights of the Club.

In the event of acquiring or accepting the member or quasi-member's stake for the purpose of a pledge right, in accordance with the provisions of Section , the Club shall immediately dispose of the stake. Article 28 (Withdrawal) Members and quasi-members may secede from the Club by notifying the Club of their intention to withdraw from the Club in advance under conditions as prescribed by the Club's Articles of Incorporation.

When falling under any of the following subsections, a member shall be deemed as having seceded:

1. Loss of qualification as defined in the Articles of Incorporation;

2. Death or dissolution;

3. Transfer of a whole stake;

4. Extinction of a whole insurance contract;

5. Occurrence of other events determined by the Articles of Incorporation. In the event that a member withdraws from the Club in accordance with the provisions of Section or Section , (except for Section ), the member's insurance contract shall be extinguished, provided that, in the event of withdrawing from the Club due to a reason of subparagraph 2 under Section , if there is a successor of the rights and obligations based on the member's insurance contract, the same shall not apply.

When falling under any of the following subsections, a quasi-member shall be deemed as having seceded:

1. When falling under any of subsections 1, 3, and 5 under Section ;

2. When being given a refund of the contribution money. Article 29 (Expulsion) When a member or a quasi-member breaches this Act or an order hereunder or the Articles of Incorporation, the Club may expel the member or a quasi-member by a resolution of its General Meeting, (hereafter referred to as the "General Meeting"). In that case, the Club shall give notice stating the expulsion reason to the member or quasi-member not less than 10 days prior to the General Meeting and provide an opportunity for said member or quasi-member to express his/her opinion at the General Meeting. A failure to give notice pursuant to the provision of the second paragraph in Section or an expulsion resolution made without providing an opportunity to express an opinion at the General Meeting shall deem the expulsion null and void.

Article 30 (Refunding of a Stake) A member or a quasi-member seceded from the Club, (including expulsion, the same shall apply in this Article), may be given a refund for his/her stake after the conclusion of the relevant business year in accordance with the provisions determined by the Club's Articles of Incorporation, provided that, in the event of succeeding a stake due to a stake take-over or inheritance, or merger, the same shall not apply. The stake which is refundable pursuant to the provision of Section shall be calculated based on the property of the Club as of the end of the business year to which a secession date belongs.

In the event of becoming incapable of paying off a debt with the property of the Club in calculating the stake in Section , the Club may request the member that seceded to pay the loss attributable to the member under a prescription determined by its Articles of Incorporation.

If a recourse pursuant to the provisions of Section and is not exercised for 2 years after the conclusion of the business year to which a secession date belongs, it shall be extinguished due to legal prescription.

In the event that a member or a quasi-member that seceded has a debt which he/her shouldered for the Club, the Club may deduct the debt from the stake for which the member or quasi-member would be given a refund.

In the event that a member or a quasi-member that seceded shouldered a debt whose pay-out date has not arrived yet, the Club may suspend the refund of the member or quasi-member's stake until the pay-out date.

Article 31 (Membership List) A membership list shall include:

1. Name or title and address of members;

2. Subscription date;

3. Number of contribution units and contribution amounts;

4. Insurance type, premiums, and insurance money. Article 31-2 (Quasi-Membership List) A quasi-membership list shall include:

1. Name or title and address of members;

2. Contribution date;

3. Number of contribution units and contribution amounts; [This article newly inserted: Jan. 3, 2007]

Article 32 (Notice and Notification) The provisions of Article 353 of the Commercial Act shall apply mutatis mutandis to a case where notices and notifications are made to members, provided that the same shall not apply to notifications and notices of insurance-related matters. Chapter 4 Organization

Article 33 (General Meeting) The Club shall have General Meetings as a decision-making institution.

General meetings shall consist of the Club's members. A member shall have one voting right at General Meetings, irrespective of the number of contribution units, unless otherwise particularly provided for in the Articles of Incorporation.

The president shall be the chairman of the General Meetings. Article 34 (Resolution of General Meetings) Any of the following matters other than the resolution of the General Meetings pursuant to this Act and the Articles of Incorporation shall go through the resolution of the General Meeting:

1. Changes in the items mentioned in the Required Documents;

2. Reduction of insurance money and further collection of premiums;

3. Dissolution of the Club;

4. Approval of Business Report, a List of Properties, Balance Sheet, Income Statement, Statement of Appropriation of Retained Earnings, and Statement of Disposition of Deficit;

5. Matters which the board of directors deems necessary to consider. Article 35 (Decisions) Unless otherwise provided for in this Act or the Articles of Incorporation, General Meetings shall be opened by an attendance of a majority of the total members and by a concurrence of a majority of the members present, provided that any of the following subsections shall be decided by an attendance of a majority of the total members and by a concurrence of 3/4s or more of the members present:

1. Change of Articles of Incorporation;

2. Items of Article 34, Sections and ;

3. Expulsion of members or quasi-members;

4. Removal of executives. Article 36 (Right of Convening General Meetings) More than one-tenth of the Club members may request the convening of a General Meeting by submitting to the president a document stating the purpose and reason for the General Meeting, provided that the Club may define other criterion in connection with the exercising of such a right of convocation.

The provisions of Article 366, Sections and of the Commercial Act shall apply mutatis mutandis to Section . In such a case, " the court" in the provision of Article 366, Section of the Commercial Act shall be deemed as "the Minister of Land, Transport, and Maritime Affairs".

Article 37 (Executives) The Club shall have no less than 10 and no more than 25 directors, including one president and 2-3 auditors, as its executive, wherein the total number shall be defined in the Articles of Incorporation.

The Club may have 2 standing directors or less among directors in accordance with the provision of Section .

The term of executives shall be defined by the Articles of Incorporation within a 3-year period.

Article 38 (Election of Executives) The Club shall elect executives among the members of the Club, (in the event that a member is a company, its executive), at a General Meeting as prescribed by its Articles of Incorporation, provided that a standing director may be a person who is not a member of the Club. In the event of electing or removing executives from office, the Club shall immediately report, to the Minister, their names and addresses.

Article 39 (Prohibition of Concurrent Offices) Any standing directors shall not become a standing official or president of another company or enterprise without getting the approval of the Minister. Article 40 (Disqualifications of Executives) A Person who falls under any of the following subsections shall not become an executive of the Club:

1. A minor;

2. An incompetent or a quasi-incompetent;

3. Any person who is judged to be bankrupt and not yet reinstated;

4. Any person in whose case 5 years have not passed since imprisonment without labor or a heavier punishment as sentenced by a court has been completely executed, (including such as where it is deemed to have been completely executed), or since it was exempted from being executed;

5. Any person in whose case 5 years have not passed since fine punishment as sentenced by a court due to a violation of this Act or foreign laws, the equivalent of the Act or other finance-related laws determined by Presidential Decree has been completely executed, (including such as where it is deemed to have been completely executed), or since it was exempted from being executed;

6. A person who is given a sentence of probation of imprisonment without prison labor or higher punishment and is on probation;

7 A person who worked as an executive for an insurance business company, whose insurance business license was revoked in accordance with the Insurance Business Act, in whose case 2 years have not passed yet since the license was revoked;

8. Any person in whose case 5 years have not passed since his/her removal from office or disciplinary dismissal as given by the Club due to a violation of this Act or foreign laws, the equivalent of the Act or other finance-related laws determined by Presidential Decree has been completely concluded. In the event that a Person who is elected as the Club's executive falls under any of the following subsections under Section 1, the Person shall lose his/her post. The same shall also apply where said facts are found to have been present at a time of election. In case of losing an executive post for the reason mentioned in the latter paragraph in Section 2, the activities exercised prior to the loss of the post shall not influence their validity.

Article 41 (Suing Against Directors) More than one-tenth of the Club's members may bring a suit against the Club in writing, claiming directors' responsibility. The provisions of Article 403, Sections , and , Article 404 or Article 406 of the Commercial Act shall apply mutatis mutandis to any case against the Directors pursuant to Section . Article 42 (Board of Directors) The Club shall have a Board of Directors. The board of directors shall consist of directors, including the president. Article 43 (Application Mutatis Mutandis of the Commercial Act, etc.) The provisions of Article 362, Article 363, Sections and , Article 364, Article 365, Section and , Article 367, Article 368, Sections and , Article 371, Section , Article 372, Article 373, Article 376 or Article 381 and Article 433, Section of the Commercial Act shall apply mutatis mutandis to the General Meetings of the Club.

The provisions of Article 49 and Article 64 of the Insurance Business Act and Article 382, Section , Article 386, Article 388, Article 395, Article 398, Article 399, Section , Article 401, Section , Article 407, Article 408 and Article 412.2 of the Commercial Act shall apply mutatis mutandis to matters relating to the directors of the Club.

The provisions of Article 41 and Article 64 of the Insurance Business Act and Article 382.2, Article 383.3, Article 386, Article 388, Article 394, Article 399, Section , Article 401, Section 1, Article 407, Article 411, Article 412, Article 412.3, Article 413 and Article 414, Section of the Commercial Act shall apply mutatis mutandis to matters relating to auditors of the Club. The provisions of Article 389, (excluding Section ), or Article 393 of the Commercial Act shall apply mutatis mutandis to matters relating to the board of directors of the Club. The provisions of Article 10 or Article 15, and Article 17 of the Commercial Act shall apply mutatis mutandis to matters relating to the employer of the Club.

Chapter 5 Accounting Documents

Article 44 (Submission of Accounting Documents) The Club shall submit to the Minister its financial statements and business report under conditions as prescribed by MLTM Decree each year. Article 45 (Application of the Commercial Act, etc.) The provisions of Article 29 or Article 33, Article 447 or Article 450, Article 452, and Article 468 of the Commercial Act shall apply mutatis mutandis to matters relating to the accounting documents of the Club. The provisions of Article 67, Article 70, Article 94, Article 96, Section , Article 97, and Article 98 of the Insurance Business Act shall apply mutatis mutandis to matters relating to the accounting documents of the Club. In such a case, the Financial Services Commission in the provisions of Article 96, Section and Article 97 of the Insurance Business Act and the Prime Minister's Decree in the provision of Article 98, Section of the Act shall be deemed as the Minister of Land, Transport, and Maritime Affairs and the Ministry of Land, Transport, and Maritime Affairs' Decree, respectively. The content of the financial statements pursuant to Article 447, subsection 1 and Article 449, Section of the Commercial Act, which are applied mutatis mutandis in the provision of Section , shall be determined by MLTM Decree. Chapter 6 Dissolution

Article 46 (Dissolution) When falling under any of the following events, the Club shall be dissolved, provided that, in the event of falling under the event of subsection 5, if the Club meets the criterion pursuant to the provisions of Article 5 and Article 10, Section within 3 months after obtaining the Minister's approval, the Club shall not be dissolved:

1. Expiry of the Club's duration or occurrence of dissolution reasons defined by its Articles of Incorporation;

2. Resolution at a General Meeting;

3. Bankruptcy of the Club;

4. Revocation of an incorporation permit;

5. Where the business fund is short for the amount provided for in Article 5 or the number of members and the number of ships, the purpose of the insurance, do not meet the numbers defined in Article 10, Section .

In the event of a dissolution or meeting the criterion under the provision of Section , the Club shall immediately report said fact to the Minister.

The resolution of dissolution at a General Meeting pursuant to Section , subsection 2 shall enter into effect only after obtaining the approval of the Minister.

Article 47 (Application Mutatis Mutandis of the Commercial Act, etc.) Article 228 of the Commercial Act and Article 69, Section and Article 137, Sections and of the Insurance Business Act shall apply mutatis mutandis to matters relating to the dissolution of the Club. In such a case, the Financial Services Commission in the provisions of Article 137, Section of the Insurance Business Act shall be deemed as the Minister of Land, Transport, and Maritime Affairs.

Chapter 7 Liquidation

Article 48 (Liquidation) In the event of dissolution, the Club shall liquidate itself pursuant to this Chapter, except in cases of bankruptcy. Article 49 (Application Mutatis Mutandis of the Commercial Act, etc.) The provisions of Article 36 and Article 41, this Act and Article 79, Article 80, and Article 138 or Article 143 of the Insurance Business Act shall apply mutatis mutandis to matters relating to the liquidation of the Club. In such a case, the Financial Services Commission in the provisions of Article 138, Sections , , , and and Article 139 of the Insurance Business Act shall be deemed as the Minister of Land, Transport, and Maritime Affairs, and any shareholder who holds more than 5/100s of the shares of the capital or any employee who holds more than 5/100s of the shares of the capital in the 3 months prior in the provisions of Article 138, Section of the Insurance Business Act shall be deemed as a member who holds more than 1/10 of the shares of the capital in the 3 months prior, and subsections 2 and 6 or 7 under Article 114, Section in the provisions of Article 140, Section of the Insurance Business Act, and prior to the management or contract in the provisions of Article 143, Section , the Act shall be deemed as subsections and or under Article 46, Section 1 of the Insurance Business Act and management, respectively.

The provisions of Article 245, Article 253 or Article 255, Article 259, Article 260's provision, Article 264, Article 328, Article 362, Article 367, Article 373, Section , Article 376, Article 377, Article 382, Section , Article 386, Article 388, Article 389, Article 394, Article 398, Article 399, Section , Article 401, Section , Article 407, Article 408, Article 411 or Article 412.3, Article 413, Article 414, Section , Article 448 or Article 450, Article 531 or Article 537, Article 539, Section , Article 540 and Article 541 of the Commercial Act shall apply mutatis mutandis to matters relating to the liquidation of the Club. Chapter 8 Supervision

Article 50 (Operation of Properties) The Club shall operate its properties under conditions as prescribed by Presidential Decree.

Article 51 (Report and Inspection) When finding any of the following events for its supervision, the Financial Services Commission may order the Club to report relating to the Club's business or submit appropriate documentation:

1. When breaches of the prohibition of concurrent offices occurs pursuant to Article 6;

2. When breaches of the statement of the Articles of Incorporation pursuant to Article 11 occurs;

3. When breaches of the prohibition of stake-sharing pursuant to Article 26 occurs;

4. When it is necessary in accordance with this Act or the order or disposition under the Act.

The Financial Supervisory Service, (hereafter referred to as the "FSS"), in accordance with the Act on the Installation, etc. of the Financial Services Commission may inspect the Club's affairs and property situation.

In the event of an inspection pursuant Section 2, the FSS shall notify the inspectee of an inspection plan including the date and time, reason, and content of the inspection no less than 7 days prior to said inspection, provided that, in the event of emergencies or judging that in the case of a prior notice, the FSS would be unable to achieve the inspection purposes due to evidence destruction, etc., the same shall not apply.

Any person who is going to make an inspection pursuant to Section shall show to the officials a certificate evidencing inspection authority.

In the event of an inspection pursuant to Section , the FSS shall take all necessary steps in accordance with the results of such said inspection, and report the content of the inspection to the Minister and the FSC.

Article 52 (Order, etc. to Change the Articles of Incorporation) In the event of deeming it necessary due to a change in the Club's affairs, property situation, and other situations, the FSC may order the Club change its Required Documents and work execution methods, or provide a prohibition or restriction of a disposition of properties or other necessary matters for supervision purposes.

In the event of permitting a change in the Required Documents, if the Minister, in particular, deems it necessary to protect the interests of a member or any person who would acquire insurance money, the Minister may make the validity of the insurance change have an impact on insurance already agreed to, effective also in the future.

Article 53 (Order of Management or Receivership) Where continuation of business is deemed problematic, given the work and property situation of the Club or where the continuation of such business is improper because the Club's work performance is poor and may be likely to harm the interests of the rights and benefits of insurance contractors and insured persons, the FSC may give to the Club an order of business suspension or management or receivership of its work and property. The provisions of Article 108 or Article 110, Article 111, the first paragraph of Section and and Article 113 of the Insurance Business Act shall apply mutatis mutandis to matters relating to the Club's management of the work and property pursuant to Section . In such a case, the Prime Minister's Decree in the first paragraph of Article 111, Section of the same Act shall be deemed as MLTM Decree. Article 54 (Revocation, etc. of Permission of Incorporation) Where the Club falls under any of the following events, the Minister may revoke the Club's permission of incorporation:

1. In the event of false or dishonest incorporation;

2. When breaches of the content or conditions of permission of incorporation arise;

3. When doing business during business suspension occurs;

4. Due to act/s that materially harm the pubic interest. When the Club conducts activities provided for in Section , the FSC may give to the Club an order for business suspension, in whole or in part, depending on the situation, and request the Minister to cancel the Club's permission of incorporation.

When finding a fact set forth in Section , a Do governor of the FSS may recommend the Club remove an executive from office or take disciplinary action against an employee or take any other necessary steps depending on the situation. In such a case, if there is a reason which falls under business suspension or a revocation of permission of incorporation, the Do governor shall recommend any necessary steps to the FSC. In the event of a revocation of the Club's permission of incorporation pursuant to Section , the Minister shall hold a hearing.

Chapter 9 Supplementary Provisions

Article 55 (Application of the Commercial Act, etc.) The provisions of Article 34.2, Article 35, Article 37, or Article 40 of the Commercial Act shall apply mutatis mutandis to matters relating to the registration of the Club.

The provisions applied to commercial non-contentious cases in the Non-Contentious Case Litigation Procedure Act shall apply mutatis mutandis to the non-contentious cases of the Club, unless otherwise opposed to the Club's nature.

Chapter 10 Penal Provisions

Article 56 (Breach of Trust by Executives, etc.) In the event that any of the Promoters, directors, and auditors of the Club, persons acting in the jobs under Article 386, Section and Article 401, Section of the Commercial Act which applies mutatis mutandis to Article 43, Sections and of this Act, insurance agents under Article 108 of the Insurance Business Act which applies mutatis mutandis to Article 53, Section of this Act, and managers, (hereafter referred to as "Manager"), under Article 10 or Article 14 of the Commercial Act which applies mutatis mutandis to Article 43, Section of this Act, or any employers violates his/her obligations, acquires interests in property, or makes any third party acquired interests in property and inflicts a loss on the Club's property, he/she shall be sentenced to no less than one year and no more than 10 years in prison or given a less than 50 million won fine.

In the event that the liquidator of the Club or a person acting in the job under Article 386, Section and Article 407, Section of the Commercial Act which applies mutatis mutandis to Article 49, Section of this Act commits an act provided for in the foregoing Section , the foregoing Section shall apply.

Article 57 (Attempted Crime) Those who attempt to commit a crime as provided for in Article 56 shall be punished.

Article 58 (Act which Endangers the Property of the Club) In the event that an inspector under Article 386, Section of the Commercial Act which applies mutatis mutandis to Article 36, Section , an inspector, (hereafter referred to as "Inspector"), under Article 367 of the Commercial Act which applies mutatis mutandis to Article 43, Section and any person provided for in Article 56, Section commit an act falling under any of the following subsections, such an inspector and person or company shall be sentenced to less than 7 years in prison or a less than 40 million won fine:

1. An act of making an unfaithful report or not disclosing facts to the court or the General Meetings, (including an inaugural meeting), in connection with the number of Club members, acceptance of contribution money, payment of contribution money, or matters relating to items listed under subparagraph 6 or 8, Article 11 in establishing the Club;

2. An act of acquiring or receiving for a right of pledge, a stake unjustifiably at the expense of the Club, irrespective of the recipient's name;

3. An act of paying out interest or dividends in violation of the law or the Articles of Incorporation;

4. An act of disposing of the Club's properties beyond the Club's business scope to engage in a speculative transaction.

Article 59 (Corruption) Where any Inspector or a person or company defined in Article 56 is improperly in receipt of property, such said Inspector or Person shall be sentenced to less than 5 years of imprisonment or a less than 30 million won fine. Those who promise or give or offer to give interests in the foregoing Section shall also be punished as provided for in Section . Article 60 (Wrongful Exercising, etc. of Voting Rights) Those who are given a wrongful request relating to any of the following matters and give, receive, request, or promise interests in property shall be sentenced to less than one year of imprisonment or a less than 10 million won fine:

1. Exercising of speaking or voting rights at the Club's General Meeting;

2. Filing a lawsuit pursuant to this Act or exercising more than 1/10 of a right by a Club member.

Those who promise or give or offer to give interests in the foregoing Section shall also be punished as provided for in Section . Article 61 (Concurrent Punishment) Those who commit a crime provided for in Article 56 or Article 60 may receive a concurrent punishment of imprisonment and a fine depending on the circumstances.

Article 62 (Forfeiture) In the event of a matter pursuant to Article 59 and Article 60, all interest shall be forfeited. Where unable to be collected, the amount corresponding to the value of the interests shall be charged additionally. Article 63 (Violation of Prohibition of Using Similar Names) Those who violate the provision of Article 8, Section shall be sentenced to less than one year of imprisonment or a less than 10 million won fine.

Article 64 (Corporation Offenses) In the event that those provided for in Article 56, Article 58, or Article 59, Section is a corporation, the penalty defined in this Chapter shall apply to the director who committed such an act or other executives or managers who executed the acts.

Article 65 (Acts Entitled to a Fine for Negligence) When committing an act falling under any of the following matters, the founding member, director, auditor, inspector, or liquidator of the Club, a person acting in the job under Article 386, Section and Article 407, Section 1 of the Commercial Act which applies to Article 49, Section of this Act, or an insurance agent or manager under Article 108 of the Insurance Business Act which applies to Article 53, Section of this Act shall be disposed of with a less than 5 million won fine for negligence, provided that, in the event of imposing a punishment for such an act, the same shall not apply:

1. When breaches of the provisions of Article 6 or Article 39 arise;

2. When an Application for Admission is not established, in violation of Article 12, Section and Article 22, Section, or where items to be completed in the Application for Admission are omitted or entered falsely;

3. When General Meetings are convened or not convened in violation of Article 364 of the Commercial Act which applies to Article 13, Section of this Act or Article 364 or Article 365, Section of the Commercial Act which applies to Article 43, Section of this Act, or where a General Meeting is convened in a place other than the place provided for in the Articles of Incorporation;

4. When breaches of the provisions of Article 15, Section occur;

5. When breaches of the provisions of Article 19, Section occur;

6. When documents are not kept properly, in violation of Article 64, Section of the Insurance Business Act which applies to Article 43, Section and Article 49, Section , or in violation of Article 448, Section of the Commercial Act which applies to Article 45, Section and Article 49, Section ;

7. When incomplete or false entries are made into the Articles of Incorporation, member list, minutes, property list, balances sheets, business plan, business report, work report, books under Article 29, Section of the Commercial Act which applies to Article 45, Section , or where incomplete or false entries are made into the items to be completed in the report of closing accounts under Article 540, Section of the Commercial Act which applies to Article 49, Section ;

8. When reserves are not made in violation of Article 67 or Article 97 of the Insurance Business Act which applies to Article 45, Section , or when such reserves are improperly used;

9. When appropriates legal reserves are not kept in violation of Article 98, Section of the Insurance Business Act which applies to Article 45, Section of this Act, or where such said legal reserves are not entered into the books;

10. When a dissolution procedure occurs in violation of Article 76, Section of the Insurance Business Act which applies to Article 47;

11. When Club property is disposed of or distributed in violation of Article 79 and Article 80, Section of the Insurance Business Act which applies to Article 49, Section , or in violation of the Articles of Incorporation;

12. When a negligent filing for bankruptcy application occurs in violation of Article 254 of the Commercial Act which applies to Article 49, Section ;

13. When periods are defined improperly under Article 535, Section of the Commercial Act which applies to Article 49, Section for the purposes of delaying the conclusion of liquidation;

14. When debts are settled in violation of Article 536 of the Commercial Act which applies to Article 49, Section ;

15. When a request to become an insurance agent is rejected without a justifiable reason in violation of Article 108, Section of the Insurance Business Act which applies to Article 53, Section ;

16. When business is conducted in violation of Article 110 of the Insurance Business Act which applies to Article 53, Section ;

17. When breaches of an order of the Minister or the FSC pursuant to this Act occur;

18. When a rejection, obstruction, or avoidance of an inspection pursuant to this Act occurs;

19. When an unfaithful report is submitted to an administrative agency/office or at General Meetings or facts are obscured;

20. When there is negligence in registration pursuant to this Act;

21. When there is negligent in public notices, notices, reports, or declarations pursuant to this Act, or when such public notices, notices, reports, or declarations are made unlawfully;

22. When requests for viewing and copying of documents or issuing of certified or abridged copies are refused without a justifiable reason in violation of this Act;

23. When there is negligence in an election procedure of such a post at a time when a vacancy for the post of director or auditors as defined in this Act or the Articles of Incorporation;

24. When the transfer of work to the liquidator appointed by the Minister or the court or the insurance agent designated by the FSC is not completed. Article 66 (Procedure for Imposing a Fine for Negligence) The fine under the provisions of Article 65 shall be imposed and collected by the Minister or the FSC, (hereafter referred to as the "Imposer"), under conditions as prescribed by Presidential Decree.

Any person who does not accept a disposition of a fine for negligence in accordance with Article 1 may file a claim against the Imposer within 30 days after receipt of a notice for such a disposition.

In the event that any person who is given a disposition for a fine for negligence in accordance with the foregoing Section 1 files a claim pursuant to Article 2, the Imposer shall immediately notify the competent court of said fact. The competent court shall hold a hearing for a fine for negligence in accordance with the Non-Contentious Case Litigation Procedure Act. In the event of not filing a protest within a period provided for in Section 2 or not paying a fine for negligence, the Imposer shall collect such a fine in accordance with the examples of the disposition on a default of national taxes. Addenda (The Act on the Installation, etc. of the Financial Services Commission) Article 1 (Enforcement Date) This Act shall enter into force on the date of its promulgation.

Articles 2 through 4, omitted.

Article 5 (Amendment of Other Laws) Sections through 40 ; omitted. Section 41, Part of this Act shall be revised as follows; "With the Minister of Finance and the Economy" in Article 15, Section shall be amended as "With the Financial Services Commission." "The Act on the Installation, etc. of the Financial Supervisory Organizations" and "Financial Supervisory Commission" in the latter paragraph of Article 15, Section shall be deemed as amended as "The Act on the Installation, etc. of the Financial Services Commission" and "Financial Services Commission," respectively. "The Financial Supervisory Commission in the provisions of Article 45, Section , Article 49, Section , Article 51, Sections and , Article 52, Section , Article 53, Section , Article 54, Sections and , subsections 17 and 24 under Article 65 and Article 66, Section shall be amended as "The Financial Services Commission."

In the provisions of Article 47, "The provisions of Article 76, Section and Article 114, Sections and of the Insurance Business Act shall apply mutatis mutandis to matters relating to the dissolution of the Club. In such a case, the Minister of Finance and the Economy under the provision of Article 114, Sections of the Insurance Business Act shall be amended as "The provisions of Article 69, Section and Article 137, Sections and of the Insurance Business Act shall apply mutatis mutandis to matters relating to the dissolution of the Club. In such a case, the Financial Services Commission under Article 137, Section of the Insurance Business Act." In the provision of Article 51, Section , "The Act on the Installation, etc. of the Financial Supervisory Organizations shall be amended as "The Act on the Installation, etc. of the Financial Services Commission."

Sections 42 through 85 ; omitted.