Jin & Kim, PLC | Legal Blog
This is the official blog of Jin & Kim, PLC, an international law firm with Korean and U.S.-licensed attorneys in Busan and California, advising foreign companies and individuals on legal matters throughout Korea and Korea-related international matters.
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Short Answer
A liaison office (also known as a representative office) in Korea is a local office established by a foreign company for non-commercial activities.
It is intended for preparatory or auxiliary functions and is generally not used for revenue-generating business activities in Korea.
What Is a Liaison Office?
A liaison office is a form of presence that allows a foreign company to operate in Korea without establishing a separate legal entity.
It is typically used for:
- Market research
- Business coordination with headquarters
- Communication with local partners
- Preliminary business development activities
In general, a liaison office is expected to perform non-business or auxiliary functions rather than core revenue-generating activities.
What Activities Are Not Allowed?
A liaison office in Korea is generally limited to non-commercial functions.
In particular:
- If it signs sales contracts or conducts sales activities in Korea, it may be viewed as engaging in revenue-generating business, which can trigger tax or regulatory consequences
- Issuing local tax invoices or booking local sales is typically inconsistent with the non-business nature of a liaison office and may indicate business operations in Korea
In certain regulated industries, specific laws may expressly prohibit particular activities by a liaison office.
How Is It Different from a Branch or Subsidiary?
Foreign companies entering Korea generally consider three structures:
Liaison Office (Representative Office)
- Non-commercial or auxiliary activities
- Not intended for revenue-generating business
- Established as a local office of the foreign company without forming a separate Korean company
Branch Office
- Can conduct business and generate revenue
- Not a separate legal entity from the foreign company
Subsidiary (Korean Company)
- Separate legal entity incorporated in Korea
- Full business operations allowed
Choosing the appropriate structure depends on the company’s business objectives and level of commitment to the Korean market.
When Should a Liaison Office Be Used?
A liaison office is typically suitable when a foreign company:
- Is exploring the Korean market before making an investment
- Needs a local presence for communication and coordination
- Does not yet intend to generate revenue in Korea
For example, companies entering cities such as Busan for initial market research or partnership discussions often consider this structure as a first step.
Key Limitations and Risks
While a liaison office is relatively simple to establish, it has important limitations:
- Activities beyond preparatory or auxiliary functions may lead to classification as a business presence in Korea
- This may result in tax exposure or regulatory obligations
- It may not be suitable for long-term or revenue-generating operations
If the scope of activities expands, transitioning to a branch or subsidiary may become necessary.
Practical Considerations for Foreign Companies
Foreign companies should carefully evaluate:
- The intended scope of activities in Korea
- Whether revenue-generating activities are planned
- Potential tax implications, including permanent establishment risks
- The timeline for potential expansion into full operations
Selecting the wrong structure at the outset may lead to regulatory or tax issues.
Conclusion
A liaison office (representative office) in Korea is a useful option for foreign companies seeking a limited local presence without engaging in revenue-generating business activities.
However, if the company’s activities go beyond preparatory or auxiliary functions, it may trigger legal and tax consequences, making a different structure more appropriate.
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