The Founding Decision (1)
The three of them headed back into town. At Director Ma's suggestion they decided to grab lunch, and found a nearby restaurant where they ordered spicy stir-fried pork.
Over the meal and a round of soju, Kim Chirok walked them through the incorporation process, laying out everything he had researched online.
"Once Hyangnam Tech shuts down and we move the injection machines to the Songgok-ri factory, we should incorporate immediately. Or even before that — that would be fine too."
"Don't we file for a business registration first?" Manager Jo asked.
"That works if you're a sole proprietor, but a corporation is different. You have to incorporate first."
Director Ma turned on Manager Jo.
"You stay out of this. The future president is talking. If you don't know, keep your mouth shut."
"Heheh. I don't know much about this administrative stuff anyway."
Kim Chirok pressed on.
"To incorporate, we have to prove the capital actually exists. You'll need to transfer the money you've each pledged into my account."
At that, both men froze and stared at him. The look in their eyes was unmistakable: What if he takes the money and runs?
"A partnership has to be built on trust. The newly established Hyangdong Tech Co., Ltd. will have capital of two hundred million won, issuing twenty thousand shares at ten thousand won apiece."
"So that's where the two hundred million comes from?"
"That's right. And the inside directors will be Na Yongseong, Jo Gapcheol, and Kim Chirok — the three of us."
"The foreigners are putting in money too. Do their names not go on?"
"They don't need to be on the corporate register. We just list them on the shareholder registry. Director Ma, are you really not going to take the CEO seat?"
"What are you talking about? You're putting in the most money, so you should be CEO. Besides, we're weak on the administrative side."
Manager Jo clinked his glass against Kim Chirok's.
"Heheh. Mr. President! Looking forward to working with you."
Kim Chirok paused for a moment before answering.
"Then I'll take the CEO position for now. If anyone's unhappy with the CEO, we can always convene a board meeting and replace him."
Manager Jo grinned and tossed in another remark.
"Heh. Once a president, always a president!"
Kim Chirok continued, and the other two hung on every word, eyes fixed on his mouth.
"The shareholder registry isn't a registered item, but we still need to draw one up."
"Of course."
"I'll put in one hundred million won for a fifty percent stake. Director Ma, you'll put in fifty million for twenty-five percent."
"Hmm. That sounds right for the shares."
"Manager Jo, you'll put in thirty million for fifteen percent. The two Bangladeshi men will each put in ten million, for five percent apiece."
Director Ma spoke up.
"But I already paid four million as the deposit on the Songgok-ri factory."
"Then send forty-six million, minus that. From now on, it's better to make expenditures after we've incorporated."
"Understood."
"And don't pay the president for the injection machines yet."
"If we don't pay, he won't give us the machines."
"Then we should probably incorporate in advance. After incorporation, we'll need a receipt for the thirty million we pay for the machines."
"A receipt?"
"It has to be recorded as Hyangnam Tech selling the injection machines to Hyangdong Tech. If thirty million won goes out, we need to keep documentation like a receipt. We'll need it for tax purposes."
"This is complicated. Anyone really can't just become a president. Kim Chirok should definitely be the one."
"Haha. Anyone could handle this kind of thing."
"No. To do it smoothly, you need someone like you who's actually handled administrative work."
"And once you come over to Hyangdong Tech, you can't keep the titles of Production Director and Production Manager."
"Can't? What do you mean by that?"
"There are external considerations. I think Director Ma should be Factory Director, and Manager Jo should be Production Manager."
Director Ma and Manager Jo looked at each other. The smiles that crept onto their faces made it clear they didn't mind the idea at all.
"Looks like we just got bumped up a rank overnight."
"As Hyangdong Tech grows, new people will come in. That's why the titles should be set that way."
"Our clients are going to laugh."
"Even the raw material suppliers call themselves president and vice president when they've only got one or two employees, don't they?"
"All right. Then I'll be Factory Director."
Manager Jo quickly poured Director Ma a drink.
"Factory Director! How about a glass?"
"Good, good. Production Manager! How many parts did we produce for Mitsutech today?"
The two of them burst out laughing, and Kim Chirok laughed along with them.
Director Ma tipped back the soju Manager Jo had poured and drained it in a single swallow. He wiped his mouth with the back of his hand.
"Then we should incorporate quickly, shouldn't we? How about we start the process on Monday?"
"That's fine with me. Since you'll need to deposit the money, I'll text you my account number."
"Got it."
"And I'll need a copy of the factory contract. We have to know the head office address for the new corporation."
"I'll just give you the original."
Director Ma pulled the contract from his inner pocket and handed it over. It was the Songgok-ri factory lease.
Kim Chirok tucked it away.
"I'll send my account number once I get home. As soon as the money comes in on Monday, I'll start the incorporation process."
"Then shall we raise a glass to our Hyangdong Tech?"
"Absolutely."
They lifted their glasses high and shouted as one.
Kim Chirok returned to his studio apartment and sent his account number to Director Ma and Manager Jo.
Monday arrived.
Kim Chirok checked his bankbook. Director Ma and Manager Jo had both deposited their founding capital. The two foreign workers, however, had yet to send anything.
At lunch, Director Ma leaned in close to Kim Chirok's ear and dropped his voice to a whisper.
"Did all the money come in?"
"The two foreigners haven't deposited yet."
"No? I'll chase them up. If those guys can't do internet banking, I'll put them in my car and take them to the bank myself."
"Take your time. And it's best if the rest of the company doesn't find out."
"Don't worry about that."
The Plant Manager caught Kim Chirok and Director Ma whispering.
"What are you two whispering about? Two grown men — it's creepy."
"Ah, it's nothing."
"You know, Kim Chirok, you're awfully popular. Ayako drops by to whisper with you sometimes, and the housewives in the cutting room like you too."
"Excuse me? Me?"
"Playing innocent! Youth really is the best time of life."
With a peculiar little smile, the Plant Manager walked out of the cafeteria.
Around three in the afternoon, the two foreigners' money came in. The names on the transfers were Tamim Hassan and Mohammed MD.
Kim Chirok sent Director Ma a text.
Kim Chirok sat down at his desk and drafted the minutes of Hyangdong Tech's promoters' meeting. For the articles of incorporation, he simply copied Hyangnam Tech's as they stood. Since Hyangnam Tech and Hyangdong Tech were in the same line of business, it seemed fine to use them as-is.
The next day, Kim Chirok told the Accounting Manager he needed to run to the pharmacy. He said he seemed to have a strange headache coming on.
"Your head hurts? Go ahead, then."
Kim Chirok gathered the documents he needed for the incorporation, left the office, and stopped by the production department. He collected Director Ma and Manager Jo's seal certificates and registered seals.
"Director Ma will be listed as an inside director, and Manager Jo as auditor. We need an auditor, after all."
Manager Jo nearly jumped out of his chair.
"Auditor? I don't even know what an auditor does!"
"Haha. It's a formality. We're just putting the title on paper."
"You'll have to teach me a lot, Kim. I've only ever run injection machines. I don't know this stuff."
"Don't worry. I'll take care of everything."
Documents in hand, Kim Chirok ran straight to the bank and had a balance certificate issued for the founding capital that had been deposited. From there he went to a judicial scrivener's office in town and asked them to handle the incorporation.
The judicial scrivener reviewed the paperwork and said it would take about a week.
Kim Chirok texted Director Ma.
Kim Chirok figured that walking back into the office empty-handed would only annoy the Accounting Manager. No supervisor liked a subordinate who kept disappearing when there was work to be done.
So he stopped at a convenience store and bought a case of Vita 500 energy drinks.
Back at the office, he spoke to the Accounting Manager.
"I feel alive again after taking the medicine."
He had left his desk on the pretext of going to the pharmacy, so he had to sell the story.
"I thought you'd gone to the pharmacy and died."
"Haha, sorry. My head hurt, so I got some fresh air. Have a drink."
He handed a Vita 500 to the Accounting Manager, then passed them out to the Managing Director and the logistics staff in the office as well. The president was in, but Kim Chirok didn't have the nerve to open the door to the president's office and offer him one, so he left that room alone.
He made out receipts for the Bangladeshi workers, and when he went to the restroom he stopped by the injection team and handed them over. He even made them swear to keep quiet.
"I filed for incorporation today. We can't tell anyone else that we're starting a separate company."
"We're people who left our hometown. We don't have anyone to tell."
"I mean don't tell your coworkers on the next team."
"Understood, President."
President?
It was the first time in his life anyone had ever called him that — and it had come from a foreign worker. By way of telling them to keep up the good work, he clapped each of them on the shoulder a couple of times and left the production floor.
Then, of all the luck, he ran into the Plant Manager.
"You — why do you keep going down to the production floor? Doing quality control work now too?"
"Ah, I was just letting them know about this month's allowances. Everyone's curious about that, you know."
"If you've got nothing to do, go help Assistant Manager Choi in Quality. We've got an SQ audit coming up — Supplier Quality certification."
"I'd be happy to help. But I report to the Accounting Manager, so you'd need to speak with her about it."
A new week began.
The judicial scrivener's office called Kim Chirok. Hyangdong Tech's incorporation was complete, they said — he should come pick up the certified copy of the corporate registry.
Kim Chirok was in excellent spirits. The Accounting Manager happened to be out running an errand for the president, so he hurried downtown, collected the corporate registry extract and the corporate seal, and came back.
On the register, the name listed under Representative Director was Kim Chirok. Only the first six digits of his resident registration number appeared, and the address was given as a villa in Bongcheon-dong, Gwanak-gu, Seoul. For the inside director and auditor — Director Na Yongseong and Manager Jo Gapcheol — the date of birth was listed, but no address.
Representative Director: Kim Chirok
Resident Registration No.: [first six digits only]
Address: Villa, Bongcheon-dong, Gwanak-gu, Seoul
Inside Director: Na Yongseong (date of birth listed; address not recorded)
Auditor: Jo Gapcheol (date of birth listed; address not recorded)
Kim Chirok photographed the corporate registry extract and sent it straight to Director Ma and Manager Jo.
Director Ma received the message and called immediately.
"I saw the photo. Good work. Are you going to the tax office right away?"
"Let's go tomorrow. Ah, and Hyangnam Tech's third auction is tomorrow."
"Is that so? Then tomorrow everything gets decided."