I Became a Law School Genius

Chapter 8

Episode 8

“Next... Group 9, Bae Hyun-joong, and Group 10, Park Yoo-seung, please come forward.”

I didn’t expect that Bae Hyun-joong and I would be called up right away during this class.

I had decided to just wait for the moment when I would be called up with him someday.

I felt a sense of destiny in this development, which even seemed a bit contrived.

Alright.

I wasn’t a fool who didn’t know how to play even when the stage was set for me like this.

Let’s give Bae Hyun-joong an unforgettable memory.

“The problem for the two of you is... this.”

Professor Park Soo-geun projected a beam onto the blackboard.

[‘A’, is a corporation that collects and manages relics such as ceramics and earthenware. A, the CEO of ‘A’, borrowed 500 million won from ‘B’ bank in the name of ‘A’, received the money into an account in the name of ‘A’, and then withdrew it and fled overseas.

A had the purpose of embezzling the money and running away from the beginning, and ‘B’ bank has negligence in not knowing that A had such a purpose.

You are a lawyer hired by ‘B’. What are the means of redress for ‘B’?

(Assume that A’s actions were an unauthorized agency, and do not review apparent agency or abuse of representative authority)]

...It was a familiar type of problem.

First, let’s think about the relationship between a corporation and its CEO.

A corporation was said to be ‘something that is not a person, but is recognized as a subject of rights and obligations.’

In other words, ‘A’ the corporation was not a person, but was an entity that could own property or take on debt like a person.

But that was just in the legal sense.

A corporation was not a person, and it was not some kind of AI program either.

It was just a concept that existed in documents.

Therefore, if a corporation wanted to borrow or repay money from another party in reality, then someone who is a ‘real person’ had to act on its behalf.

That someone was the CEO.

If the CEO took out a loan saying, ‘I’ll borrow some money from your bank in the name of our corporation,’ then that debt would belong to the corporation, not the CEO.

Even if the money couldn’t be repaid, the property that was owned by the corporation, not the CEO, would be put under a red tag.

In this case, even if A ran away with the money, ‘B’ bank would just have to get the money back from ‘A’ the corporation, so there wouldn’t be any problems.

But here, a condition appeared.

‘A’s actions were an ‘unauthorized agency,’ and ‘apparent agency’ and ‘abuse of representative authority’ should not be reviewed.’

What did that mean?

Unauthorized agency, simply put, meant that A didn’t have the legitimate authority to put ‘A’ in debt.@@@@

Let’s say that one day, I went to the bank without Han Seol’s consent and took out a loan in Han Seol’s name.

If the bank went to Han Seol and told her to repay the money, Han Seol would feel very wronged.

What I did in this case was ‘unauthorized agency,’ and the debt that resulted from that unauthorized agency would not affect Han Seol.

Returning to the case, it would mean that even though A borrowed money in the name of ‘A’, ‘A’ had no obligation to repay that money.

‘Not reviewing apparent agency or abuse of representative authority means that we should just assume that ‘A’ has no debt and solve the problem.’

Then who would feel wronged?

That’s right.

‘B’ bank, which lent the money, would feel wronged.

They lent the money thinking it was going to ‘A’ the corporation, but ‘A’ had no obligation to repay it.

A, the culprit of all of this, had already run away far away, so there was no way to get the money back from him.

In the end, this question was asking if there was a realistic way for ‘B’, from their position, to get the money back from ‘A’ the corporation, aside from A who ran away.

‘There is a way. There is such a way.’

“However, there is an exception. If the other party knew that the CEO’s actions were not actually related to their duties, or did not know due to gross negligence, then vicarious liability cannot be imposed.”

Bae Hyun-joong paused to take a breath and then continued.

“However, in the problem, ‘B’ bank had negligence, but it was not written that they had gross negligence, so they do not fall under the exception.”

The reason why there was an exception was the same.

The purpose of Article 35 was to protect the other party.

But if someone knew from the start that the CEO was going to embezzle the money, or if they didn’t know due to gross negligence, would they even be worth protecting?

Our civil law said that they were not.

‘This is why it’s important to look at the legislative intent and purpose of the system.’

“In the end, ‘B’ can hold ‘A’ liable for damages based on vicarious liability under Article 35, Paragraph 1.”

Bae Hyun-joong finished his explanation and looked back at the professor with a proud expression.

His face said that he didn’t doubt that he was correct.

“Alright. I heard you well, Bae Hyun-joong.”

But unlike his words, Professor Park Soo-geun’s expression seemed somewhat disappointed.

That was to be expected. The answer he had just given was not bad, but it did not reach the professor’s true intention.

Now was my chance.

“Park Yoo-seung. Do you have anything to say about this solution?”

“...Yes, I do.”

“Tell me.”

I cleared my throat and put on an expression that looked as if I was very regretful.

“Bae Hyun-joong, fellow student.”

“Yes, Park Yoo-seung, fellow student.”

“Really, is this the best you could do?”

“What, are you saying?”

Bae Hyun-joong’s expression froze at that moment.

“Read the problem again. Did it say that you had to review the vicarious liability of corporations?”

“What are you saying? Isn’t it basic for a case problem to extract the issues and write the answers without being told to do so?”

“Of course it is. But is the issue that you extracted the correct issue? Or was it all of them? Could it be that Bae Hyun-joong, fellow student, was trapped by the preconceived notion that this problem was to check what we learned today and ended up writing an insufficient answer?”

“Professor, I object! Park Yoo-seung is criticizing my answer without any proper basis!”

“...Explain it in more detail, Park Yoo-seung.”

Professor Park Soo-geun was looking at me with a strange expression.

“Please look at the question again. It says, ‘You are a lawyer for ‘B’.’ That is the phrase that penetrates the core of this problem.”

This was a style that was not often seen these days.

The case problems in the bar exam in the law school era were divided into small 10-point sub-problems, where each problem only dealt with one issue.

On the other hand, problems that asked you to write opinions that were advantageous or disadvantageous to a specific person as a lawyer or prosecutor were more often seen during the bar exam days.

And, that meant...

“Bae Hyun-joong, do you know how lawyers write their briefs?”

“...What?”

“In court, you can’t know what arguments the judge will accept and what arguments they will reject. Therefore, you write down all the possible claims and not just the most likely one to be accepted. We call these primary claims and secondary claims.”

“What are you trying to say!”

“To review everything that is possible, and to find the most advantageous plan for your client.”

In other words, it meant to write down everything you knew and compare the effects of each option.

“The effort to bring the maximum benefit to the client as a lawyer. Did you put in that effort? While solving this problem?”

“...”