Advisory on a Korean Dermatology Clinic's Market Entry into China and …
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법무법인시우 작성일26-06-18본문
1. Case Overview
A well-known Korean dermatology clinic sought to enter the Chinese market, beginning in Shenzhen, and to expand into a multi-clinic network across China. Lawfirm SIWOO designed the network structure—encompassing operational outsourcing, technology transfer, and trademark licensing—and conducted the corresponding domestic and international legal review.
2. Key Issues
- Procedures and requirements for establishing a domestic MSO (Management Services Organization)
- Conditions and procedures for establishing a Hong Kong SPC to serve as the global network holding company
- Requirements under Chinese law (the Foreign Investment Law, etc.) for a foreign investor to establish a Sino-foreign joint venture hospital
- Restrictions on opening branch clinics in China and the design of a multi-site network expansion structure
- Drafting and review of the Korean and Chinese versions of the network agreement to be entered into for the opening of the first clinic
3. Advisory Services Provided
Lawfirm SIWOO closely examined the client's phased expansion plan. First, we organized the specific procedures for establishing a domestic MSO in the form of a stock company under the Commercial Act (including the promoter-incorporation process, mandatory articles of incorporation, registration license tax, incorporation registration, and business registration), together with practical points of caution.
Next, with respect to establishing a Hong Kong SPC, we provided comprehensive guidance on the essential requirements, including shareholders, registered directors, the company secretary, capital, the tax regime (the two-tiered profits tax system), and corporate bank account opening. We further analyzed the relevant Chinese laws—including the Foreign Investment Law and the Interim Measures for the Administration of Sino-foreign Joint Venture and Cooperative Medical Institutions—to systematically present the requirements for establishing a Sino-foreign joint venture hospital (total investment amount, the Chinese party's equity ratio, the joint venture term, etc.) and the required submission documents, and we highlighted the relaxed investment conditions applicable to Hong Kong and Macau service providers and to entry into Guangdong Province.
In particular, noting the restriction on opening branches of a Sino-foreign joint venture medical institution, we proposed an alternative network structure under which multiple joint venture hospitals are individually established and managed centrally through a holding company. We also reviewed and revised the Korean and Chinese versions of the network agreement to be entered into with the first clinic.
4. Outcome
By providing a comprehensive legal opinion spanning domestic and international corporate law as well as Chinese laws governing medical institutions, Lawfirm SIWOO enabled the client to identify, in advance, the legal risks arising at each complex stage of overseas expansion and to design a viable network expansion structure.









