지원사업
학술연구/단체지원/교육 등 연구자 활동을 지속하도록 DBpia가 지원하고 있어요.
커뮤니티
연구자들이 자신의 연구와 전문성을 널리 알리고, 새로운 협력의 기회를 만들 수 있는 네트워킹 공간이에요.
초록· 키워드
오류제보하기
Despite of 15 years experience of outside director system, it has not yet performed its desirable functions in our society. That is because outside directors have been actually nominated by controlling shareholders, although their main duty is to check out undesirable doings of the shareholders. In order to control management of major shareholders and CEO effectively,some of outside directors should be nominated by minor shareholders or labor unions, who have actual power to check out the doings of controlling shareholders or CEO. Cumulative voting in general meetings is good way for minor shareholders to nominate outside directors. However many korean scholars have opposed the compulsory cumulative voting, because most of American State Laws have abolished the compulsory voting. However the transparency of management in Korea is not ensured differently from the situation of American management. So the situation of America can not be justifiable basis to oppose the compulsory cumulative voting in Korea.
In addition the officer system should also be compulsorily introduced in Korea in order to separate the executive organ from the auditing organ in company. Introduction of compulsory cumulative voting and officer system could give excessive burden to large business corporations. So the large corporations habing assets more than 2 trillion Korean won applying above 2 systems would have some alleviation in auditing committee and nominating committee. Meanwhile small and medium companies having assets amounting less than 100 billion won would be exempted from compulsory outside director system to protect their business activities.
목차
등록된 정보가 없습니다.
참고문헌 (40)
참고문헌 신청
American Law Institute / / Principles of Corporate Governance: Analysis and Recommendation
Donald C. Clark / 2007 / Three Concept of the Independent Director / Del. J. Corp. L 32 : 73 ~ 111
Robert J. Larner / 1966 / Ownership and Control in the 200 Largest Nonfinancial Corporations, 1929 and 1963 / American Economic Review 56 : 777 ~ 788
Smith, Jean Edward / 2008 / FDR, New York / Random House
강정린 / 2010 / 개정상법의 감사위원회 위원선임에 따른 소수주주의 영향감소효과 / 이슈&분석 (1)
Donald C. Clark / 2007 / Three Concept of the Independent Director / Del. J. Corp. L 32 : 73 ~ 111
Robert J. Larner / 1966 / Ownership and Control in the 200 Largest Nonfinancial Corporations, 1929 and 1963 / American Economic Review 56 : 777 ~ 788
Smith, Jean Edward / 2008 / FDR, New York / Random House
강정린 / 2010 / 개정상법의 감사위원회 위원선임에 따른 소수주주의 영향감소효과 / 이슈&분석 (1)
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