外國人M&A에 대한 規制緩和와 그 法的 限界

• 영문명: The Deregulation of the Foreigner's Mergers and Acquisitions and its Legal Limits
• 발행기관: 한국사법학회(구 한국비교사법학회)
• 저자명: 송종준
• 간행물 정보: 『비교사법』비교사법 제10권 3호, 413~451쪽, 전체 39쪽
• 주제분류: 법학 > 법학
• 파일형태: PDF
• 발행일자: 2003.09.01

영문 초록

Since the Korean financial crisis in 1997, formerly strict regulations of the foreigner's mergers and acquisitions to Korean companies have been considerably lessened or deregulated and foreign direct investment in Korea has rapidly increased. Such a deregulation policy on foreigner's M&A is said to be taken inevitably in order to meet the requirements for limiting the foreign direct investment under the OECD Code of Liberalisation of Capital Movements as a member country. But in the perspective of long term such a deregulation-drive policy can result in permitting foreigners to acquire the control of the companies whose assets are highly valued enough to be protected for national interests such as defense of national security, enhancement of public policy, protection of culture and natural basic resources, and restraint of limiting competitiveness. It is not desirable that a certain regulation policy would ignore the above legal limits in decision-making of the legal enforcement to foreigner's M&A in Korea. This article analyses the concepts of legal limits under the OECD Code, US and Korean legal system in the comparative point of view and suggests some feasible answers to such a question. First, transparence has to be kept in applying the legal limits to foreigner's M&A by enacting laws or decrees which contain provisions of clear and detailed procedures and requirements. Second, a single general control system should be made to protect national security: Financial Supervisory Commission under the Securities Exchange Act and Ministry of Industry and Resources under the Foreign Investment Protection Act should be merged into so called Foreigner's M&A Reviewing Committee. Third, purposes of four legal limits except 'national security' should be carried out by enacting or revising provisions under the relating specified-industry laws including Korea anti-trust law.

목차

1. 총설

2. OECD규약상 외국인M&A에 대한 규제지침과 미국연방법의 규제태도

3. 우리법상 외국인M&A규제의 현황과 규제완화의 한계

4. 외국인M&A규제에 있어서 향후의 법정책과제

5. 결론

참고문헌

ABSTRACT