株主總會 運營上의 問題點과 그 改善方案

• 영문명: A Proposal for Management Improvement of General Shareholders’ Meeting under the Commercial Law
• 발행기관: 한국사법학회(구 한국비교사법학회)
• 저자명: 鄭埈雨(Joon-Woo Chung) 丁祐永(Woo-Young Chung)
• 간행물 정보: 『비교사법』比較私法 제15권 제1호, 203~236쪽, 전체 34쪽
• 주제분류: 법학 > 법학
• 파일형태: PDF
• 발행일자: 2008.03.30

영문 초록

  In the stock company, the general shareholders’ meeting that is the highest decision-making system has various functions(i.e., the control of management, the concentration of stockholders’ wish, corporate decision-making etc.). The convocation of this general shareholders’ meeting shall be determined by the board of directors unless otherwise provided by the Commercial Law, the notice for convocation of a general meeting shall be dispatched in writing or by an electronic documents which shall state the subject-matters of the meeting to each shareholder at least two weeks prior to the date set for such meeting, and if the company has issued bearer share certificate, it shall give public notice stating its intention that the general meeting is to be held and the subject-matters of the meeting, at least three weeks prior to the date set for such meeting.
  Shareholders who hold no less than 3/100 of the total outstanding shares other than nonvoting shares may propose to make a subject matter of a general shareholders’s meeting to directors in writing at least six weeks prior to the date set for such meeting, and who holder no less than 3/100 of the total outstanding shares may demand the convocation of an extraordinary general meeting, by submitting to the board of directors a written statement of the proposed subject-matters of the meeting together with the reasons for the proposed convocation. And Shareholders may exercise their voting rights in writing in lieu of attending the general meeting, in this case notice for the convocation of the general meeting shall be accompanied by reference materials and documents necessary for shareholders to exercise their voting rights.
  But there are many problems(i.e., exercise of voting right in written, demand for convocation of general meeting by minority shareholders, proxy for voting right, electronic documents, shareholders’ right to make proposal, convocation procedure of general shareholders’ meeting, decision-making of general shareholders’ meeting etc.) concerning provisions on the management of general shareholders’ meeting. In this paper, thus, I investigated the problems of the provisions on the management of general shareholders’s meeting and proposed the reform measures for settlement of such problems under the Commercial Law and the Securities and Exchange Act.

목차

Ⅰ. 序說
Ⅱ. 株主總會의 召集節次와 그 問題點
Ⅲ. 株主總會의 意思決定과 그 問題點
Ⅳ. 結論
【參考文獻】
[Abstract]

키워드

서면투표제도 소수주주의 주주총회소집청구권 의결권의 대리행사 전자문서 주주제안권 주주총회의 소집절차 주주총회의 의사결정 Exercise of Voting Right in Written Demand for Convocation of General Meeting by Minority Shareholders Proxy for Voting Right Electronic Documents Shareholders’ Right to Make Proposal Convocation Procedure of General Shareholders’ Meeting Decision-making of General Shareholders’ Meeting