상장회사 도산시 증권 투자자의 보호

• 영문명: Protection of Security Investors in Insolvency of Listed Companies
• 발행기관: 한국사법학회(구 한국비교사법학회)
• 저자명: 김연미(Yon Mi Kim)
• 간행물 정보: 『비교사법』比較私法 제19권 제3호, 777~800쪽, 전체 24쪽
• 주제분류: 법학 > 법학
• 파일형태: PDF
• 발행일자: 2012.08.31

영문 초록

Upon a company’s insolvency, the company’s creditors must be paid in full out of the company’s assets before any payment can be made to shareholders. However, if a shareholder of a listed company asserts that her investment was induced by the company’s misrepresentation or nondisclosure, she will have a tort claim against the company which may constitute an unsecured claim that would rank equally with other unsecured claims. This would be contrary to the understanding that shareholders’ claims would rank subordinated to creditors’ in insolvency situation. Although the victims of securities fraud are entitled to compensation, the reliance of the company’s creditors on the company’s equity cushion should be protected as well. Furthermore, as investors in equity securities have taken higher risk than investors in debt securities, they would not have expected to be treated pari passu with other unsecured creditors. In United States, this issue was hotly debated and resolved by legislation of Section 510(b) of the Bankruptcy Code which mandatorily subordinates shareholders’ claims arising from securities fraud. In Korea, although we do not have a statutory provision similar to Section 510(b) of the U.S. Bankruptcy Code, Bankruptcy Court may subordinate such shareholder claims to other unsecured claims pursuant to the rule of fair and equitable treatment in Korean bankruptcy laws.

목차

Ⅰ. 들어가며

Ⅱ. 외국에서의 논의

Ⅲ. 우리나라의 경우

Ⅳ. 나오며

〈참고문헌〉

〈Abstract〉

키워드

절대우선설 도산절차에서의 순위 증권사기 부실공시 미국파산법 510(b) absolute priority rule priority in insolvency securities fraud misrepresentation 510(b) of Bankruptcy code