대표소송·다중대표소송에 관한 국제회사법적 검토 - 해외자회사 이사를 상대로 한 다중대표소송 可否에 관한 試論을 겸하여 -

Abstract

In the realm of international corporate law, matters can indeed become intricately complex, particularly in lawsuits involving multinational corporations operating across various jurisdictions. This paper scrutinizes the intricate legal issues arising when shareholders of a large Korean parent company opt to sue the directors of its significant overseas subsidiaries. Our analysis focuses on determining international exclusive jurisdiction – which court holds authority over the case and which country's laws should apply – all of which are crucial considerations when the case transcends borders and governing law as well. Drawing from hypothetical scenarios, we delve into the nuances of international corporate law across two main categories: 1. Shareholders' Derivative Lawsuits: • Korean company (A) with foreign shareholders filing in a Korean court (Type A-1). • Korean company (A) with foreign shareholders resorting to a foreign court (Type A-2). • Foreign company (B) with Korean shareholders litigating in a Korean court (Type B-1). • Foreign company (B) with Korean shareholders opting for a foreign court (Type B-2). 2. Multiple Derivative Lawsuits • Korean parent company (A) suing an overseas subsidiary (b) in a Korean court (Type A-b-1). • Korean parent company (A) litigating against an overseas subsidiary (b) in a foreign court (Type A-b-2). • Foreign parent company (B) initiating legal action against a Korean subsidiary (a) in a Korean court (Type B-a-1). • Foreign parent company (B) pursuing litigation against a Korean subsidiary (a) in a foreign court (Type B-a-2). Through this comprehensive analysis, we navigate the complex terrain of international jurisdiction and governing law. Our exploration sheds light on the intricate interplay between legal frameworks and corporate structures in our increasingly globalized world.