개정 금융회사 지배구조법의 주요 내용과 실무상 문제점, 향후 과제에 대한 小考 - 23. 11월 금융사 지배구조법 개정법률(안)을 중심으로

Abstract

The legislation referred to as the Act on Corporate Governance of Financial Companies (herein designated as the “Act,”) constitutes a fundamental regulatory framework governing the internal control mechanisms of financial entities. This statute imposes the imperative of formulating internal control standards integral to the comprehensive management of financial institutions. Despite the passage of over two decades since the inception of the internal control system within the financial sector, instances of financial mishaps persist due to lapses in internal control. Specifically, in 2019, a substantial mis-selling occurrence involving private equity funds transpired at a commercial financial institution, prompting the initiation of the sanctions process by the Financial Supervisory Authority. This development engendered a pronounced dispute regarding the construal and implementation of the obligation to establish internal control standards, as stipulated by the Act on Corporate Governance of Financial Companies. In the aftermath of these events, a discernible degree of critical public sentiment emerged, underscoring concerns pertaining to the perceived constraints of the formal regulatory and internal control systems delineated in the Corporate Governance Act. Against this backdrop of discourse, the Corporate Governance Act, primarily characterized by the introduction of an 'Responsibility Map' for executives of financial institutions, is poised for enactment following its passage through the parliamentary session of the National Assembly. This research undertakes an examination of the extant internal control system and its attendant challenges. Subsequently, the study delves into the context surrounding the proposed amendment to the Act on Corporate Governance of Financial Companies, elucidating its key provisions, and scrutinizing anticipated challenges in its implementation. The overarching objective is to probe the existing challenges and propose avenues for enhancement in the regulatory landscape. Given the unique features and uncertainties surrounding various terms, the proposed amendment to the Act on Corporate Governance of Financial Companies is likely to spark ongoing debates about how broadly and in what ways it should be applied. To address the challenges in implementing these changes, it’s crucial to make legislative improvements that lay a solid legal foundation for internal control goals and principle-based regulation in the long run. This involves not only reorganizing existing laws and regulations governing the internal control system but also considering the specific characteristics of different financial sectors, such as banks, securities, insurance.