은행 경영지배구조의 법제도적 개선 과제

Abstract

The issue of corporate governance for banks is regarded as one of the significant prudential regulations because a 'bad' corporate governance scheme may lead to 'poor' management performance or ultimately insolvency of banks. Recently, since the 2008 global financial crisis, the issue of corporate governance has been becoming more important and emphasized, domestically as well as globally. Similarly, the issue of corporate governance for banks in Korea gives a spotlight in respect that the process of selection of a bank president is not so transparent that 'undue influence' by 'outsiders' (e.g., the government or politics) is being made. Further, outside directors whose main role is to check an 'enormous' power of a bank president are criticized in that they do not nor are able to perform their assigned roles properly because the management including a bank president still exerts a strong influence on the process of their selection. Thus, this article assesses the problems of the current corporate governance system for banks and suggests some recommendations. Among others, this article argues that a 'bank president candidate recommendation committee' should be legally established and the committee's constitution should be comprised of representatives from consumers and employees, respectively. Further, the minutes of the committee should be disclosed in order to enhance transparency. Second, a bank president, a bank executive director, or the management should be excluded in the constitution of an 'outside director candidate committee'; instead, representatives from consumers and the bank's employees should be included, in order to prevent undue influence from a bank president or the management. Third, a new requirement of at least five-year bank work experience should be added to the qualification requirements for a bank president, in order to exclude 'outside' undue influence and as well to prevent an unqualified candidate from being selected. Fourth, such bank experience requirement should be also added to the list of the qualifications for a standing audit committee member, because most executive audit members of banks are currently selected from the group of financial supervisor employees or high ranking officials of the government, which is highly likely to lead to a corruption from such connections. Fifth, the authority for appointing audit members should be streamlined into a shareholders meeting, rather that the current bifurcated system (i.e., selection by a shareholders meeting and then confirmed by a board of directors). Finally, this article points out that the regulator's policy toward enacting a 'best practice' for setting up a good corporate governance scheme should be shifted into enacting the law and regulation.