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Research on Measures for Establishment of Compliance Officer System in Korea

김태명
한국전문경영인학회|2017.10|전문경영인연구 (Journal of CEO and Management Studies)|제20권 제3호|pp. 99-116

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키워드

Internal Control SystemCompliance OfficerCompliance Officer SystemEstablishment Measures

초록

The compliance officer system has long been established in advanced countries including the US, the UK, Germany, and Japan. Moreover, it is widely considered an essential part of the management in globally renowned companies such as Microsoft and GE. For instance, no listed company in the US shall make a public disclosure until its corporate disclosure materials are not signed by the compliance officer. In addition, companies with efficient compliance officer systems can get up to 60% relief on legal penalties even in case they are sentenced with fines from violation of relevant laws. Above all, due to the strong social emphasis on business ethics, companies in advanced countries are actively introducing compliance officer systems to promote their corporate image. However, according to the business report of Financial Supervisory Service issued in June 2016, only 183 companies out of 311 listed companies in Korea that are required to appoint compliance officers have compliance officer system in place, which is only 58.8% of companies supposed to have the system. The rest 41.2% of companies haven't appointed their compliance officers yet. To successfully establish the compliance officer system in Korea, it is necessary to take the following measures. Firstly, the number of companies that are required to introduce the system should be increased in phases. Practically, it would be difficult to expand the coverage in a short period of time. But the number of companies mandated to have the system in place must be increased gradually. Secondly, not only listed private companies but also public companies that have public influence or concerned to public interest should also be required to adopt the system. Next, the status of compliance officer must be secured and their qualification criteria need to be eased. Currently the work scope of compliance officers is redundant with that of auditors (Audit Committee). Moreover, the qualification doesn't need to be limited to those from certain vocational background, for instance lawyers. Also, there should be sanctions against companies that haven't appointed compliance officers yet. There is no statutory penalty to impose sanctions in case listed companies don't have a proper compliance officer system. To help the compliance officer system take root in Korea, it is essential to have more practical and legally binding measures such as sanctions. The fifth measure is giving incentives to companies that appoint compliance officers. Measures including tax benefits, exemption or reduction of criminal punishment and fines shall be considered. The sixth is computerization of most compliance officer tasks. That will enable compliance officers to focus on their core tasks, helping them to perform their work with higher efficiency in a more strategic manner. Seventh, the compliance officer system stated in the Korean Commercial Act and the system in specified in other finance related laws shall be integrated into one to ensure consistency. Finally, the role and work scope pertaining to internal controls shall be clearly distinguished and the work independence must be guaranteed. As this research places a strong focus on suggesting efficient measures to establish the compliance officer system in Korea, empirical analysis is not included herein.

Abstract

The compliance officer system has long been established in advanced countries including the US, the UK, Germany, and Japan. Moreover, it is widely considered an essential part of the management in globally renowned companies such as Microsoft and GE. For instance, no listed company in the US shall make a public disclosure until its corporate disclosure materials are not signed by the compliance officer. In addition, companies with efficient compliance officer systems can get up to 60% relief on legal penalties even in case they are sentenced with fines from violation of relevant laws. Above all, due to the strong social emphasis on business ethics, companies in advanced countries are actively introducing compliance officer systems to promote their corporate image. However, according to the business report of Financial Supervisory Service issued in June 2016, only 183 companies out of 311 listed companies in Korea that are required to appoint compliance officers have compliance officer system in place, which is only 58.8% of companies supposed to have the system. The rest 41.2% of companies haven't appointed their compliance officers yet. To successfully establish the compliance officer system in Korea, it is necessary to take the following measures. Firstly, the number of companies that are required to introduce the system should be increased in phases. Practically, it would be difficult to expand the coverage in a short period of time. But the number of companies mandated to have the system in place must be increased gradually. Secondly, not only listed private companies but also public companies that have public influence or concerned to public interest should also be required to adopt the system. Next, the status of compliance officer must be secured and their qualification criteria need to be eased. Currently the work scope of compliance officers is redundant with that of auditors (Audit Committee). Moreover, the qualification doesn't need to be limited to those from certain vocational background, for instance lawyers. Also, there should be sanctions against companies that haven't appointed compliance officers yet. There is no statutory penalty to impose sanctions in case listed companies don't have a proper compliance officer system. To help the compliance officer system take root in Korea, it is essential to have more practical and legally binding measures such as sanctions. The fifth measure is giving incentives to companies that appoint compliance officers. Measures including tax benefits, exemption or reduction of criminal punishment and fines shall be considered. The sixth is computerization of most compliance officer tasks. That will enable compliance officers to focus on their core tasks, helping them to perform their work with higher efficiency in a more strategic manner. Seventh, the compliance officer system stated in the Korean Commercial Act and the system in specified in other finance related laws shall be integrated into one to ensure consistency. Finally, the role and work scope pertaining to internal controls shall be clearly distinguished and the work independence must be guaranteed. As this research places a strong focus on suggesting efficient measures to establish the compliance officer system in Korea, empirical analysis is not included herein.

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