사채권자 보호를 위한 제도개선 방안

Abstract

Despite the introduction of the autonomy of bond issuance and the bondholder protection system through improvements in commercial law regulations related to bonds, bond issuance has significantly decreased due to polarization in the bond issuance market, and the bondholder protection system is also not functioning properly. In particular, in relation to large-scale financial cases such as the Woongjin Group and Dongyang Incident, the bond management company failed to fulfill its obligation to protect bondholders during the bond management process. As a result, the private bond issuance market shrank, and the concentration phenomenon worsened with bond issuance centered on blue-chip companies. Japan, which operates a private loan manager system similar to Korea, in principle enforces the establishment of a private loan manager and allows exceptions in cases where there is no need to protect private bondholders. Recently, a private loan management assistant system was introduced to protect private loan holders who are exempt from installing a private loan manager. Japan's efforts to improve its private loan-related system have significant implications for Korea. In order to revitalize Korea's private bond market and protect private bondholders, the system needs to be improved. First of all, the contents of the compulsory establishment of a bond management company for the protection of bond holders should be stipulated in the Commercial Act, and in cases where there is little need for bond holder protection, new exception provisions should be established. Additionally, it is necessary to introduce a private loan management assistant system as a minimum measure to protect private creditors who fall under the exception regulations. Next, measures must be taken to clarify the status and role of the private loan management company and supplement its mandatory provisions so that it can actively perform its duties in protecting private bondholders. There are other secondary discussions such as enriching the contents of the private loan management contract and the introduction of the trust concept in private loan management, but this paper discusses the obligation to establish a private loan management company and the legislation of its exception provisions, the introduction of the private loan management assistant system, and The review will be limited to matters pertaining to the clarification of the status and role of the private loan management company.