상법과 회사법의 분리입법에 관한 소고

Abstract

Since the beginning of the twenty one century, legislative races to reforming the company law have been speeded up in the international dimension. For example, the Sarbanes-Oxley Act was enacted in the U.S in 2002, individual European member country's domestic Company Acts have been revised in all of the countries since 2006, and also Japanese Commercial Code had been revised since the middle of '90s and its Company Act was firstly enacted in 2005 as an independent code from the conventional integrated Commercial Code. Such global reforming movements were carried out under the so-called "modernization of Company Act". In Korea, the commercial code was also being revised in accordance with the global trends since 1998 and was drastically reformed focusing on the company act in 2011. Such reforms of company act can be referred to as "globalization of contents", but are remote from the "globalization of Code" as an internationally general standard. It means that Korean Commercial Code has a new assignment to accept the international trends of "Globalization of the Code". In this paper, types of international legislature were classified according to the legal origins in relation to separation of company act from the Commercial or Civil Code, the reasons why the separation of company act is required were analysed in the comparative legal points and some plausible recommendations to be taken into consideration for the separation of company act in the future were suggested. In conclusion, positive co-operation among the concerned authorities having enforcing control over the general and special company acts is especially required for a success, "legislative separation of Company Act from the Commercial Code", because such a task is closely concerned with the establishment of national social and economic infrastructure.