기업어음(CP)시장의 개편방안에 대한 법적 소고

Abstract

CP(Commercial Paper) refers generally to the accommodation bill which unsecured, short-term promissory notes issued by high quality commercial entities, and while maturities vary, typically they are less than one year. CP has been widely used as a way of corporate financing in short-term financial market because of its advantages including the simplicity and speed of issuing process, strong demand, and anonymity. CP has been playing an important role especially since the financial crisis after which corporate bond market shrank due to the collapse of insolvent merchant banks. However, the current CP issuing and circulation system has various problems. Fist of all, it involves the cost and risk associated with issuing of physical certificate because of the uncertainty of its legal status. CP can be defined both as a promissory note under the Bills of Exchange and Promissory Note Act and as securities under Financial Investment Services and Capital Market Act. Also, it has limitation in the development of the secondary market due to the prohibition of partial transfer less than face value. Moreover, the non existence of consolidated information management system concerning issuing and circulation of CP results in the lack of confidence from the participants in CP market and consequently hinders the development of short-term funds market. In addition to that, the launch of Financial Investment Services and Capital Market Act enforced from February 2009 aggravated the confusion of CP market by alleviating the regulations concerning issuing of CP including the maturity. Recently, there has been ongoing discussion about the need for reorganizing CP market. As an alternative, the introduction of short-term bond market, adopted in Japan from April 2002, is in lively discussion. The government is moving forward with a plan to introduce short-term bond market in which issuing of physical certificate is eliminated The system, following the Japanese model, is expected to run issuing, circulation, and repayment process electronically and to centrally process all the issuing and circulation information. However, in order to ensure the effectiveness and maximize the benefits from the adoption of short-term bond market, the exemption of registration statement together with the introduction of Program Amount and unified issuing and circulation information process system are essential prerequisite. In addition, Back-up line of credit through which commercial banks can lend out all or part of the repayment amount in case of conversion issue failure at the time of maturity, and credit rating system linked with back-up line of credit should be under consideration for introduction as a medium and long-term theme.