전자주주총회에 관한 입법 동향 및 사례 연구 - 현장대체형 주주총회에 관한 일본의 입법 동향과 사례를 중심으로-

Abstract

In recent years, a new perspective on the role of shareholders' meetings has begun to be presented. Constructive and continuous dialogue between companies, shareholders, and investors is essential for corporate value improvement or sustainable growth, and discussions on ways to strengthen the general shareholders' meeting are becoming active. Various measures have been proposed, including the introduction of stewardship codes to encourage institutional investors to exercise voting rights and the revision of the Commercial Act to change corporate governance, including the introduction of virtual shareholders' meetings. Meanwhile, Japan is the country that realized the introduction of the electronic shareholders' meeting while having a very similar pattern to the Korean legal system. In Japan, shareholders' meetings in the form of real shareholders' meetings and virtual shareholders' meetings could be held under the existing company law, and the government is making utmost efforts to establish the system through distribution of guidelines. In addition, in recent years, it has become possible to hold a virtual-only shareholders' meeting through the revision of related laws. Korea cannot hold an virtual shareholders' meeting because there is no basis for holding an virtual shareholders' meeting under the current commercial law. A number of amendments to the law are pending in the National Assembly, but there has been no discussion. This study summarized the trends and implementation cases of Japan's legal amendment to help review the matters to be considered in discussions for the introduction of electronic shareholders' meetings in Korea in the future.