벤처기업의 복수의결권주식에 관한 연구 - 벤처기업법 개정안의 내용을 중심으로 -

Abstract

Multiple voting stocks are stocks that allow multiple voting rights for a single stock. In many countries, it is being used for the purpose of securing stable management rights with a small amount of capital by company founders. Alphabet, the parent company of Google, Facebook, and Alibaba of China are representative companies that use multiple voting shares. Recently, when Coupang's parent company was listed on the New York Stock Exchange using multiple voting shares, it became controversial in Korea. At the end of 2020, the government submitted an amendment to the Act on Special Measures for the Promotion of Venture Businesses (the Venture Business Act) to the National Assembly to introduce multiple voting stocks to promote the start-up and growth of venture businesses. The government's amendment made it possible to issue multiple voting stocks with a maximum of 10 voting rights per share with a maximum duration of 10 years. In order to issue multiple voting shares, the consent of at least three-fourths of the total number of issued shares was required. In addition, in order to prevent the abuse of multiple voting stocks, supplementary measures such as conversion to common stocks when the founder transfers or inherits stocks are also in place. The commercial law academia has long paid attention to the utility of multiple voting stocks, and has conducted an in-depth discussion on the issue of introducing it into the commercial law, and many opinions are in favor. On the other hand, civic groups are strongly opposed to the fact that multiple voting stocks can be abused for succession of management rights to large corporations. This amendment is characterized by the introduction of multiple voting shares while actively reflecting the opinions of civic groups. When I examine the purpose of the introduction and the contents of various supplementary measures, I can fully sympathize with the purpose of the legislation. However, it is desirable to enact the legislation after a more in-depth review because some of the amendments contain some excessive regulation and unclear parts remain in relation to the Commercial Act. In addition, since the introduction of multiple voting stocks does not solve other problems that venture businesses are experiencing in the field, legal and institutional supplementary measures for the start-up and growth of small and medium-sized venture companies should continue to emerge.