새로운 기업형태의 도입에 따른 향후 전망과 과제

Abstract

This article describes the meaning of ‘Verein' in connection with the recent revision of Korean Commercial Code(KCC). There are 5 business forms for joint enterprises under current KCC. In 2011, Revised Korean Commercial Code introduced two new businesses forms:Limited Partnership(LP) and Limited Liability Company(LLC). This is a tremendous change of the fundamental structure in regulating corporate form since 1962. However, Korean GmbH which is a kind of limited liability company still exists after the effective date of LLC enactment. It means the importance of the legislation is significantly diminished and people who are going to incorporate a firm may be very confused in selecting adequate business form for their business. On the other hand,the qualification of business executives in Limited Partnership also needs more discussion of issues that are considered necessary. Moreover, changes in business forms associated with the concept of a fundamental change for the better over civil and commercial law to provide a theoretical starting point for discussion is a very great significance. The idea that ‘Verein' is a nexus of multiple people has been traditionally recognized in general. Instead of introducing new LLC, it may one of the ways to make the existing form of ‘Korean GmbH'more suitable for small and medium-sized company, including knowledge-based industry. After all, the meaning of ‘Verein' is ‘people's organizations rather than a numerical concept that group members stands on some sort of a neutral stance. Also, it would be the common concept to be applied to all kinds of corporate forms. Moreover, when dealing with new corporate form, it is very important to consider tax aspect because members of any business form have deep interests in double taxation. People in any business form prefer pass-through tax treatment.