비영리법인의 비대면 결의에 관한 고찰

Abstract

Due to the pandemic of the COVID-19 that broke out in late 2019, our society's daily life is rapidly changing into a non-face-to-face manner. One of them can be said to be a “Non-Contact” resolution in a non-profit corporation. Although the Civil Act requires non-profit corporations to hold a general meeting at least once a year, it is physically impossible to meet and hold a general meeting in a specific place in accordance with the government's social distancing and quarantine guidelines in the corona pandemic situation. As an alternative to solving this problem, many non-profit corporations hold online general meetings by non-contact tools and adopt a method of making resolutions by electronic voting. However, there is no provision for non-face-to-face resolutions in the Civil Act or the Public Interest Corporations Act, and most corporations do not have a basis for non-face-to-face resolutions in the articles of incorporation, which can lead to controversy over the validity of non-face-to-face resolutions. Therefore, this paper was written to discuss various legal issues that may be contested in relation to non-face-to-face resolutions in non-profit corporations including public interest corporations (I). To this end, Ⅱ. of this paper outlined the current situation of regulations and problems related to resolutions under the Civil Act and Public Interest Corporations Act. Ⅲ. deals with legislation examples such as Korea's special law, which recognized a non-face-to-face resolution, and Germany's Corona Association Act, which was enacted to cope with the recent corona situation. Based on this, Ⅳ. contemplated the interpretation of various legal issues that may be raised regarding non-face-to-face resolutions of non-profit corporations and the future legislative directions. Ⅴ. as a conclusion, summarized main issues of this paper: In preparation for not only the corona pandemic but also natural disasters, legislation was proposed for non-profit corporations with the introduction of electronic voting and circular resolution.