現行 商法에 비추어 본 株主의 新株引受權 制度의 當爲性에 관한 考察

Financial Supervisory Service of Korea said early in 2010 that many listed companies have no or weak limitation in their corporate charter on the issuing new shares without respecting existing shareholders' pre-emptive right. It is the rule of corporation law that a company proposing to issue new shares shall not issue them to any person unless it has first offered to each existing shareholder a proportion of those shares which is equal to his existing proportion of his aggregate share holdings. The divergence of corporate practice from corporation law principle makes us to ask a question: which is a better choice, to amend corporation law principle or to improve corporate practice? This paper attempts to explore the benefit of shareholders to be protected by pre-emptive right and compare pros and cons of pre-emptive right with those of alternative legal scheme to protect shareholders' benefit in korean legal circumstances.