일본법상 내부통제의 개시에 관한 고찰

Internal control means management / control system inside the company which copes with the accounts injustice of a company etc. fundamentally.　An internal control means the accounts internal control for preventing the accounts injustice of a company in a narrow sense.　In a wide sense, it says making the management of business of a company suitable in regulation of law and articles of association.　In the largest meaning, it says securing the fairness of the corporate management of business. Korea and Japan are all have specified to construction and its indication of an internal control system in response to the influence of the SOX method and COSO report. But, Japan's regulation can just say is more conformable compared with regulation of our country. Because Japan has legislate the general regulation to an internal control by company law. Therefore, putting the general and abstract basis regulation to an internal control system on the commercial law looks desirable. The proposal of an improvement of the current law is shortly shown for a Japanese law by reference. Japan's internal control system in Corporation Act and Financial Instruments and Exchange Act is refer to the The 1991 U.S. Federal Sentencing Guidelines for Organizations. U.S. Sentencing Guidelines for Organizations are admitted to corporate officials to reduction and exemption in civil or criminal affairs when an internal control system is built. It is required for the management of a company to give the incentive which builds an internal control system　in The Financial Investment Services and Capital Markets Act in Korea. The internal accounting management system on The External Audit of Stock Companies Act is difference which the general term that is the internal control system about a financial report currently used in the United States, Japan, etc. It is necessary to change a name called an internal accounting control system with the internal control system about a financial report. A compliance officer in the Financial Investment Services and Capital Markets Act has the problem overlapped with the authority of an Auditor General or an Auditing Committee. In the case of a listed company, it is necessary to specify clearly to a compliance officers's operating range and duty. The regulation which the compliance officers can perform business independently is required. The Financial Investment Services and Capital Markets Act has imposed duty so that this may be announced publicly only in interest conflict. The External Audit of Stock Companies Act has an auditor's internal accounting management system. That system is trying to announce publicly an management actual condition report. The information disclosure to an internal control must be realized within a limit required of the standpoint of a general protection of investor. The Japan has the field which progressed compared with the our law at the point to draw up and announce a manager's report of internal control publicly. Which needs to carry out public disclosure duty expansion, such as including the examination report of the management about an internal control in a business report like as the Japan etc.