株式會社의 資本制度에 관한 硏究

According to the Korean commercial act, the capital regime of corporations are strictly maintained for protecting creditors. However, the problems lies in that such capital regime cannot perform its role of protecting creditors due to the notification system and various receivables collateral system in modern society. Besides, capital and reserve is just a numeric amount in calculation which is not an actual accumulation of company property equivalent to it, and since it is becoming a standard of item for deduction of allotted financial sources, it is showing its limitation in playing the role of an allotment regulation. In the midst of this, the real state of affairs is that countries like the US, Japan, EU, and Germany has eased or is showing the movement to ease the currently strict capital regime of corporations of the corporation law in the aspect of rationalization of the system, flexibility of corporate finance management, and efficient management rather than protecting creditors. In recent times, even Korean academic circles have constantly pointed out problems regarding this matter, and there were active discussions regarding this as a subcommittee for amendment of commercial act was organized in 2005 under the supervision of the government(Ministry of Justice). Finally, it came to a point where a partial amendment bill for the commercial act was sent up to the legislation & judiciary committee of the National Assembly on October 22, 2008(bill no. 1801566). This bill is currently presented to the 1st subcommittee of the 2nd bill review of the committee after going through explanation of the proposal and reporting of reviews. Although this bill significantly eases the capital regime of corporations in the aspect of flexibility of corporate financial management and efficient management, when seeing that the capital regime still exists for the protection of creditors, I think there is a need for a separate device for protecting creditors following the easing of the capital regime. Even in Japan, although they have significantly eased the capital regime on their company law, they are complementing their capital regime as they continue to verify the effects and problems due to the easing. Therefore, this point is worth referring to. In the main text, I have broadly divided up the capital regime of corporations of the commercial act into capital & reserve system, stock system, and distribution system, and discussed ways to improve them, and presented assignments to be reviewed.