개정상법에 있어서 회사지배구조

According to corporate governance standards proposed by the Revised Korean Company Law(RKCL) in 2011, a quorum of a board directors must consist of independent directors in Korean Public Company(more than 2 billion assets). Under the RKCL, Corporations may elect Officers who shall perform the functions prescribed by the board of directors or by the direction of an officer authorized by the board of directors to prescribe the functions of other officers. RKCL introduced internal control system and Chief Legal Supporter. This revision is affected by Sarbanes - Oxley Act of 2002, etc,. Nevertheless recently, accounts illegality of corporations were happened by a controlling shareholders. So, I would like to suggest that adopt controlling shareholders' fiduciary duty(in good faith). Public Company must set internal control system force and adopt audit committee, nominating committee, compensation committee. Nominating committee must commend candidates of director. Chief Legal Supporter must make report to audit committee instead of a board of directors.