영국의 ‘Aveling Barford Ltd v. Perion Ltd[1989]’ 판례와 현물배당의 가치기준에 관한 고찰

Distributions in kind are recognized in Companies Act 2006 of U.K. such as Commercial Law of Korea. A section of distributions in kind was made newly through processing the amendment of 2012 in Commercial Law in Korea, but this does not involved the determination of amount of distributions in kind. It is stated in Part VIII. Section 845~846, Companies Act 2006 of U.K. It commenced to debate and consider when the amount of any distribution is consisted of or arose from the sale, transfer or other disposition by a company of a non-cash asset to a member of the company from the case of ‘Aveling Barford Ltd v. Perion Ltd[1989]’. Nevertheless, the case did not decide anything about the situation where a company has positive distributable reserves. Section 845 decides that a company has distributable profits and provides that where the conditions referred to in subsection (1)(a) and (b) are met, the amount of any distribution consisting of or arising from the sale, transfer or other disposition by a company of a non-cash asset to a member of the company should be calculated by reference to the value at which that asset is included in the company’s accounts, that is, its “book value”. Thus, if an asset is transferred for a consideration not less than its book value, the amount of the distribution is zero, but if the asset is transferred for a consideration less than its book value, the amount of the distribution is equal to that shortfall in subsection (2)(a) and (b). Surely, this section of U.K. would not be taken intactly to the rule about the value of distributions of non-cash in Korea considering of the difference about the definition and meaning of distributions in kind. But, the rule of book value also will be reviewd where the principle to need to preserve the justice and the appropriacy in distributions of non-cash asset to members will be discussed and debated in Korea.