연기금 의결권행사제도의 문제점 및 개선방안
Legal Problems Associated with the Exercise of Voting Rights of National Pension Fund and Proposed Solutions Thereto
김순석(전남대학교)
27권 4호, 285~322쪽
초록
Korea National Pension Fund(“the KNPF”) which started in 1988, has become the fourth largest pension fund in the world. As the scale of the KNPF increases, how to exercise its voting rights to invested companies raises big concerns among business society. In exercising voting rights of the KNPF, the interests of participants and their beneficiaries of the KNPF must be considered as the first priority. However, from the beginning of the KNPF, it was used for political and public purpose, and that trend is not fully eradicated yet. This is caused by the nonexistence of clear provisions as to fiduciary duty and the entity that is responsible for the duty. In order to solve these problems, this article analyzes voting guidelines of the KNPF in terms of basic principles of the guideline, election of director and auditor, election of outside director, and modification of articles of corporations. With respect to strengthening fiduciary duty, it discuss major countries' legal structure and proposes to legislate relevant provisions. In addition, this article suggests the introduction of indirect investment method for the KNPF, utilization of proxy advisory firms and improvement of corporate governance of the KNPF.
Abstract
Korea National Pension Fund(“the KNPF”) which started in 1988, has become the fourth largest pension fund in the world. As the scale of the KNPF increases, how to exercise its voting rights to invested companies raises big concerns among business society. In exercising voting rights of the KNPF, the interests of participants and their beneficiaries of the KNPF must be considered as the first priority. However, from the beginning of the KNPF, it was used for political and public purpose, and that trend is not fully eradicated yet. This is caused by the nonexistence of clear provisions as to fiduciary duty and the entity that is responsible for the duty. In order to solve these problems, this article analyzes voting guidelines of the KNPF in terms of basic principles of the guideline, election of director and auditor, election of outside director, and modification of articles of corporations. With respect to strengthening fiduciary duty, it discuss major countries' legal structure and proposes to legislate relevant provisions. In addition, this article suggests the introduction of indirect investment method for the KNPF, utilization of proxy advisory firms and improvement of corporate governance of the KNPF.
- 발행기관:
- 한국기업법학회
- 분류:
- 법학