B회사의 상장폐지 사례연구-타법인주식 취득에 관한 주식가치평가와 회계 및 감사이슈를 중심으로-

Delisting is a procedure that cancels the listing of marginal firms whereby putting the interest of the whole capital market participants before those of the delisted companies. The information on the characteristics of firms with high delisting risk is very useful for stakeholders such as stockholders, creditors, and etc. in economic decision-making process (i.e. investment, lending and so on) in a more timely manner. Financial Supervisory Service(2010, 2014) released the financial and non-financial characteristics of delisted firms to warn investors in the market. This study examines the effect of the acquisition of shares in other companies on delisting by investigating B company's delisted case focusing on ’the acquisition of shares in other companies’ which is often funded with large external capital. Unlike other characteristics, 'the acquisition of shares in other companies' is one of corporate raiders' typical illegal activities, and some external evaluating agencies have not controlled it properly by evaluating rather arbitrarily contrary to original intent. From the statutory auditor's perspective, 'the acquisition of shares in other companies is one of transactions with high audit risk, and they have to lower the audit risk through an appropriate audit process. Unlike some empirical studies, this case study on delisting is useful not only to researchers interested in delisted companies, and but also to inexperienced auditors. Political implications from this study can be summarized as follows. First, when listed firm merges with non-listed firm, evaluating method on the non-listed firm is ruled under the Regulation regarding Issuance and Disclosure of Securities by Financial Supervisory Service, while in case of acquisition of shares, there is no regulations governing the evaluation method. Given that in spite of the same economic substance some people may abuse it, evaluating method for non-listed firm in case of acquisition is needed to coincide with the merger's case. Otherwise, it may be a good alternative to prevent the abuse of evaluation method that regulators designate external evaluating agencies only for designating firms which are subject to administrative issues or listing firms that have ever been subject to them. Second, according to the current laws on capital market and financial investment, auditors practically review semi-annual financial statements by providing negative assurance. But in the case of designating firms subject to administrative issues or listing firms that have ever been subject to them, semi-annual financial statements need be mandatorily audited like annual financial statements considering that their stakeholders expect the accounting informations on semi-annual financial statements to be reliable as well as relevant.