주주총회 의결권 행사의 활성화 방안 -전자위임장 권유제도 및 전자투표를 중심으로-

Owing to the revision of Financial Investment Services and Capital Market Act (“the FISCMA)” in 2013, the Shadow Voting system is scheduled to be eradicated from January 1, 2015. However, 2014 revision of the FISCMA postpones the eradication of the Shadow Voting system until December 31, 2017. There are several way to exercising shareholders' voting rights without participating actual shareholders' meeting, including written ballots(§ 368-3⑴ of the Commercial Act), electronic voting(§ 368-4 of the CA), proxy voting(§ 368⑶ of the CA), proxy solicitation(§§ 152-158 of the FISCMA). Since there is three percent voting cap regarding electing statutory auditor or directors for audit committee, some of listed companies seem to be confronted with difficulties in electing new statutory auditor or directors for audit committee. Therefore, this article reviews proxy solicitation through electronic method and electronic voting system. In order to facilitate shareholders’ voting at shareholders' meeting, the United States introduces electronic proxy solicitation system for listed companies, and the Japan implements compulsory written ballot for large scale companies. This article suggests that Korea shall introduce electronic proxy solicitation system. In establishing that system it recommends “notice and access” model of the United States. Also this article proposes to revise the FISCMA that all listed company shall at least introduce either written ballots (or electronic voting) or electronic proxy solicitation. In addition, it criticizes current system that the company has the option whether or not introducing electronic voting system or proxy solicitation.