동시상장 기타 자본시장 국제화에 따른 국제사법 문제의 서론적 고찰

In this article the th private iauthor discusses the law applicable to various private law matters, which constitutes an introductory review of private international law issues arising from the internationalization of Korean capital market including cross-listing. For this purpose, the author introduces the theoretical basis of private international law by explaining various areas of private international law such as international company law, international contract law, international capital market law and international negotiable instrument law (Chapter Ⅱ.). Then the author discusses the following issues : issuance and listing of international securities (Chapter Ⅲ.), law applicable to civil liability arising from violation of the Capital Market Act of Korea (Chapter Ⅳ.), law applicable to the disposition of securities, in particular, intermediated securities (Chapter Ⅴ.), the issues arising from international securities transactions and linkage of multiple securities deposit and settlement regimes (Chapter Ⅵ.) and legislations on aliens (Chapter Ⅶ.). In Chapter Ⅲ, the author deals with first, the international company law issues, secondly, the international capital market law issues, thirdly, issues under the listing regulation of the stock exchange and fourthly, the international negotiable instrument law issues, which arise from issuance of shares by foreign companies in Korea. In Chapter Ⅳ, the author deals with international capital market law issues. For example, if a foreigner conducts an insider dealing, manipulation or unfair dealing with respect to securities listed on the Korea Exchange and the effect of such conduct extends to Korea, the law applicable to the civil liability of the foreigner becomes an issue, that is, whether Article 32 setting forth the law applicable to tort is applicable to the liability or not. In Chapter Ⅴ, the author discusses the law applicable to international disposition of securities, in particular intermediated securities. More specifically, the author explains the so-called “PRIMA (place of the relevant intermediary approach)” and the Convention on the Law Applicable to Certain Rights in respect of Securities held with an Intermediary of the Hague Conference on Private International Law concluded in 2002. International securities transactions could be divided into two categories, i.e., foreigner’s investment into Korean securities (inbound investment) and Korean’s investment into foreign securities (outbound investment), where various legal issues arise from the conflict of two or more securities deposit and settlement regimes. These issues are discussed in Chapter Ⅵ. In Chapter Ⅶ, the author discusses the legislation on aliens. More specifically, this chapter deals with whether or not, and the extent to which, the Commercial Act and the Capital Market Act of Korea are applicable to foreign companies whose shares are listed on the Korea Exchange. In summary, we need to introduce appropriate choice of law rules to deal with such issues while fully considering the diversity of the subject matters which the Capital Market Act actually deals with. In that process the cooperation between the capital market law experts and the private international law experts is indispensable. Given the internationalization of the Korean capital market, the capital market law constitutes another treasure house abundant winternational law issues.