주주총회 관련 제도의 개선을 통한 상장회사 주주권의 강화

This Article discusses various mechanisms related to the general shareholders’ meeting of the listed companies from comparative perspectives. It tries to find economic and institutional backgrounds behind the low attendance rates at the general shareholders’ meetings that contribute to an unbalanced management empowerment. The inefficiencies in corporate governance created by the low participation and the weak and unsophisticated exercise of the voting right by the shareholders at the shareholders’ meeting are attributed to the technical and formal components of those meetings. As such, the notification procedures and methods, rules of meeting, and other devices are examined. Most importantly, it argues that the various shareholders’ voting mechanisms such as proxy voting, vote by mail, and electronic voting should be improved and refined. The drawbacks of shadow voting in a very Korea-specific context are discussed together with its alternatives. Finally, this Article puts forward the proposition that the physical shareholders’ meeting will not survive and suggests that all institutions requiring a shareholders’ meeting should be built on that proposition.