자기주식과 경영권에 관한 판례 및 상법 개정안의 검토 -자기주식의 처분, 활용에 관한 법적 쟁점-

How to treat corporation’s own shares has been hotly debated in Korea, and recently the provisions on them have been revised. Several bills concerning corporation’s own shares(hereinafter ‘bills’) recently submitted to the National Assembly. This paper reviews several issues regarding corporation’s own shares. This paper proceeds as follows. Section II first starts with the characteristic and economic substance of corporation’s own shares. The Supreme Court of Korea and several lower courts have treated corporation’s own shares as corporate assets. However they are to be treated as unissued shares. Section III sets forth the disposition of corporation’s own shares. The Supreme Court of Korea and several lower courts ruled that the shareholders do not have preemptive rights when a corporation comes to sell it’s own shares. But the disposition of corporation’s own shares is economically identical to issuing new shares. Therefore the decision on the disposition of corporation’s own shares are to be reconsidered. Section IV deals with how to deal with how to deal with dividing corporation’s own shares in corporate division. In practice, new shares of new erected corporation or counter-party corporation of demerger have been issued to the dividing corporation’s own shares in Korea. Thus, the management or controlling shareholder of dividing corporation can exercise the voting rights of the newly-issued shares, and get strength. The new bills prohibits the distribution or issuance to the corporation’s own shares. This paper agrees on the new bills.