사외이사의 독립성에 관한 연구 -미국의 독립적 이사에 대한 논의와 관련하여-

The outside directors system is introduced and developed in the United States to strengthen the supervisory function of the management. However, it is difficult to exercise control over a person who has elected him/her because it is practically the current management to elect outside directors even in the United States. Outside directors usually have no expertise in the work of the company. Since there is not enough information about the proposed agenda, it follows that the president is following the conclusions guided by the CEO. And the outside directors are usually engaged in other occupations and only receive a small amount of reimbursement, There is a continuing controversy about its usefulness. In order to enhance the supervisory rights of the board of directors, matters to be institutionally supported should be established in the supervisory board, and the executive officers should be separated from the board and assigned to the executive officers so that the board exercises authority over supervisory authority. The heralded benefits of director independence, some of which are theorized, have ranged from more informed decisions to increased industry knowledge, better access to external resources, and, most prominently, reduction of agency costs by providing an effective check on management through monitoring. However, it has been found that there is a large gap between what outside directors are supposed to do and what most actually do. Moreover, there is a lack of consensus on the exact definition of independence. There is too little coherence between the standards imposed by federal law, the standard imposed by Delaware law, and the standards of the stock exchanges in the U.S. There have been lots of amendments of related laws for the enforcement of the independence of outside director in Korea. Ii is necessary to consider the studies in relation to the independence of director in the U.S. while enacting the law for independence of outside director.