실질주주와 형식주주의 관계 및 주주명부의 대항력 구속범위- 대법원 2017. 3. 23. 선고 2015다248342 전원합의체 판결과 관련하여 -

Korean Supreme Court sentenced a considerably meaningful judicial decision which dramatically changed the previous judicial decisions on two legal issues. One issue is who can exercise the shareholder's right between a registered shareholder and an equitable shareholder. The other issue is whether §337(1) of the Korean Commercial Act(KCA), which provides that (1) The effect of transfer of shares shall not be asserted against the company, unless the name and address of the transferee have been entered in the register of shareholders, has an effect only on a company's shareholders or on both a company's share and a company itself. The previous judicial decisions had held that an equitable shareholder could exercise the shareholder's right in case where a registered shareholder was different from an equitable shareholder, and that §337(1) of KCA is applied to a company's shareholders, therefore a company is allowed to permit an equitable shareholder to exercise his or her shareholder's right. However, 2015 Da 248342 judicial decision held that a registered shareholder could exercise the shareholder's right in such case, and that §337(1) of KCA is applied to both a company's shareholders and a company itself, therefore a company is not allowed to permit an equitable shareholder to exercise his or her shareholder's right. Consequently, Korean Supreme Court declares that a company have only to process its affairs related to its shareholders according to the register of shareholders. This paper puts its emphasis on reviewing and criticizing the logical and legal grounds offered by 2015 Da 248342 judicial decision.