한국과 오스트리아의 경영판단의 원칙에 대한 비교법적 검토

The Business Judgment Rule is not a norm stipulated in the Korean Company Law, but a principle accepted through US precedents. In Korea there is also a problem from the point of view of whether this principle can be taken into account to restrict the Responsibilities of Directors. In Korea precedents, normal reasonable directors must perform their duties in good faith for the best interests of the company, in accordance with procedures appropriate to the circumstances at the time, and the decision-making process. For example, the director's act was judged to be within the discretion of acceptable Business Judgment Rule. Opinions are at odds with the introduction of these Business Judgment Rule. Such a conflict of views is a separate argument, and legislative certainty in making decisions necessary for corporate management is guaranteed by legislating the Business Judgment Rule. In the case of Austria, it is evaluated that it provides legal certainty in corporate management to the offender by clarifying the Business Judgment Rule in the criminal law, the company law and the limited liability company law. With reference to these legislative examples, the direction of legislation in the case of clarifying the Business Judgment Rule in Korea is legislated by clarifying the application requirements of the Business Judgment Rule that have been accepted through the cases of the United States and Korea. It is desirable to specify appropriate application requirements. In addition, since there is a practically difficult aspect to amend criminal offenses, it must first be considered to clarify the Business Judgment Rule under the company law.