이사회 구성 다양성 제고에 따른 기업지배구조 개선효과 분석연구 - 여성이사 쿼터제에 관한 비교법적 연구를 중심으로 -

Experiencing of several corporate scandal and financial crisis, there has been an increasing focus on the gender diversity of corporate board. While the share of female employment in large firms has increased dramatically in the United States and the European countries, there has been considerable debates and focus on Corporate boardʼs diversity in the aspects of Corporate Governance, particularly women-director allocation system. In order to support female to actively participate in corporate board seats, many developed countries, such as U.S, Norway and other European countries, have adopted mandated women director quota system. * This work was supported by the Ministry of Education of the Republic of Korea and the National Research Foundation of Korea (NRF-2018S1A5A2A01036782) ** Professor of Law, Incheon National University, Doctor of Juridical Science Traditionally, there has been certain types of obstacles for women(so called ʻglass ceilingʼ) to sit on corporate board for uncertain reasons. However, there has been some reforms in EU countries and U.S to break down glass ceiling for women to appear at corporate boardroom. In U.S, SEC rule requires all public companies to provide disclosure to the extent to which their boards consider gender diversity in the director nomination process.More advancing step can be traced in Norway in which mandates public company to fill out their board by women up to 40% by law. The state of California also enacted mandatory allocation system similar to Norway in 2018 as the first state in U.S. It is important to note that women director allocation system can improve corporate performance which has been proved through several empirical studies by strengthening board function as monitors to management and decision-maker. In korea, the new provision which mandates certain large listed companies to adopt women director allocation system until 2022 has been enacted under the section 165(20) of the Capital Market and Financial Investment Business Act(ʻCMFIBAʼ) in 2019. However, the regulation does not adopt U.S. like disclosure rule, which might strengthen the effectiveness of this system. From this perspectives, in this paper, I firstly propose to move current section 165(20) of the CMFIBA to Korean Commercial Code which uniformly regulates corporate governance related rule in Korea. Additional recommendation I suggested in this paper is to adopt the disclosure regulation in which the companies should disclose itsʼ women allocation information and future policy.