이사와 회사의 형사책임에 관한 고찰 -미국의 사례를 중심으로 회사의 지배구조를 고려한 비교법적 고찰-

According to the Korean Commercial Code, the liability of directors of a joint stock company is mainly stipulated for civil liability, and only Chapter 7 of the Company's Penal Provisions have provisions on criminal punishment for directors, etc. The commercial code does not directly punish corporations, but only criminalizes actors such as directors. It is the traditional theoretical basis of the civil law countries that corporations have no criminal capacity. However, even in civil law countries, which traditionally did not recognize the criminal capacity of corporations, there is a trend to change legislation to enable criminal punishment against companies and criminal liability of the corporations has been widely recognized according to precedents. In view of this practical global trend, this paper comparatively examined the examples of criminal liability against directors and corporations in the United States and presents implications related to criminal liability of directors and corporations in Korea. In large-scale incidents, there are many cases where a large number of human casualties or environmental damage is caused by the company, and in such cases it is necessary that not only the actors within the company but also the company should directly bear criminal responsibility. In the event of a major accident or damage related to the provision of goods and services due to the expansion of the company's social roles, the company should be able to directly admit criminal responsibility. Therefore, it is necessary to introduce a regulation that directly recognizes the criminal liability of vaccine manufacturers and household goods manufacturers, etc., which have a large social ripple effects in addition to the punishment laws such as the Serious Accident Punishment Act. Considering company's functions in modern society and the American legal principles and grounds for acknowledging the company's criminal liability from a practical point of view as well as international trends, it needs the introduction of the company's criminal capacity and corporate criminal liability to the extent possible in Korea. It is necessary to consider to introduce corporate criminal liability to prevent and punish systemic and repetitive corporate crimes under the corporate governance.