내부거래 규제강화에 따른 주가반응 분석: 공정거래법 개정안에 대한 3개의 사건을 중심으로

This study examines how market participants perceive the internal business transactions that firms execute. To do so, we focus on amendments to regulations on internal business transactions (which we call the “Fair-Trade Act”) that were announced in 2020. The essence of the amendment is to expand the scope of regulated firms. In particular, the new regulation applies to group firms, whether they are public or private, of which a given family owns over 20% and subsidiaries of which these group firms own over 50%. We first classify public firms that belong to business groups into newly regulated firms (treated firms) and control firms, which are not affected by the regulation. Next, we employ an event-study methodology to compare changes in stock prices between the two groups of firms. In so doing, we consider cash-flow rights and the wedge between cash flow rights and voting rights. First, we find that the cash-flow rights of regulated firms are negatively correlated with stock-price responses and that the wedge is positively correlated with stock-price responses. Second, the lesser (greater) the cash-flow rights (the wedge), the more positive the market response. Lastly, we find that stock-price responses are more pronounced in treated firms that are prone to tunneling, such as those that execute large internal transactions and exhibit poor monitoring. These results imply overall that market participants perceive internal transactions within business groups as a tunneling instrument that benefits controlling families at the expense of minority shareholders and that investors perceive the amendment affecting internal business transactions, which strengthened the regulation, as an effective mechanism for mitigating the tunneling of controlling shareholders.