회사분할과 이해관계자 보호에 관한 연구

According to the Commercial Law, a company can establish one or several companies by corporae division, merge with one or several existing companies, and perform a split-merge at the same time as establishing one or several companies. is stipulated. It also recognizes a split-up in which a company acquires the total number of shares in a company established through division or split-merge. Although corporate restructuring is carried out in a variety of ways and for various purposes, company spin-off is recognized as one of the most effective methods of restructuring, and its use is more difficult in the modern complex economic environment that pursues advancement, specialization, and efficient management. I think it will increase. However, such a division will have a significant impact on all stakeholders with a relationship with the company, such as share- holders, creditors, and workers. In other words, in the case of share- holders, what effect the split will have on the value of the stocks or voting rights they own, and the creditors with respect to whether the bonds they had against the company before the split can be safely recovered due to the change in the size of the company, and anxiety about how the division of business will affect their work environment from the perspective of workers is expected to have a significant impact on the corporate society. According to the current commercial law, in principle, joint liability is imposed on the parties to the division to protect creditors thickly, but in terms of content, it seems that there are areas for legislative improvement.