탈중앙화 자율조직(DAO)과 기업지배구조- 블록체인 회사법의 도입과 쟁점을 중심으로 -

Bitcoin was born from distrust of central power and grew out of a desire for rule by consensus. Bitcoin, the first popular blockchain, was a simple virtual asset and had only the function of a payment method, but the next-generation blockchain, Ethereum, was equipped with a smart contract, making it possible to record not only past transactions but also future transactions, and its complex governance structure. Thus, in 2016, the first decentralized autonomous organization (DAO) was launched on Ethereum, and DAO was created as an organization different from the traditional organization. Decentralized Autonomous Organization, or DAO, is an organization on a distributed network that operates autonomously using smart contracts and blockchain technology without a separate central authority. DAOs demonstrate the potential to revolutionize existing organizations through their unique combination of decentralization and autonomy, signaling a more transparent, fairer, and more democratic future for organizations. If an organization called DAO has a positive impact on our corporate system and is important in terms of national economy and industrial development, it can be said that it is the governmentʼs duty to create a way to legally establish and operate it. Considering DAOʼs democratic governance structure based on joint agreement, securing private autonomy and autonomy, solving agency problems, and excellent utility as a means of raising funds, it is necessary to legislate DAO for the growth of the national economy and the development of the corporate system. The necessity can be acknowledged from a comparative legal perspective, many state laws in the United States have already incorporated DAO into the existing LLC legal system, and COALA, an international expert community on blockchain, announced a DAO model law with very specific details. In this regard, we also need to include DAO in the formal legal system and implement DAO's technological excellence and decentralized ideology as much as possible. To achieve this, an independent legislative plan (single law) must be prepared to reflect the strengths of the DAO and overcome its limitations, and recognize the legal entity of the DAO and the limited liability of its members. In addition, issues of technological failure and reasonable taxation systems and regulatory levels must be considered. However, on the other hand, considering realistic limitations, there is a need to acknowledge the limits of autonomy to some extent and review a hybrid governance structure that encompasses technical and human factors. As the digital economy develops in the future, the principle of decentralized governance will become more important. DAO is an example of a future governance structure that decentralizes authority, maximizes transparency, and presents a governance structure in which all participants can voice their voices. If we are prepared to establish and embrace these governing principles, we will be able to make the speed and inclusiveness of DAOs and their dynamic power to change the world our own at the cutting edge of the new digital economy.