건전한 기업지배구조 구축을 위한 사외이사의 전문성 확보를 통한 감사위원회 감시·감독권 강화 방안 연구

This study aims to secure the expertise of outside directors and suggest ways to strengthen the audit committee’s monitoring and supervision authority. Outside directors serve as audit committee members and audit committee chairmen, and their dual status further strengthens the demands for independence and expertise. However, no research has been conducted on strengthening the expertise of outside directors and the audit committee’s monitoring and supervision capacity through this. Therefore, this study focuses on the expertise of outside directors. Specifically, first, it provides an overview of the regulations related to outside directors and audit committees, investigates whether there are provisions requiring independence and direct or indirect expertise of outside directors and audit committee members, and selects the top 10 companies in terms of market capitalization in the Korean stock market to introduce the status of outside directors and audit committee members’ expertise and point out problems. Second, it examines the provisions on the expertise of outside directors, auditors, and audit committees in the Commercial Act, the Financial Investment Services and Capital Markets Act and Act on Corporate Governance of Financial Companies and analyzes the role of audit committee members. Third, it presents the organic nature of the provisions on professionalism between the two positions of outside directors and audit committee members, and presents specific drafts of the Commercial Act, the Financial Investment Services and Capital Markets Act and Act on Corporate Governance of Financial Companies. The first goal of this study is to present a plan to strengthen the systematic and organic monitoring and supervision function that can minimize agency costs in the process of examining the intersectionality of the roles and functions of outside directors and audit committee members, and second, to protect minority shareholders who are disadvantaged in accessing corporate information and participating in corporate management, and to create a sound corporate governance structure in Korea.