사법학 연구의 첨단 : 회사지배구조에서 법규제(Legal Rule)와 소프트 로(Soft Law)의 역할 및 관계

Abstract

The corporate governance models of US and UK have influenced many

countries around the world. After the Enron scandal in the US, merit regulation

on corporate governance by mandatory legal rules was enhanced by enacting

Sabanes-Oxley Act. On the other hand, UK kept on the soft law approach on

corporate governance suggested first by the Cadbury Committee. In the UK,

listed companies are required by the Listing Rules to disclose whether they

comply with the Code or explain the reason in case of the deviation from the

Code. This comply or explain approach has been followed by many countries,

including Germany.

In this article, the merits and weaknesses of these two comparable approaches

on corporate governance regulation are analyzed to provide some implications in

designing the regulations on corporate governance of Korean companies.