SHERP

기업집단 부당내부거래(不當內部去來) 규제의 법정책적 이해
Regulation on Intra-Group Transactions - Economic Analysis -

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Authors
송옥렬
Issue Date
2005
Publisher
서울대학교 법학연구소
Citation
법학, Vol.46 No1 pp.227-257
Keywords
기업집단(corporate group)계열사지원부당내부거래의 규제불공정거래행위경쟁을 저해
Abstract
The transactions between the group-affililated firms, which I label as intragroup
transactions, are strictly prohibited in Korea. The Antitrust and Fair Trade
Law, for instance, regards such deals as illegal, if the prices on which the
contracting firms voluntarily agreed do not satisfy the arm's-length deal
conditions, since it is believed that such subsidy enables the group firms to
dominate the relevant markets. If the wealth is transaferred from firm A to firm
B in a corporate conglomerate, moreover, the Korean corporate law also allows
the shareholders of the firm A to make its directors liable for such losses. The
directors of the firm A do not owe any legal duties to the shareholders of the
firm B, and therefore, it does not matter whether all the shareholders of the firm
A and firm B are better off as a whole. This paper tries to examine whether
such legal policy is socially desirable, and particularly argues that the intra-group
transactions ― and wealth transfer effect associated with such deals ― should be
allowed if the value of the whole corporate group is increasing due to such
transactions.
First of all, the intra-group trades themselves do not have any negative or
harmful externalties to the competition in the relevant market. Although it is sure
that the subsidized firm will take better position to compete, this is just like an
entrepreneur having a rich father who is ready to finance the venture. To put it
another way, such benefit from group-affiliation is merely financial one in
essence.
From the corporate law perspectives, on the other hand, I argue that the...
ISSN
1598-222X
Language
Korean
URI
http://lawi.snu.ac.kr/

http://hdl.handle.net/10371/9871
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College of Law/Law School (법과대학/대학원)The Law Research Institute (법학연구소) 법학법학 Volume 46, Number 1/4 (2005)
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