자본시장법상 파생결합증권에 관한 법적 소고

정승화 ( Seung Hwa Chung ) 한국금융법학회 2011 金融法硏究 Vol.8 No.1

The Financial Investment Service and Capital Markets Act(hereinafter, ``FISCMA``) comprehensively defines financial investment instruments in a functional way, allowing the introduction of new financial instruments easy and reinforcing investor protection. It classifies financial investment instruments into securities and derivatives. Securities are subdivided into a equity securities, debenture, beneficiary certificate, securitized derivative, depositary receipt and investment contract. Among these, securitized derivatives has inherent factors of derivative products. The following are examples : Equity-Linked Warrant, Equity-Linked Securities, and Derivatives- Linked Securities. The FISCMA expanded the scope of underlying asset of securitized derivatives in its widest acceptation. As a result, outstanding issue of securitized derivatives drastically increased after the enforcement of the FISCMA, the market size ranking second in the world following Hong Kong. However, despite the positive affects with the development of securitized derivatives such as wider choice of various financial investment instruments to investors and expansion of revenue base to financial investment company, institutional imperfection still exists. Regarding this, the FISCMA does not define explicitly on the issuing of securitized derivatives. Therefore, the FISCMA should clearly clarify above mentioned criteria in order to enhance legal stability. Securitized derivatives is a financial investment instruments with high investment risk. The investment risks of securitized derivatives and the contents related to underlying assets should be more specific and announced officially for investor protection.

Strategic Outsourcing of e - Business Ventures

정승화(Seung Wha Chung) 한국경영학회 2002 경영학연구 Vol.31 No.1

This paper derives a conceptual framework on the virtual value web extending the existing literature on strategic alliances and partnership outsourcing to the Internet business. An empirical test on Internet ventures is presented next. The empirical study analyzes the determinants of the outsourcing level for Internet ventures. The survey data was collected from 80 Korean e-business startups having various business models such as click-and-mortar, intermediary/auction, and portal/information services. The results show that the outsourcing level is significantly influenced by strategic goals, outside financing(negative), product innovations, and supplier competition.

파생결합증권 발행제도에 관한 법적 과제

정승화 ( Seung Hwa Chung ) 한국금융법학회 2011 金融法硏究 Vol.8 No.2

There is no legal foundation on issuing or not issuing physical certificates of securitized derivatives of which concept was established by the Capital Market and Financial Investment Business Act (CMFIB). Therefore, it is necessary to enhance the legal stability of securitized derivatives by laying the legal foundation for issuing or not issuing the physical certificates of securitized derivatives. What is also required is to standardize the terminology of the securities so that the explanation obligation towards investors can be carried out effectively. It would help solve the problems deriving from information asymmetry, too. To this end, efforts to standardize the terminology among issuers should be made and legal support for those efforts should be given. In relation with the issuance of securitized derivatives, it is desirable that corporations without license for financial investment business, in principle, should only be allowed to issue the interest-linked derivatives-embedded debt securities that are structured to guarantee principal payment. In case when the details and methods of issuing derivatives-embedded debt securities are included into the Presidential Decree of Commercial Code, their symmetry with the CMFIB should be taken into consideration. The symmetry would be effective in preventing regulatory arbitrage between securitized derivatives and the derivatives-embedded debt securities under the amended Commercial Code and in preventing investor confusion.

외국회사의 국내 상장에 따른 국내주주 보호를 위한 법적 과제

정승화 ( Seung Hwa Chung ) 한국금융법학회 2012 金融法硏究 Vol.9 No.1

Regarding protection for domestic shareholders investing in a foreign company listed in Korea (ⅰ) law and regulation system of each country differs and Company Law and Capital Market Act among countries collide in some aspect (ⅱ) international treaty that has binding force and the power to execute is lacking (ⅲ) limitation on substantial and effective administration and supervision due to difference of location between foreign listed corporate body and investors (ⅳ) limitation upon asymmetric information about foreign listed corporate body of domestic investors (ⅴ) lack of reliable accounting and limitation on conducting due diligence on the spot. While understanding the fundamental cause of such problems and limitations, improvement in legal system and operational system for investor protection along with investors` effort to recognize investment risk themselves are needed. In addition, foreign listed corporate body should make effort to convey information on foreign companies and stocks to investors and shareholders in clear and easy way. Meanwhile, although investor protection with transparency can be left autonomously to the foreign company, there is certainly a need for an operational transparency system. In other words, it is necessary to specify abovementioned details on foreign company`s articles of association, deposit agreement with foreign companies, or Standard Stock Service Agent Agreement Section. Considering that the holding companies are listed as a matter of form, not the subsidiary which carries out actual business activity, there needs to be an international effort to set an operational system that assigns authority of right of inspection of books and records and representative suit of shareholder to shareholders of the holding company so as to monitor business activities.

학술연구 : 기술 탐구 경영에서 시장 활용 경영으로 - 신기술 기업의 공개 후 경영 성과 요인 -

정승화 ( Seung Wha Chung ),표현상 ( Hyun Sang Pyo ) 한국중소기업학회 2006 기업가정신과 벤처연구 Vol.9 No.1

임시접착 후, 치면세마에 따른 Lithium Disilicate Glass-Ceramic의 레진결합강도에 대한 연구

정승화(Seung-Hwa Chung),이진한(Jin-Han Lee),오상천(Sang-Chun Oh) 대한턱관절교합학회 2007 구강회복응용과학지 Vol.23 No.3

블록체인 기술기반의 분산원장 도입을 위한 법적 과제-금융산업을 중심으로-

정승화 ( Chung Seung Hwa ) 한국금융법학회 2016 金融法硏究 Vol.13 No.2

Blockchain technology is known to guarantee security, extendability, and transparency which surpass the infrastructure of the existing centralized network system through mutual distributed ledger. However, some of the drawbacks of the blockchain are technological uncertainty of effectiveness and extendability as an open source, illegal transactions due to anonymity, and the issues of tax evasion. Moreover, there are ambiguous blockchain cases and unrealistically vast amount of cost reduction. However, domestic and foreign financial institutions expect the excellence and potential power of the blockchain will be substantial in spite of such drawbacks, thus increasing the possibility of application and technology verification through proof-of-concept. The blockchain can be categorized into public blockchain, consortium blockchain, and private blockchain according to network accessibility and participation authority of proof-of-work. Financial institutions may be limited in adopting public blockchain, thus more likely to adopt consortium or private blockchain. To introduce the blockchain technology, it is necessary to reorganize current centralized regulation system to be able to adopt distributed ledger system. In addition, significant number of legal issues such as physical data storage location, legal intervention grounds of regulatory authority, or common protocol and governance of the blockchain exists.

소셜미디어 연구동향 분석: 사회과학 분야를 중심으로

정승화 ( Seung Wha Chung ),임지선 ( Ji Sun Lim ),박선주 ( Sun Ju Park ),정예림 ( Ye Rim Chung ),박경민 ( Kyung Min Park ),최정혜 ( Jeong Hye Choi ) 정보통신정책학회 2014 정보통신정책연구 Vol.21 No.2

We examine the characteristics, methodologies, and general trends in social media studies published in journals listed in the SSCI indexes from 2006 to 2013. A total of 437 articles published were examined with a content analysis. Our analysis focuses on the papers` topics, subjects of analysis, methods, perspectives, and theoretical perspectives. The results show that the number of published social media studies dramatically increased from 2008. Descriptive analyses of users and the role of social media in social interactions were the predominant subjects of the articles. Individual-level of analysis and quantitative research methods were mainly used in social media researches. Social media researches have become independent fields in psychology and communication. Our study serves as the foundation from which to assess current findings and offers some recommendations for future research on social media, including the rigor and diversity of research methodologies, multidisciplinary approach, and theory building.

증권형 크라우드펀딩의 활성화와 투자자보호를 위한 법적과제

정승화 ( Seung Hwa Chung ) 한국상사판례학회 2015 상사판례연구 Vol.28 No.4

Crowdfunding is a financing method that involves pooling money from unspecified individuals through online platforms conducted by crowd-funding brokers who handle funding of small business ventures and startups. Korea recently passed a set of laws on security-based crowdfunding with reference to JOBS Act. Primary constitutors of crowdfunding system include issuer, online small investment intermediary, investor, central recording management institution and management institution of deposit for subscription. With security-based crowdfunding system from Capital Market Act, issuer can raise funds through equity securities, debt securities and investment contract securities without providing registration statement. Due to high investment risks of crowdfunding, investor protection is promoted with means that include yearly funding limit, yearly investment limit, advertising regulation, or Limiting sales of its shares of issuers and major shareholders. Since crowdfunding utilizes wisdoms of crowd through online platform bulletin board run by online small investment intermediary, issuance of securities is cancelled when it fails to meet less than 80% of the funding goal. While relaxing regulations on disclosures for issuers, responsibility for compensation is claimed upon fraudulent acts. For revitalization of the crowdfunding system, a tax benefit in forms income deduction is granted upon investment amount. For further revitalization of the system, flexibility on yearly limit of issuance, introduction of intermediary market, and relaxation on advertising regulations are necessary. For investor protection, reinforcement on responsibility for compensation of issuers, disclosure of equity sell-off details and investor education are necessary.

주주대표소송의 활성화를 위한 소고

정승화 ( Seung Hwa Chung ) 한국상사판례학회 2013 상사판례연구 Vol.26 No.2

Shareholder`s derivative suit is generally defined as the class action, in which minority shareholders, on their corporation`s behalf, can enforce corporate rights against the corporate directors who committed illegal acts or wrongful acts on the corporation, in case those in control of the corporation refuse to have the corporation sues directly. For the activation of the shareholder`s derivative suit, first of all, the requirement of the plaintiff shareholders qualified to file a lawsuit needs to be more mitigated than status quo, depending on the size or type of the company concerned. Second, in order to file derivative suit, it is required to verify the information on the illegal act or misconduct of directors. Such verification could be effectively done through the inspection on accounting books and records. However, under the current commercial law, the right of inspection on accounting books and records is not that easy, in a way, it is even more stringent than the requirement of the derivative suit. Third, through the derivative suit, minority shareholders are given rights to accuse liability of directors on behalf of the company, which is not for the benefit of the plaintiff shareholders themselves but for the benefit of the company itself. Thus, there should be corresponding compensations for the substantial attorney`s fees, the commitment of time, effort and mental stress of the minority shareholders who file the suit. Finally, derivative suit performs important functions to prevent illegal acts or misconduct of directors. Therefore, for the protection of minority shareholders and the activation of derivative suit, it is required for investor protection agencies to support the minority shareholders who prepare a derivative suit. Thus, these investor protection agencies will be able to advise the minority shareholders of the pertinent procedures and provide them with a variety of information and knowledge about derivative suit. And, the existence of such agencies will also have the effect to prevent the abuse of derivative suit and to suppress the illegal acts or misconduct of directors itself.