• Venture DIGEST
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• s.103
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• pp.26-27
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• 2007

최근 이른바 '장하성 펀드'가 대한화섬 지분을 매집한 후 경영진에 지배구조개선을 요구하면서 주식시장에서 대한화섬의 주가는 상승세를 계속했다. 또한 지난 해 초순에는 세계적인 '기업사냥꾼' 칼 아이칸(Carl Icahn)이 KT&G 지분을 매집하면서 사회적 관심을 모으기도 했다. 무엇보다도, 국민들에게서 적대적 M&A에 대한 인식을 각인시킨 계기는 2003년 3월 소버린 펀드가 분식회계 파장을 계기로 주가가 급락한 (주)SK 주식을 매입하면서부터일 것이다. 당시 소버린 펀드는 불과 2개월만에 (주)SK 주식 14.99%를 매입하였고 우호지분을 규합하여 당시 최태원 회장의 교체를 시도하겠다고 선언하였다. 종국적으로 주주총회에서의 의결권 대결은 당시 (주)SK의 승리로 끝났지만, 그 기간 동안 (주)SK 주가는 고공행진을 계속하였고, 소버린 펀드는 2005년 7월 무려 8,000억 원의 주식 양도차익을 남기고 유유히 시장을 떠났다. 이번 호와 다음 호에서는 2회에 걸쳐 이와 같이 뜨거운 사회적 관심을 모으고 있는 적대적 M&A에 대해 살펴 보고, 이에 대한 방어 방법을 검토해 보고자 한다.

• Journal of the Korea Academia-Industrial cooperation Society
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• v.18 no.5
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• pp.543-548
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• 2017

This paper examines the effects of strong corporate governance for listed companies in accessing capital markets from the point of view of the weighted average cost of capital. Results found that corporate governance had a significant negative(-) relation to the weighted average cost of capital. This finding is consistent with previous research and implies that the higher shareholder ownership and foreign ownership have confidence in the financial information of the company, and therefore, risk is reduced for investors. This results in lower expected rates of return and companies will pay a lower cost of capital. Second, tax evasion had a positive effect(+) on the weighted average cost of capital. The low quality of corporate accounting information is expected to increase tax avoidance. Accordingly, this results in increased risk. If the required rate of return is high in its impact,it leads to increased capital costs. In addition, corporate governance and tax avoidance factors showed a negative affect (-) on the weighted average cost of capital. Corporate governance plays an important role in tax avoidance and the weighted average cost of capital, and strong corporate governance reducesthe impact on tax avoidance. In addition, the weighted average cost of capital in capital markets showed the reducing effect.

• Korean Business Review
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• v.11
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• pp.195-216
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• 1998

Ownership of an asset can be identified with the right to exercise "residual control" where the contract is silent about decision rights, or with the right to receive any "residual returns" that remain after contractual. obligations are fulfilled. Although the concept of "ownership" seems reasonably clear in many of the cases, the concepts of residual control and the residual returns that define ownership are actually quite elusive. For large corporations, there is really no single individual who owns both the residual returns and the residual control. Despite the limited qualifications, ownership is clearly. the most common and effective meas to motivate people to create, maintain, and improve the value of assets. In this paper, we try to clarify the relationships among financial structure, ownership, and corporate control with the concept of ownership defined as the residual control and the residual returns, Financial securities are not just claims to part of a firm's net income. They give the security holder certain rights. A careful matching of rights of control and returns can create incentives that increase total value of the firms. In the corporate firms, managers, lenders, and shareholders have different interests. And the financial structure affects how different those interests are and what decisions management will make. Managers are, in general, better informed than investors about the firm's prospects. The financial decisions by managers may affect investors' beliefs and, therefore, the price of shares and the value of the firm.

• Journal of Digital Convergence
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• v.19 no.3
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• pp.151-160
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• 2021

The purpose of this study is to analyze the impact of CSR on the managers' compensation-performance sensitivity, and to determine whether there are differences in this relationship as the governance structure is more efficient. The sample for analysis was from KOSPI-listed companies in 2011-2017, and regression analysis was performed to confirm the relevance. The results are as follows: First, in CSR company, there was a negative relationship for managers' compensation-accounting performance sensitivity and a positive relationship for managers' compensation-stock performance sensitivity. Second, CSR and the managers' compensation-performance sensitivity vary depending on the type of corporate governance. In CSR companies, when the corporate governance is effective, the managerial compensation system generally complements each other. These results suggest that there is a need to design an effective manager's compensation system within the company in order to induce managers' decision-making in the direction of increasing shareholder profits in a long-term perspective in CSR companies. In addition, if we identify the relationship with the governance structure and reduce or improve the devices that overlap each other, it is believed that it will contribute to enhancing corporate value.

• KDI Journal of Economic Policy
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• v.33 no.2
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• pp.41-79
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• 2011

This study examines the compensation scheme for the executives and risk-taking behavior in the Korean banks. Theoretically, shareholders prefer risky asset choice to the optimal one due to the limited liability feature of reward, and stock-based executive compensation may induce choices favorable to the shareholder. We empirically test this risk-taking hypothesis using Korean banks' data. Since only the stock option data is available under the current disclosure system, we limit our analysis to examine the relationship between the compensation through stock option and the risk of banks. The result provides no evidence that stock option compensations increase the risk of banks, which is contrary to the theoretical prediction and preceding studies in the US. This may be due to any factor that the executive reward data omit, or regulation effects on the bank management.

• The Journal of the Korea Contents Association
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• v.13 no.2
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• pp.420-430
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• 2013

In this study, we investigate the current status of family friendly management and determinants of its level. We choose measures about family friendly management and use their results from ESG evaluation model by Korea Corporate Governance Service. We find that firms with larger size, lower leverage and higher firm value are more family friendly. And in contrast to previous studies, firms are more family friendly when they have less women to total employees. But firms with higher largest shareholder holdings are less family friendly. These results show that listed firms in Korea should be more family friendly considering their level of woman employment. Also the interest and support from top management are needed for activating family friendly management, but largest shareholder of korean firms are not active yet.

• Journal of Digital Convergence
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• v.20 no.4
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• pp.119-126
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• 2022

With the rise and rapid development of the "Internet+" economic model, the internet is deeply integrated with the social economy and penetrates every corner of life. Compared with expanding the scale of business operations through internal investment and capital accumulation, e-commerce companies are more inclined to directly gain control of other companies through efficient merger and acquisition (M&A). The purpose of this study is to analyze changes in financial performance before and after M&A of Alibaba, China's largest e-commerce company in the Internet era. To present the impact of M&A events on Alibaba's stock price and shareholder wealth more intuitively, this study selected the market model in the event study method to measure abnormal returns. The results show that an M&A event led to a reduction in Alibaba's shareholder wealth in the short term. This study presents the theoretical basis for the M&A performance of e-commerce companies.

• Journal of the Korea Society of Computer and Information
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• v.27 no.11
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• pp.231-239
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• 2022

The labor director system to be introduced into the company law, the labor director must be explained in the Korean company law and the inevitability of its introduction must be persuaded. Conflicts with shareholders' right to appoint institutions are also a task that must be resolved. Management has absolute meaning for shareholders who receive dividends from operating profit. On the other hand, for workers who are guaranteed the right to collective action and are paid for their labor according to the contract law and the labor law, the management must be considered as a partner in labor-management cooperation, so the labor director system may cause confusion. There are growing calls to create a system that can form a 'relationship of understanding, participation, and cooperation', away from the existing 'control and command'-centered manpower management that causes labor-management confrontation and the system can also serve as an opportunity to reduce harmful effects of high-handed personnel administration in public institutions.

• The Journal of the Korea Contents Association
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• v.12 no.10
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• pp.169-177
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• 2012

Due to the influences of global financial crisis, countries are putting their efforts on the enhancement of appropriateness and transparency of director compensation. In several countries including Germany, the United States, the United Kingdom, France, and Italy, listed companies and financial institutions in certain levels make public announcement for compensations of individual directors, not the averages. Recently, even Asian countries including China, Hong Kong, and Singapore are introducing individual director compensation public announcement policies. On the other hand, in cases of companies, which must submit annual reports, under current Korean capital market laws and enforcement ordinances, they are obligated to mention 'total wage paid to all executives in that business year' on the annual report, but does not have to mention individual wages of each executive. About this, at the 17th national assembly, revised bill for the Securities and Exchange Act for companies to mention wages of each executive. The financial world is opposing to open individual director compensation to the public as they concern about the shrinking of outstanding human resources recruitment, breach of corporate confidence, privacy invasion, deterioration of labor-management relations, and downfall of the executive's management will as director compensation will be standardized downward; however, if public opening of individual director compensation is forced, domestic companies will prepare more objective and rational standards when they calculate director compensations, and moreover, it will prevent arbitrary intervention of dominant shareholders. Therefore, to clearly and efficiently control director compensation, we need regulations for obligating public opening of individual director compensation.

• The Journal of the Korea Contents Association
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• v.20 no.3
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• pp.73-80
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• 2020

Using 8,499 observations from 5 years-1,878 firms panel data during 2014 to 2018 in Korean stock exchanges, this study examines the impact of National Pension's ownership on corporate philanthropic giving. The empirical study finds that National Pension's ownership has positive relations with the extent of corporate philanthropic giving in terms of the amounts per employee, the expenditures with respect to total asset and total sales, implying that National Pension plays a monitoring role in promoting target firms to increase the extent of corporate philanthropic giving, which lead to increase in target firms' long-term values. The empirical study also finds that when National Pension is a blockholder holding more than 5% ownership in the target firms, it has positive relations with the extent of corporate philanthropic giving in terms of the amounts per employee, the expenditures with respect to total asset, implying that it exercises disciplinary roles on focal firms in promoting the extent of corporate philanthropic giving in order to increase target firms' long-term values. The results overall support that National Pension plays positive effects on target firms in promoting the extent of corporate philanthropic giving, which lead to increase in target firms' long-term values.