효과적인 내부통제 체제 구축을 위한 입법적 과제

• 영문명: The Legislative Reform for the Institution of Effective Internal Control System
• 발행기관: 한국재산법학회
• 저자명: 박세화(Park Sei-Hwa)
• 간행물 정보: 『재산법연구』財産法硏究 第23卷 第2號, 381~417쪽, 전체 37쪽
• 주제분류: 법학 > 법학
• 파일형태: PDF
• 발행일자: 2006.10.01

영문 초록

  Many corporations in U.S. and Japan have long been acquiring concern with Internal Control System, for promoting efficiency, reducing risk of asset loss and helping ensure compliance with laws and regulations. Internal Controls means different things to different people. This causes confusion among businesspeople legislators, lawyers and others. According to Internal Control-Integrated Framework that COSO(the Committee of Sponsoring Organizations of the Treadway Commission) issued in 1992, Internal Control System is broadly defined as a process, effected by an entity"s board of directors, management and other personnel, designed to provide reasonable assurance regarding the achievement of objectives in effectiveness and efficiency of operations, reliability of financing reporting, compliance with appliable laws and regulations. This framework consists of five interrelated components; control environmentㆍrisk assessmentㆍcontrol activities？information and communicationㆍmonitoring. The Sarbanes- Oxley Act of 2002 in the U.S. extends the long-standing requirement for public companies to maintain systems of Internal Control, requiring management to certify and the independent auditor to attest to the effectiveness of those system. Recent years have seen heightened concern and focus on risk management. The COSO"s Report of 2004(Internal Control- Enterprise Risk Management -Integrated Framework) say that Internal Control is an integral park of enterprise risk management. Japan Corporation Law of 2005, also, was enacted including the duty on board of directors in institution of an effective Internal Control System.
  This article deals with the legislative reform of Korean Commercial Law and finance related law in Korea, to help enterprises enhance their Internal Control System and control their activities in moving toward achievement of their established objectives. I emphasize that the duty of institution of Internal Control System is accountable to the board of directors on large corporation and the need for Internal Control Policy (Rule) like the COSO"s Report, providing concepts and key principles and clear direction and guidance, become more compelling.

목차

Ⅰ. 서론 (내부통제 체제 법제화의 논의 배경)
Ⅱ. 내부통제제도에 관한 일반론
Ⅲ. 내부통제 관련 법제에 대한 비교법적 고찰 - 미국과 일본을 중심으로 -
Ⅳ. 내부통제제도에 관한 우리 현행 법제의 문제점과 입법적 개선방안
Ⅴ. 결론
참고 문헌
〈Abstract〉

키워드

내부통제시스템 준법감시제도 내부회계관리제도 COSO 보고서 내부통제시스템 구축의무 이사의 충실의무 이사의 감시의무 전사적 리스크 관리 통합 프레임웍 경영판단의 법칙 2006년 회사법 개정 Internal Control System The Sarbanes-Oxley Act of 2002 The COSO" s Report Compliance Internal Accounting Controls Internal Control- Enterprise Risk Management Integrated Framework Duty of institution of Internal Control System Duty of loyalty Duty of director" s supervision Amendment of Korean Commercial Code(Corporate Law) of 2006