商法上 會社形態에 대한 實證硏究

Abstract

There are four types of a company - Hapmyong Hoesa, Hapja Hoesa, Chusik Hoesa and Yuhan Hoesa - according to the Article 170 of the Commercial Code. Upon choosing the types of these companies, most people tend to establish Chusik Hoesa rather than others because there are many advantages in managing it. Despite such merits, corporations of other types are also established though the number of the corporations is not large. The purpose of this study is to examine what caused some people to establish Hapmyong Hoesa, Hapja Hoesa and Yuhan Hoesa. This study composes of four chapters. Chapter 1 deals with the objectives and scopes of this study. In chapter 2, I examine four types of corporations analyzed in the light of corporations concepts, historical backgrounds, liabilities of members, characteristics of members, economic functions, procedures for the establishment and organizational expenses. Chapter 3 shows the empirical study of three types of corporations - Hapmyong Hoesa, Hapja Hoesa and Yuhan Hoesa (including foreign investment approved company, foreign branch and SPC in the Act on Asset-Backed Securitization). The cases of conversion between Chusik Hoesa and Yuhan Hoesa are also discussed. On the basis of the empirical study in Chapter 3, I got 6 new findings in the types of corporations. 1. Corporations established as a type of Hapmyong Hoesa depend on largely the provision of laws. In addition, such a type may correspond to the management guideline of the headquarters. On the other hand, Hapja Hoesa has advantages in its establishment because procedure for the establishment of the Hapja Hoesa is easy and it is possible to establish with only family members. 2. Due to the lack of knowledge about Yuhan Hoesa, most people misunderstood Yuhan Hoesa as if it is personal companies or Chusik Hoesa. 3. There are several conditions that organized as a type of a Yuhan Hoesa. Among these conditions, capital (10 million won) and promoters (two persons) are the most important conditions. 4. In the type of Yuhan Hoesa, foreign investment approved company and foreign branch account for considerable rates. These companies are established as a type of Yuhan Hoesa in Korea because these can give the effect of tax deductions to the headquarters in other countries. 5. The SPC(Special Purpose Company) in the Act on Asset-Backed Securitization also takes considerable rates. The SPC is established as a type of Yuhan Hoesa by the Article 17(1) of the Act on Asset-Backed Securitization. 6. There are a couple of corporations that converted Chusik Hoesa into Yuhan Hoesa. This conversion stems from reasons that can use profit and loss occurred in Korea s Yuhan Hoesas to headquarters in America.