기업공시의 근거에 대한 고찰

Title
기업공시의 근거에 대한 고찰
Authors
박민우
Keywords
법학연구, 기업공시
Issue Date
2005
Publisher
인하대학교 법학연구소
Series/Report no.
법학연구제8집45-66 pp.
Abstract
Corporate mandatory disclosure is necessary in following reasons.
First, because infomation has many characteristics of a public good,
securities research tends to be underprovided. This under-provision means
both that information provided by corporate issuers will not be optimally
verified and that insufficient efforts will be made to search for material
information from non-issuer sources. A mandatory disclosure system can thus
be seen as a desirable cost reduction strategy through which society, in effect,
subsidizes search costs to secure both a greater quantity of information and a
better testing of its accuracy. Althought the end result of such increased efforts
may not significantly affect the balance of advantage between buyers and
sellers, or even the more general goal of distributive faimess, it does improve
the allocative efficiency of the capital market-and this improvement in turn
implies a more productive economy.
Second, a substantial basis exists for believing that greater inefficiency would
exist without a mandatory disclosure system because excess social costs would
be incurrred by investors pursuing trading gains. Collectivization minimizes the
social waste that would otherwise result from the misallocation of economic
resources to this pursuit.
Third, the theory of self-induced disclosure has only a limited validity. A
particular flaw in this theory is that it overlooks the significance of corporate
control transactions and assumes much too facilely that manager and
shareholder interests can be perfectly aligned. In fact, the very preconditions
specified by these theorists as being necessary for an effective voluntary
disclosure system do not seem to be satisfied. Although management can be
induced through incentive contractin devices to identify its self-interest with
the maximization of share value, it will still have an interest in acquiring the
shareholders' ownership at a discounted price, at least so long as it can engage
in insider trading or leveraged buy outs. Because the incentives for both seem
likely to remain stron, instances will arise in which management can profit by
giving a false signal to the market.
Fouth, even in an efficient capital marke, there remains infomation that the
rational ivestor nedds to optimize his securities portfolio. Such infomation
seems best provided through a mandatory disclosure system.
URI
http://dspace.inha.ac.kr/handle/10505/628
Appears in Collections:
연구기관 > 법학연구소 > 법학연구(法學硏究)
Files in This Item:
법학연구8_45-66.pdfDownload

Items in DSpace are protected by copyright, with all rights reserved, unless otherwise indicated.

Browse