이사회구성과 사외이사제도

Abstract

It seems like that the international financial crisis is slowly settled down,although it is a bit early to estimate that the crisis is completely over. However, the enduring five-digit Dow Jones Industrial Average and the positive economic indices give us some hopeful pictures to the end of economic downturn. In the meantime, the outside directorship has developed itself worldwide as a useful device to monitor the management in public companies. Korea has introduced this monitoring system since the finance crisis at the end of last century. The experience of last 13 years after the crisis gives Korea some valuable statistical analysis over this monitoring tool. In this article, the author tries to show the most appropriate board structure having problem with composition of inside and outside directorship and CEO Duality. After the in-depth analysis with statistical materials, the author recommends a solution from the view of the strategic management. The problem of CEO duality can be solved effectively with the contingency model. The characteristic of the individual industrial sectors can lead to influence variously the leadership structure of the individual company. The market situation, the abundance of material, the age of the company and the managerial environment, which the individual companies face daily in their operating condition reality, can also cause the variety of leadership structures. Each company should consider their business environment strategically before they decide to have the practical combination of inside and outside directors, the formation of their board committees, the power allocation between officers, board of directors and the CEO duality.