주주총회결의 부존재확인 등
1. A resolution to amend the articles of incorporation mentioned in attached Table 1-2, which was made at a special shareholders' meeting on January 13, 2014 by the defendant.
1. Basic facts
A. The Defendant Company is a stock company established for the purpose of waste collection, transportation, recycling, and the sale of refined fuel oil, and the Plaintiff A and B are shareholders who held the entire shares of the Defendant Company as the husband and wife (hereinafter “Plaintiff and wife”). G is the husband of the Plaintiff’s female and female H and is registered as the representative director of the Defendant Company from December 1, 2009 to December 1, 2009.
B. On January 2010, the Plaintiff couple transferred 40% of shares (8,000 shares) to H, 10% of shares (2,00 shares) to G, and the Plaintiff A owned 20% of shares (4,000 shares) and 30% of shares (6,000 shares) to the Plaintiff’s husband and wife respectively, and the Plaintiff’s side and the Plaintiff’s husband and wife owned 50:50 shares.
C. The articles of incorporation of the existing defendant company stipulate the expected issuance of the shares as total of 20,000 shares, and on May 17, 2010, the minutes of the temporary general meeting of shareholders of the defendant company as of May 17, 2010, stating that “three (16,000 shares total number of shares) from among four shareholders (16,00 shares total number of shares) attended, and agreed to the resignation of the director I as shown in attached Table 1, and the seal impression of the plaintiff B is affixed thereon.
Plaintiff
On August 30, 2010, husband and wife filed a lawsuit against the Defendant Company to nullify the provisional shareholders’ meeting resolution (Tgu District Court 2010Gahap9041) on May 17, 2010, and made on November 24, 2010 a written agreement (hereinafter “instant agreement”) with G, H, and J (C husband of Plaintiff A) as follows. Accordingly, Plaintiff B transferred 3,00 shares to J, and the Plaintiff’s husband and wife withdraw the lawsuit to nullify the above invalidity.
1. Transfer 15% out of the shares of Plaintiff B to J. 30%.
3. Both conditions; and
A. G duties (4) Articles of incorporation are to be newly prepared at a new general meeting of shareholders.
B. The duty of the plaintiff couple 1 to withdraw the lawsuit
E. On March 24, 2011, G held a general meeting of shareholders on March 31, 201 in order to resolve the cases of partial modification of the articles of incorporation - the cases of abolition of audit and inspection ( single agenda) with the Plaintiff’s husband and wife.