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(영문) 인천지방법원 2020.01.10 2019가합59065

주주총회결의부존재확인의 소

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1. The defendant's temporary general meeting of shareholders on April 22, 2019, the representative director C's retirement resolution, the company director's retirement resolution, and the inside director.

Reasons

1. Basic facts

A. On May 2, 2019, the Defendant filed an application for registration of change of executive officers with the minutes of the temporary general meeting of shareholders (certification No. 2445, Dec. 22, 2019) on April 22, 2019 that the following resolution (hereinafter “each resolution of this case”) was made, and the registration of change of executive officers was completed on the same day. However, there was no actual general meeting of shareholders or each resolution was made.

The chairperson shall notify the representative C of the principal company that he/she will expire September 18, 2018 and his/her opinion on the expiration date of the term of office of the representative director C of the principal company, and his/her retirement shall be resolved upon without the expiration date of all the parties.

The Chairperson submitted a letter of resignation to resign on April 22, 2019, and agreed to resign without any objection by all the members.

The Chairperson notified that inside directors A (Plaintiff) of this company will be terminated on March 15, 2017; that E will be terminated on March 15, 2017; and that C will be terminated on September 18, 2018; and that his opinion was passed on the retirement on the expiration date without any objection by all members.

The Speaker shall select a person who has resigned or retired from the office of the company as a member of the above officers of the company, and the officer who has been appointed as a result of the immediate voting is agreed to be elected as a secret vote.

1. Name of intra-company director: Address C: G building in Subdivision-gu, Sung-nam-si, and date of annual director’s office: On April 22, 2019, the Speaker explained that the amendment of the articles of incorporation of this company is favorable in terms of business rationalization, as in the separate sheet (attached sheet) in order to promptly respond to the change of the articles of incorporation on April 22, 2019 due to social and economic changes and market conditions.

Then, the chairperson explained the provisions of the additional revision of the articles of incorporation in sequence, and sought consent thereto, and approved the revised articles of incorporation as a unanimous book for all shareholders.

B. The plaintiff is 44,00 shares of the defendant (73.6% shares ratio).