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(영문) 서울남부지방법원 2017.10.19 2017가합104164

총회결의무효등확인 청구의 소

Text

1. Each action of the plaintiff A, B, C, D, E, and F shall be dismissed.

2. Plaintiff G, H, I, J, K, L, M, N,O, P, Q, R, and Defendant.

Reasons

1. Basic facts

A. The Defendant is a corporation established with authorization for the establishment of a housing reconstruction project on August 20, 2014 under the Act on the Maintenance and Improvement of Urban Areas and Dwelling Conditions for Residents (hereinafter “Urban Improvement Act”) for the purpose of implementing a housing reconstruction project on the Gangseo-gu Seoul Metropolitan Government and 16,400 square meters of three parcels, and the Plaintiff A was a representative of each of the directors, G, H, I, J, K, K, L, M,O, P, Q, R, and S (hereinafter “Plaintiff G”).

B. As 38 of the total number of the Defendant’s members proposed, the representative X convened an extraordinary general meeting on January 17, 2017 pursuant to Article 23(4) of the Urban Improvement Act and Article 24(8) of the Articles of Incorporation of the Association. The above general meeting was resolved on the agenda item 1 and 17, including the Plaintiff B and 13, to dismiss the Plaintiff from the auditor at the meeting of a majority of the members present at the meeting and with the consent of a majority of the members present at the meeting. Each resolution was made on the agenda item 2 as indicated in the separate sheet stating that the Plaintiff B and 5 of the Plaintiff et al. are dismissed from each board of directors.

C. Since August 17, 2017, the Defendant held an extraordinary general meeting and passed a resolution to appoint Y, AA, AB, AC, AD, AE, AF, AG, AH as a director, AI, AJ, AK, AM, AM, AP, AP, AP, Q, AS, ATS, ATS, AU, AV, AW, and AX as a representative, respectively.

The main contents of the defendant's articles of association are as follows.

Article 15 (Executives) (1) A cooperative shall have the following executives:

1. One head of the partnership;

2. Not less than five and not more than eight directors;

3. The term of office of an auditor to two or more auditors. (3) The term of office of an executive shall be three years from the date on which he/she is appointed (or the date on which the inaugural general meeting is authorized to establish an association), but may be reappointed

(4) The term of office of an officer appointed by substitute under the proviso to paragraph (2) shall be the remaining term of his/her predecessor.

Article 18 (Dismissal, etc. of Executives) (1) Any executive who neglects his/her duties or neglects, or violates relevant Acts and subordinate statutes and this Act.