이사회결의무효확인청구소송
1. The plaintiff's appeal is dismissed.
2. The costs of appeal shall be borne by the Plaintiff.
The purport of the claim and appeal is the purport of the appeal.
1. Basic facts
A. The defendant is a non-profit medical corporation for the purpose of establishing and operating a medical institution and is operating a C hospital.
B. At the time of May 2006, the Plaintiff and D paid a total of KRW 1.03 billion to E, which was the Defendant’s president, and jointly acquired the management right and jointly operated the Defendant corporation from that time. The president of the Defendant corporation has been in charge of the Plaintiff from June 1, 2006 to June 1, 2015.
C. On June 2, 2015, the Defendant’s director, even at the time D was appointed as the president of the Defendant’s legal entity on behalf of the Plaintiff, was jointly operated by D, D’s children, F, Plaintiff’s wife, G, Plaintiff’s preference, H, and the Plaintiff and D2, as well as the Defendant’s legal entity.
On December 22, 2015, the Plaintiff and D agreed to appoint I as a director of the Defendant Corporation and transfer part of the de facto management right by receiving KRW 400 million in total from I, each of which is KRW 200 million. The decision to operate a corporation refers to a decision made by mutual agreement between the Plaintiff, D, and I. This decision shall take precedence over the decision of the board of directors (Article 5).
Accordingly, on February 29, 2016, I was newly appointed as a director of the defendant corporation on behalf of H.
On May 19, 2016, D held a temporary board of directors (hereinafter “the first board of directors”) on May 19, 2016, and passed a resolution on the appointment of a new director by J. D again held a temporary board of directors (hereinafter “the second board of directors”) on June 1, 2016 and resolved to dismiss the Plaintiff from office.
E. However, the Plaintiff, against the first board of directors, filed the instant lawsuit seeking confirmation of invalidity of the resolution of the board of directors on May 30, 2016, and the J resigned from office on June 7, 2016. D shall hold a temporary board of directors on June 11, 2016 (hereinafter “third board of directors”) and four of the five incumbent directors D, F, and F.