총회결의무효확인 등
1. The plaintiff (appointed party)'s appeal is dismissed.
2. The costs of appeal shall be borne by the Plaintiff (Appointed Party).
1. The reasoning of the court's explanation concerning this case is the same as the reasoning of the judgment of the court of first instance, except in the following cases. Thus, this is also cited by the main sentence of Article 420 of the Civil Procedure Act.
▣ 제1심 판결문 이유에 기재되어 있는 “원고들”을 “원고(선정당사자)”로 고친다.
▣ 제1심 판결문 6쪽 12째 줄에 있는 “없다.” 다음에 아래 내용을 추가한다.
Meanwhile, Article 21 subparag. 5 of the Defendant’s articles of incorporation provides for “the deliberation on the agenda of a general meeting” as the resolution of the board of directors. However, in light of Article 18 subparag. 7 of the Articles of incorporation, the term “the deliberation on the agenda of a general meeting”, which is the resolution of the board of directors, means “the deliberation on the agenda of a general meeting,” rather than the meaning of prior deliberation and resolution by the board of directors, the meaning of “the deliberation on the agenda of a general meeting” refers to the deliberation and resolution by the board
Therefore, even according to the above provisions of the articles of incorporation, the above general meeting resolution cannot be deemed null and void on the ground that it did not go through a resolution of the board of directors prior to the resolution of the general meeting on May 8, 2013.
Article 10(2) of the Act on the Establishment of Organizations by Persons, etc. of Distinguished Services to the State, Etc. provides that matters concerning the board of directors shall be prescribed by the articles of incorporation. Article 12 of the Act on the Establishment of Organizations by Persons, etc. of Distinguished Services to the State shall be prescribed by the articles of incorporation. As seen earlier, the Defendant’s articles of incorporation do not stipulate that the convening of a general meeting and all matters to be resolved shall be decided by the board of directors, and it is difficult to find any grounds to recognize the Plaintiff’s assertion otherwise. Therefore, the above assertion is without merit.
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