[부당이득금반환청구사건][고집1975민(1),420]
The case holding that the act of resignation of only the representative director and resignation prior to the resignation of the director shall be an expression representative director;
If a third party in good faith sells the company's shares and receives part of the price as the name of the representative director while continuing to conduct the business of the company by using the name of the representative director under the implied consent of the company before the resignation of the representative director, the company shall be liable for the above act of the person who has used the name of the representative director.
Article 395 of the Commercial Act
Supreme Court Decision 74Da1366 delivered on May 27, 1975 (Supreme Court Decision 10966Da10966, Supreme Court Decision 23 ②B civil 71 Decided summary of the decision, Article 39(4)719 of the Commercial Act and Article 515No8462 of the Court Gazette)
Plaintiff
Defendant corporation
Daegu District Court (74Gahap400 decided) in the first instance
The original judgment shall be modified as follows:
The defendant shall pay to the plaintiff 2,00,000 won with an annual interest rate of 5 percent from June 12, 1974 to the full payment.
The plaintiff's remaining claims are dismissed.
All the costs of lawsuit shall be borne by the defendant in the first and second instances.
The defendant shall pay to the plaintiff the amount of 2,050,000 won with 5% interest per annum from October 15, 1973 to the date of full payment.
The judgment that the costs of lawsuit shall be borne by the defendant and the declaration of provisional execution are sought.
The original judgment shall be revoked.
The plaintiff's claim is dismissed.
All the costs of lawsuit shall be borne by the plaintiff in the first and second instances.
According to the court below's testimony, the non-party 1's evidence Nos. 1 and 2, and Nos. 7 and 11 through 14, and the above non-party 2's testimony and testimony of non-party 2 (except for the part which is not trusted in the court below), the non-party 3 was appointed as the representative director of the defendant company on Jan. 19, 1973, and the non-party 4 was appointed as the representative director of the defendant company on Oct. 11, 199, and the non-party 5 was not liable for the above non-party 1's above testimony. The non-party 5's testimony and the non-party 5's testimony cannot be acknowledged as the non-party 1's above 0-party company's 0-party 1's 0-party 1's 0-party 1's 0-party 1's 0-party 2's 0-party 3's 1's representative director.
Therefore, the above share sales contract between the plaintiff and the defendant is legally cancelled on June 11, 1974, when it is clear that it is the delivery date of a copy soar. Therefore, the defendant is obligated to pay the plaintiff the above amount of 2,000,000 won and damages for delay at the rate of 5% per annum of the Civil Procedure Act from June 12 to the full payment, so the plaintiff's claim for this case is reasonable within the above recognition scope, and the remainder is dismissed. Since the original judgment is partially unfair, it is modified and it is so decided as per Disposition by the application of the proviso of Articles 96, 89, and 92 of the Civil Procedure Act with respect to the burden of litigation costs.
Judge Lee Jong-dae (Presiding Judge)