주주총회결의부존재확인등
1. Of the judgment of the court of first instance, the part against the plaintiff which constitutes a resolution confirming non-existence is revoked.
1. The following facts may be found either in dispute between the parties or in full view of the purport of the entire pleadings in the entries in Gap evidence 1 (as referred to in Eul evidence 2), Eul evidence 2, Eul evidence 3, and Eul evidence 6 to 10:
On February 4, 1997, the Defendant was a company established for the purpose of wholesale business, housing construction business, etc. of construction materials. The Plaintiff was appointed as the Defendant’s inside director on January 6, 2012, but was registered as dismissed on July 24, 2014. G was appointed as the Defendant’s representative director on October 8, 2004, but C, which was said to be said to have retired on July 24, 2014, after he died on July 14, 2013.
B. The Defendant issued a total of 51,000 shares, and around 2013, the Plaintiff and D own each of the Defendant’s shares of 4,800 shares (9.41%), C’s 27,400 shares (53.73%) and E’s 14,00 shares (27.45%).
C. On October 8, 2013, E sold to C 14,000 shares of the Defendant’s 14,000 shares, which he/she had held, at KRW 140,00,000, and D sold to C 4,800 shares of the Defendant’s 4,800 shares, which he/she had held, at KRW 48,00,000.
Accordingly, around July 2014, the plaintiff held 4,800 shares of the defendant (9.41%) and C held 46,200 shares of the defendant (90.58%).
On July 9, 2014, two weeks prior to July 24, 2014, the Defendant’s representative C sent a notice of convening a temporary general meeting of shareholders to the Plaintiff and C, which is the Defendant’s shareholder; “The Defendant’s principal office located in Mapo-gu Seoul (2nd floor) on July 24, 2014,” “the case of dismissal of A-in-house directors (2nd floor), and the case of approval of the director who retired from office or has the power of representation (2nd floor)” to hold a temporary general meeting of shareholders as the subject of the meeting.
E. The minutes of the special shareholders’ meeting held on July 24, 2014 by the Defendant (hereinafter “special shareholders’ meeting”) are as follows: “The provisional shareholders’ meeting held at the Defendant’s principal office office on July 24, 2014 is held by two shareholders and the Plaintiff from the internal directors.”