2. The costs of lawsuit are assessed against the plaintiffs.

A. From March 1, 2012 to October 31, 2014, Plaintiff A retired while serving as a director of the Defendant Company from November 1, 2012 to July 31, 2014.

Since the Plaintiffs are directors rather than employees under the Labor Standards Act, the Defendant Company should pay the Plaintiff A a retirement allowance of KRW 55,794,069, and KRW 42,004,970 to Plaintiff B in accordance with the “Rules on the Payment of Retirement Allowances by Officers” in the articles of incorporation.

B. However, the Defendant Company paid KRW 12,261,848 to Plaintiff A and KRW 8,740,477 on the premise that the Plaintiffs constituted an employee under the Labor Standards Act.

C. Therefore, the Defendant Company is obligated to pay the Plaintiff A the amount of KRW 43,532,221 ( KRW 55,794,069-12,261,848), and the amount of KRW 33,264,493 ( KRW 42,004, KRW 970-8,740,477) and delay damages to the Plaintiff B.

2. Determination

A. The facts of recognition 1) The Plaintiff Company received from the Defendant Company the position of the Plaintiff A, the “General Director of the contact business department,” and the “Director of the Croro plant production management department,” etc. However, the Defendant Company did not appoint the Plaintiffs at the general meeting of shareholders, and did not register as a director. 2) The Plaintiffs reported and received approval from the representative director D with respect to the major issues or the execution of funds.

3) The Plaintiffs merely received basic pay and various allowances regularly and uniformly, not remuneration based on business performance or business performance (based on recognition). [Grounds for recognition] The Plaintiffs did not dispute, evidence Nos. 8, 2, 7, 8, 9, 10 (including virtual numbers, the purport of the entire pleadings)

B. According to the Commercial Act, directors and auditors shall be appointed through a resolution of appointment by a general meeting of shareholders and shall be registered. The statutory authority of directors and auditors shall be limited to the legally appointed directors and auditors as above and shall not be followed by such appointment procedures, but only a person who has been granted the position of directors from the company for the formal and scenic purpose may not exercise the authority of directors under the Commercial Act.

(2) A corporation;