주주총회결의 부존재 확인 등
1. All appeals filed by the plaintiffs are dismissed.
2. The costs of appeal are assessed against the Plaintiffs.
The purport of the claim and appeal is the purport of the appeal.
1. The reasoning of the judgment of the court of first instance concerning this case is as follows, and this case is cited in accordance with the main sentence of Article 420 of the Civil Procedure Act, except for modification and addition as follows.
(A) The first instance judgment is reasonable, even if the Plaintiff’s assertion and the evidence submitted by the Plaintiff were examined. On the fourth instance judgment, “I did not receive a notice of convening the board of directors” was amended to “I did not receive a notice of convening the board of directors.”
On February 24, 2014, "Board of Directors of February 24, 2014" in Part 5 of the first instance judgment shall be amended to "Extraordinary General Meeting of Shareholders of February 24, 2014".
The 7th to 9th of the first instance judgment shall be amended as follows.
“The Plaintiff A is entitled to exercise the rights as a shareholder in relation to the Defendant. We examine whether the Plaintiff A is a shareholder on the Defendant’s list, and even if it is not a shareholder on the Defendant’s list, whether the Plaintiff is entitled to exercise the rights as a shareholder against the Defendant. A) The summary of the Plaintiff’s assertion (i) is indicated as the Defendant’s shareholder registry prepared as of February 7, 2014, as the Defendant’s shareholder registry that held 85% of the Defendant’s shares.
The above list of shareholders is a list of shareholders lawfully prepared at the headquarters for business management under the direction of the plaintiff C with the defendant's registry director's request by the plaintiff A, and the plaintiff A can exercise shareholders' rights as shareholders on the defendant's list of shareholders.
D. Even though the list of shareholders as of February 7, 2014 was not a legally prepared list of shareholders, the plaintiff can exercise shareholders' rights as a shareholder of the defendant, regardless of whether the list of shareholders is entered in the list of shareholders.
㈎ 피고는 K 및 K의 형과 형수인 N, O(이하 3명을 함께 지칭할 때는 ‘K 등’이라 한다)이 그 발행 주식 전부를 보유하고 있던 가족회사 내지 K의 1인 회사였는데, 그 주주 전원이 보유 주식 대부분을 원고 A에게 양도하였고 N와 O은 주식양도 후...