공사대금
1. The plaintiff's claim of this case is dismissed.
2. The costs of lawsuit shall be borne by the Plaintiff.
1. On May 1, 2016, the Plaintiff asserted that: (a) the Defendant’s joint representative director C agreed to pay the construction cost of KRW 40,000,000 in four installments; (b) the Plaintiff received the instant payment note (the content thereof is as shown in the attached Form).
However, as the defendant did not pay this, the plaintiff sought payment against the defendant.
2. The fact that at the time of May 1, 2016, the date of the preparation of the letter of rejection of the instant payment, the Defendant’s certificate of the corporate registration of the Defendant was a state where the Defendant completed the joint representative registration of C and D2 persons, is nonexistent or recognized by the purport of the entire pleadings.
The joint representative director system (Article 389(2) of the Commercial Act) is a safety device to prevent abuse of the corporation's power of representation, and in this case, all the joint representative directors shall exercise their power of representation jointly, and in principle, one of the external actions in their name shall not be effective against the company.
In addition, if a joint representative director has been determined, the contents thereof shall be registered, and after the registration has been completed, the third party is considered to be malicious, so the company may oppose the company even if it has been unaware of the fact.
(3) Article 37(3) of the Commercial Act: (a) separate from the aforementioned legal principles, according to the respective descriptions of evidence Nos. 1 and 2 and the purport of the entire pleadings, C is clearly indicated in the letter of payment and the business registration certificate of this case, and thus, the Plaintiff’s assertion that C was unaware of such fact is without merit). Therefore, it is not effective against the Defendant.
Even if it is assumed that the Plaintiff’s assertion (which was implemented by the Defendant, C was in full charge of the construction of officetels in the event of the port of port that was implemented by the Defendant, and that the subcontractor prepared a sales contract in the name of the Defendant as a substitute for the construction cost, it does not interfere with the above judgment.
The same holds, even if C is currently a director of the defendant, or the defendant's corporate seal stamped in the instant payment memorandum is not the official seal of "joint representative director".
In addition, the plaintiff presented.