주주총회결의 부존재 등
1. The plaintiffs' primary claim and the conjunctive claim are all dismissed.
2. The costs of lawsuit are assessed against the plaintiffs.
1. Basic facts
A. The Defendant (a) was G Co., Ltd. at the time of establishment on January 29, 2013, and thereafter, F Co., Ltd. on June 16, 2014 and the Defendant’s trade name was changed in sequence on March 11, 2015) is a company that aims at construction business, etc.
The Plaintiffs were the Defendant’s internal director from the time of establishment to March 11, 2015, and Plaintiff A served respectively as the Defendant’s representative director from the time of establishment to March 19, 2015, and from June 16, 2014 to March 11, 2015.
B. The Plaintiffs owned 30,500 shares issued by the Defendant each 50% and transferred 12,200 shares in total to H around March 19, 2013.
H was in office as the representative director of the defendant from March 19, 2013 to June 16, 2014, and was in office as a director of the defendant from March 19, 2013 to March 19, 2013.
C. D, a private village of H, is a shareholder holding 30,500 shares, which are 100% of the Defendant’s shares issued on March 11, 2015, and the following shareholders’ written resolution (hereinafter “written resolution”).
The Chairperson of the Bill No. 1 explains that it is necessary to modify Articles 1 and 29 of the current Articles of Incorporation of the Party, and agrees with all copies of the Bill.
Article 1 (Trade Name) Company shall be C Co., Ltd.
Article 29 (Head Office and Branch Offices) Companies shall have one or more directors and one auditor.
The following persons shall be elected respectively as internal directors, auditors, and representative directors, who are directors of the company of the agenda item No. 2, in order to express their intention to resign on a gold-day basis due to the personal reasons and submit a resignation letter and recommend them to be selected by the representative director who is the internal director of the company of the agenda item No. 2. The following persons shall be elected as internal directors, auditors, and representative directors, respectively.
In other words, in-house directors D representative director D representative director D, D representative director D accepted his appointment at seat.
Provided, That the appointment of auditors shall be 10/100 of the total number of issued and outstanding stocks pursuant to Article 409 (2) of the Commercial Act.