December 16, 2016

2. After filing an appeal, the costs of the lawsuit are assessed against the Plaintiffs.

1. Purport of the claim (the plaintiff added the first preliminary claim while changing the existing preliminary claim to the second preliminary claim).

A. In the first place, it is confirmed that the resolution on the agenda indicated in attached Form 2 at the special meeting of the Defendant on October 29, 2013 is null and void.

B. At the first preliminary, it is confirmed that the resolution on the agenda in the attached Form 2 at the special meeting of the Defendant on October 29, 2013 does not extend to the members who expressed their dissenting opinions, including the Plaintiffs.

C. At the second preliminary, the Defendant’s obligation to pay 20% of the additional profits to the Defendant’s executives as incentives based on the effect of the resolution of the special general meeting on the agenda indicated in the attached Table 2 at the special meeting on October 29, 2013 is confirmed not to exist.

2. Purport of appeal

The judgment of the first instance court is revoked. In full view, the Defendant’s resolution on the agenda indicated in the attached Table 2 at the special meeting of the first instance on October 29, 2013 is invalid. In full view, it is confirmed that there is no obligation that the Defendant would pay the Defendant’s additional profit to its executives 20% as incentives based on the validity of the resolution on the special meeting on October 29, 2013 with respect to the agenda indicated in the attached Table 2 at the special meeting of the second instance.

The reasoning of the judgment of this court is as follows, except for the following additional determination, and thus, it is cited by the main text of Article 420 of the Civil Procedure Act (hereinafter the same shall apply).

2. Parts of the main claim

A. The Plaintiffs asserted that the instant agenda is invalid on the grounds that the instant agenda would result in an unequal distribution of profits among the members by distributing the profits of the members to a third party, contrary to the objectives of the association, and in essence infringe upon the rights of the members, and thus, cannot be the resolution of the general meeting.

However, with respect to the amount of refund and additional charges for each partner based on the plan for the change of management and disposition at the time of the instant resolution, in cases where the amount of refund increases due to the occurrence of additional profit and the amount of additional charges decreases, 20% of the additional profit is paid as incentives to partnership presidents, etc., and in cases where losses are incurred due to the contrary, the above officers are liable for compensation to a certain amount. This is not the content of distributing the revenue of association members already determined to other union members or third parties, but the amount of incentives should be paid if there is a business profit that will be increased above a certain level. Therefore, it is difficult to view that the content of the instant agenda itself is in essence infringing on property rights, such as the right to profit distribution secured by association members. Moreover, even according to the content of the instant agenda, it is difficult to determine whether to pay incentives and the amount of incentives at the time of settlement of the future project cost, and the relevant executive officers may compensate for losses. Therefore, it is difficult

Therefore, the plaintiffs' above assertion is without merit.

B. The plaintiffs asserts that the resolution of this case was made in tort, such as deception on the possibility of bearing additional charges by the president of the cooperative, etc., conflict with the resignation of all executives, and breach of trust, and thus, constitutes an anti-social and public legal act, etc.

As seen earlier, the reason for proposing the instant agenda was stated in the “the occurrence of union members who are likely to have the scope of additional charges because they could not participate in the general sale due to a real property erosion, etc.,” and the board of directors held prior to the instant general meeting. However, the instant resolution was made in a situation where it is possible for union members to sufficiently determine the uncertainty of the occurrence of losses and losses of the reconstruction project, the background and purport of the instant agenda, and the existence of the outcome of the resolution on the agenda, as stated in the part 14th through 15th 7th 15th 7th 14th 14th 19 of the judgment of the court of first instance, and it is difficult to view that the evidence submitted to the first instance court and this court alone alone did not constitute a tort committed by the Defendant’s executive officers or that the instant

Therefore, the plaintiffs' above assertion is without merit.

C. The Plaintiffs asserted that the subject of the instant resolution is invalid because additional earnings, which form the basis for the calculation of incentives, are determined at the stage of completing the business settlement.

However, the instant case’s agenda subject to the instant resolution is specified as it establishes incentives or loss compensation, and its calculation criteria depending on the occurrence of additional business profits following the progress of the future reconstruction project, and its contents are specified. Thus, it is difficult to view the instant resolution as null and void, as alleged by the Plaintiffs, solely on the circumstance that the specific calculation is reserved at the time of the future project settlement.

Therefore, the plaintiffs' above assertion is without merit.

3. Part of the preliminary claim

The plaintiffs asserts that the right to receive an individual member's profit cannot be infringed upon by the resolution of the general meeting, and even if the resolution of this case is valid, it is valid as a waiver of right only for the persons who agreed to the above resolution, and it is invalid for the opposing members.

The resolution of a general meeting shall also be effective for the opposing members of the general meeting, unless there are special circumstances, and even if the resolution does not have the effect of the general meeting resolution without the consent of the members when the rights of a specific member are infringed by the general meeting resolution, it is difficult to see the agenda of this case as being in violation of a specific member's property rights or the right to share profits.

Therefore, the plaintiffs' above assertion on different premise is without merit.

4. Conclusion

Therefore, the judgment of the court of first instance on the plaintiff's primary claim and the changed claim in this court for the second preliminary claim is justifiable, so the plaintiffs' appeal against this is dismissed, and the first preliminary claim added in this court is dismissed as it is without merit.

(attached Form omitted)

Judges Maximum Pung (Presiding Judge)