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(영문) 창원지방법원 2017.05.23 2016나5669

임금

Text

1. Revocation of the first instance judgment.

2. The Defendant shall pay to the Plaintiff KRW 2.5 million and to the Plaintiff the full payment from June 15, 2015.

Reasons

1. The plaintiff's assertion

A. In the meantime, the Plaintiff entered into a labor contract with C, which is the Defendant’s agent, and retired from office while serving from office from March 30, 2015 to May 31, 2015. Since the Defendant did not pay 2.5 million won to the Plaintiff on May 2015, the Defendant is obligated to pay the Plaintiff the said KRW 2.5 million and its delay damages.

B. Preliminaryly, even if C does not have the authority to act on behalf of the Defendant, C was the representative of the Defendant and entered into an employment contract with the Plaintiff, and the Defendant is obligated to pay the Plaintiff the above KRW 2.5 million and the damages for delay in accordance with the legal doctrine of the apparent representative director under Article 395 of the Commercial Act

2. Examining whether a judgment C has a legitimate authority to represent the defendant as to the primary argument, the evidence submitted by the plaintiff alone is insufficient to recognize it, and there is no other evidence to acknowledge it.

The plaintiff's above assertion is without merit without further review.

3. Judgment on the conjunctive assertion

A. Article 395 of the Commercial Act provides, “In the event that a director does not have the right to represent the company, the company shall be liable to a third party acting in good faith for an act of using a name that can be recognized as having the right to represent the company, such as president, vice president, managing director, managing director, or any other name.”

The above provision provides for the liability of the company for the acts of directors using a name that can be recognized as having authority to represent the company, so the expression representative director must be qualified as a director.

However, this provision aims, in order to protect a third party who trusted the appearance by an indication or by the external theory, to have a company responsible for the existence of such external appearance, be responsible for its actions against a third party acting in good faith, so the company shall be a director.

참조조문