이사회결의무효확인
1. The plaintiff's appeal is dismissed.
2. The costs of appeal shall be borne by the Plaintiff.
The purport of the claim and appeal is the purport of the appeal.
1. Facts of recognition;
A. The Defendant is a corporation established around February 2014 for the purpose of building and operating E business.
The plaintiff is the defendant's director, and C is a person who was a representative director of the defendant.
B. On June 19, 2015, C expressed the Defendant’s meeting that “C will contribute 15 billion won to the Defendant by February 13, 2016, and, if not performed, would resign from the Defendant’s representative position” through the Defendant’s meeting.
However, C did not perform the obligations of each letter by the date of the above agreement.
C. On February 13, 2016, the Defendant’s general meeting and the board of directors were held.
In the meeting minutes, 10 of the total number of 12 persons were present, and 7 of them (D, F, G, H, I, J, and K) among them were dismissed as the defendant's representative office and made a resolution to appoint D as a new representative.
(hereinafter referred to as the “Resolution of February 13, 2016” refers to the instant Resolution. Article 11 (Appointment of Officers) (1) The officers shall be elected from among the members as follows:
1.The Chairperson, the Standing Vice-Chairperson, the Directors, the Auditors, and the Secretary-General shall be elected in person by the Board of Governors, on a direct basis, on an equal basis, common, and
Article 17 (Matters to be Resolved by General Meeting) The general meeting shall deliberate and resolve on the following matters:
1. Matters concerning business meetings, budget and settlement of accounts for the concerned year;
2. Matters concerning the project and budget plan for the following year;
3. Modification of the articles of incorporation and corporate dissolution; and
4. Matters referred to the board of directors.
5. Other important matters concerning the operation of the plenary session. (1) A general meeting shall be held with the attendance of a majority of incumbent members, and pass a resolution with the consent of a majority of present members, except as otherwise provided for in the articles of incorporation.
Provided, That the dissolution of an organization shall be made by a resolution of at least 2/3 of the incumbent members.
§ 21 (Functions of Board of Directors) The Board of Directors shall resolve and enforce the following matters, and the Chairman shall report to the Board of Governors:
2. Matters concerning the election and dismissal of officers: meetings under Article 24 (Quorum of Proceedings and Quorum of Board of Directors) (1)