[배당금][공1983.5.15.(704),728]
(a) Whether a director’s remuneration may be claimed in cases where there is no resolution of a general meeting of members of the board of directors (negative);
B. Whether a claim for dividend can be made without approval of the general meeting or resolution (negative)
(a) A claim for the remuneration of directors shall be groundless unless there is any evidence that the same procedure has been implemented, in cases where the articles of incorporation and related Acts and subordinate statutes stipulate that the remuneration of directors shall require a resolution of a general
(b) Where there is no resolution concerning the confirmation of dividends and dividends pursuant to the approval of the accounts of the general members' meeting, the claim for dividends shall be groundless;
(a) Articles 388, 567(b), 449, 462, and 583 of the Commercial Act;
[Defendant-Appellee] Plaintiff 1 et al., Counsel for defendant-appellee
Limited Corporation Do Interest Co.
Seoul High Court Decision 80Na1543 delivered on January 15, 1981
The appeal is dismissed.
The costs of appeal are assessed against the plaintiff.
We examine the grounds of supplementary appeal of the Plaintiff’s 000 shot citizens, such as the grounds of appeal.
With respect to the first and second points:
In light of the records, after the plaintiff transferred all shares of the defendant company to the non-party on April 2, 197 to 1,80,000 won and received 1,450,000 won out of the total shares of the defendant company from the date of transfer to the non-party, until the 8th day of the same month, and the remaining remainder payment was deposited on June 18, 1980 after the plaintiff refused to receive it. The court below's decision that recognized the fact that there was no error in the misapprehension of the legal principles as to mistake of facts or deposit for repayment due to the violation of the rules of evidence, such as the theory of lawsuit, cannot be said to be the non-party's deposit. In light of the facts stated in the evidence No. 6 (Deposit), the above claim that the plaintiff was paid to the plaintiff as the refund of shares in excess of the defendant company as the transfer price of shares, the court below rejected the plaintiff's assertion that there was no grounds for rejection of the transfer of shares.
With respect to Article 3:
According to the reasoning of the judgment below, according to the provisions of the articles of incorporation of the defendant company and the related commercial law, the court below must make a resolution on the remuneration of the director of the defendant company, and the resolution on the confirmation of dividends and dividends through the approval of a general meeting of employees as stated in its reasoning with respect to the dividend. However, in this case, there is no evidence to acknowledge that the above procedure necessary for the payment of remuneration and dividends of the director was implemented, and therefore, the plaintiff's claim for remuneration and dividends of this case is groundless. Thus, in comparison with the records, the court below's above measures are acceptable, and there is no error in the misapprehension of legal principles as to the remuneration and dividends, such as the theory of lawsuit, or in the incomplete hearing. The argument
Therefore, the appeal is dismissed, and the costs of appeal are assessed against the losing party. It is so decided as per Disposition by the assent of all participating Justices.
Justices O Sung-sung(Presiding Justice)