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(영문) 대전지방법원천안지원 2014.01.14 2013가합3906

임시총회결의 무효확인

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1. A resolution to change the total number of investments and the total amount of investments made by the Defendant at an extraordinary general meeting of April 11, 2012.

Reasons

1. Basic facts

A. 1) The Defendant is an agricultural partnership established on November 17, 1997 in order to improve agricultural productivity and increase the income of its members through high quality production, processing, sale, etc. of fruit trees. 2) The Plaintiffs are the Defendant’s members, and as of April 11, 2012, the Plaintiff A owns 12,600 shares (34.27%) and 2,958 shares (8.05%) among the Defendant’s total number of shares of 36,762 shares (1:0 shares per share) as of April 11, 2012.

B. On April 11, 2012, the Defendant held an extraordinary general meeting and increased the capital of 15,748 units (157,480,000 won) with the consent of all union members present while the Plaintiffs, etc. were absent on April 11, 2012, and resolved to delegate the procedures and detailed matters related thereto to the representative (hereinafter the above extraordinary general meeting is referred to as the “instant extraordinary general meeting,” and the said resolution at the said extraordinary general meeting is referred to as the “instant resolution.”

(2) 2) In the investment process conducted by the instant resolution, 7 of the Defendant’s total members were additionally invested, and the Plaintiffs and D were excluded from the investment.

After the above investment, the share ratio of the plaintiff A was 24%, and the share ratio of the plaintiff B was 5.63%.

C. The defendant's articles of incorporation relating to convening a general meeting is as follows.

- - The office of the Union (the location of its office) in Article 3 (the location of its office) shall be located in ASEAN.

§ 5 (Public Notice Method) The public notice of this partnership corporation shall be posted on the bulletin board of the office of the partnership corporation.

(The period of public notice of a short message board shall be at least seven days). The members and associate members of Article 10 (Rights) shall have the following rights:

(1) The rights of members of a cooperative corporation shall be as follows:

5. The right to attend meetings of all the association corporations and make a resolution;

8.Members shall have voting rights in proportion to their respective shares of equity.

Article 39 (General Meeting) The general meeting shall be comprised of members, and shall be divided into the general meeting, the monthly meeting, and the extraordinary general meeting.

Article 40 (Convocation of General Meeting) (1)