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(영문) 춘천지방법원강릉지원 2014.02.20 2012가합2333

이사회결의무효확인

Text

1. All of the plaintiffs' claims are dismissed.

2. The costs of lawsuit are assessed against the plaintiffs.

Reasons

1. Basic facts

A. The Defendant’s fixed number of directors is seven. At the time of June 25, 201, the incumbent directors were E (president), I, H, J, F, and G. However, on July 22, 2011, the lower court held a meeting of the board of directors, excluding G directors, at which five directors, other than G directors were present and resolved to serve as a director on July 22, 201, for whom the term of office expires as of August 31, 201, and E-president, H directors, and F directors who serve as directors (hereinafter “instant reappointment resolution”).

B. At the time the resolution for reappointment of E, F and H directors was approved by the rest of four directors except for those subject to reappointment, and the resolution for reappointment of G directors was passed with the consent of all five members present.

C. Plaintiff A was the president of the Defendant corporation from January 19, 1996 to January 30, 1998, as the founder of the Defendant corporation, and the president of the Defendant corporation from January 19, 1996 to January 30, 198. Plaintiff B was the director of the Plaintiff corporation from July 23, 2007 to December 26, 2010; Plaintiff C was the former director of each Defendant corporation from September 1, 2003 to November 5, 2008.

[Ground of recognition] The entry of Gap evidence Nos. 1-1, 2, 3, and 2-1, 2-3, and the purport of the whole pleadings

2. The plaintiffs' assertion

A. The directors of the substantive defect corporation must be appointed as a person who respects the establishment intent of the founder representing the subject and identity of the school juristic person in question. On the contrary, even though the founder of the school juristic person in question completely excludes the founder of the school juristic person in question from the school juristic person and does not select and appoint a director who intends to exercise the right of management of the school juristic person contrary to the intention of the founder in fact, the resolution of reappointment in this case is contrary to the essence of the board of directors of the school juristic person, as well as to the nature of the school juristic person and the founder in this case, so that E maintains the status of directors in order to maintain the status of the principal and identity of the school juristic person in question by allowing E to acquire the right of management of the school juristic person in question.