이사회결의무효확인
1. Of the instant lawsuits, the part of the Defendant’s claim for nullification of the resolution by the board of directors made on April 10, 2014 is dismissed.
2. The plaintiffs.
1. Basic facts
A. The Defendant is a stock company established on October 17, 2013 for the purpose of hotel operating business, cooking business, and container business, and the Plaintiffs are the Defendant’s directors and shareholders.
B. On the Defendant’s corporate register, E was registered as an internal director on October 17, 2013, Plaintiff A as a representative director and internal director on January 10, 2014, Plaintiff B and D, F, and G as each internal director, and H were registered as an auditor.
C. On April 10, 2014, D: (a) made the case for the appointment of a representative director on the agenda and sent a notice of convening the board of directors meeting on April 3, 2014 to other directors and auditors, including the Plaintiffs; (b) the Defendant held the board of directors on April 10, 2014; (c) the minutes of the board of directors held on April 10, 2014; (d) four of the Defendant’s six directors, namely, D, G, F, and E, from the office of the representative director with the consent of all directors present, and (e) made a resolution to dismiss the Plaintiff from the office of the representative director and appoint D
4. It is written that the 10th resolution passed by the board of directors. D. Meanwhile, on April 7, 2014, I, J, K, L, M, and N were respectively listed as an internal director on the Defendant’s corporate registry, but they were listed on April 7, 2014, but the court’s provisional disposition order (hereinafter “instant provisional disposition order”) with the content of suspending the said six persons’ performance of duties (hereinafter “instant provisional disposition order”).
On May 23, 2014, registration of suspension of execution of duties has been completed.
E. On May 20, 2014, D requested the Plaintiff to convene a board of directors by designating as a subject matter for the dismissal and appointment of the representative director, and if the Plaintiff A does not convene a board of directors, D sent a notice of convening a board of directors meeting stating that D would convene the board of directors. Accordingly, the Plaintiff A refused the board of directors meeting due to justifiable grounds for refusing the convocation of the board of directors meeting.
(f) On May 26, 2014, D notifies Plaintiff A and B of convening a board of directors convening a board of directors meeting on June 3, 2014 by setting the case for the replacement of the representative director as an agenda item.