1. The instant lawsuit shall be dismissed.

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

1. Basic facts

A. The Defendant Company is a company engaged in the production and sale of pre-paid cards and electronic currency, and the operation of the means of payment settlement, and the total number of shares issued by Defendant Company is 400,000.

B. Plaintiff A is a shareholder holding 104,875 shares of Defendant Company (26.21%, but less than two decimal places, hereinafter the same shall apply). Plaintiff B is a shareholder holding 79,333 shares of Defendant Company (19.83%) as the wife of Plaintiff A.

C. Defendant C is the representative director and internal director of the Defendant Company, and Defendant D is the internal director of the Defendant Company.

2. The gist of the plaintiffs' assertion is that the defendant C and D committed unlawful acts in relation to their duties, such as the deduction of core property of the defendant company, or serious violation of statutes and articles of incorporation, and thus, the defendant C and D shall be dismissed from their office as a director of the defendant company pursuant to Article 385

3. Whether the lawsuit of this case is legitimate

A. The summary of the defendants' main defense was that the shareholders' general meeting of the defendant corporation rejected the dismissal of the defendant C and D's directors. Thus, the lawsuit in this case is unlawful in violation of Article 385 (2) of the Commercial Act.

B. A lawsuit seeking the alteration and formation of existing legal relations can be brought only where the law explicitly provides for the purpose of the alteration and formation of existing legal relations. In cases where there is no legal basis, it cannot be permitted.

(1) Article 385(2) of the Commercial Act provides that “If a director refuses to dismiss a director at a general meeting of shareholders even if he/she commits an unlawful act in connection with his/her duties or violates any statute or the articles of incorporation, a shareholder who holds shares equivalent to at least 3/100 of the total number of issued and outstanding shares may demand the court to dismiss the director within one month from the date when the general meeting of shareholders makes a resolution to dismiss the director.” Thus, “to dismiss the director at the general meeting of shareholders” is construed as “to dismiss the director at the general meeting of shareholders.”