1. All of the plaintiffs' claims are dismissed.

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

1. The facts below the basic facts can be found as follows: Gap evidence Nos. 1, 2, Eul evidence Nos. 1, 2, and 3 can be acknowledged by considering the whole purport of the pleadings.

The defendant is a stock company running funeral home business, and the plaintiff A is the defendant's representative director and in-house director around December 30, 2015, D also is the defendant's in-house director around December 30, 2015, and the plaintiff B is the defendant's in-house director around May 2, 2016.

B. Around April 26, 2016, Plaintiff D and Plaintiff A signed a corporate transfer and takeover contract with the effect that they transfer all shares issued by Defendant D and the management rights, business rights, assets, etc. to Defendant E as of April 22, 2016 and the transfer price of 200 million won to E as of April 22, 2016 (hereinafter “instant transfer contract”). The transfer price was determined to be substituted by KRW 200 million which was already paid by Plaintiff D and Plaintiff A, and E became the Defendant’s single shareholder.

C. On June 8, 2016, E prepared the meeting minutes of the board of directors as if the resolution of the board of directors to convene the instant general meeting (hereinafter “resolution of the board of directors”) was adopted, without holding the Defendant’s temporary general meeting of shareholders (hereinafter “instant general meeting of shareholders”) as of June 8, 2016, E and the Plaintiff were to be dismissed from the Defendant’s director, and as of June 1, 2016, E and Plaintiff (hereinafter “instant resolution of the board of directors”) were convened at the meeting of the board of directors as of June 1, 2016, and as of the adoption of the resolution of the board of directors to convene the instant general meeting of shareholders with the consent of 1 person E (hereinafter “instant resolution”). As such, E and Plaintiff

2. The plaintiffs asserted that they should first undergo a resolution of the board of directors to convene an extraordinary general meeting of shareholders under the defendant's articles of incorporation, but the resolution of the board of directors of this case was not actually held.