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(영문) 서울남부지방법원 2018.07.12 2017가단204722
임원보수 등 청구의 소
Text

1. The Defendant’s KRW 12,300,000 as well as 5% per annum from May 15, 2015 to July 12, 2018 to the Plaintiff.

Reasons

1. Basic facts

A. The Defendant is a company established on July 8, 1997 for the business purpose of storing bonded goods, etc., and the Plaintiff was appointed as an auditor of the Defendant company on May 15, 2008 (registration on May 11, 2009) but was dismissed on February 16, 2015 (registration on March 25, 2015).

B. The defendant's articles of incorporation concerning the remuneration and retirement allowances of auditors are as follows.

The remuneration or retirement allowance of an executive officer under Article 33 (Remuneration and Retirement Allowance) prior to September 30, 201 shall be determined by a resolution of the general meeting of shareholders.

Article 33 (Remuneration and Retirement Consolation Benefits for Executives) after September 30, 2011

1. The limit of remuneration for executives shall be determined by a resolution of a general meeting of shareholders;

2. Retirement consolation benefits for retired executives shall be governed by the operating rules of retirement consolation benefits determined by a resolution of the board of directors;

However, the limit of retirement consolation benefits should be resolved by the general meeting of shareholders.

C. The Defendant’s resolution on the remuneration and retirement allowance of auditors during the resolution of the general meeting of shareholders is as follows.

On May 15, 2008, the summary of the resolution on the date of the general meeting of shareholders approves the maximum amount of executive remuneration of KRW 300 million (no resolution on audit remuneration) as KRW 10 million on April 10, 2009 (a separate resolution on KRW 300 million). On March 27, 2010, the foregoing on March 19, 2011, as mentioned above, on March 31, 2011, the foregoing on April 20, 2013 as above, approving the provision on the payment of retirement allowances and consolation money for executive officers on February 16, 2015 (see the following paragraph (d)).

D. The key part of the “Rules for the Payment of Officers, Retirement Allowances and Consolation Benefits” drawn up by a resolution of the board of directors on February 2, 2015 and approved at the general meeting of shareholders on February 16, 2015 is as follows.

Article 4 (Calculation of Retirement Allowances) (1) Retirement allowances to be paid to executives under the grounds for payment under Article 3 shall be paid in cash or cash assets within the amount calculated within the following scope:

The average converted amount of total benefits received during the latest 12 months from the date of retirement ¡¿ 1/10 ¡¿ the period of less than one year in continuous service shall be calculated as the number of months, and one month shall be calculated as one month.

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