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(영문) 서울고등법원 2019.01.31 2018나2059121
임시총회무효확인
Text

1. The plaintiff's appeal is dismissed.

2. The costs of appeal shall be borne by the Plaintiff.

Purport of claim and appeal

1..

Reasons

1. The reasoning of the reasoning of the judgment of the court of first instance concerning this case is that of the plaintiff's new argument that the court of first instance has rendered a separate judgment in Paragraph 2, and it is identical to the reasoning of the judgment of the court of first instance concerning the primary claim, except for the addition of the following, thereby citing it

(1) The Plaintiff’s assertion and the evidence submitted by the Plaintiff are examined in full). The first instance court’s finding of facts and determination are reasonable. The first instance court’s first instance court’s second instance judgment’s second instance judgment “There is no reason for the first instance court’s second instance judgment.” Then, the Plaintiff asserts that “Although the instant integrated inaugural general meeting was held as Speaker G, the said G is not qualified as caregiver, and is not a member or representative of the instant integrated inaugural general meeting. Therefore, the resolution of the instant integrated general meeting is invalid.” However, in light of the progress and process of the integrated general meeting of this case as seen earlier, the instant integrated general meeting of this case’s assertion cannot be deemed invalid, and thus, the Plaintiff’s assertion cannot be accepted.”

On the other hand, the first instance judgment Nos. 6 and 12 stated that “the above handling of delegation by the board of directors shall not be accepted,” and that “the above handling of delegation by the board of directors shall not only deviate from the scope of the purpose of the meeting set forth in the notice of a general meeting, but also constitute a resolution that infringes on the inherent authority

However, it cannot be deemed that the matters delegated to the board of directors by the resolution of the integrated general meeting of this case are delegated with the essential contents of the integrated articles of incorporation or amendments to the articles of incorporation as above, and if the board of directors amends the articles of incorporation beyond the delegated scope, the resolution of the integrated general meeting of this case can be challenged separately.

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