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(영문) 수원지방법원 2018.10.19 2018가합25
총회결의 부존재 확인
Text

1. All of the plaintiff's claims are dismissed.

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

Reasons

1. Basic facts

A. The Defendant is a subdivision that D’s descendants form for the purpose of promoting friendship and unity among its members, and the Plaintiff is a member of the Defendant’s clan.

B. On May 31, 2015, the Defendant held an ordinary general meeting and appointed C as general secretary upon the appointment of the Defendant’s president E.

[Ground of recognition] Facts without dispute, Gap evidence Nos. 1 and 2, the purport of the whole pleadings

2. Although the appointment of the Defendant’s general secretary as to the Plaintiff’s assertion should be based on the method of election of officers with a quorum under the articles of incorporation, C was appointed as general secretary without complying with the above procedure. Alternatively, C is sought to confirm that the absence of a general meeting resolution by which C was elected as general secretary or C is not in the Defendant’s general secretary status.

3. The following circumstances revealed in light of the above grounds for recognition, Gap evidence Nos. 5 through 7, Eul evidence Nos. 1-1 through 6, Eul evidence Nos. 1-1 and 1-6, and the overall purport of testimony and arguments by witnesses F. In other words, although Article 13 of the defendant's articles of incorporation stipulates "election and dismissal of officers" as one of the matters of a general meeting, extraordinary meeting, or board of directors resolution, even according to the above articles of incorporation, it is not clear whether the election of officers requires any resolution among the general meeting, extraordinary meeting, or board of directors. On the other hand, Article 10 (Election of Officers and Term of Office) of the articles of incorporation provides for a specific method of election only for the chairperson. ② The defendant was appointed to the board of directors meeting and the general meeting approval procedure as stipulated in Article 10 of the articles of incorporation. ③ It appears that there was no separate resolution other than the appointment of the chairperson, ③ other members of the defendant, including witness F, and the defendant did not appoint the chairperson as the general meeting.

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