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(영문) 대구지방법원의성지원 2016.09.06 2015가합136
주주총회결의무효 또는 부존재확인
Text

1. The Defendant’s general meeting of shareholders on May 9, 2014 is a representative director, and D as an internal director on December 13, 2014 at a general meeting of shareholders.

Reasons

1. Basic facts

A. The defendant was established on November 15, 2002 by the plaintiff and E (hereinafter "the plaintiff et al.") for the main purpose of manufacturing waste plastics and recycling waste resources, etc. The defendant was a stock company that had not issued the share certificates until now.

B. Since the establishment of the defendant, F (the wife of the plaintiff) was registered as the representative director.

In fact, 80,000 shares issued by the Defendant Company were owned by the Plaintiff 20,00 shares (25%) and E 60,000 shares (75%). However, due to the trust in the shareholder name, the Defendant’s shareholder registry held 20,00 shares (25%) and G (E’s shares) 14,00 shares (17.5 percent shares), H (E’s shares) 15,00 shares (18.75 percent shares), and I (E’s shares) 19,00 shares (23.75 percent shares), and J (E’s shares) 12,00 shares (15 percent shares).

C. On March 7, 2003, the Defendant entered into a sales contract with the National Agricultural Cooperative Federation on March 7, 2003, by setting the contract amount of KRW 112,300,000 on the date of the contract and the remainder of KRW 1.3 million on September 5, 2003, the Defendant paid the said down payment of KRW 112,000,000 to the National Agricultural Cooperative Federation on the same day.

Subject to the transfer by F and E of the factory site of this case to C, C shall be paid KRW 300 million to F and E.

C shall take office as the representative director of the defendant on the date of exchange of this Agreement, and when the payment of the transfer price is completed, F and E shall resign all directors and auditors of the defendant and transfer all shares to C.

As of June 30, 2003, F and E concluded an agreement with C to sell the instant factory site and the Defendant’s shares to C as follows:

E. Between the Plaintiff, etc. and F, and H on August 2, 2003, the Plaintiff, etc. and C are finally subject to the following conditions:

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