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(영문) 서울고등법원 2015.03.06 2014나17253
이사회결의무효확인 청구의 소
Text

1. The part of the judgment of the court of first instance against the plaintiff shall be revoked.

2. The board of directors held on June 22, 2013 held by the Defendant, GHIJKL.

Reasons

1. Scope of the judgment of this court;

A. Even if only the plaintiff appealed against the judgment of the court of first instance that dismissed part of one claim, the entire claim, which was the object of the judgment of the court of first instance, is indivisible, but the scope of the judgment of the court of appeal is limited to the scope of the plaintiff's objection among the parts in the previous trial, and the remainder is not subject to the judgment of the court of appeal because the defendant has not appealed against

(However, in order to examine the legitimacy of a claim within the scope of adjudication, it is inevitable to examine the overall process of the claim such as the occurrence of the claim, and it cannot be said that it goes against the purpose of restricting the scope of adjudication).

According to the records, the Plaintiff sought confirmation of invalidation at the meeting of the board of directors held on June 22, 2013, that “the resolution to appoint a director of the FGHJKKL was invalid,” the first instance court confirmed that the resolution to appoint a director of the F was invalid, and rendered a judgment in favor of the Plaintiff, which dismissed the remainder of the claim, and only the Plaintiff filed an appeal as to the part that was lost, and the Defendant did not file an appeal or an incidental appeal. The scope of the judgment at this court is whether the resolution to appoint a director of the board of directors held on June 22, 2013 was null and void.

2. Basic facts

A. The Defendant is a corporation established pursuant to the Social Welfare Services Act for the purpose of establishing and operating childcare facilities and constructing and operating a comprehensive elderly welfare center.

B. The provisions related to the instant case in the Defendant’s articles of incorporation (the second amended on January 28, 2013; hereinafter the same shall apply) are as listed in the separate sheet.

C. The Plaintiff and the joint Plaintiffs B, C, and MNP were the Defendant’s directors.O took office on December 8, 2009, PlaintiffMNP was reappointed on May 19, 2010, and Plaintiff B and C were reappointed on June 19, 2010.

On the other hand, M was appointed as the representative director of the defendant on December 8, 2009.

The defendant's board of directors on October 29, 2012.

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