The plaintiff's claim is dismissed.

Litigation costs shall be borne by the plaintiff.

Facts of recognition

A. The Defendant is a company established for the purpose of the automobile transport business of the chartered passenger, and the Plaintiff is a shareholder who holds 50,200 shares out of 225,60 shares issued by the Defendant.

B. On September 10, 2015, the minutes of the special shareholders' meeting held by the Defendant on September 10, 2015, seven of the 15 shareholders (168,200 shares issued by the shareholders) present at ① in-house directors C, D, E, F, G, and H as internal directors, ② in-house directors, ② in-house directors, ② in-house directors, ② in-house directors, appointed J, and K as auditors, ③ in-house directors, and ③ in-house directors, the third in-house directors, and the resolution denying the ratification of remuneration for C and D (hereinafter "resolution of the general shareholders' meeting of this case").

C. The Defendant’s minutes of the board of directors on September 10, 2015 stated that the Defendant held a board of directors on the same day and passed a resolution to appoint H as representative director (hereinafter “instant board of directors”).

[Ground of recognition] Facts without dispute, entry of Gap evidence Nos. 1 through 3, 8, assertion of the purport of the whole pleadings

A. Plaintiff 1) On September 10, 2015, the resolution of the instant general meeting of shareholders was made only by means of a false minutes even if the general meeting of shareholders was not held in fact, and thus, the resolution of the instant general meeting of shareholders is nonexistent. (2) The resolution of the instant case by the board of directors is void as it was held and attended by H, F, and G, an intra-company director appointed by the resolution of the instant general meeting of shareholders.

B. The Defendant’s shareholders, who was the Defendant’s representative director at the time of the Defendant, held a general meeting of shareholders by changing the place of call and actually held a resolution of the instant general meeting of shareholders, and thereafter the board of directors held lawfully thereafter made the resolution of the instant case

Judgment

A. As to the existence of the resolution of the general meeting of shareholders, whether the resolution of the general meeting of shareholders was itself in a lawsuit seeking confirmation of the absence of the resolution of the general meeting of shareholders, and whether there is a serious defect to view such resolution as non-existence thereof, etc.