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1. A resolution passed at a general meeting of shareholders on March 14, 2016 by the Defendant.
(a) a resolution to appoint C, D, or E as a director; and
(b) C-.
Reasons
1. Basic facts
A. The Defendant Company as a party is a company established on April 23, 199 for the purpose of the business such as consignment sale and distribution of fruits, and as of March 2016, F was appointed as a representative director, F’s punishment and C and D as an internal director.
Meanwhile, the Plaintiff is a minority shareholder who holds approximately 18.14% of the shares of the Defendant Company and 38,086 shares.
B. The current status of the shareholders of the Defendant Company as of March 14, 2016, total shares of the Defendant Company were 210,000 shares, and the current status of the shareholders are as follows:
(B) No. 5). The number of shareholder number (ju), C 103,079 G 5,335 Plaintiffs 38,086 H 5,122 I6,375 J 4,268 F 6,30 K 3,735 D 6,735 L 3,730 N 3,735 6,300 N 3,735O 6,300 P 3,735 P 3,735 Q 6,300
C. (1) According to the Articles of incorporation of the Defendant Company, remuneration of directors shall be determined at a general meeting of shareholders (Article 46 of the Articles of incorporation and Article 388 of the Commercial Act). Article 46 of the Articles of incorporation of the Defendant Company: Matters not provided for in the Articles of incorporation shall be determined by the resolution
Article 388 of the Commercial Act: Remuneration of directors shall be determined by a resolution of the general meeting of shareholders, unless the amount is determined by the articles of incorporation.
Except in special cases, a resolution of a general meeting of shareholders shall be held with attendance of shareholders corresponding to the majority of the total number of issued stocks and shall be
(Articles of Incorporation 22). On March 14, 2016, 2016, the Defendant held a general meeting of shareholders, the term "the proposal of No. 1: the approval of the settlement of accounts in 2015, the proposal of No. 2: the appointment of directors, the proposal of No. 3: the appointment of auditors, the proposal of No. 4: the proposal of No. 2016: the approval of the business plan and budget (draft)".
Article 21 (Exercise of Voting Rights by Proxy) of the Articles of Incorporation of the Defendant Company that delegates voting rights of Plaintiffs, C, D, F, M, and Q among 15 shareholders: A shareholder may have an agent attend the general meeting of shareholders and exercise the voting rights. The agent shall be entitled to exercise the voting rights of the proxy prior to the commencement of the general meeting of shareholders.