2012Kahap326 Provisional Disposition of Suspension of Validity

Korea** (57******* -2)

Seoul Jongno-gu

Law Firm U.S. (U.S.) LLC, Attorney Seo-nam, Counsel for defendant-appellant

Law Firm Jeong, Attorney Kim Young-young, Counsel for the plaintiff-appellant

A school foundation or a prestigious school.

Yongsan-gu Seoul Yongsan-dong 2 53 - 12

Representative this**

Law Firm Initial, Attorney Lee Dong-soo

March 29, 2012

1. On March 22, 2012, the effect of the resolution of the board of directors that the respondent dismissed the applicant from the position of the president and the director of the president and the respondent shall be suspended.

2. Litigation costs shall be borne by the respondent;

Optionally, Paragraph 1 of this Article or the Claimant’s confirmation of invalidity against the respondent

Until the judgment on the merits of the case in question becomes final and conclusive, the applicant is the University of Slunman (hereinafter referred to as the "university of this case").

shall be determined temporarily by the President of the Republic of Korea and the Director of the Respondent.

1. Facts of vindication;

According to the overall purport of the record and examination of this case, the following facts are substantiated.

A. The respondent is an educational foundation that has been permitted to establish pursuant to Article 10 of the Private School Act, and the applicant is the president of the university of this case established and operated by the respondent and a director of the respondent.

B. On March 14, 2012, the chief executive officer of the respondent, issued a notice of convening the board of directors on the following matters to the board of directors:

○ Title: Convocation of the first board of directors for the year 2012

○ Date and time of meeting: 00

○ Place: Kimpo Airport International Office building * floor

(a) To prevent and deal with emergencies;

(b)review and deal with the President’s reply;

(c) Election of sign officers among representatives of meeting minutes;

(c) The Respondent’s board of directors was held on the above date and at the above location, and the Respondent’s board of directors, including the chief executive officer, and two auditors, among the eight directors, were present, but the Respondent’s board of directors and the Respondent* was absent.

D. With the consent of all the six directors present, the board of directors adopted a resolution to dismiss an applicant who is in the position of president and respondent of the university of this case from the president and director (hereinafter referred to as “resolution to dismiss the applicant”).

E. The provisions of the Private School Act and the Respondent’s articles of incorporation regarding the instant case are as follows:

【Private School Act】

§ 17 (Convocation of Board of Directors): Paragraph 3 of Article 17 (Convocation of Board of Directors): Each director shall notify each director of the purpose of the meeting at least seven days before the meeting, specifying the purpose of the meeting: Provided, That this shall not apply where all directors are gathered and all of them request the holding of

Article 53 (Appointment and Dismissal of Head of School)

Paragraph 1: The head of each school shall appoint or dismiss school juristic persons that establish and operate the relevant school or private school managers.

Paragraph (2): Where a school foundation intends to dismiss the head of a college educational institution during its term of office pursuant to paragraph (1), it shall undergo a resolution by the board of directors with the consent of at least 2/3 of the fixed number of directors.

【Respondent’s Articles of Incorporation】

Section 2 of Article 31 (Convocation of Board of Directors): In convening the Board of Directors, each director shall notify each director of the purpose of the meeting at least seven days prior to the meeting of the board of directors, unless all the directors are gathered and all the directors request to hold the meeting of the board of directors.

Article 39 (Appointment and Dismissal) (1) of the Act: The head of a school which establishes and operates a foundation shall be appointed and dismissed by the chief director following a resolution of the board of directors, and his/her term of office shall be four years. The president may be reappointed, and the principal of a high school and the principal of a middle school may be reappointed only once: Provided, That if the head of a college educational institution intends to dismiss him/her during his/her term of office, he/she shall undergo a resolution of the board of directors

2. Determination

A. Determination on the preserved right

Article 17(3) of the Private School Act and Article 31(2) of the Respondent’s Articles of Incorporation provide that each director shall be notified at least seven days prior to the meeting, specifying the purpose of the meeting, at least seven days prior to the meeting. Thus, in order for the Respondent to hold a board of directors for the purpose of dismissing the president of the University and the director of the Respondent, the Respondent shall notify each director at least seven days prior to the date on which the board of directors is held, and the resolution of the board of directors which has not gone through such procedures is invalid unless there are special circumstances. The purport of the above provision is to allow each director of the Respondent to decide whether to attend the board of directors or prepare for the appropriate exercise of the right of deliberation by allowing each director of the Respondent to know the purpose of the board of directors in advance. Thus, in this case, the Respondent has a duty to notify each director of the above dismissal clearly so that each director can clearly recognize the above dismissal agenda, and whether the dismissal agenda

We examine whether the respondent has notified each director of the purpose of dismissing the applicant from the president of the University of this case and the director of the Respondent.

The phrase "prevention and processing of emergencies" among the agenda items for review is not clear. However, according to the records of this case, the Minister of Education, Science and Technology notified the respondent on March 15, 2012 that he/she is scheduled to cancel approval of taking office for the chief director, auditor and former auditor of the respondent on March 15, 2012. Thus, the agenda items for review are deemed to be related to prevention and treatment, and it cannot be deemed that the purpose of dismissal for the applicant is specified.

According to the records of this case, among the agenda items for deliberation, the applicant submitted a reply to the implementation issue of the resolution of the board of directors at the 7th meeting on February 6, 2012 upon the repeated request of the Respondent's board of directors. Thus, the above agenda item for deliberation appears to be a review and treatment of the above reply, and it cannot be deemed that the purpose of dismissal of the applicant is specified in the above reply, and it cannot be deemed that the content of dismissal of the applicant is included in the "processing of the above reply."

Among the agenda items for deliberation, it is obvious that the purpose of dismissal of the applicant is not specified in the "election of sign officers among the representatives of meeting minutes".

Therefore, the resolution of dismissal of this case is null and void because the purpose of dismissal of the petitioner is not clearly notified to each director of the respondent, and the right to be preserved for the application of this case is substantiated.

In regard to this, the respondent argued to the effect that the above agenda for deliberation contains the purpose of dismissal of the applicant and all directors including the applicant knew of its meaning, but the purpose of dismissal of the applicant is not specified in the agenda for deliberation, as seen earlier, and the data submitted by the respondent alone cannot be deemed to have been explained that the applicant was aware of its meaning. Thus, the respondent's above assertion is without merit.

B. Determination on the necessity of preservation

In full view of the following circumstances, i.e., the respondent is disputing the purport that the right to preserve and preserve the application of this case is unnecessary. As seen earlier, this Do Governor and Do Governor and Kim, a director, * was scheduled to conduct hearings on March 30, 2012 after being notified by the Minister of Education, Science and Technology of the revocation of approval of taking office by the chairperson of this Do, the Respondent, as the chairperson of this Do, and Do Governor Kim**. * *, this *, * * * after the date of the expiration of the term of office. After the resolution of the dismissal of this case, the board of directors of this case was appointed by the President of the University, and the president of the University was newly appointed by the president of this case. However, the applicant's appointment of the head of each university of this case is contrary to Article 71(4) of the Respondent's Articles of Incorporation and Article 3(3) of the Regulations on the Organization, and in relation thereto, there is concern that the right to preserve all students's under the law will be infringed on March 30, etc.

3. Conclusion

Therefore, the applicant's application of this case shall be accepted for the reasons and it shall be decided as per the disposition.

March 29, 2012

Judges Park hee-hee

Judges Park Jong-dae

Magwon Magwon