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(영문) 수원지방법원안양지원 2016.06.17 2015가합2091
이사해임
Text

1. The plaintiffs' claims are dismissed.

2. The costs of lawsuit are assessed against the plaintiffs.

Reasons

1. The plaintiffs' assertion that Defendant C was the representative director of Defendant D Co., Ltd. (hereinafter "Defendant Co., Ltd.") and committed the following offenses. Thus, Defendant C shall be dismissed from office as a director of the Defendant Co., Ltd. pursuant to Article 385 (2) of the Commercial Act.

① Since Defendant C is the representative director of the Defendant Company, unless approved by the board of directors, he/she is in office as a director (representative) of E Co., Ltd. (hereinafter “E”) for the same kind of business as the Defendant Company, and thus, he/she violated Article 397(1) of the Commercial Act.

② Defendant C performed a hotel building project, Daejeon golf course development project, etc. in a broad name, which the Defendant Company should independently perform, jointly with E, thereby allowing the Defendant Company to enjoy benefits that it can independently obtain.

③ Defendant C is engaged in unfair transactions such as having the Defendant Company stand a joint and several surety for the debt of E without any collateral.

In addition, Defendant Company paid KRW 4,970,919,50 to Defendant E as short-term loans, 545,843,450 as proceeds from attempted attempts to commit to the above Company, and paid KRW 7,223,593,754 as short-term loans to executives and shareholders of the Defendant Company. The proceeds from attempted loans are 732,493,029, which is expected to have been paid to Defendant C.

2. Determination on the defense prior to the merits

A. The Defendants asserted to the effect that, on May 15, 2014, Plaintiff A was subject to a provisional disposition of prohibiting the disposal of shares, and that Plaintiff B merely paid the shares to Defendant C and acquired shares, the Plaintiffs cannot be deemed as the shareholders of the Defendant Company, and thus, the Plaintiffs did not have standing to sue to file the instant lawsuit.

According to the evidence No. 2, the defendant company's register of shareholders held 9.38% and the plaintiff B held 18.75% of shares.

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