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(영문) 서울고등법원 2016.02.25 2014나56791
주주총회결의부존재확인
Text

1. The defendant's appeal is all dismissed.

2. The costs of appeal shall be borne by the Defendant.

Purport of claim and appeal

1..

Reasons

1. Basic facts

A. The parties 1) The defendant was established for the purpose of civil engineering construction business, construction business, steel reinforced container construction business (the trade name at the time of its establishment was "YY Co., Ltd." but was changed to "V Co., Ltd." on August 31, 2002 and changed to "D Co., Ltd." on May 28, 2007.

(2) On March 31, 2010, the Defendant’s corporate registry was registered as the Defendant’s internal director and joint representative director, Plaintiff C as the Defendant’s internal director on the same day, Plaintiff A as the Defendant’s internal director, Plaintiff B, who was the Plaintiff’s punishment, as the Defendant’s internal director on July 6, 2012, respectively.

As of the date of closing argument, it shall be based on the defendant's corporate registry.

B. On November 13, 2002, the Defendant’s corporate registry entered that the total number of shares issued by the Defendant was changed to 205,000 shares on November 13, 2002. However, the Defendant’s shares issued are 120,00 shares. (ii) From 2006 to 2007, S entered into the Defendant’s shareholder status and the list of shares change as shareholders holding 36,600 shares, and I stated that from 2007 to 26,40 shares, and that from the end of 2008 to N, S transfers 36,00 shares of the Defendant’s shares owned by Z to 57,60 shares, N6,00 shares, N36,00 shares, I, 26,400 shares as shareholders holding shares.

On the other hand, the defendant closed his business around November 30, 2009.

C. The main contents relating to the general meeting of shareholders and the board of directors among the Defendant’s articles of incorporation are as follows. The general meeting of shareholders under Chapter III of the general meeting of shareholders is convened within three months from the date following the end of the business year, and the special meeting of shareholders is convened whenever necessary. Except as otherwise provided in Acts and subordinate statutes or the articles of incorporation, the resolution of the general meeting of shareholders shall be convened from time to time by the attendance of the shareholders holding the shares equivalent to the majority of the total number of issued shares and the majority of the voting rights of the shareholders present at the meeting.

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