1. The intent of the minutes of the board of directors among the instant lawsuits is stated as “the minutes of the board of directors and resolution”.

1. Basic facts

A. The Defendant is a corporation established on October 22, 2018 with the business purpose of electricity, communications, machinery sales, wholesale and retail business, etc., and the Plaintiff is a shareholder and internal director holding 84,000 shares equivalent to 24% out of 350,000 shares issued by the Defendant.

B. On October 22, 2019, the Plaintiff sent to the Defendant a copy of the Defendant’s bond register and the minutes of the board of directors related to short-term loans to his/her address, but did not receive the same up to now.

[Ground of recognition] Facts without dispute, entry of Gap evidence 1 to 4, purport of the whole pleadings

2. Determination

A. We examine whether this part of the suit is legitimate ex officio with respect to the request for perusal and copy of the minutes of the board of directors (attached Form 1 and 2).

According to Article 391-3(3) and (4) of the Commercial Act, a shareholder may file a request for perusal or reproduction of the minutes of the board of directors within business hours, but the company may refuse such request with reasons attached thereto, and in such a case, a shareholder may peruse or copy the minutes of the board of directors with permission of the court. Since the permission case, such as perusal of the minutes of the board of directors under Article 391-3(4) of the Commercial Act, is a non-contentious case as provided in Article 72(1) of the Non-Contentious Case Litigation Procedure Act

(see, e.g., Supreme Court Decisions 2012Da42604, Mar. 28, 2013; 2013Da50367, Nov. 28, 2013). Therefore, this part of the lawsuit seeking perusal and copying of the minutes of the board of directors is unlawful.

B. A shareholder has the right to claim for perusal and reproduction of the bond register at any time during business hours pursuant to Article 396 of the Commercial Act with respect to a claim for perusal and reproduction of the bond register (attached Form No. 3), but the existence of documents wishing to be perused and copied must be attested by a shareholder in principle.

The plaintiff is the defendant's shareholder.