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(영문) 대전지방법원천안지원 2016.09.09 2015가합101835
주주총회결의부존재확인
Text

1. The Defendant’s dismissal of inside directors A, C, and D at a special meeting of shareholders on May 18, 2015, and E, F, and G as internal directors.

Reasons

1. Basic facts

A. The defendant was established on April 2, 1997 for the purpose of housing construction business, rental apartment, sale apartment, etc.

The total number of shares generated by the Defendant was 132,000 shares, and 4 shareholders on the shareholder registry were E (58,000 shares), H (35,000 shares), F (13,00 shares), I (26,00 shares).

(hereinafter referred to as the above four persons shall be referred to as "four persons, such as E.).

The Plaintiff was transferred from E on February 25, 200 to 58,000 shares of the Defendant, from H on the same day to 35,00 shares of the Defendant, from H on the same day, from H on the same day, and from K F and I to 13,00 shares of the Defendant, respectively, from 26,00 shares of the Defendant.

(2) The Plaintiff, J, and K collectively referred to as the “instant share transfer agreement.” The J is the Plaintiff’s Chok, and K is the Plaintiff’s form, and K is the Plaintiff’s shares in the name of J and K, and K is the Plaintiff’s title trust to the said person.

C. The Plaintiff served as the Defendant’s representative director from September 25, 2008 to September 24, 201; from July 23, 2012 to November 28, 2012; from December 21, 2012 to December 18, 2013; from March 28, 2014 to May 18, 2015; and E served as the Defendant’s representative director from January 2, 2006 to June 26, 207; from August 27, 2007 to August 26, 2010; from November 28, 2012 to December 21, 2012 to December 21, 2012.

E transferred 35,00 shares to L on December 10, 2012, and H transferred 35,000 shares to E on October 20, 2012.

E. On May 18, 2015, E, F, I, L held a special general meeting of shareholders and dismissed inside directors A, C, and D, and passed a resolution to appoint E, F, and G as an in-house director (hereinafter “instant resolution”). On the same day, the board of directors composed of the above directors passed a resolution to appoint E as a representative director.

F. The contents of the Defendant’s articles of incorporation pertaining to this case are as follows.

Article 22 (Convocation of General Meeting) (2) Except as otherwise provided in Acts and subordinate statutes, the representative director shall convene the meeting by a resolution of the board of directors.

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