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(영문) 대전지방법원천안지원 2017.09.14 2015가단106390
주주권 확인
Text

1. All of the instant lawsuits are dismissed.

2. The costs of lawsuit shall be borne by the Plaintiff.

Reasons

1. Basic facts

A. Defendant C Co., Ltd (hereinafter “Defendant Co., Ltd”) is a listed corporation whose business purpose is the manufacture and sale of electrical appliances, related organizations, etc., and service business.

At the time of filing the instant lawsuit, the Plaintiff was a holder of 4,881,397 shares issued by the Defendant Company (ordinary shares) among the 69,461,032 shares, but only 23,000 shares issued by the Defendant Company as of the date of closing the argument in the instant case.

B. The Plaintiff filed a lawsuit against the Defendant Company seeking confirmation of invalidity and non-existence or revocation of the resolution of the ordinary shareholders’ meeting as of March 28, 2014 by Suwon District Court Decision 2014Gahap62872, and the said court rendered a judgment dismissing the lawsuit on December 5, 2014 on the ground that the Plaintiff was not the actual shareholders of the Defendant Company but the Defendant Company but the Plaintiff merely lent the name to the Defendant B. The Plaintiff appealed as Seoul High Court Decision 2014Na2051549, but was sentenced to the dismissal of the appeal by the said court on November 13, 2015.

Therefore, the Plaintiff filed an appeal with Supreme Court Decision 2015Da248342 Decided March 23, 2017. The Supreme Court rendered that, in cases where a person who acquired or intended to acquire shares takes over the shares of a company by lending the company’s name or takes over the shares of a third party, and the name of a third party enters into the register of shareholders, even if it is proved that there is another person who actually acquired or intended to take over shares other than a shareholder on the register of shareholders, only the shareholder on the register of shareholders can exercise shareholder rights in relation to the company. Therefore, the shareholder on the register of shareholders may file a lawsuit against the company for revocation of the resolution of the general meeting of shareholders, nullification, and non-existence

Therefore, the defendant B purchased shares issued by the defendant company in the name of the plaintiff with the consent of the plaintiff, and actually purchased them.

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