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(영문) 서울고등법원 2019.05.23 2019나2000454
신주발행무효 청구의 소
Text

1. The plaintiff's appeal is dismissed.

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

The purport of the claim and appeal is the purport of the appeal.

Reasons

1. The reasoning of the judgment of the court of first instance, citing the instant case, is the same as the reasoning of the judgment of the court of first instance, except for the modification and addition as set forth in the following paragraph (2). Thus, this is acceptable in accordance with the main sentence of Article 420 of

(The grounds alleged by the Plaintiff in the appeal do not differ separately from the contents alleged in the first instance court. However, even if considering the evidence submitted by the Plaintiff to this court, it does not differ from the fact-finding and judgment of the first instance court). 2. The part to be modified and added as of February 2, 200, which read “in-house directors of the Defendant,” as of December 2, 2018, was changed to “in-house directors of the Defendant,” and “in-house directors of the Defendant, registered as directors of the second instance court.”

On the 2nd page of the first instance judgment, “A evidence No. 14” shall be added to “B evidence No. 5-1 to 3.”

The part of the first instance judgment from the second to the 15th of the same face shall be modified as follows.

“B. 1) The register of shareholders is not only a case where the transferor is entered as a shareholder, but also a case where the transferee or transferee of shares lends another person’s name to take over or take over the shares of the company and completes the entry in the register of shareholders under another person’s name as a result of the transferee’s transfer of shares. In relation to the company, only the shareholders listed in the register of shareholders are entitled to legally

The legal doctrine that only shareholders listed in the register of shareholders may exercise shareholders’ rights in relation to the company is equally applied to the company, not only to shareholders but also to the company. Thus, barring any special circumstance, the company cannot deny the exercise of shareholders’ rights by those listed in the register of shareholders, or recognize

Therefore, barring special circumstances, the register of shareholders is legitimate as shareholders.

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