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(영문) 광주고등법원(제주) 2015.04.29 2014나996
사업권양도계약무효확인
Text

1. The defendant's appeal is dismissed.

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

Purport of claim and appeal

1..

Reasons

1. The reasons for the court's explanation concerning this case are as follows: (a) the amendment of the "business new" in Part 2 of Part 4 of the judgment of the court of first instance to "the commencement of business"; and (b) the whole part of the "additional Judgment" in Part 7 of Part 8 of the judgment of the court of first instance to "the addition of the following judgments" is the same as that of the part 1, 2, and 3 of the judgment of the court of first instance; and (c) thus, they are cited in accordance with the main sentence of Article

2. Additional determination

A. The summary of the Defendant’s assertion was established by C. At the time of its establishment, the Plaintiff acquired 5,000 shares issued under the name of D, E, F, G, and C, but was actually 1 company, and C transferred all of the Plaintiff’s shares to Q Q’s representative director R on January 30, 201. The instant transfer contract was concluded with R’s consent, and thus, the instant transfer contract is lawful without a special resolution of the general meeting of shareholders.

B. Although evidence that conforms to the Defendant’s assertion is written as evidence No. 14, in order to recognize that R holds 100% of the Plaintiff’s shares by acquiring them from C, it should be premised on the fact that C was holding 10% of the Plaintiff’s shares as a single shareholder at the time of acquisition.

However, according to the above evidence, around January 30, 201, the Plaintiff’s register of shareholders was recognized to hold 1,500 shares, E 1,00 shares, F, and G 50 shares, respectively, and the Plaintiff’s register of shareholders is presumed to be a shareholder of the company and the person who is registered as a shareholder in the register of shareholders bears the burden of proving the denial of the shareholder’s rights. In order to reverse this, it is insufficient to recognize that a third party, who is not a shareholder in the register of shareholders, was merely a formal shareholder, solely on the ground that he/she paid the acquisition price of shares by a third party, the internal relationship between the third party and the shareholder in the register of shareholders, the details and purpose of the acquisition of shares and the registration on the register of shareholders, and the following registration on the register of shareholders.

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