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1. The plaintiff's claim is dismissed.
2. The costs of lawsuit shall be borne by the Plaintiff.
Reasons
1. Basic facts
A. 1) The defendant is a company with the objective of producing, selling, etc. industrial machinery and parts, and the total number of shares issued is 42,000 shares and the total amount of capital is 420,000,000 shares. 2) Of the defendant's shares, 50% (21,00 shares) out of the defendant's shares is the plaintiff, 20% (8,400 shares) and 3, D, 10% (4,200 shares) and 10% (4,200 shares) are owned by E.
3) The Plaintiff was a representative director of the Defendant and a director of the company around March 2017, and C and D were an internal director of the Defendant around March 2017, and E were an auditor of the Defendant around March 2017. (b) A written resolution in the name of the Plaintiff, C, E, and D, which substituted the resolution of the general meeting of shareholders, was prepared on March 31, 2017 (hereinafter “instant written resolution”).
(1) The following matters are to be resolved with a written consent of all shareholders in lieu of a resolution by a general meeting of shareholders, in lieu of a resolution by a general meeting of shareholders, based on Article 363(5) and (6) of the Commercial Act on March 31, 2017.
Resolutions
1. It shall approve a statement of accounts from January 1, 2016 to December 31, 2016;
2. The officers of the Company shall be replaced by:
In-house directors who have resigned: A company director who has retired from office at the expiration of the term of D: Appointed auditor: A:
C. On July 12, 2017, E, C’s request for a temporary board meeting, and C demanded the Plaintiff to convene an ad hoc board meeting with the Defendant’s internal director position as the Defendant’s internal director to approve the transfer of shares, dismiss the representative director, and appoint, and the Plaintiff refused to convene an ad hoc board meeting.
On July 21, 2017, E, and C notified the Plaintiff of the convening of a temporary board of directors, the purpose of which is to approve the transfer of shares, dismiss the representative director, and appoint. 2) On August 1, 2017, the Defendant’s meeting held on August 1, 2017, the director C, C, and E, while attending the meeting of the board of directors C, E, and auditor D, shall be dismissed from the representative director, and C.