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(영문) 서울고등법원 2015.12.15 2015나2004151
정기총회절차무효청구
Text

1.The judgment of the first instance shall be modified as follows:

Of the instant lawsuits, the Defendant rendered February 27, 2014 on February 27, 2014.

Reasons

1. As to this part of the basic facts, the corresponding part of the judgment of the first instance (from 2, 7, to 5, 5) shall be quoted pursuant to the main sentence of Article 420 of the Civil Procedure Act.

2. Determination on this safety defense

A. The Defendant asserts that the instant lawsuit seeking confirmation of invalidity of a resolution made at the instant ordinary general meeting is unlawful as there is no benefit of confirmation, since the Defendant has legally passed a resolution again on the agenda adopted at the instant general meeting through the general meeting of shareholders in 2015, which was held on February 24, 2015.

B. 1) Where an organization has ratified the previous resolution at an ordinary general meeting held again after the resolution on the agenda was adopted at the initial ordinary meeting, or made a resolution on the same agenda again, barring special circumstances such as the invalidity of the resolution at the ordinary general meeting held again even if the resolution at the initial general meeting is null and void due to defects in the previous legal relations or legal relationships, it merely lacks the requirements for protection of rights (see, e.g., Supreme Court Decision 201Da6920, Jan. 27, 2012) (see, e.g., Supreme Court Decision 2011Da6920, Jan. 27, 201). (1) According to the 1, 3, 5, 7, and 8, the agenda referred to the instant ordinary meeting is “matters concerning the approval of the annual business report and the settlement of accounts (written approval), the matters concerning the approval of the business plan and the budget (written approval) for the year 2014 (budget 2), the matters concerning the appointment of directors (budget 3) and the 20101) year and 214 (Budget (written).

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