1. The Defendant confirms that a resolution that the board of directors of April 24, 2015 appointed D as a director is invalid.

2...

1. Basic facts

A. 1) The Defendant is a school foundation established under the Private School Act for the purpose of providing young children, elementary schools, secondary schools, and higher education based on the educational ideology of the Republic of Korea. 2) Plaintiff A, Plaintiff B, E, F, G, H, I, and J were the Defendant’s directors. Plaintiff B was appointed on April 29, 2013, E was reappointed on May 21, 201, and Plaintiff A was reappointed on August 28, 2012.

3) Even though the Defendant’s partial directors (J, F, G, and H) retired, a situation in which the remaining directors could not be selected and appointed due to the conflict of directors continued, the Ministry of Education, which is the competent authority, as a temporary director on March 11, 2015, appointed 2 years (from March 11, 2015 to March 10, 2017) as temporary directors of the two-year term of office (from March 11, 2015 to March 10, 2017). Accordingly, the Defendant’s board of directors composed of four existing regular directors (Plaintiff A, Plaintiff B, I, and E) and four temporary directors. (b) On April 24, 2015, Defendant’s term of office of 1) as the end of May 20, 2015, Defendant Chairperson requested the recommendation committee for the appointment of open directors as the temporary directors.

On March 30, 2015 and April 9, 2015, the Defendant held a board of directors on March 30, 2015, and resolved to appoint four members of the Open Director Recommendation Committee as M, N, Plaintiff A, and I.

2) At the meeting of April 24, 2015, the Open Director Recommendation Committee recommended O and D as a candidate for the follow-up director E at the meeting of April 24, 2015. 3) The Defendant held a board of directors on April 24, 2015 to resolve matters concerning the appointment of open directors, and the said board of directors attended by 4 temporary directors and 4 regular directors.

On the day, the board of directors passed a resolution to immediately appoint an open director (five, three opposing parties), and passed a resolution to appoint D as an open director and an education experience director of E as a full-time director.

(hereinafter “instant resolution”). 4 The Ministry of Education approves the defendant’s taking office.