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(영문) 수원지방법원성남지원 2016.01.13 2014가합207296
주총결의부존재 확인
Text

1. Each resolution listed in paragraph 1 of the attached Table, which was made by the Defendant at a special shareholders’ meeting on August 19, 2014, and August 27, 2014.

Reasons

1. Basic facts

A. The defendant company (formerly: C) is a company with the purpose of real estate development business, real estate sale and lease business, etc., whose capital is 300 million won and the total number of issued stocks is 60,000 shares.

Meanwhile, from December 3, 2008, the Plaintiff served as the representative director of the Defendant Company, and at the temporary general shareholders meeting of the Defendant Company on August 19, 2014, a resolution for dismissal of the Plaintiff was adopted as follows.

B. In February 2014, the shares of the Defendant Company owned 50,400 shares (this 6,000 shares were owned in the name of the Plaintiff’s wife D), which are 84% of the total shares (this 6,000 shares were owned in the name of the Plaintiff’s wife). E owned 6,00 shares, which are 10% of the total shares, and F and G own 1,80 shares, each of which is 3% of the total shares.

C. On February 2014, the Plaintiff, the representative director of the Defendant Company, purchased real estate owned by the Defendant Company I (hereinafter “I”) under the rehabilitation procedure under the name of the Defendant Company, and agreed to jointly promote the business of selling the real estate and remaining profits, and upon H’s introduction, invested the purchase fund from J. D.

Accordingly, between H and J on April 2014, the Plaintiff agreed to transfer the 27,000 shares out of 50,400 shares of the Defendant Company owned by the Plaintiff to H for the purpose of securing it, to H, the remaining 14,400 shares to H, and to appoint the J as a joint representative director of the Defendant Company.

E. The Plaintiff transferred 27,00 shares to J and 9,00 shares to K, respectively, and transferred 14,400 shares to H in the name of L, and the J was appointed as the co-representative of the Defendant Company on April 14, 2014.

F. Since then, Defendant Company provided a certificate of deposit of 10 billion won prepared by J to the rehabilitation court of Korea with respect to I to select as a preferential purchaser of the I-owned real estate. Since the J failed to raise funds for purchase of the said real estate, the J was the Defendant on July 21, 2014.

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