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(영문) 의정부지방법원 2018.09.21 2017가합56513
신주발행무효의 소
Text

1. The Defendant’s issuance of 45,000 common shares of KRW 10,00 per share on June 1, 2017 must be null and void.

2. The costs of lawsuit shall be.

Reasons

(b). b.

On June 15, 2016, the Seoul High Court sentenced the Plaintiff to transfer 1,300 shares out of the shares of the Defendant Company to the Plaintiff due to the division of property according to divorce, and the latter judgment became final and conclusive on September 2016 by the Supreme Court.

Of the Defendant Company’s shares issued 5,000 shares, the Plaintiff held 500 shares and C 4,500 shares respectively. Accordingly, the number of the Plaintiff’s shares against the Defendant Company became 1,800 shares and C 3,200 shares.

C. On May 12, 2017, C, the only internal director of the Defendant Company, sent a notice of convening a special general meeting of shareholders to the Plaintiff.

Notice was sent to the Plaintiff’s domicile on the Plaintiff’s list, but it was not delivered to the Plaintiff as the Plaintiff did not actually live in the address.

The summary contents of the notice for convening a call shall be as follows:

Notice of Convocation of Provisional General Meeting

1. Date: May 31, 2017 10:00

2. Place: Four floors (meeting rooms) of the D Building in the Goyang-si, Solsan-si;

3. The purpose of the meeting is to provide funds necessary for additional issuance of shares due to partial revision of the articles of incorporation, the purpose of the meeting is to provide funds for loans, repayment of loans, corporate operating expenses, etc.

* A bill for resolution - A bill for partial amendment of the articles of incorporation - a bill for approval - a bill for additional issuance of shares (a bill for additional issuance of shares 45,000 shares): a bill for approval - a bill for approval 10,000 won per share (ordinary shares)

4. Matters concerning the exercise of voting rights (hereinafter referred to as "matters omitted");

D. C, on May 31, 2017, holding a special shareholders’ meeting of the Defendant Company on its own, by adopting a resolution to newly issue 45,000 common shares of the Defendant Company at a par value of 10,000, and completed the registration of issuance of new shares on June 1, 2017.

[Ground of recognition] Facts without dispute, Gap evidence 1, 2, Eul evidence 2, Eul evidence 2, 3, 5, 7 (including paper numbers, hereinafter the same), the purport of the whole pleadings

2. Determination:

A. The safety and legal nature of a transaction where the issuance of new shares is invalidated after the issuance thereof.

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