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(영문) 서울남부지방법원 2015.09.11 2014가합104859
주주총회결의부존재 확인
Text

1. The plaintiff's claim is dismissed.

2. The costs of lawsuit shall be borne by the Plaintiff.

Reasons

1. Facts of recognition;

A. By March 30, 2014, the Plaintiff is a representative director and in-house director of the Defendant, and a shareholder who owned 34% of the shares issued by the Defendant.

B. The Defendant’s general shareholders’ meeting as of March 28, 2014 (1) is the ordinary shareholders’ meeting as of March 28, 2014 (hereinafter “instant general shareholders’ meeting”).

A) Around that time, the Plaintiff, a representative director of the Defendant, issued a notice of convening the instant regular shareholders’ meeting. The Defendant’s executive officers, including the representative director, planned to have expired on March 30, 2014. Of the purpose of the meeting indicated in the notice of convening the instant regular shareholders’ meeting, the instant bill No. 3 was “a recognition of the expiration of the term of office as an executive officer’s statutory term.” However, even though the Defendant’s bill was rejected at the time of the instant regular shareholders’ meeting, the Plaintiff was present at the instant regular shareholders’ meeting, which was added to the instant bill.

After the proposal Nos. 1 and 2 was rejected, the plaintiff, the Speaker, presented the proposal No. 3 to shareholders, and asked shareholders whether the representative director and in-house director C, the inside director, and the auditor D have accepted the proposal en bloc.

Therefore, since some shareholders' method of approving all of the registered officers is unfair, it is required to separately vote for each executive officer, the plaintiff stated that the plaintiff should make an objection first, and then that the dissenting opinion and dissenting opinion are defective.

Accordingly, the social person E asked whether or not to agree to the proposal of No. 3, and asked whether or not to approve the proposal of No. 3, and the C, F, D, G, H, I (total equity ratio of 61.65%) agreed to the resolution of the proposal of the above bill, and the plaintiff (total equity ratio of 34%) opposed to the resolution of the proposal of the above bill, and the J (No. 4.35%) decided to have the right to vote.

Since then, some shareholders argued that the bill of No. 3 was already introduced, and thus, the voting to ask whether or not to withdraw the proposal constitutes a voting to ask for whether or not to withdraw the proposal.

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