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(영문) 인천지방법원 2014.12.30 2014가합54478
명의개서 이행청구의 소
Text

1. The defendant shall issue the share certificates of the shares listed in the attached list to the plaintiff, and with respect to the above shares.

Reasons

Basic Facts

The following facts are not disputed between the parties, or may be recognized by comprehensively taking into account the respective descriptions of Gap evidence Nos. 1, 4, 6, 8, and 10 (including each number, if any), and the purport of the whole pleadings:

On January 9, 2014, the Plaintiff entered into a contract with B, C, D, and E (hereinafter “B, etc.”) under which the Defendant Company’s shares listed in the separate sheet (hereinafter “instant shares”) owned by B, etc. should be transferred at one won per share from B, etc., and paid the said transfer proceeds to B, etc. on the same day.

On February 4, 2014, the Plaintiff requested the Defendant to change the name on the shareholder registry to the Plaintiff, and the Defendant rejected the request. However, the Defendant filed a provisional disposition against the Defendant, which determined the shareholder status under the Incheon District Court 2014Kahap645.

On June 30, 2014, the Plaintiff received a favorable judgment from the above court to the effect that the Plaintiff temporarily determines the status of the shareholder of the instant shares. The fact that the Plaintiff was lawfully transferred the instant shares from B, etc. in the instant provisional disposition did not have any dispute between the parties.

On the other hand, Defendant Company was established on February 18, 201, and there was no stock certificates for the instant shares.

Judgment

The transfer of shares before the issuance of share certificates under Article 335 (2) of the Commercial Act, which is judged as to the cause of the claim, shall be effective against the company at the expiration of six months after the date of establishment of the company or the date of payment of new shares. In this case, the transfer of shares shall take effect only by the declaration of intention of the parties in accordance with the general principles as to the transfer of nominative claim. A transferee of shares before the issuance of share certificates may, unless there are special circumstances, file a request for change of title with the company by proving that he has solely acquired shares without the need of the transferor for cooperation.

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