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(영문) 수원지방법원성남지원 2016.04.28 2015가합207323
회사에 관한 소송
Text

1. On September 24, 2015, there is no resolution that the Defendant appointed C as an intra-company director at a special shareholders’ meeting.

Reasons

1. Facts of recognition;

A. On May 30, 2014, the Defendant is a company established for the purpose of the shopping platform franchise business, the cosmetic manufacture and sale business (capital KRW 300 million, total number of issued stocks KRW 600,000). The Plaintiff is the representative director of the Defendant and the largest shareholder holding 264,000 shares of the Defendant (total number of issued shares 44%).

B. Around September 24, 2015, the number of shares held by each shareholder of the defendant is Plaintiff 264,000 shares (44%) and D (or D and debtor), 240,00 shares (40%) and E 66,00 shares (11%) and F 30,00 shares (5%), which are the denial of the plaintiff.

C. On October 8, 2015, D, at the time of the Defendant’s in-house director, appointed D as the Defendant’s representative director, and C as the Defendant’s in-house director, respectively (hereinafter “instant resolution”), from September 24, 2015, stated D’s “D 180,000 shares, and C 120,00 shares as to the shareholders present at the instant general shareholders’ meeting.”

On October 8, 2015, D was registered as the representative director of the defendant, and C was registered as the defendant's internal director.

E. D did not go through a decision of the board of directors on the instant general meeting of shareholders and did not go through a notice of convening other shareholders except himself.

F. On October 23, 2015, registration of representative director and inside director was cancelled.

[Ground of recognition] Facts without dispute, Gap evidence Nos. 1 through 8, Eul evidence No. 1, the purport of the whole pleadings

2. The following circumstances revealed by the aforementioned evidence, i.e., ① there is no evidence to deem that there was a decision of the board of directors on the general meeting of shareholders of this case (Article 362 of the Commercial Act) by the board of directors, and there is no evidence to deem otherwise that D had the power to convene the general meeting of shareholders; ② in a case where a company, the total amount of capital of which is less than one billion won, calls for the general meeting of shareholders, each shareholder is ten days before the general

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