1. The plaintiff's appeal is dismissed.

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

The purport of the claim and appeal is the purport of the appeal.

1. The reasoning of the court’s explanation concerning this case is as stated in the reasoning of the judgment of the court of first instance, except for adding the following determination as to the Plaintiff’s assertion, thereby citing it as it is in accordance with the main sentence of Article 420 of the Civil Procedure Act.

2. The Plaintiff asserts that, even though the agreement between the shareholders of this case has the nature of a written resolution by the Defendant’s general meeting of shareholders as to the appointment of internal directors and auditors, the agreement between the shareholders of this case was made by G and F with the seals affixed to the remaining shareholders H and I while G among four shareholders of this case were present. At the time, G did not submit a document attesting that it was granted the power of representation by H and I. Thus, the written resolution under the agreement between the shareholders of this case is invalid.

Article 368 (2) of the Commercial Act provides that "a shareholder may have his/her proxy exercise his/her voting right. In this case, his/her proxy shall submit a document proving his/her power of representation to the general meeting." In this context, "a document proving his/her power of representation" refers to a letter of proxy, which requires a company to submit a certificate of personal seal impression, a letter of attendance, etc. along with the power of attorney to verify the qualification of the proxy more clearly, and the submission of such

Even if the shareholder or representative proves the authenticity of power of attorney or the fact of delegation by other means, the company cannot deny the power of attorney.

(See Supreme Court Decision 2005Da22701, 22718 Decided April 23, 2009, etc.). According to the overall purport of the statements and arguments on the health account, Gap evidence Nos. 2, Eul evidence Nos. 4 with respect to the instant case, the Defendant’s four shareholders are both relatives and seals, and G are also subject to a shareholder H and I’s seal impression and a certificate of personal seal impression with H and I’s seal impression affixed to the instant shareholder agreement on December 15, 2016.