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1. The plaintiff's claim is dismissed.
2. The costs of lawsuit shall be borne by the Plaintiff.
Reasons
1. Basic facts
A. Shareholder proposal 1 against the Defendant is a corporation mainly engaged in the manufacture, sale, and service business of electronic, electrical, and electrical appliances and parts thereof. The Plaintiff is a shareholder of the Defendant’s common shares at the time of the instant lawsuit, and is a stock company E (hereinafter “E”).
(2) On February 12, 2016, E is a shareholder holding no less than 3/100 of the total number of issued and outstanding shares other than the Defendant’s nonvoting shares, and E is a shareholder holding no less than 3/100 of the total number of issued and outstanding shares. On February 12, 2016, E is required to elect the Defendant as a candidate for intra-company director F and outside director G. If he recommends F as a candidate for intra-company director, and H as a candidate for outside director, respectively, and F and H are included respectively in the candidate for the intra-company director and outside director general meeting (hereinafter “instant general meeting of shareholders”).
(hereinafter referred to as “instant shareholder proposal”) B.
The defendant's refusal of the shareholder proposal of this case at the meeting of the board of directors held on March 8, 2016, refused the shareholder proposal of this case on the ground that the shareholder proposal of this case is not for the benefit of all shareholders, but for the benefit of E's unfair market profit. On the other hand, the defendant decided to convene the shareholders' meeting of this case on the agenda of the meeting as the purpose of the meeting, including the agenda items in attached Form C, including the agenda items on which C and D are appointed as outside directors as outside directors (attached Form 4-1
C. On March 24, 2016, the Defendant held the instant general meeting of shareholders. Of the total number of outstanding shares at the said general meeting of shareholders, 585 shareholders holding 30,659,79 shares of 71,047,521 shares, and made a resolution stating that C shall be appointed as a director and D as an outside director with the consent of all shareholders present at the meeting (hereinafter “instant general meeting of shareholders”).
【Ground of Recognition】 Evidence Nos. 1, 2, and 4, and Evidence Nos. 2, 3, 4, and 5, respectively.