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(영문) 제주지방법원 2018.11.15 2018가합10469
주주총회결의취소청구
Text

1. The instant lawsuit shall be dismissed.

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

Reasons

1. Facts of recognition;

A. The Defendant issued 5,00 common shares. At the time of January 30, 2018, the shareholders as of January 30, 2018 were C (2,450 shares), Plaintiff (2,450 shares), and D Co., Ltd (100 shares; hereinafter “D”).

On the other hand, the plaintiff served as the defendant's director, but his term of office expired on January 8, 2018.

B. On January 30, 2018, the Defendant held a regular general meeting of shareholders and resolved on the agenda in the attached list while all the shareholders were present.

(hereinafter the above regular shareholders’ meeting is referred to as “instant general shareholders’ meeting”).

C On March 13, 2017, on March 13, 2017, the Plaintiff filed a lawsuit against the Plaintiff seeking confirmation of the Plaintiff’s shareholder rights to the said shares C.

(No. 2017da52469). The above court acknowledged the following facts and circumstances on September 6, 2018, and determined that C was entitled to shareholders' rights for the shares, as C had title trust with the Plaintiff, and C terminated a title trust agreement with respect to the shares entered in the name of the Plaintiff in the Defendant’s register of shareholders.

The above lawsuit is currently pending in the appellate court.

(No. 2018Na12995). ① A bears all costs of KRW 50 million for acquiring the Defendant’s shares, KRW 10 million for establishing the Defendant, and KRW 10 million for D’s shares registered as directors by the Plaintiff and C.

② At the time of the establishment of the Defendant, the Plaintiff transferred part of the Defendant’s shares to C and D without any consideration.

(3) The establishment of the defendant and D was completed by E under the direction of C or C.

④ When the Plaintiff, the Defendant, and C were subject to criminal punishment for a violation of the Management of Mountainous Districts Act, the Plaintiff was only the president of the Defendant’s branch, and the Defendant was actually sentenced to a minor sentence than C, the Defendant’s operation was exclusively in charge of the Plaintiff.

⑤ The Plaintiff sent text messages to C, or all the Defendant’s shares, to the effect that the Plaintiff did not seem to have exercised his/her rights as a shareholder and rather dismissed him/her.

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