1. On April 4, 2016, the Defendant did not have a resolution as shown in the separate sheet at a special shareholders’ meeting.

Basic Facts

A. The Defendant was established on October 19, 2005. At the time of its establishment, 10,000 shares initially issued by the Defendant, 10,000 shares shares newly issued on November 22, 2005, and 27,500 shares shares newly issued on May 12, 2015 were respectively acquired in the name of the Plaintiff, and 20,000 shares shares newly issued on February 15, 2006 under the name of the Defendant C, respectively.

(The above shareholders' names are maintained since May 12, 2015. (B)

On April 4, 2016, the Defendant: (a) entered the Defendant’s corporate registry as a director and a representative director; and (b) entered the Defendant’s corporate registry as an internal director; (c) the Defendant’s Intervenor prepared a written resolution of the general meeting purpose, written consent, and written consent to omit the general meeting convocation procedure and the general meeting convocation procedure; and (d) made the Defendant’s corporate registry as the Defendant’s representative director and the internal director, and the Defendant’s Intervenor D, respectively, registered as an auditor on the Defendant’s corporate registry on the basis of the aforementioned documents, respectively.

(1) The Defendant asserts to the effect that the Plaintiff is not a party to a lawsuit seeking confirmation of non-existence of the instant resolution, and that there is no benefit to seek confirmation of non-existence thereof. The Defendant asserts to the effect that there is no dispute as to the grounds for recognition, Gap’s evidence Nos. 1, 3 through 6, Eul’s evidence No. 11, and Eul’s evidence No. 11 (including numbers, and no separate indication exists; hereinafter the same shall apply), and the Defendant’s Intervenor’s assertion to the effect that there is no benefit to seek confirmation of non-existence of the instant resolution.

However, unlike the lawsuit for cancellation of the resolution of the general meeting of shareholders, the lawsuit for confirmation of the absence of the resolution of the general meeting of shareholders is limited, and there is no benefit of confirmation.