Effect of the transfer of shares before the issuance of share certificates

A. The transfer of shares before the issuance of share certificates shall not be effective against the company. Even if shares were issued later, the defect shall not be cured, and it shall also be null and void in the case where the company approves and opens to the name of the shareholder.

(b) Before issuance of share certificates, it cannot be deemed that the company is prior to a reasonable time to issue common share certificates;

Article 335 (2) of the Commercial Act

Supreme Court Decision 64Da205 Delivered on April 5, 1965

Plaintiff 1 and one other

East Sea Iron

Seoul High Court Decision 65Na2823 delivered on October 7, 1966

The appeal is dismissed.

The costs of appeal are assessed against the defendant.

The defendant's agent's ground of appeal is examined.

Even though the plaintiffs' transfer of this case's shares to the non-party as alleged in the argument for family affairs, as determined by the court below, since the shares of the defendant company were transferred at the time of transfer as determined by the court below, and thus there is no validity of the transfer of shares before the issuance of such shares. The defect is not cured after the issuance of share certificates. In addition, the phrase "before the issuance of share certificates" under Article 335 (2) of the Commercial Act refers to a reasonable time for the company to issue common share certificates (see Supreme Court Decision 64Da205 delivered on April 6, 1965). Further, even if the company approved the transfer of shares before the issuance of share certificates and opened the transfer of shares to the shareholders' name, the transfer of shares is not null and void. The decision of the court below with the same opinion is just, and there is no error of law by misunderstanding the legal principles as to the transfer of shares.

Therefore, this appeal is dismissed as it is without merit, and the costs of appeal are assessed against the losing party.

This decision is consistent with the opinions of the involved judges.

The judge of the Supreme Court is Hong Dong-dong (Presiding Judge) and Dong-dong (Presiding Justice)