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(영문) 창원지방법원진주지원 2019.01.23 2018가합11209
임시주주총회결의 무효 확인
Text

1. The plaintiff's claim is dismissed.

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

Reasons

1. Facts of recognition;

A. The defendant is a juristic person established with the objective of enzyme research and the business incidental thereto.

On August 3, 2017, the Plaintiff was a shareholder who was transferred 2,000 shares out of 4,000 shares issued by the Defendant from C Co., Ltd., and the rest of 2,000 shares was owned by D (hereinafter “D”).

B. On July 24, 2015, the Defendant: (a) concluded a contract with the E Corporation to purchase KRW 2,029,343,000 for a cluster site for the F Innovation Urban Development Project at KRW 3,813 square meters (Temporary lot number G and thereafter H large 3,812 square meters at Jinju; hereinafter “instant real estate”); and (b) completed the registration of ownership transfer on July 24, 2017.

The installment payment of the down payment shall be 507,335,00 the intermediate payment of July 24, 2015: (a) the intermediate payment of 507,335,000 the first intermediate payment of July 24, 2016 on January 24, 2016; (b) the intermediate payment of 507,335,000 the last payment of 507,335,000 the last payment of 304,404,000 the remainder payment of January 24, 2017; and (c) the remainder of 304,404,000,029,343,000 on July 24, 2017.

C. D (1) On September 11, 2017, 2017, as of September 22, 2017, D’s notice of convening a temporary general meeting of shareholders was issued on September 22, 2017, with the purpose of (i) the resignation and election of directors; (ii) the sale of real estate; and (iii) the appointment of a temporary general meeting of shareholders as of September 22, 2017; and (iv) the Plaintiff was notified on September 12, 2017, but did not attend the said temporary general meeting of shareholders. (ii) D was an important matter for which the agenda to be discussed was decided on September 22, 2017, but it was decided whether to continue the operation of the company, and (iv) D was to notify the Plaintiff of the attendance of the temporary general meeting of shareholders once.

D On November 7, 2017, the notice of convening the general assembly of this case and the resolution 1D of this case notified the Plaintiff of convening the general assembly of this case on the following matters: (a) on November 7, 2017, the Plaintiff was subject to the notice on November 8, 2017: (b) the Plaintiff was notified of the convocation of the general assembly of this case; (c) the real estate sales case; and (d) the resignation and election of auditors

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