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(영문) 인천지방법원 2017.01.20 2016가합56706
회사에 관한 소송
Text

1. The plaintiff's main claim is dismissed.

2. In the Defendant’s general meeting of members on August 30, 2016, the Plaintiff from the Defendant.

Reasons

1. Facts of recognition;

A. The defendant is composed of the plaintiff and C, D, E, F, and G six employees and directors, and each member and director's amount of investment, number of contribution units, and voting rights are as follows.

The equity ratio (unit of investment) of Plaintiff 66,60,00 won for 6,660 C 66,600 C 66,600,000 won for 63.30 D 66,600,660 D 6600,6600 E 33.30,6600 won for 6,6603.30 E 100,000 won for 50.050,000 won for 50.03 G 50,000 KRW 50,000 for 50.030,000 for 50,000,000 won for 20,000 won for 20,000

B. On August 30, 2016, the Defendant convened a general meeting of partners (hereinafter referred to as “instant general meeting of partners”) and made a resolution that “a Plaintiff, C, and D withdraw from the Defendant” (hereinafter referred to as “instant resolution”) with the consent of 13,320 of the total voting rights of C, and D, based on Article 16-5(6)3 of the Certified Tax Accountant Act, on the ground of Article 16-5(3) of the Certified Tax Accountant Act.

[Ground of recognition] Facts without dispute, Gap evidence Nos. 1, 2, 4, 5, and 6, the purport of the whole pleadings

2. The plaintiff's assertion

A. Since Article 16-16(2) of the Certified Tax Accountant Act provides that "the provisions concerning limited liability companies in the Commercial Act shall apply mutatis mutandis to matters not prescribed by this Act concerning tax accounting corporations," a tax accounting corporation may be classified as a limited liability company. However, in the Commercial Act, a limited liability company under the Commercial Act does not have any provision concerning "Expulsion" as one of the grounds for the employee's retirement, and therefore, a limited liability company cannot dismiss any other employee of the limited liability company.

Although Article 16-5(6)3 of the Certified Tax Accountant Act provides that an employee of a tax accounting corporation naturally withdraws from the meeting of members, in light of the fact that there is no provision regarding the expulsion of a limited liability company under the Commercial Act, this means that a member may withdraw from the meeting by a resolution of the general meeting of members if he/she wishes to withdraw, and that a member who does not intend to withdraw from the meeting of members may withdraw by a resolution.

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