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(영문) 서울중앙지방법원 2015.01.23 2014가합45534
대표이사선임결의무효확인
Text

1. Each resolution listed in the separate sheet does not exist in the Defendant’s temporary shareholders’ meeting on May 20, 2014.

Reasons

1. Facts of recognition;

A. On April 13, 2004, the Defendant Company was established for the purpose of multimodal transport arrangement, ship, aircraft brokerage, etc., with the amount of KRW 300,000,000 (one share price of KRW 10,000,000; hereinafter the same shall apply) as capital and the total number of issued shares was changed to the total number of KRW 500,000,000 on April 6, 2012, and the alteration was completed on April 9, 2012.

B. At the time of May 20, 2014, Plaintiff A was holding 13,00 shares while serving as the representative director of the Defendant Company; Plaintiff B was holding 500 shares as a director of the Defendant Company; Nonparty D and his wife were in office as the director of the Defendant Company; Nonparty D were in office as the director of the Defendant Company; and F was in office as the auditor.

The shareholders of the defendant company were the plaintiffs and five total shareholders of the above D, E, and F.

C. On the other hand, as of May 20, 2014, the minutes of the general meeting of shareholders of the Defendant Company were prepared as follows: (a) as of May 20, 2014, the amendment of the articles of incorporation regarding the representative director, etc. of the Defendant Company; (b) the Plaintiff A’s representative director and director positions of the Defendant Company; (c) the Plaintiff B resigned from office positions of the Defendant Company; and (d) the resolution of the general meeting of shareholders to elect D as the representative director of the Defendant Company was made; and (e) the said minutes were certified by a notary public as of May 22, 2014

(A) A. A. A. A. A. A. A. A. A. A. A. A. a.m. general meeting shall be held at the meeting room of the principal office of the Company on May 20, 2014.

The total number of shareholders, five shareholders who are present at the meeting of 50,000 shares, and 50,000 shareholders who are present at the meeting of the president in accordance with the articles of incorporation, and the representative director A who is present at the meeting of the president in accordance with the articles of incorporation. As such, the general meeting was duly established and the meeting was declared to be held, and the following agenda was referred to and deliberated by the meeting, and the following agenda was approved as follows.

(hereinafter Omission, agenda items for resolution shall be as shown in the attached Form)

(d) thereafter on behalf of the Defendant Company G.

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