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1. The plaintiffs' primary claims on the resolution of the provisional shareholders' meeting on December 8, 2017 are all dismissed.
2. The defendant.
Reasons
1. Basic facts
A. The Defendant held the total number of shares 80,000 shares, the total number of shares issued 20,000 shares, the capital of 100,000,000 shares, and the total number of shares issued was 66,667 shares, and the Plaintiff B residing in the United States respectively, among the total number of shares issued above 20,000 shares, owned 66,666 shares, respectively.
B. At around 10:30 a.m. on November 27, 2017, F, as the sole internal director, sent a notice of convening a provisional general meeting of shareholders to the Plaintiff by domestic mail, and to the Plaintiff B by international ordinary mail, respectively, that “F shall hold a provisional general meeting of shareholders, holding an amendment to the articles of incorporation concerning the total number of outstanding shares issued on December 8, 2017, 09:0 G, Gangnam-gu Seoul, H, and H as to the total number of outstanding shares issued on December 8, 2017, any amendment to the articles of incorporation regarding preemptive rights, subparagraph 2, capital reduction, dismissal of the auditor, and appointment of directors.”
C. On December 8, 2017, from 09:00 a.m. to 09:10 a.m., from 09:00 a.m. to 09:00 a.m., one of the three shareholders (F) of the Defendant’s three shareholders (the total number of outstanding shares is 200,000 shares, whichever is 6,667 p.m.) was declared by F to hold a temporary general shareholders’ meeting (hereinafter “instant general shareholders’ meeting”) as the Speaker, and the amendment of Article 6 of the Articles of Incorporation on the total number of outstanding shares to be issued and Article 10 of the Articles of Incorporation on preemptive rights to new shares, and the total number of outstanding shares shall be 200,000 to 100,000 to 100,263,000 won, and D and E shall be appointed as the Defendant’s internal directors (hereinafter “resolution”).
(D) On January 12, 2018, based on the resolution of each of the instant cases, the registration was completed to change the total number of shares to be issued by the Defendant from 800,000 to 2,00,000 shares, the total number of shares issued by the Defendant from 200,000 to 10,526 shares, the Defendant’s capital from 100,000 to 5,263,000 won, and the Defendant’s in-house director from 100,000 to 5,263,000 won, and the Defendant’s in-house director appointed D and E as the Defendant.