1. The plaintiff's appeal is dismissed.

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

Purport of claim and appeal

The first instance court.

1. The reasons for this part of this Court’s reasoning are as follows: “The dismissal on February 3, 2014 was made on January 24, 2014,” which read “the dismissal was made on February 3, 2014.”

2.3. The registration of dismissal has been completed;

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Except for the addition of “new stocks issued as a result of the capital increase” between “.” (hereinafter “new stocks of this case”), this part of the judgment of the first instance is identical to the corresponding part of the reasoning of the judgment, thereby citing it as it is in accordance with the main sentence of Article 420 of the Civil Procedure Act.

2. Determination on the cause of the claim

A. The plaintiff's assertion that the capital increase was made to conceal his embezzlement of public funds. The board of directors of November 25, 2005, which was convened for the capital increase of this case, did not have been actually called, and in this regard, the minutes of the board of directors, subscription forms for new shares, and a request for payment of stock price are all forged by the defendant.

Therefore, since there is no issuance of new shares due to the capital increase in this case, there is no shareholder's right against 12,000 shares allocated in the name of the defendant among the new shares in this case.

B. Determination 1) Article 429 of the Commercial Act provides that the invalidity of issuance of new shares may be asserted only by a lawsuit within six months from the date of issuance of new shares only by shareholders' directors or auditors. Thus, even if there is any defect in the cancellation or invalidity of a resolution for issuance of new shares by the board of directors or shareholders' general meeting, or any other procedural or substantive defect, barring special circumstances such as the degree that the defect is so serious that the issuance of new shares does not exist, it may be asserted only by a lawsuit seeking invalidation of issuance of new shares after the issuance of new shares becomes effective (see, e.g., Supreme Court Decisions 2003Da20060, Aug. 20, 2004; 87Da2316, Jul. 25, 1989).