1. Of the Defendant’s resolution of the board of directors on April 8, 2016, a resolution that appoints Nonparty C as the representative director is invalid.

1. Basic facts

A. The Defendant is an incorporated foundation established under Article 32 of the Civil Act and Article 3 of the Rules on the Establishment and Supervision of Non-Profit Corporations under the jurisdiction of the Minister of Health and Welfare and the head of the affiliated agency for the purpose of contributing to the improvement of the welfare of persons with disabilities and the training of human resources, and improving the quality of life, and the Plaintiff is a person who has been appointed as the Defendant’s director around August

Article 10 (Appointment of Officers) (1) Officers shall be appointed at the meeting of the board of directors one month before the expiration of the term.

(2) The chairperson shall be elected with the affirmative vote of the majority of the registered directors, and the standing director shall be appointed from among the directors by the chairperson with the affirmative vote of the majority of the members present at the board of directors, and each term

Article 18 (Convocation of Board of Directors) (3) In convening the Board of Directors, each director and auditor shall be notified in writing at least seven days prior to the commencement of the meeting, specifying the agenda, date, time, place, etc. of the meeting.

Provided, That in cases of urgency and when all directors approve thereof, a notice may be given in writing or by any other means.

Article 21 (Quorum) Except as otherwise provided for in the Articles of Incorporation, the board of directors shall constitute a quorum with attendance of a majority of the registered directors, and pass a resolution with the concurrence of

Article 24 (Prohibition of Documentary Resolution) No proceedings of the board of directors shall be made by written resolution.

B. Of the Defendant’s articles of incorporation, the parts relating to this case are as follows.

C. On April 8, 2016, the Defendant held a board of directors (hereinafter “Board of Directors of this case”) and passed a resolution on the appointment of Nonparty D and C as a new representative director at the meeting of Nonparty D and C (hereinafter “instant resolution”).

[Ground of recognition] Facts without dispute, Gap evidence 1 and 2, Gap evidence 3-1, Gap evidence 7-2, Gap evidence 11-2, Eul evidence 5-2, Eul evidence 9 and 11 (which include each number; hereinafter the same shall apply) and all pleadings.