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(영문) 서울중앙지방법원 2015.03.26 2014가합47851
퇴임, 취임등기 및 주주총회무효확인등
Text

1. Of the instant lawsuit, the part on the claim for confirmation of invalidity of registration of retirement of the inside director and the representative director A, and the above registration of retirement.

Reasons

1. Basic facts

A. Defendant B Co., Ltd. (hereinafter “Defendant Company”) is a stock company aimed at real estate development business. The Plaintiff is a shareholder who owns 20,000 shares (20%) of the Defendant Company. The shareholder registry of the Defendant Company is registered as C (former name: D) and E, respectively, as a shareholder of 30,000 shares and 20,000 shares.

B. On October 6, 2009, the Plaintiff was appointed as the inside director and the representative director of the Defendant Company.

C. At the time of the Plaintiff’s inauguration, there was G as well as the director of the Defendant Company at the time of the Defendant Company’s appointment, but G retired from office on May 6, 2010, only one of the directors of the Defendant Company left the Defendant Company. Accordingly, the Plaintiff was changed to a director with the power of representation on May 6, 2010.

After February 14, 2011, C was appointed as an internal director of the defendant company, and the plaintiff was appointed as the representative director on the same day.

E. As of February 28, 2014, registration was completed on October 6, 2012 that the Plaintiff retired from office as an inside director and representative director of the Defendant Company.

(F) The Defendant Company held a temporary general meeting on June 24, 2014 (hereinafter “instant general meeting of shareholders”), as a result of the Defendant Company’s voting with the attendance of H and Plaintiff, such as the appointment of C as an internal director upon the attendance of all the shareholders of the Defendant Company as a result of the Defendant Company’s attendance of at least 80% and 20% of the consent of the shareholders present at the meeting, and as a result, C was appointed as an internal director on the same day with C’s acceptance of appointment.

G. Accordingly, on July 15, 2014, registration was completed on June 24, 2014 that C assumed office as an internal director.

(hereinafter referred to as the "registration of the appointment of this case"). . [Grounds for recognition] The fact that there is no dispute, Gap evidence Nos. 4, 9, and Eul evidence Nos. 1, 4, 7 through 12, and the purport of the whole pleadings.

2. Of the instant lawsuit, the part requesting confirmation of the registration of retirement and the invalidity of the registration of retirement, and whether the part requesting confirmation of the absence of a resolution of retirement of the Plaintiff at the general meeting of shareholders is

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