1. Ascertainment that a resolution that the Defendant, at the meeting of the Defendant on May 7, 2016, appointed F as the president is null and void.

2...

Basic Facts

The defendant is an incorporated association composed of cargo transportation business operators, and the plaintiffs are its members.

F is a person appointed as the president of the defendant in 2010, and the term of the reappointment was expired on May 3, 2016 after the resolution of reappointment on May 3, 2013.

On May 7, 2016, the Defendant opened a general meeting on May 7, 2016, elected F and C as a candidate and passed a resolution to again appoint F as the president (hereinafter “instant resolution”).

The provisions of the defendant's articles of incorporation relating to the above general meeting are as follows.

Article 31 (Composition of General Meeting)

1. The composition of general meetings shall be comprised of a chairperson, a vice-chairperson, a director, an auditor and a representative, and members;

2. A failure of the majority of the members present under the preceding paragraph may substitute for a general meeting of at least a majority of the chairperson, vice-chairperson, auditor, directors, and representatives;

Article 33 (Quorums for Proceedings)

1. A meeting shall be formed with attendance of a majority of registered members; and

2. Resolutions of a general meeting shall require the concurrent vote of a majority of present;

Provided, That the modification of the articles of incorporation and the resolution of non-Confidence of officers shall require the consent of at least 2/3 of the number of members present.

3. A right to vote at a general meeting shall be resolved on one vote per member of the general meeting, and no proxy shall exercise the voting right.

Article 34 (Functions of General Meeting)The General Meeting shall deliberate and decide on the following:

1. Amendment of the articles of association;

2. The resolution of this case is null and void for the following reasons, which is alleged by the parties concerned in the statement of No. 13 and the purport of the entire pleading.

The general meeting of the defendant is divided into a general meeting of members under Article 31 (1) and a general meeting of officers under paragraph (2).

Since the general meeting of shareholders on May 7, 2016 attended by only 39 members among 242 members, the general meeting of members under paragraph (1) did not constitute a quorum under Article 33 of the Articles of Incorporation.

In this case, the general meeting under Article 31(2) may be substituted by the general meeting under paragraph (1), but the general meeting under paragraph (2).