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(영문) 춘천지방법원 강릉지원 2018.08.28 2017가합30623
회사에 관한 소송
Text

1. The Defendant’s temporary shareholders’ meeting on June 10, 2017 removed the Plaintiff from directors and appointed C as directors.

Reasons

1. Number of shareholder names (units: Note 1 E 22,502F 22,502F 36,500 G 36,000 H 27,00 4 H 11,250 6,250 J 11,2506 J 11,250 7D 11,250 8 K 13,500 9 6,750 6,750 10 L 6,750 11 M 2,250 N 6,750 12N 6,750 13O 2,250 345,00 225,000 issued stocks;

A. The Defendant is a company established for the purpose of tourist excursion ship navigation business, etc., and the total number of issued and outstanding shares is 25,000 shares, and according to the shareholder registry of the instant company on June 9, 2017, the corporate governance of the instant company is as follows.

B. On June 10, 2017, the Defendant: (a) held a temporary general meeting of shareholders on June 10, 2017 and made a resolution to appoint the Plaintiff as the Defendant’s director and the representative director with the consent of all shareholders other than M (the total number of 22,250 shares) including I (19,250 shares) (hereinafter “prior resolution”).

C. On June 10, 2017, the minutes of the Defendant’s temporary shareholders’ meeting (hereinafter “instant shareholders’ meeting”) stating that held around 14:10 on June 10, 2017 (hereinafter “instant shareholders’ meeting”) include a resolution stating that “the Plaintiff shall be dismissed from office as directors, I shall be dismissed from office as auditors, and C shall be appointed as directors,” and that “A shall be appointed as directors” (hereinafter “resolution of the instant shareholders’ meeting”).

On the other hand, the minutes of the defendant's board of directors, stating that the meeting was held on June 10, 2017, indicate that four directors, such as C, are present at the above date and passed a resolution to appoint C as defendant representative director.

On June 20, 2017, the registration of the appointment of inside director and representative director and the registration of the resignation of the representative director for inside director P was completed on June 20, 2017.

E. Accordingly, the Plaintiff filed the instant lawsuit on July 11, 2017, and received a provisional disposition against C as the Defendant’s representative director and in-house director to suspend the performance of duties and appoint the acting director until the instant judgment becomes final and conclusive. (hereinafter “instant provisional disposition”).

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