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(영문) 광주고등법원 2017.08.30 2015나1825
해임무효확인청구
Text

1. Revocation of the first instance judgment.

2. The instant lawsuit shall be dismissed.

3. All costs of the lawsuit shall be borne by the Plaintiff.

Reasons

1. Basic facts

A. 1) The Defendant is a distribution company of medicinal herbs established by receiving investments from Jeonnam-do, D Agricultural Cooperatives, and E in accordance with the Commercial Act, the Local Public Enterprises Act, and the Ordinance on the Operation of Korea-China Distribution Support Facilities, and completed the registration of incorporation on October 8, 2010. 2) At the time of the establishment of the Defendant, F, the president of D Agricultural Cooperatives, as the Defendant’s representative director, and E’s employees as the Defendant’s outside director, respectively. The Plaintiff was registered as an internal director on the Defendant’s corporate registry, but actually worked as the chief of overall administrative affairs of the Defendant.

B. A resolution of dismissal of the Plaintiff at a special shareholders’ meeting is adopted on January 6, 201, the Defendant held a board of directors on January 6, 201. A resolution of F to hold a temporary shareholders’ meeting to handle the expressed intent of resignation of the representative director. On January 7, 2011, the Defendants notified shareholders of the fact that a temporary shareholders’ meeting was convened as an agenda of “case of the resignation of the representative director” and the date, time, and place of the convocation. 2) On January 12, 2011, the Defendant: (i) on January 12, 2011, owned the Defendant’s total number of 77,500 shares ( Jeonnamdo C:35,00 shares, D Agricultural Cooperatives: 37,500 shares, E:5,00 shares, and 5,00 shares, and (ii) on dismissal of the Plaintiff from the Defendant’s director with the consent of all shareholders (the “temporary shareholders’ meeting” referred to as the “instant temporary shareholders’ meeting; and (the “instant resolution”).

3) On January 13, 2011, the Defendant issued to the Plaintiff a notice of dismissal to dismiss the Plaintiff as of January 15, 201 for the following reasons. On January 25, 2011, the Defendant completed the registration of dismissal of the Plaintiff on the Defendant’s corporate register. The Defendant’s order to dismiss the Plaintiff as of January 15, 201, completed the registration of dismissal of the Plaintiff. The Defendant’s order to replace the type of objection (1.5 million won) without permission - the name of the representative director (the name of the NAF) of the representative director without performing

1. Final salary for twelve months;

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