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(영문) 대전지방법원천안지원 2016.10.07 2016가합533
주주총회 결의무효확인
Text

1. The plaintiff's claim is dismissed.

2. The costs of lawsuit shall be borne by the Plaintiff.

Reasons

1. Basic facts

A. The defendant is a corporation that has its head office in Asan City and runs the management business of rearrangement projects, etc., and the total number of issued stocks is 50,000 shares.

On April 8, 2015, the Plaintiff was appointed as the Defendant’s internal director and representative director.

B. Around December 22, 2015, the Defendant Company D demanded that the Plaintiff convene a meeting of the board of directors as an agenda item of “the dismissal of the representative director,” but the Plaintiff rejected the request.

On December 30, 2015, D sent a notice of convocation of the board of directors to the effect that "temporary: 4 p.m. on January 4, 2016: Seocho-gu Seoul E Law FirmF 7 stories, agenda items: the case of dismissal of the representative director, etc."

C. On December 31, 2016, the notice of convening a meeting of the board of directors against the Plaintiff was sent and sent to the Plaintiff. On January 4, 2016, after the end of the board of directors on January 4, 2016, the notice of convening a meeting of the board of directors against the Plaintiff reached the Plaintiff on January 4, 2016.

On January 4, 2016, around 16:00, the board of directors was held in the presence of two directors other than the plaintiff among three directors of the defendant, and one auditor (hereinafter referred to as the "board of directors of this case"). A resolution was made by the board of directors to call an extraordinary general meeting of shareholders to dismiss the plaintiff as the representative director of the defendant, on the ground that the plaintiff was absent from office for a long time and without permission, and that the board of directors of the above board of directors would substantially interfere with the defendant's performance of duties.

(hereinafter referred to as “instant resolution by the board of directors”). E.

On January 6, 2016, the Defendant issued a notice of convening a temporary general meeting of shareholders to three shareholders of the Defendant including the Plaintiff as an agenda item. At a temporary general meeting of shareholders held on January 21, 2016, the temporary general meeting of shareholders held on the part of 2 shareholders holding 45,00 shares out of 50,00 shares issued by the Defendant (hereinafter “instant general meeting of shareholders”) was held, and the above general meeting of shareholders was held.

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