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(영문) 수원지방법원안산지원 2017.11.09 2017가합6693
주주총회 무효확인의 소
Text

1. At the Defendant’s temporary general meeting of shareholders on May 11, 2016, C, D, as the representative director and in-house directors, E, as internal directors.

Reasons

1. Facts of recognition;

A. The status of the parties was 180,000 shares issued by the Defendant as a company established on August 17, 2012 for the purpose of land processing export and import business and hotel operation business. Of them, G 115,200 shares, H, 55,800 shares, and 9,00 shares, respectively.

The plaintiff is as follows.

A person who acquires all the Defendant’s shares from G, H, and I as described in paragraph (1).

B. On May 14, 2014, the Plaintiff entered into a share transfer contract with G, H, and I (hereinafter “G, etc.”) under which G, etc. transferred all of the Defendant’s shares possessed by G, etc. to the Plaintiff. G, etc. notified the Defendant on May 22, 2015, and the Defendant’s share transfer was registered as the Plaintiff’s share ownership of 180,000 shares.

C. After the J and G entered into a share transfer agreement and resolution of the general meeting of shareholders on March 23, 2016, G et al. concluded a share transfer agreement with the J (hereinafter “instant agreement”). On May 11, 2016, J entered into a resolution to appoint C and D as a representative director and as an internal director, E as an internal director, and F as an auditor (hereinafter “instant resolution”) on the premise that the Defendant’s shares were transferred to J again (hereinafter “instant agreement”). On the same day, the Defendant’s share registry was registered as of May 17, 2016 as of May 13, 201, on the same day, as the Defendant’s shares were entirely owned by 180,000 shares of the Defendant.

The Defendant issued new shares on May 17, 2016 (hereinafter “instant new shares”) and the total shares issued by the Defendant were 200,000 shares.

E. On July 27, 2016, the Plaintiff asserted that J failed to acquire shares effectively under the instant contract No. 2, and against Defendant, G, and J.

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