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(영문) 서울중앙지방법원 2020.11.27 2019가합574433
총회 결의 무효 확인 청구의 소
Text

Of the instant lawsuits, the part concerning the claim for nullification of the temporary board’s resolution on July 25, 2019 and September 30, 2019.

Reasons

1. Basic facts

A. 1) The defendant is a juristic person established for the purpose of strengthening mutual cooperation among D business operators and promoting their rights and interests. The defendant is elected at a general meeting composed of representatives. The defendant has a total of 66 representatives. 2) The directors, excluding the president who is ex officio directors, shall be elected upon the recommendation of the general meeting or upon the recommendation of the chairperson of the general meeting. The defendant's board of directors composed of ex officio directors

The defendant has 16 directors in total.

3) On December 13, 2018, the Plaintiff was appointed as the Defendant’s president on December 13, 2018. (B) On July 25, 2019, the Defendant’s director C requested a meeting of the board of directors with the consent of 10 members of the board of directors on June 27, 2019, to convene an agenda item, such as a request for explanation of the Association on whether the E pollution prevention construction is performed. However, as the Plaintiff, who is the convening authority, did not convene the board of directors, the Plaintiff called the board of directors on July 23, 2019.

2) The Defendant’s temporary board of directors was held on July 25, 2019. During the meeting, C, the Speaker pro tempore, was ordered to immediately dismiss the Plaintiff, who is the president, and six of the nine directors present at the meeting, made a declaration that C would ask the Plaintiff for a resolution of impeachment (hereinafter “instant resolution by the board of directors”).

(c) Articles 24 and 24 (Special General Meeting) (1) of the Defendant’s Articles of Incorporation of the Republic of Korea (Special General Meeting of September 30, 2019) (1) An extraordinary general meeting shall be convened by the Chairperson in any of the following cases:

1. When the chairman and the board of directors deem it necessary;

2. The president shall convene a general meeting within 20 days from the date on which a request is made, in writing stating the purpose and reason for the meeting with the consent of at least 1/3 of the incumbent representatives.

(3) Paragraph (1).

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