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(영문) 서울중앙지방법원 2017.04.27 2016가합515099
총회결의무효확인
Text

1. All of the plaintiffs' claims are dismissed.

2. The costs of lawsuit are assessed against the plaintiffs.

Reasons

Basic Facts

The defendant association is a reconstruction association under the Act on the Maintenance and Improvement of Urban Areas and Dwelling Conditions for Residents (hereinafter referred to as the "Urban Improvement Act") established for housing reconstruction projects in Gangnam-gu Seoul Metropolitan Government G, and the plaintiffs are members of the defendant association.

On February 27, 2016, the Defendant Union held an extraordinary general meeting (hereinafter “instant general meeting”) at the Gangnam-gu Seoul H 1st Underground Floor and deliberated on the agenda such as the selection of a contractor, and decided to select the alternative forest industry as the contractor and to delegate the conclusion of a contract with the alternative forest industry to the board of representatives (hereinafter “instant general meeting resolution”).

[Based on the facts in dispute, Gap evidence 1, Eul evidence 6-1, Eul evidence 1-6, Eul evidence 1-1, argument that the general assembly of this case is null and void after convening the general assembly of this case, and judgment 1) The plaintiff called the general assembly of this case for the following reasons. The resolution of the general assembly of this case is null and void because of a serious defect that was convened by a person without authority. (A) The J, which was the head of the defendant partnership, lawfully dismissed from office as a resolution of dismissal of the president of the partnership at the special general assembly of September 22, 2015, I, an extended director, convened the general assembly of this case as an acting director of the partnership of this case pursuant to Articles 18 (4) and 16 (6) of the articles of association.

However, in light of the contents of Article 60-2 of the Civil Code, the authority of the acting director's business is not a comprehensive business, but limited to the ordinary business scope. Since the duties of selecting the work executor have a significant impact on the reconstruction project, it cannot be said that it falls under the ordinary business scope, and therefore, I merely a acting director does not have the authority to convene a general meeting for the resolution on the agenda of selecting the work executor.

B. According to Article 76, 80, and 85 of the Regulations on Partnership's Business, a person who intends to register as a candidate for a director is recommended by at least five owners, such as land.

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