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(영문) 서울서부지방법원 2017.04.20 2016가합35673
주주총회결의무효확인 및 취소청구
Text

1. Of the instant lawsuit, the Defendant’s regular shareholders’ meeting on June 24, 2016 constituted a new loan of 15 billion won and provision of security.

Reasons

1. The facts under the basis of facts may be found, either in dispute between the parties or in full view of the purport of the entire pleadings, as stated in Gap evidence Nos. 1, 2, 4, 9, 10, 18 and Eul evidence Nos. 21 to 23, 47 (including branch numbers; hereinafter the same shall apply).

On February 17, 2014, the defendant was an unlisted corporation established for the purpose of investment advisory and discretionary investment in domestic and foreign securities, and changed the business objectives of the company from "investment advisory and discretionary investment services" to "real estate development, real estate management and lease, real estate consulting, etc.".

The plaintiff is a shareholder who holds 200,000 shares of registered common shares (the par value per share of 5,000 won) issued by the defendant.

B. The defendant's shareholder composition is as listed in the following table, and the defendant's executive officers are three directors, directors, directors, E (C's spouse), and auditors (F's relatives).

Note C 560,000 The largest shareholder, the current representative director E 200,000 C’s spouse A 200,000 or 200 C’s spouse G 200,000 Plaintiff G 20,0000 20,000 23, the aggregate of the two former representative directors 1,000,000 100

C. Around 10:00 on June 24, 2016, the Defendant held the 7th regular general meeting of shareholders (hereinafter “instant general meeting of shareholders”) with the resolution of the following 4 bills at the meeting room of Mapo-gu Seoul International Building and B/B010 of the 20th century.

(1) A proposal under subparagraph 1: A proposal under subparagraph 2 (2) for approval of the 7th financial statements: A proposal under subparagraph 3 (3) for approval of the limit of director's remuneration (700 million won): A proposal under subparagraph 4 for approval of the limit of audit remuneration (100 million won) : a new loan and provision of security (a letter of waiver of the right to implement a project, etc.) 15 billion won;

D. The shareholders’ general meeting of this case was held by three of five shareholders, including C and C, and E (including agents delegated to exercise voting rights, and C and E delegated voting rights to D’s representative director) while attending the meeting. The number of voting rights held by them was 960,000.

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