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(영문) 광주지방법원 2020.11.13 2019가합1536
이사지위확인
Text

The plaintiff's claim is dismissed.

Litigation costs shall be borne by the plaintiff.

Reasons

In fact, the defendant is a company that runs a construction waste disposal business.

Article 16 of the Defendant’s Articles of incorporation provides that “Except as otherwise provided in the Acts and subordinate statutes or the articles of incorporation, the resolution of a general meeting of shareholders of this company shall be adopted by the attendance of shareholders who hold the shares equivalent to the majority of the total issued

On January 24, 2019, the Defendant notified the Defendant’s shareholders of convening a temporary general meeting of shareholders on February 14, 2019, where “the case of capital reduction of a corporation, the case of modification of the articles of incorporation due to capital reduction, the case of replacement of officers (the appointment of internal directors, etc.), and other cases concerning the operation of the company” is an agenda item.

On February 14, 2019, the Defendant held a temporary general meeting of shareholders (hereinafter referred to as “instant general meeting of shareholders”) at the Defendant’s office. The Defendant’s total shares were 89,800 shares, C (39,059 shares), the Defendant’s representative director and shareholders, C (2,871 shares), shareholder D (2,871 shares), and E (9,438 shares) attendance at the meeting of F (the actual shareholder as E’s children, and currently has been working for the Defendant) as the mandatory of the E (9,438 shares), and 57.2% (39,059 shares 2,871 shares 9,438 shares) ± 89,800 shares x 100 shareholders present at the instant general meeting of shareholders.

The general meeting of shareholders of this case prepared the minutes of a special general meeting of shareholders consisting of “F”’s spouse as “in-house directors,” and “F”’s spouse as an auditor, and then requested “C to elect internal directors and auditors as such. However, C opposed only to F’s family members.

C, D, and F decided to appoint in-house directors the Plaintiff, who is a son of G and C, as the son of F, through discussions.

The J, who was present for the preparation of the minutes of the general meeting of shareholders of this case (hereinafter referred to as the “Minutes of this case”), stated “in-house directors G, in-house directors A, audit I, and the above-paid persons” in the minutes of this case as follows: “All of them agree and agree to take office.”

immediately after that, F.I.D.

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