1. All of the plaintiffs' lawsuits against the defendants are dismissed.

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

1. Basic facts

A. The Plaintiffs are the representative director of Defendant D, each of whom owns 27,000 shares (27%) out of the total number of shares issued by Defendant D Co., Ltd. (hereinafter “Defendant D”).

B. Defendant C, a shareholder who owns 45,000 shares (45%) of Defendant D, was appointed as Defendant D’s intra-company director on March 31, 2013.

C. On November 15, 2018, the Plaintiffs notified Defendant C of the convocation of a temporary general meeting of shareholders as of November 30, 2018, on the agenda of Defendant C’s dismissal of inside directors.

Accordingly, although the provisional shareholders' meeting of Defendant D was held as a member of the shareholders' meeting, the above dismissal agenda was rejected.

On December 12, 2018, the Plaintiffs filed the instant lawsuit seeking the dismissal of Defendant C’s inside director positions.

[Ground of recognition] The absence of dispute or significant facts in this court, Gap evidence 1-1, 2, Gap evidence 6, 7, Eul evidence 1, the purport of the whole pleadings

2. The assertion and judgment

A. The gist of the Plaintiff’s assertion is that Defendant C took place with capital increase issued by F, a subsidiary of Defendant D, as a shareholder allocation method, and forged and exercised the documents regarding the waiver of the existing shares acquired by the existing shareholders, including Defendant D, etc.

In addition, Defendant C was the largest shareholder of F by acquiring new shares to be allocated to existing shareholders at par value.

Since the above actions by Defendant C violate the Criminal Act, the Commercial Act, and the Articles of Incorporation of Defendant D, Defendant C must be dismissed from office as an internal director of Defendant D.

B. Article 385(2) of the Commercial Act provides, “If a director refuses to dismiss him/her at a general meeting of shareholders even though he/she has committed an unlawful act in connection with his/her duties, or a serious violation of the statutes or the articles of incorporation, a shareholder who holds no less than 3/100 of the total issued and outstanding shares may request the court to dismiss the director within one month from the date when the resolution of the general

Such a suit for the removal of a shareholder shall be filed.