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(영문) 서울고등법원 2017.09.15 2016나2083953
대의원총회결희무효확인
Text

1. Revocation of the first instance judgment.

2. The instant lawsuit shall be dismissed.

3. All costs of the lawsuit shall be borne by the Plaintiff.

Reasons

1. Basic facts

A. The Defendant is an incorporated association established with marriage brokers as prescribed by the Marriage Brokers Business Management Act (hereinafter “Marriage Business Act”), and the Plaintiff is appointed as the Defendant’s director on December 30, 2010.

B. At the general meeting of the Defendant (hereinafter “general meeting of July 1, 2013”) held on July 1, 2013, a resolution was passed to revise the articles of incorporation, to select 13 directors, including the Plaintiff and E, and two directors, including F, as auditors. On the same day, E was elected as the president. (c) On the same day, E convened and convened and convened by E, the general meeting of the Defendant’s representative general meeting of December 9, 2014 (hereinafter “general meeting of December 9, 2014”); (c) the general meeting of the Defendant’s representatives held on December 1, 2013 (hereinafter “each of the instant general meetings”) to dismiss eight executives, including J, from office, and to select eight executives, including K, etc.

[Ground of recognition] Each entry of Gap evidence Nos. 1, 2, 4, Eul evidence Nos. 2 through 7 (including paper numbers; hereinafter the same shall apply), and the purport of the whole pleadings

2. Determination as to the legitimacy of the instant lawsuit

A. As to the instant lawsuit seeking confirmation of invalidity on the grounds that each of the instant resolutions was conducted at the General Meeting of Representatives convened by a person without the authority to convene a meeting or failed to meet the quorum, the Defendant asserted that the Plaintiff lost qualification for membership and the status of director for the following reasons, and thus, the Defendant did not have the standing to institute the instant lawsuit.

1) The Plaintiff lost the Defendant’s membership by closing the international marriage brokerage business around February 2013. On May 2014, the Plaintiff again registered the international marriage brokerage business, but failed to obtain the Defendant’s membership by failing to go through the Defendant’s member registration procedure. 2) Even if the Plaintiff is registered as a director in the Defendant’s corporate registry, the Plaintiff’s status is premised on the Defendant’s membership. However, the Plaintiff is not a legitimate director as long as it lost its membership by closing its business around February 2013.

(b).

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