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(영문) 수원지방법원안양지원 2019.11.15 2018가합104578
임시주주총회 결의 무효 확인의 소
Text

1. On August 31, 2016, the Defendant dismissed the Plaintiff and the auditor C respectively at the special shareholders’ meeting on August 31, 2016.

Reasons

1. Basic facts

A. 1) The Defendant Company was a juristic person established on January 7, 2002 for the purpose of housing construction business, etc., and at the time of its incorporation, the total number of shares issued was 60,000 shares, 5,000 shares per share, and 300,000 capital. 2) The Plaintiff was appointed as the representative director and the director of the Defendant Company on January 21, 2010, and the Defendant Company was dissolved pursuant to Article 520-2(1) of the Commercial Act on December 1, 2015, and the registration was cancelled on December 11, 2015.

On the other hand, C was appointed as auditor of the Defendant Company on December 11, 2015.

B. 1) On April 28, 2014, F is based on the executory exemplification of the judgment in the damages claim case No. 2013Kahap1940 against the Plaintiff, and F is based on the same court’s order for seizure of shares (hereinafter “instant order for seizure”) as to “the shares to be issued not later than the claimed amount of KRW 377,668,88,88 out of the registered ordinary shares issued by the Defendant Company owned by the Plaintiff, which is KRW 5,000, the claimed amount of KRW 5,000, the face value of the Defendant Company issued by the Plaintiff.”

(2) On January 8, 2016, upon receipt of the foregoing order, F applied for a sale order of special cash with support of Suwon District Court Decision 2015TTG 2015T 79 and received a decision to sell “60,000 shares owned by the Plaintiff out of the registered common shares issued by the Defendant Company” (hereinafter “instant sale order”) in lieu of collection. The said decision was served on the Plaintiff on January 9, 2016 by means of service by public notice and became final and conclusive.

3) On August 9, 2016, according to the instant order for sale, the date of sale was proceeding with respect to 60,000 shares of the Plaintiff’s Defendant Company (U.S. District Court Ansan Branch G), and D paid KRW 200,000,000 at the sale price designated as a buyer on the said sale date. (C) On August 30, 2016, the Plaintiff filed an immediate appeal with the Suwon District Court 2016Ra108 against the instant order for sale on August 30, 2016.

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