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(영문) 서울고등법원 2020.09.25 2017나2063093
손해배상(기)
Text

1. All appeals filed by the plaintiffs are dismissed.

2. The costs of appeal are assessed against the Plaintiffs.

Purport of claim and appeal

1.

Reasons

1. Basic facts

A. The Defendant as the parties (hereinafter “Defendant Company”) is a legal entity engaged in the business of manufacturing electric installations and electrical construction, etc., and the Plaintiffs are the persons appointed as Defendant Company Directors on March 6, 2013, respectively.

B. 1) Around 2012, G owns 97,500 shares of the Defendant Company; H owns 59,007 shares of the same shares; and I owns 38,493 shares of the same shares; and G, H, and I (hereinafter “three persons, etc.”) respectively.

(2) On August 6, 2012, G et al. included 165,750 shares out of the shares issued by the Defendant Company (hereinafter “instant agreement on acquisition of shares”) and 37,518 shares out of the shares held by the Defendant Company (hereinafter “instant agreement”). Around August 6, 2012, three parties, including G et al. included 165,750 shares out of the shares owned by the Defendant Company, 750 shares out of the shares owned by the Defendant Company, 5,518 shares out of the shares owned by H, and 1.657,50,000 won in total of the transfer proceeds (hereinafter “instant agreement on acquisition of shares”). Since then G et al. and E drafted a written agreement on reduction of the total amount of transfer proceeds to E from November 1, 2012 (hereinafter “instant amendment”).

C. On February 13, 2014, Defendant Company adopted a resolution of dismissal against the Plaintiffs at the meeting room of Defendant Company’s head office (hereinafter “instant general meeting of shareholders”) and adopted a resolution of dismissal of the Plaintiffs, who are inside directors, by the unanimous opinion of all stockholders present at the meeting (hereinafter “instant resolution of dismissal”).

[Reasons for Recognition] Unsatisfy, Gap evidence Nos. 1, 7, 8, 11 (including branch numbers, if any; hereinafter the same shall apply), Eul evidence Nos. 33, 63, 67, 68, and the purport of the whole pleadings

2. Summary of the plaintiffs' assertion

A. In relation to a claim for remuneration or damages for the period until the expiration of the term of office (the whole of the plaintiffs) of this case, there is an error of procedural violation as follows (1) through (5).

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