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(영문) 광주지방법원 2015.06.19 2014가합1982
해임무효확인청구
Text

1. The plaintiff's claim is dismissed.

2. The costs of lawsuit shall be borne by the Plaintiff.

Reasons

1. Basic facts

A. The Defendant is a company (hereinafter “Defendant Company”) that completed the registration of incorporation on October 8, 2010, established for the purpose of the quality inspection of medicinal herbs, etc. business, support for medicinal crops cultivating farmers, etc., and other profit-making business in accordance with the Commercial Act, the Local Public Enterprises Act, and the Ordinance on the Operation of Korea Pharmaceutical Products Distribution Support Facilities, which received respective investments from Jeonnam-do C (hereinafter “C”), D Agricultural Cooperatives, and E, pursuant to the Commercial Act, the Local Public Enterprises Act, and Jeonnam-do’s “Seoul-do

B. At the time of the establishment of the Defendant Company, F, the president of the Korea Agricultural Cooperative Association, was appointed as the representative director, and the Plaintiff was appointed as the inside director and registered in the corporate register of the Defendant Company.

C. On January 6, 2011, the Defendant Company: (a) held a board of directors at the meeting of all the directors and auditors of the Defendant Company; and (b) decided on January 12, 201 to hold a provisional general meeting of shareholders to handle this issue as F expressed its intention to resign from the office of representative director (hereinafter “the resolution of the board of directors of this case”); (c) on January 7, 2011, the Defendant Company notified shareholders of the convocation, date, and place of the extraordinary general meeting of shareholders to the “case of the resignation of the representative director”).

Accordingly, on January 12, 201, the Defendant Company held a temporary general meeting of shareholders (hereinafter “instant temporary general meeting of shareholders”) in the status of the attendance of C, D, and E, all shareholders holding the total number of 77,500 shares of the Defendant Company, and passed a resolution to dismiss the Plaintiff from the board of directors on the ground of abuse of Plaintiff’s authority, failure to give instructions, and failure of corporate honor (hereinafter “resolution of the instant general meeting of shareholders”).

E. The Defendant Company completed the registration of removal of the Plaintiff on January 25, 201, in accordance with the resolution of the instant general meeting of shareholders.

F. Part of the articles of incorporation of the defendant company is stipulated as follows:

Chapter 3. The date, time, place, and meeting when convening the general meeting of shareholders under Article 23 (Notice of Convocation and Convocation).

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