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(영문) 서울중앙지방법원 2016.09.27 2015가합571269
이사회결의 무효 확인 청구
Text

1. The lawsuit of the plaintiff A and the plaintiff B shall be dismissed.

2. The Defendant’s board of directors on October 10, 2014, E, F, G, H, I, J, K, K, L, M, and N.

Reasons

1. Facts of recognition;

A. According to the provisions of the Act on the Establishment and Operation of Public Interest Corporations, the Defendant is an incorporated foundation established with the purpose of training instruction persons who can serve the State and society by providing scholarship programs, etc. to the Ouniversity students, graduates, and school personnel, and contributing to the improvement of education culture. Plaintiff C is the Defendant’s director, and Plaintiff A and B are the Defendant’s former director retired on July 14, 2014.

B. On October 10, 2014, the Defendant’s second notice of convening a board of directors on October 2, 2014, the second notice of convening a board of directors was issued on October 2, 2014. On October 10, 2014, the Defendant presented a draft of a draft of a vacancy in subparagraph 1 while three directors (P, Q, and R) were present and resolved to appoint E, F, G, H, I, K, K, L, M, and N as directors, respectively.

(hereinafter the Defendant’s second board of directors held on October 10, 2014 (hereinafter “instant board of directors”) is “the instant resolution,” and the resolution is “the instant resolution”).

The articles of incorporation of the defendant in relation to this case are as follows.

Article 16 (Types and Fixed Number of Officers) (1) The kinds and fixed number of officers assigned to this juristic person shall be as follows:

1. Fifteen directors; and

2. Two auditors. (2) The directors referred to in paragraph (1) 1 shall include the chairperson.

Article 19 (Methods of Appointment of Officers) (1) Directors and auditors shall be appointed by the board of directors and appointed by the supervisory authority with the approval of the supervisory authority.

(2) The dismissal of an officer before his/her term of office shall be approved by the supervisory authority after resolution by the board of directors.

(3) If a vacancy occurs in the office of directors or auditors, it shall be filled within two months.

Article 21 (Selection Method and Term of Office of President) (1) The chairperson shall be the ex officio member of the National Assembly of Korea, and in special circumstances, the chairperson shall be elected by the board of directors and appointed by the supervisory authority with the approval of the supervisory authority.

(2) The term of office of the chairperson shall be the period during which he/she holds office as the chairperson or a director of the Korea Development Institute of O university.

Article 26 (Quorum) (1) The board of directors shall require attendance of the majority of the registered directors.

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