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1. The instant lawsuit shall be dismissed.
2. The costs of lawsuit shall be borne by the Plaintiff.
Reasons
1. Basic facts
A. On April 9, 2007, the Defendant was a nonprofit corporation established under the Medical Service Act for the purpose of establishing and operating a medical institution, and the Defendant’s board of directors passed a resolution to appoint the Plaintiff as a director on November 22, 2016.
B. On July 1, 2017, the Defendant: (a) held a temporary board of directors (hereinafter “the instant board of directors”); (b) issued a notice of convening the instant board of directors to three directors (F, G, and H); and (c) the said directors received the notice of convening the board of directors on June 20, 2017 and June 22, 2017.
C. Among five directors of the Defendant, four (E, F, G, and H) (excluding the Plaintiff) were present at the board of directors of the instant case. The above members present at the board of directors, on a unanimous basis, dismissed the Plaintiff from the board of directors and decided to appoint D and C as new directors (hereinafter collectively referred to as the “instant board of directors resolution”).
Chapter 3. The kinds and the fixed number of officers to be placed in a corporation under Article 11 (Types and Fixed Number of Officers) shall be as follows:
1. One chief director;
2. Five directors (including a chief director); and
3. Two auditors (Appointment and Dismissal of Officers) (1) Officers shall be appointed by the board of directors one month before the expiration of the term of office, and the results thereof shall be reported to the Governor of Jeollabuk-do.
(2) Where a corporation fails to elect the next executive officers due to a delay in holding the board of directors and the term of office expires, the former president and executive officers shall take charge of the affairs of the corporation until the next executive officers are elected.
(3) Where any executive officer appointed pursuant to paragraph (1) intends to dismiss a corporation or public interest, or to dismiss the executive officer against his/her will before the end of his/her term of office because he/she is deemed unable to perform his/her duties normally, the board of directors shall pass a resolution on dismissal with the consent of at least 2
(4) Where any vacancy occurs among executives of a corporation, the board of directors shall determine the vacancy within two months from the date of occurrence.