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(영문) 대구지방법원 2019.09.05 2018가합209366
회사에 관한 소송
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 corporation established on February 28, 2018 for the purpose of alcoholic beverage sales business, etc.

From the time of the establishment of the defendant to July 27, 2018, the plaintiff was in office as the representative director of the defendant, and there is the plaintiff, C, and D as the defendant's internal director, and E as the auditor.

B. The Defendant’s director C and D convened the Defendant’s board of directors as of July 27, 2018.

While the above board of directors attended the defendant's director C and D, there was a resolution to dismiss the plaintiff from the defendant's representative director and appoint C as a new representative director (hereinafter "resolution of this case"). The registration of the appointment of the representative director of C was completed on July 31, 2018 in accordance with the resolution of this case.

C. The provisions of the Commercial Act and the Defendant’s articles of incorporation relating to the instant case are as follows.

[1] Each director shall convene a meeting of the board of directors under Article 390 (1) of the Commercial Act

However, this does not apply where a director to be convened by a resolution of the board of directors.

(2) Any director who has not been designated as eligible to convene a board under the proviso to paragraph (1) may request the director so designated to convene it.

Where a director who is an authorized person refuses to convene a meeting of the board without justifiable grounds, another director may convene a meeting of the board.

(3) In convening a meeting of the board of directors, a notice shall be dispatched to each director and auditor at least one week prior to the date set for such meeting.

However, the period may be shortened by the articles of incorporation.

[Articles of Incorporation of the Defendant] 39 (Convocation of Board of Directors) The board of directors may, if any, notify each director and auditor at least one week prior to the date set for the meeting of the board of directors.

However, with the consent of all the directors and auditors, the convocation procedure may be omitted.

Article 28 (Resolution of Board of Directors) (1) The method of resolution by the board of directors shall be the attendance of a majority of directors and present.

[Ground of recognition] There is no dispute, and there are evidence Nos. 1 through 3.

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