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(영문) 수원지방법원 안산지원 2018.01.11 2015가합1854
주주 총회결의 무효확인
Text

1. The instant lawsuit was concluded on October 31, 2017 as the withdrawal of the lawsuit.

2. The costs of lawsuit shall be borne by each person after the completion of the lawsuit.

Reasons

1. The following facts are apparent in the records:

On July 8, 2015, the Plaintiffs indicated the representative director of the Defendant Company in D and filed a lawsuit seeking confirmation of invalidity of the resolution ①. After that, on November 16, 2015, the Plaintiffs changed the claim ① seeking confirmation of absence of resolution, and added the claim seeking confirmation of absence of resolution ② or ④ non-existence of resolution on January 4, 2016.

B. While the instant lawsuit was pending on July 26, 2017, the registration of the appointment of the director and the representative director with respect to the Plaintiff A, and the registration of the appointment of the inside director with respect to the Plaintiff B was completed, and the Defendant Company revoked the registration of the appointment of each inside director on December 20, 2017 in the Daejeon District Court Decision 2017Kadan11, and the said registration was revoked on December 20, 2017, and accordingly, the said registration was revoked. Accordingly, the Plaintiffs asserted to the effect that the auditor is not the director of the Defendant Company, and therefore, he/she cannot consent to the withdrawal of the lawsuit on behalf of the Defendant Company.

However, even if the registration of office appointment of each intra-company director on July 26, 2017 against the plaintiffs is null and void, D.

On September 25, 2017, prior to the withdrawal of the lawsuit by the plaintiffs, the registration of the appointment of a newly in-house director or a joint representative director was completed for the plaintiffs on September 25, 2017. Since the registration of appointment on July 26, 2017 and the registration of appointment on September 25, 2017 are separate registrations, it cannot be deemed that the defect is succeeded.

As a result, it does not affect the decision of permission on August 25, 2017 on the application for correction of a Party’s indication.

As such, the above argument of the defendant company is without merit.

On August 2, 2017, the registration of the appointment of the representative director with respect to Plaintiff B and the registration of the appointment of the joint representative director with respect to Plaintiffs was completed respectively.

On August 23, 2017, the registration of the appointment of the auditor for M was completed.

C. The Plaintiffs, on August 25, 2017, Articles 394(1) and 394 of the Commercial Act (representative in legal action between a director and a company) (1).

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