이사의 직무집행정지가처분과 직무대행자선임에 관한 실무상 쟁점

If there is a illegality in the election of a director at the general meeting of stockholders, or if the director violates the law or regulations, it is necessary to swiftly dismiss the director. Accordingly, Article 407 and Article 408 of the Commercial Act provide for the suspension of the performance of director’s duty and appointment of acting director. However, since the Commercial Act does not have specific provisions on disposition application and hearing procedure for preliminary injunction, the Civil Execution Act applicable to procedural law on dispositions is generally applied. But regarding the respondent's eligibility, effect of decision of disposition, remuneration for acting director, there is still no established practice. In this article, in relation to the preliminary injunction for suspension of the performance of directors’ duty and appointment of acting director, I divided into action based on illegality in the appoint a director and those based on the right to remove the director, and I examined practical issues. In particular, the preliminary injunction for suspension of the performance of director’s duty and appointment of acting director has its effect not only on parties but also on third parties, so an outside act of a director whose execution is suspended is invalid and the other party can not assert that it is in good faith. In this article, I also examined the relationship between this effect and registration, the effect of a case in which the plaintiffs' rights are not found in the case, and the point at which the decision is lost. In addition to this, in relation to the appointment of acting director, I have also discussed some practical issues related to selection of acting director, authority scope, change of acting director, and remuneration.