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(영문) 서울중앙지방법원 2015.02.13 2014가합554267

손해배상(기)

Text

1. The plaintiff's claim of this case is dismissed.

2. The costs of lawsuit shall be borne by the Plaintiff.

Reasons

1. Basic facts

A. The Plaintiff Company is a company established on February 17, 1995 and engaged in the manufacturing, export, and import, etc. of functional health foods.

(B) At the time of incorporation, the trade name was changed to “Co., Ltd. C” on February 8, 1996; “Co., Ltd. E” on November 1, 2000; “Co., Ltd. E” on August 1, 2008; and “Co., Ltd. A” on August 1, 2008). Meanwhile, the Defendant currently changed to “Co., Ltd. E” on August 2, 2010, although the trade name was “G Co., Ltd.” at the time of incorporation, it was changed to “Co., Ltd. E” on November 1, 2013. The said “Co. E” is the representative director of the said Co., Ltd., divided from the Plaintiff Co., Ltd., Ltd., and established after acquisition by the said newly acquired the said Company.

B. As of July 31, 2008, the Plaintiff Company changed the name of the surviving corporation to “A”, divided the major manufacturing sector, and established a new corporation, and divided the Plaintiff Company by simple physical division that acquired the total number of issued stocks of the new corporation. However, the new corporation divided the Plaintiff Company into “E”, which is the previous name of the Plaintiff Company.

C. However, on April 29, 2008, when discussions on the division of the Plaintiff Company have been held, the Plaintiff Company (the “Company”) entered into a contract with the Defendant (the “Party”) and the Korea Technology Investment Company (the “Agreement”) on April 29, 2008, to transfer all the assets, liabilities, and goodwill of the main business sector run by the Plaintiff Company to the Defendant, and the Korea Technology Investment Company (the “Korea Technology Investment Company”). The main contents of the contract are as follows: (a) the Plaintiff Company entered into a contract with the Defendant (the “A”); and (b) the Korea Technology Investment Company (the “Korea Technology Investment Company”); and (c) the Korea Technology Investment Company (the “Korea Technology Investment Company”) to assist the said transfer to take place smoothly.

(Evidence A) Article 3 (Subject to Acceptance)