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(영문) 서울중앙지방법원 2017.09.13 2017가단29659

구상금

Text

1. The plaintiff's claim is dismissed.

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

Reasons

1. Basic facts

A. On August 23, 2014, the Plaintiff Company entered into a corporate division and merger agreement with Defendant Company B (hereinafter “Defendant Company”) on the division and acquisition of all the performance records related to the electrical construction business and all the electrical construction business related thereto (see Evidence A2).

B. 1) On August 25, 2014, the Plaintiff Company re-listed the right under the instant merger agreement (hereinafter “D”) around August 25, 2014.

(2) On October 5, 2014, D transferred the part of the electrical construction business of the Defendant Company after the merger. However, the written agreement between D and the Defendant Company as of August 5, 2014 (Evidence 1) entered into between D and the written agreement between D and the Defendant Company as of August 5, 2014, based on the balance sheet and the property list of the divided portion as of August 5, 2014, the Defendant Company transferred all the rights and obligations related to the electrical construction business on the date of the merger after division to D, and D included the contents of succession (see Articles 5 and 8). D’s balance sheet as of August 5, 2014, stated that credit purchase amount of KRW 72,028,040, accounts payable, KRW 27,064,00 as debt items.

C. At the end of October 2014, the Defendants drafted and delivered to the Plaintiff a letter (see attached Form A No. 1; hereinafter referred to as “each letter of this case”) stating that the Defendants jointly and severally liable if the issue of taxes, public charges, material costs, construction costs, and other liabilities arising during the operation of the Defendants arises after the transfer of the license.

1) On the other hand, Mac Co., Ltd. filed a lawsuit against the Defendants and D seeking payment of KRW 52,117,272, out of the price of electrical appliances supplied to the Defendant Company by October 2014 (Ui Government District Court Decision 2015Da45604, Aug. 17, 2016, “D jointly and severally and severally with the Defendants shall be 52,117,272 won and its related amount from November 6, 2014 to February 1, 2016, and shall be 6% per annum from the next day to the day of full payment.