1. The court below rejected the Plaintiff’s comprehensive agreement on the establishment of the collateral security agreement as to the instant real estate, as long as the instant loan agreement was concluded on June 15, 2004 through the Nonparty, on August 1, 2005, by recognizing that the gold forced land corporation (hereinafter “the gold forced land”) was incorporated into the South Korean Branch Co., Ltd. (hereinafter “the Nam Branch”) (hereinafter “the merger”), as a surety, to ensure that the Defendant bank was currently responsible for various credit transactions and all obligations to be borne in the future. The court below rejected the Plaintiff’s comprehensive agreement on the establishment of the collateral security agreement as to the instant real estate, based on the following facts: (a) the ownership of the instant real estate was transferred to the Nonparty through the Nonparty; and (b) on August 1, 2005, the loan obligation of this case was extinguished (hereinafter “the merger”), and thus, (b) the obligation of this case, which was the establisher of the instant collateral security agreement (the fact that the judgment was erroneous in writing) and the obligor’s loan obligation of this case.

In addition to the circumstances indicated by the lower court, the lower court’s determination is sufficiently acceptable, and it did not err by misapprehending the legal doctrine regarding the interpretation of the prepayment or by failing to exhaust all necessary deliberations, contrary to what is alleged in the grounds of appeal.

2. Where the debtor with the right to collateral security established by the person who has pledged his/her property to secure another's property ceases to exist after the merger, the surviving company or the newly incorporated company after the merger succeeds to the debtor's basic contractual status as the effect of the merger, but only if the person who has pledged his/her property to secure another's property agrees to maintain the right to collateral security contract for the surviving company or the newly incorporated company, the right to collateral security transaction based on the basic contract after the merger may continue to exist after the merger, and if there is no consent to the expiration of a reasonable period after the merger, the right to collateral security becomes final and conclusive as at the time of the merger. Therefore, the right to collateral security becomes final and conclusive, and the obligation of the surviving company or the newly incorporated company arising from the basic contract after the merger is no longer secured by the right to collateral security. This legal doctrine applies likewise to cases where a third party has acquired the ownership

The lower court determined as follows: (a) the instant merger succeeded to the secured obligation of the instant collateral from the wind control place to South Korea; and (b) the instant collateral is also transferred as a security for South Korea’s proposal with respect to the instant mortgage; but (c) the obligation of South Korea’s land created after the instant merger does not constitute a security by the instant collateral security right.

In light of the above legal principles, in the instant case where the obligor of the instant right to collateral security established by the surety to secure another’s property extinguished due to the merger, the judgment that the instant right to collateral security was transferred as a security for South Korea is possible only when the Plaintiff, who acquired the ownership of the instant real property prior to the merger, consented to the security for South Korea, the surviving company. However, there is no evidence suggesting that the Plaintiff did not have given such consent, and there was no such consent on the record, so the judgment of the court below that the instant right to collateral security was transferred as a security for South Korea seems to have been erroneous. However, in addition, insofar as the court below deemed that the obligation of South Korea, newly created after the merger, is not secured by the instant right to collateral security, its overall determination is understood as the purport that the obligation of the instant right to collateral security was finalized due to the merger of this case. Accordingly, the judgment of the court below is just, and there is no violation

In addition, even if there is a secured obligation at the time of the merger of this case, the appeal to the effect that the mortgage right of this case is extinguished by the merger of this case is merely an independent opinion and thus cannot be accepted.

3. Meanwhile, the lower court rejected the Plaintiff’s assertion seeking the cancellation of the instant mortgage on the ground that, on the premise that only the Defendant bank’s debt owed to YYYYY existed at the time of the instant merger is secured by the instant mortgage, it is recognized that all of the liabilities for general loans have ceased to exist, but the foreign currency payment guarantee obligation has not been fully repaid up to now.

However, it is difficult to accept the judgment of the court below for the following reasons.

The defendant bank provided foreign currency payment guarantee for the short-term deferred payment guarantee for the long-term deferred payment guarantee prior to the merger of this case through the preparatory documents submitted on October 15, 2007. The defendant bank asserted that the amount of the payment guarantee remains after the merger of this case, and thus, the foreign currency payment guarantee for the long-term deferred payment guarantee for the long-term deferred payment guarantee between the defendant bank and the Pungman bank was provided with foreign currency payment guarantee for the long-term deferred payment guarantee, and that the payment guarantee for the short-term deferred payment is not a transaction that incurs liability equivalent to the amount of the payment guarantee against the defendant bank, on the ground that the Pungman bank was provided with foreign currency payment guarantee for the long-term deferred payment guarantee for the long-term deferred payment guarantee for the long-term deferred payment in lieu of the Pungman bank as a result of the execution of the payment guarantee. According to the foreign currency payment guarantee, the defendant bank asserted that the foreign currency payment guarantee was consolidated into South Korea, and that the foreign currency payment guarantee was submitted to the defendant bank at least 200 years after the merger of this case.

In light of the above circumstances, it is sufficient to view that, notwithstanding the foreign currency payment guarantee for the maturity of the Defendant bank, there was no payment guarantee, and there was no liability for indemnity against the Defendant bank due to the payment guarantee in foreign currency at the time of the merger of this case, or even if there was a liability for indemnity due to some substitute payments, it is sufficient to deem that all of the liability for indemnity was extinguished after the merger of this case. Furthermore, as long as the liabilities for general loans against the Defendant bank in the land of Pungcheon which existed at the time of the merger of this case were extinguished as the lower court duly determined, as long as all of the liabilities for general loans against the Defendant bank in the land of Pungcheon which were located at the time of the merger of this case were extinguished, the secured obligation of the instant

Nevertheless, the lower court determined otherwise that, at the time of the merger of this case, the Defendant bank was liable for the debt due to foreign currency payment guarantee and that the debt was not fully repaid even after the merger of this case. In so determining, the lower court erred by violating the rules of evidence or failing to exhaust all necessary deliberations, thereby adversely affecting the conclusion of the judgment. The allegation in the grounds of appeal assigning this error is

4. Therefore, without examining the remaining grounds of appeal, the judgment of the court below is reversed, and the case is remanded to the court below for a new trial and determination. It is so decided as per Disposition by the assent of all participating Justices.

Justices Kim Nung-hwan (Presiding Justice)