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(영문) 서울중앙지방법원 2018.06.28 2013가합34353

손해배상(기)

Text

1. The plaintiff's claims against the defendants are all dismissed.

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

Reasons

1. Basic facts

A. Status 1 of the Parties was changed to F Co., Ltd. (G Co., Ltd. on October 4, 2010), and was divided into G Co., Ltd., a surviving company, and F Co., Ltd, a newly incorporated company after division on the same day.

F Co., Ltd. before the division and F Co., Ltd., a newly incorporated company after the division, are not classified and "F".

(2) On March 3, 201, the Defendant A Co., Ltd. (the first trade name was the “Co., Ltd., but was changed to the trade name as of December 30, 2010; hereinafter “Defendant A”), a corporation listed on the KOSDAQ market, was a non-listed corporation, the main purpose of which was the production, sale, and lease of programs and various video works, and was dissolved upon merger with Defendant A Co., Ltd. (hereinafter “instant merger”).

3) Defendant B was the representative director of F from August 31, 2010 to March 3, 201; Defendant C was the F director from March 12, 2010 to December 30, 201; Defendant D was the F director from March 12, 2010 to December 30, 201; Defendant E was the F director from March 12, 2010 to March 33, 201; Defendant E Co., Ltd (hereinafter “Defendant E”) (hereinafter “Defendant E”) is the largest shareholder of the company subject to the instant merger; Defendant E owned approximately 49.93% shares out of the issued shares before the instant merger; and approximately 39.94% shares out of Defendant A issued shares.

Even after the merger of this case, Defendant E maintained the status of the largest shareholder who holds approximately 37.27% of the shares issued by Defendant A.

5) The Plaintiff began to hold F’s shares from January 6, 2007. At the time of the instant merger, the Plaintiff owned approximately KRW 16.59% of the F’s shares (762,955 shares). However, upon the instant merger, the Plaintiff received approximately 722,647 shares of Defendant A from Defendant A to hold approximately 2.19% of the shares issued by Defendant A. B. (i) the Plaintiff’s new shares acquisition agreement with F on December 27, 2006. The Plaintiff registered the Plaintiff with voting rights.