A. On November 24, 2014, the Plaintiff entered into an entrusted management contract with C Co., Ltd. (D Co., Ltd.) (hereinafter “C”) with the representative director as follows.

O Trustee: Plaintiff’s deposit amount: KRW 2 billion; KRW 60 million per month: From December 11, 2014 to December 10, 2016, the term of office of theO: A person entrusted and operated “F tourist hotel” (hereinafter referred to as “instant hotel”) located in Nam-gu Incheon Metropolitan City E (hereinafter referred to as “instant hotel”).

O Matters stipulated in the special agreement: The consignee shall cooperate in the sale of the hotel of this case, and the truster shall pay 5% of the deposit money to the trustee as the class for director expenses.

B. Around that time, the Plaintiff paid a deposit of KRW 2 billion to C, and operated the hotel of this case after delivery.

C. On June 16, 2015, all the shareholders of C, including the Defendant, entered into a corporate comprehensive transfer and takeover agreement with G to transfer 100% of C shares of KRW 14.7 billion to G.

Accordingly, on July 15, 2015, the representative director C was changed from the defendant to G. D.

On July 9, 2015, the Plaintiff delivered the instant hotel to C.

On the other hand, on June 30, 2015, the Plaintiff received KRW 100 million from the Defendant, the deposit amount of KRW 5% for director expenses under the said special agreement.

E. On September 4, 2015, when the Plaintiff delivered the instant hotel, the Defendant was unable to receive a refund of KRW 2 billion, the Defendant prepared a letter of undertaking with the following content, to the Plaintiff on September 4, 2015, and the interest on the return of KRW 2 billion per day shall be KRW 1,00,000,000 per day, and the Defendant’s undertaking was calculated from August 1, 2015.

F. Since November 4, 2015, the Plaintiff agreed to receive the refund of KRW 1.9 billion from C as a security deposit and agreed to recognize the Defendant as the refund of the security deposit with the limit of KRW 1.9 billion paid as the director expense.

2. Determination

A. According to the fact that the Defendant recognized the obligation to pay money under the instant letter of undertaking, the Defendant runs against the Plaintiff.