2. The costs of appeal are assessed against the Plaintiffs.

The reasoning of this court's decision is the same as the reasoning of the judgment of the court of first instance except for dismissal as follows. Thus, it is accepted by Article 8 (2) of the Administrative Litigation Act and the main sentence of Article 420 of the Civil Procedure Act.

O No. 5 No. 14 of November 1, 201, Nov. 1, 201, 201

O Forms 15 through 11 of Chapter 9 are as follows.

“(B) In light of the above provisions and legal principles, considering the facts acknowledged earlier, the evidence presented by the Plaintiff and the testimony of the witness A, DoB, and newCC alone, it is difficult to view that the non-party company, while allocating new shares to many and unspecified persons in the form of newspapers, broadcasts, promotional leaflets, holding an investment presentation meeting, and other similar methods, there is no other evidence to acknowledge this differently. Accordingly, the Plaintiffs’ assertion is without merit. ① The purpose of this part is to exclude the issuance of new shares from the offering method of securities under Article 2(1)1 and (c) of the former Securities and Exchange Act, which is an offering of new shares by the non-party-listed corporation or the non-party-registered corporation from the offering method of new shares under Article 2(3) of the former Securities and Exchange Act. It is difficult to view that the issuance method of new shares should be excluded from the offering method of new shares, such as the offering method of new shares by the non-party-party-listed corporation or the Association-registered corporation under the former Securities and Exchange Act.

However, it is difficult to conclude that there is no objective data to support the issuance of new shares in accordance with Article 2-4 (3) 7 of the former Enforcement Decree of the Securities and Exchange Act by stating that there is no more than 50 persons who were selected as persons eligible for subscription under the objective data such as meeting minutes of the board of directors and disclosure related thereto (the Plaintiff F and Kenya are specially related persons or experts other than the Bank of Korea who are able to know the financial situation or the contents of the business of the gold company and are determined by the Financial Supervisory Commission) and that there is only 32 persons who were finally assigned new shares, and that there is no objective data to support the solicitation of subscription from the non-party company. Furthermore, if it is deemed that there is no more than 50 persons who were selected as persons eligible for subscription under the former Securities and Exchange Act, the issuing company is subject to various restrictions under the former Securities and Exchange Act, such as submission of the prospectus, simple prospectus, and any objective data such as restriction on solicitation of subscription under the former Securities and Exchange Act (Article 28 (1) of the former Securities and Exchange Act).

No.44, "No. 41-7)" and "No. 42-1-13, each of the above confirmation statements submitted as evidence a confirmation of fact that the plaintiffs did not state the status table of the Cheongbuster, but made by the person who received the invitation for subscription (No. 41-1-7) and the person who did not participate in the subscription for new shares offering, and submitted a confirmation of fact (No. 42-1-13) prepared by the non-party company, but did not participate in the subscription for new shares offering. However, the content of each of the confirmation statements is merely the fact that the non-party company, the non-party company, etc. was solicited to make an individual-friendly investment by the chairperson, etc. and rejected it, and it is not sufficient to use it as evidence to acknowledge that each of the above confirmation statements was recommended to make an offer through newspapers, broadcasting, distribution of notice and publicity, holding a presentation for investment, electronic communications, and other similar means." In addition, considering that all of the aforementioned confirmation statements are the non-party company's officers or employees of the plaintiffs."

In light of the purport of Article 39(1)1 (a) and (c) of the former Inheritance Tax and Gift Tax Act that prohibits the allocation of new stocks by means of public offering of new stocks under the former Securities and Exchange Act from including the profit amount in the value of the donated stocks, even if the person who received the allocation of new stocks through public offering of new stocks as seen above, and Article 2-4(4) of the former Enforcement Decree of the Securities and Exchange Act merely states that the deemed public offering of new stocks shall be deemed public offering according to the unique needs under the Securities and Exchange Act, and that in essence, it cannot be deemed that it does not include the profit accrued from public offering of new stocks under Article 39(1)1 (a) and (c) of the former Inheritance Tax and Gift Tax Act in the value of the donated stocks, the "distribution by method of public offering of new stocks, which is the exceptional ground for not including the profit accrued from public offering of new stocks under Article 39(1)1 (a) and (c) of the former Enforcement Decree of the Securities and Exchange Act" shall be interpreted as limited to the general public offering of new stocks.

If so, the judgment of the first instance court is justifiable, and the plaintiffs' appeal is dismissed as it is without merit.