According to the above facts of recognition, the defendant is obligated to pay the loan amount of KRW 100 million and delay damages to the plaintiff as joint and several surety C, unless there are special circumstances.

[Defendant's argument to the effect that the Plaintiff provided a simple guarantee rather than a joint and several surety, but according to Gap's evidence No. 1, the Defendant is not entitled to accept the Defendant's argument that the Defendant is jointly and severally liable to the Plaintiff with the obligor (C), since it is recognized that the Defendant was jointly and severally liable to the Plaintiff. Accordingly, the Defendant asserts to the effect that the above joint and several surety was null and void since it did not go through a resolution of

Article 393(1) of the Commercial Act provides that the articles of incorporation or bylaws to deem that a joint and several surety of a corporation should undergo a resolution of a general meeting of shareholders does not provide any evidence to acknowledge it, and Article 393(1) of the Commercial Act provides that the borrowing of large-scale assets of a corporation shall be resolved by the board of directors. However, even where the representative director of

As such, if the other party to the transaction knew or could have known that the resolution of the board of directors was not made, the transaction is valid.

As such, the company asserting that the other party to the transaction knew or could have known that the resolution was not adopted by the board of directors should assert and prove such fact (see, e.g., Supreme Court Decision 2007Da23807, May 15, 2008).