[2] The method and time of settlement in cases where a housing project mutual aid association acquires equity shares upon a request for acquisition of equity shares by association members, etc. under Article 43-8 (1) 3 of the former Enforcement Decree of the Housing Construction Promotion Act (=the time of payment after disposal

[3] Whether it is legitimate that a housing business mutual aid association member of the housing business mutual aid association is dissolved following the revision of the Housing Construction Promotion Act after acquiring equity shares by requiring the same association to acquire equity shares, to establish a housing business mutual aid association which comprehensively succeeds to all property, rights and obligations, and to allocate shares issued based on the evaluation of net assets of the housing business mutual aid association to investors, while allocating shares issued based on the evaluation of net assets of the mutual aid

[2] The phrase of Article 43-8(1) of the former Enforcement Decree of the Housing Construction Promotion Act (amended by Presidential Decree No. 16283 of Apr. 30, 199) provides that a housing project mutual aid association should acquire shares in respect of a member’s request for acquiring shares, and it does not provide that a mutual aid association should settle the price for acquiring shares at the time of acquisition. It is difficult to assess the accurate value at a specific point of time with respect to equity shares of a housing project mutual aid association that are not subject to general transactions. In light of the fact that the settlement process for equity shares, which are the main assets of a mutual aid association for a housing project, may threaten the existence of a mutual aid association for a housing project, even in the case of acquiring shares upon a request for acquiring shares, it shall be deemed that the proceeds from sale have been disposed of pursuant to Article 2(2) and Article 16(1) of the Regulations on Acquisition, Management and Disposal of Equity Shares (amended by Presidential Decree No. 16283 of Feb. 5, 1997).

[3] According to the regulations on the acquisition, management and disposal of shares of a housing business mutual aid association (amended on February 5, 1997) or investment certificate handling regulations (amended on October 30, 1997), the settlement following the exercise of security rights or the acquisition of shares of a housing business mutual aid association should be made by the proceeds from the sale when the proceeds from the sale of the shares are paid in full. However, under the revised Housing Construction Promotion Act (amended on February 8, 1999), the housing business mutual aid association's conversion into a housing guarantee company that is a stock company, and the investors of the housing business mutual aid association acquired the status of shareholders after being allocated shares based on the amount of net assets of the housing business mutual aid association, which means that the shares are changed at a certain price, and the amount of shares can be evaluated as equivalent to the disposal or realization of shares for the purpose of liquidation, and even if the above shares are calculated by dividing the total amount of shares of a housing business mutual aid association to the total amount of shares issued at the time of establishment of the housing business association by 96.

Article 43-8 (1) of the former Enforcement Decree of the Housing Construction Promotion Act (amended by Presidential Decree No. 16283 of Apr. 30, 199; hereinafter referred to as the "Enforcement Decree") provides that a mutual aid association may acquire shares of a member or a former member of the mutual aid association (hereinafter referred to as the "mutual Aid Association") when it is necessary to enforce the security right, and that a mutual aid association shall acquire shares of a mutual aid association when such member or a person who is expelled or withdrawn from the mutual aid association requests the mutual aid association to acquire shares for the collection of contributions (Article 3). Article 21 of the former Enforcement Decree of the Housing Construction Promotion Act provides that the mutual aid association shall acquire shares of a mutual aid association (Article 43-8 of the former Enforcement Decree of the Housing Construction Promotion Act as amended by Presidential Decree No. 16283 of Feb. 5, 199); Article 43-8 (2) of the Enforcement Decree provides that the mutual aid association shall dispose of shares in its name at the request of the mutual aid association (Article 17).

As seen above, Article 43-8(1) of the Enforcement Decree provides that a mutual aid association shall acquire shares at the time of a request for acquiring shares, and Article 43-7(4) of the Enforcement Decree provides that a mutual aid association shall acquire shares at the time of a request for acquiring shares. Since a mutual aid association's transfer of shares is made by a method of transferring registered shares under the Commercial Act, it does not necessarily require a transfer for acquiring shares. According to Article 43-7(3) of the Enforcement Decree, a transferee shall succeed to the transferor's rights and duties at the time of a transfer, but the above provision shall only be deemed to fall under a case where a third party other than a mutual aid association receives a request for acquiring shares pursuant to Article 43-8(1)3 of the Enforcement Decree. Thus, the mutual aid association shall be deemed to have acquired the relevant shares at the time of receipt of a request for acquiring shares pursuant to Article 43-8(1)3 of the Enforcement Decree, and the provision of Article 21(2) of the Handling Regulation provides that a transfer in the name shall not be made at the

Meanwhile, according to the language and text of Article 43-8(1) of the Enforcement Decree, a mutual aid association only stipulates that a mutual aid association shall acquire shares in respect of a member’s request for acquiring shares, and it does not stipulate that a mutual aid association shall settle the price for acquiring shares at a specific point of time. It is difficult to assess the correct value at a specific point of time with respect to equity shares of a mutual aid association that are not the main assets of the mutual aid association, and that it threatens the existence of a mutual aid association in cases of acquiring shares upon a request for acquiring shares, in view of the fact that it may threaten the existence of a mutual aid association in cases of acquiring shares upon a request for acquiring shares in accordance with Article 2(2), Article 16(1), Article 21(3), and Article 21(4) of the Regulations on Disposal, as in the case of the exercise of a security right, when the proceeds from sale are paid after disposing of shares, it shall be deemed a principle to settle the price for acquiring shares.

2. Regarding ground of appeal No. 1

As seen earlier, Article 21(2) of the Handling Regulations stipulating that a transfer of ownership may be made only when one month has passed since there was a request for acquiring shares by a member of the association, but it is not against Article 43-8(1) of the Enforcement Decree since Article 21(2) of the Handling Rules providing that a transfer of ownership may be made only when there is no request for acquisition of shares, even in this case, the timing of acquiring shares is the time when the mutual aid association

Therefore, the judgment of the court below is just on the premise that Article 21 (2) of the Handling Rules is valid, and there is no error of law by misunderstanding legal principles as alleged in the grounds of appeal.

3. Regarding ground of appeal No. 2

In accordance with Article 43-18 of the Enforcement Decree of the Financial Cooperative and Articles 31 and 61 of the Articles of Incorporation, the Financial Cooperative Operation Committee has enacted the regulations on disposal or handling of the Financial Cooperative, and there is no ground to believe that the internal regulations of the Financial Cooperative shall be effective for its members only through separate publication or disclosure procedures. Since the regulations enacted through legitimate procedures inside the Financial Cooperative shall be naturally applied to its members, the above regulations shall be effective for the plaintiff (Counterclaim defendant; hereinafter referred to as the "Plaintiff"), the court below did not err in the misapprehension of legal principles, and the argument in the grounds of appeal on this point shall not be accepted.

4. As to the third ground for appeal

The court below held that the plaintiff's request for sale of shares to the mutual aid association on March 3, 1998 cannot be deemed as the request for acquisition of shares under Article 43-8 (1) 3 of the Enforcement Decree. The court below held that the mutual aid association acquired shares on February 27, 1999 when the copy of the complaint of this case indicating the intent to request the return of investment was served, and the plaintiff had expressed the intent to request the acquisition of shares. According to the records, the court below's decision that did not recognize the above request for sale of shares as the request for acquisition of shares under the above Enforcement Decree shall be correct. However, according to the interpretation of the above relevant provisions, the mutual aid association shall be deemed to have acquired shares at the time of receipt of the copy of the complaint of this case indicating the intent to request the purchase of shares. Accordingly, the court below's decision that the mutual aid association acquired shares at the expiration of one month thereafter is erroneous.

However, in the case of the acquisition of shares due to the exercise of a security right, it is in principle to dispose of the shares in the case of the acquisition of shares, and settle them on the basis of the sale price when the sale price was paid. As seen later, in the case of the transfer of shares to the defendant (Counterclaim Plaintiff; hereinafter "the defendant") by the Financial Cooperative to the defendant (hereinafter "the defendant"), the evaluation and settlement time of shares shall be the establishment of the defendant company. Thus, in the case of the claim for the payment of the settlement amount due to the acquisition of shares, the error of the court below's above determination on the point of the acquisition of shares cannot affect the conclusion of the judgment

5. As to the fourth ground for appeal

Comprehensively taking account of the evidence, the court below determined that, upon the promulgation of the revised Housing Construction Promotion Act (amended by Act No. 5908, Feb. 8, 199) which provides that all the property and rights and obligations belonging to the Financial Cooperative as at the time of the establishment of a Financial Cooperative shall be comprehensively transferred to the Financial Cooperative by converting the Financial Cooperative into a stock company and conducting various guarantees for housing construction conducted by the Financial Cooperative, and that, on November 27, 1998, a resolution was passed to convert the Financial Cooperative into a stock company under the conditions of actual contribution at the special meeting of the Financial Cooperative; accordingly, the Government, creditor financial institutions, and representatives of its members, etc. were allocated 848,014,00,000 won for the total amount of shares allocated to the Plaintiff as at December 1, 1998 as at the same time as at the settlement rate of 20,000 won for the total amount of shares allocated to the Financial Cooperative as at the same time with the consent of all members present at the Financial Cooperative on June 1, 19999,16060,2060 shares shares shares.

As seen earlier, according to the disposal regulations or the handling regulations, the settlement following the exercise of security rights or the acquisition of shares by the mutual aid association should be made by selling the relevant shares and paying the proceeds therefrom in full. However, no more equity shares can exist as the mutual aid association is converted into the defendant company that is a stock company pursuant to the revised Housing Construction Promotion Act. The investors of the mutual aid association obtained the status of shareholders after being allocated shares based on equity shares issued based on the amount of net assets of the mutual aid association. This means that equity shares are changed to shares assessed at a certain price. The value of the shares is equivalent to the disposal or realization of the equity shares for settlement. The amount of the above shares is calculated by dividing the amount of net assets of the mutual aid association around December 1998 by the total number of shares issued at the time of the incorporation of the defendant company. Thus, unless there is any material supporting that the substantial value is higher, it can be deemed that the amount duly assessed even based on the date of incorporation of the defendant company.

Therefore, in the same purport, the judgment of the court below that the settlement of the defendant's account was legitimate after deducting the amount of the plaintiff's debt from the total par value and the amount of the fractional shares allocated to the plaintiff according to the equity shares, is justifiable, and there is no error of law such as incomplete hearing

6. Therefore, the appeal is dismissed. It is so decided as per Disposition by the assent of all participating Justices on the bench.

Justices Kim Ji-dam (Presiding Justice)