2. The plaintiffs shall bear the litigation costs.

A. △△ Private Teaching Institute Co., Ltd. (hereinafter referred to as the "△△ Private Teaching Institute") is an unlisted company established on May 29, 1997 for the purpose of running a standing school business.

B. The Plaintiffs, as indicated below, acquired the shares of △△ Institute from KimB, and thisCC on January 9, 2004.

C. On November 2006, 006, the ○○ Regional Tax Office conducted a comprehensive audit and inspection of the business affairs of Gangwon Tax Office, and conducted the instant 1,2, and 3 transactions (hereinafter referred to as the “instant transaction”) constituted “the transfer of property between persons other than those in a special relationship” under Article 35(2) of the former Inheritance Tax and Gift Tax Act (amended by Act No. 9916, Jan. 1, 2010; hereinafter referred to as the “Act”) and Article 26(5) of the former Enforcement Decree of the Inheritance Tax and Gift Tax Act (amended by Presidential Decree No. 18989, Aug. 5, 2005; hereinafter referred to as the “first Enforcement Decree”), and evaluated the value of the pertinent shares at a price significantly lower than the market price under the transaction practice and evaluated the amount of shares at the time of disposal to the Defendant under Article 63(1)1 and (c) of the former Enforcement Decree of the Inheritance Tax and Gift Tax Act (amended by Presidential Decree No. 21814, Feb. 164, 2014,208).

D. In light of the transaction practices, the Defendant: (a) received the instant shares at KRW 10,00,00, which is considerably lower than the market price of KRW 196,846, without justifiable grounds; and (b) received the amount equivalent to the difference between the market price and the acquisition price as indicated in the following table; and (c) rendered a disposition imposing gift tax (hereinafter “instant disposition”) as stated in the purport of the claim against the Plaintiffs.

E. On June 21, 2010, the Defendant changed the reason for the disposition of gift tax on the instant 1, 2 transactions into the acquisition of property from a person in a special relationship under Article 35(1) of the Act and Articles 26(1), 3, and 26(4) of the Enforcement Decree of the First Instance, where the Defendant acquired property from a person in a special relationship at a lower price than the market price.

[Ground of recognition] Facts without dispute, Gap 1, 2 evidence, Eul 1, 2, 4, 5 evidence (including each number), the purport of the whole pleadings

2. Whether the instant disposition is lawful

A. The plaintiffs' assertion

(1) The instant 1 and 2 transactions are not between parties with a special relationship.

In order to fall under Article 35 (1) 1 of the Act, the transferee of the property must take over the property at a price lower than the market price from a person having a special relationship. However, KimB, the transferor of the first and second transactions in this case, KimB, is not a person having a special relationship with the plaintiffs who are the transferee.

(2) At the time of the instant transaction, the value of KRW 10,000 per share constitutes the market price that reflects an objective exchange value at an adequate level.

The shares of △△ Private Teaching Institutes were traded at the price of KRW 5,00 per share for capital increase, and KRW 10,000 per share for capital increase, and KRW 13,00 per share for capital increase. Moreover, △△ Private Teaching Institutes is a small-scale company that has not been established, and there was no particular change in the business performance, financial situation, etc. at the time when the Plaintiffs acquired the shares of this case and subsequently transferred them again. In light of this, the value of KRW 10,00 per share constitutes the market price that reflects the objective exchange value at the time of transaction as it was conducted in a general and normal manner. Nevertheless, the Defendant applied the supplementary evaluation method instead of applying the market price in the instant disposition.

(3) Since the instant transaction is a transaction between persons other than those with a special relationship, the largest shareholder should not be assessed.

Even if the value of the instant shares is assessed according to the supplementary assessment method, since the instant shares are traded between persons other than those having a special relationship, so if the largest shareholder, etc. (the largest shareholder or largest investor, and shareholders or investors having a special relationship with him as prescribed by the Presidential Decree) under the latter part of Article 63 (3) of the Act holds in excess of 50/100 of the total number of outstanding shares, etc. issued by small and medium enterprises as prescribed by the Presidential Decree, the appraisal of the largest shareholder shall not be conducted by applying the provision that the value assessed in accordance with paragraphs (1) and (2) of the same Article shall be added by 15/100 to the value assessed in accordance with paragraphs (1) and (2) of the same Article. Therefore, the value per share shall be deemed 196,8

(4) In addition to the net profit and loss amount at the time of calculating the market price according to the supplementary evaluation method.

In addition, even if the value of the instant shares should be calculated by the Net Profit and Loss Calculation Act, which is a supplementary assessment method, the Defendant erroneously applied the net profit and loss amount excessively due to the following reasons.

(A) From January 1, 2001 to December 31, 2005, ○○ Private Teaching Institute opened and managed a non-financial account in the name of KimD, in which the money deposited in relation to teaching materials and mother examinations was deposited and withdrawn from the non-financial account and paid for the amount of teaching materials, etc. supplied to customers such as the publishing company.

(B) However, most of the business partners, such as publishing companies, filed a claim for teaching material costs by issuing a tax invoice to △△△ Private Teaching Institutes. As such, △△ Private Teaching Institutes did not have any tax return on each tax invoice that is paid to business partners, such as publishing companies, to pay the purchase price of teaching material. Accordingly, △△ Private Teaching Institutes reflected the amount corresponding to the transactions for which tax invoices can be paid, in the sales revenue of teaching material expenses, 15% or 20% of the total amount was paid at the time of filing a tax return for each business year, and reflected in the sales revenue of teaching material expenses in the sales revenue of 221,926,270 won (i.e., 192,979, 370 wonx15,100 won). As such, △△ Private Teaching Institutes reflected the sales revenue of 192,979, 370 won in the sales revenue of 265% or less, 296% of the total amount of teaching material expenses (i. 29.26%).265%

(C) However, on May 2, 2006, ○○ Private Teaching Institute reported the amount of KRW 800,278,000 for each business year of 201 and KRW 909,004,00 for each business year of 202, which was deposited in the non-fund account in the process of filing a revised return of corporate tax on May 2, 2006, and failed to take into account the amount of KRW 221,926,270 for each of the curriculum expenses as stated in the initial report of corporate tax return for the business year of 2001 and KRW 287,635,470 for each of the curriculum expenses as stated in the report of corporate tax return for the business year of 202. As a result, the amount of KRW 200 for each business year of 200,278,000 and KRW 909,000 for each business year of 20,000 for each of the above amounts of sales.

(b) Related statutes;

It is as shown in the attached Form.

(c) Fact of recognition;

(1) Details on issuance of shares, transfer of shares, and subscription for new shares, etc.

(A) △△△ Private Teaching Institute was operated as an individual entrepreneur, and on May 29, 1997, 150,000 capital was established as a stock company with 150,000,000 won. At the time of establishment, KimE, KimF, KimF, KimG, Kim HG, Kim H, and thisCC acquired shares as stated in the following table:

(B) On December 2, 2002, KimB acquired 10,500 shares from KimE at the price of KRW 10,000 per share, and on March 26, 2003, at the time of issuing new shares at the time of issuing new shares, the officers and employees of △△ Private Teaching Institute acquired 24,500 shares at the price of KRW 5,00 per share.

(C) On January 9, 2004, the Plaintiffs traded the instant transaction.

(D) On October 26, 2005, after acquiring the instant one stock, Plaintiff A transferred the instant one stock at the price of KRW 13,000 per share to Kim II, which was more than one year and ten months after acquiring the instant one stock. Plaintiff KimA also transferred the instant two and three shares at the price of KRW 13,00 per share to KimJ on October 26, 2005.

(e) If the status of stockholding by shareholders is adjusted accordingly, the following table is as follows:

(2) Current status of executive officers of △△ Institute

The current status of executive officers of △△ Institute, including the plaintiffs, shall be as follows:

(3) Details of work of KimB and thisCC on △△ Private Teaching Institutes

(A) KimB, and thisCC began to work as an instructor from around 1993, which had been operated as a personal entrepreneur before △△△ Private Teaching Institutes was established.

(B) As seen earlier, KimB demanded KimE, which was the largest shareholder at the time of taking part in the management of ○○ Driving Schools, to transfer shares of 10,500 shares, and acquired 24,500 shares at the time of offering new shares at the time of offering new shares. KimB, on December 31, 2003, decided to establish a private teaching institute independently, resigned from the representative director of ○○ Driving Schools, and on January 9, 2004, transferred the shares he held at KRW 10,00 per share to the Plaintiffs, and arranged the relationship with △△△△△.

(C) Under the status that 1,500 shares issued at the time of the establishment of ○○ Driving Schools were acquired, and thereafter, 3,500 shares were additionally acquired, and thereafter resigned from office on December 31, 2003 due to the same circumstances as KimB on December 31, 2003, and on January 9, 2004, the shares he held were transferred at the price of KRW 10,000 per share to Plaintiff KimA, thereby arranging the relationship with ○○ Driving Driving Schools.

[Ground of recognition] Facts without dispute, entry of Eul 5 to 8 evidence (including each number), the purport of the whole pleadings

D. Determination

(1) As to the allegation that the instant 1 and 2 transactions were not between parties with a special relationship

Article 35 (1) 1 of the Act provides that "If property is acquired by transfer at a price lower than the market price from a person in a special relationship, the transferor of the property shall be deemed as a donee, and if property is transferred at a price higher than the market price from a person in a special relationship, the transferor of the property shall be deemed as a donation for a certain amount of profit." Article 26 (4) of the first Enforcement Decree concerning the scope of "person in a special relationship" under Article 35 (1) 1 of the Act, Article 19 (2) 2 and 6 of the former Enforcement Decree of the Inheritance Tax and Gift Tax Act (amended by Presidential Decree No. 20720 of Feb. 29, 2008; hereinafter referred to as the "second Enforcement Decree"), and Article 13 (6) 2 and (8) 1 of the Enforcement Decree of the first Enforcement Decree of the Act, Article 4 of the Inheritance Tax and Gift Tax Act provides that the plaintiffs shall not be 30 percent of the total number of shares issued and outstanding shares are subject to 5 percent.

(2) As to the assertion that the value of KRW 10,00 per share at the time of the instant transaction constitutes the market price that adequately reflects the objective exchange value.

As seen earlier, in light of the fact that there was a special relationship between the plaintiffs and KimB, along with the fact that the plaintiffs KimB and thisCC worked as an executive officer of △△ Institute, the transaction between KimB and KimE, and between the plaintiffs and Kim II and KimJ, with a considerable period of time from the instant transaction, the transaction between the plaintiffs and the above parties made a gap from the instant transaction, and all the above parties were the executive officers or the substantial controlling shareholders, or the relationship and relatives of the controlling shareholders, and the subscription for new shares only participated by the executive officers or employees of △△△ Cooperative, it is difficult to view that the value of the shares and the subscription for new shares was ordinarily reflected in the objective exchange values of the shares at the time of the instant transaction. In addition, there is no other evidence to find that the value of the shares in this case is ordinarily established in the transaction freely conducted between many unspecified persons within a certain period of time before and after the transaction date of this case.

(3) As to the assertion that the transaction in this case should not be assessed as the largest shareholder because it is a transaction between parties other than those with a special relationship.

The issue of whether the market price of the shares in this case is subject to an increase in the market price according to the supplementary assessment method prescribed by the Act is determined depending on whether the shares subject to the appraisal are shares held by the largest shareholder, etc. or whether the shares are shares held by the largest shareholder, etc. is a transaction with a related party (see Supreme Court Decision 2005Du7228, Dec. 7, 2006).

As seen earlier, at the time of the instant transaction, KimB held 35,00 shares in total, 70,00 shares in shares, which are directors of △△ Private Teaching Institutes managed by KimB through investments by △△△△△, 7,500 shares in each of 7,500 shares, auditor KimF, and 5,000 shares in shares (Article 13(4)1 of the Enforcement Decree of the first time of retirement, 5,00 shares (Article 13(4)1 of the first time of the first time of the retirement) by thisCC, which were directors of this case, included 5,00 shares in the officers. As seen earlier, thisCC had no reason to claim that the shares are assessed in accordance with the market price ratio of the largest shareholder under Article 63(3) of the Act.

(4) As to the assertion that excessive application of 'net profit and loss' was made in accordance with the supplementary evaluation method, this part of the argument by the plaintiffs was made before △△△ Private Teaching Institute deposited and managed the income of the teaching materials and expenses, etc. acquired in the business year of 2001 and the business year of 2002 into the non-fund account in the name of KimD. However, it is insufficient to recognize that △△ Private Teaching Institute received the teaching materials and expenses in the business year of 201 and 202 as the above non-fund account, and there is no other evidence to acknowledge otherwise. Accordingly, this part of the plaintiffs' assertion is without merit without any further review.

3. Conclusion

Therefore, the plaintiffs' claim of this case is dismissed in entirety as it is without merit, and it is so decided as per Disposition.