2. The costs of appeal shall be borne by the Plaintiff.

The following facts may be acknowledged if there is no dispute between the parties, or if the whole purport of the arguments is shown in the statements in Gap evidence 1 through 5, evidence 6-1, 2, 3, Gap evidence 7, Eul evidence 1, 2, Eul evidence 1, 1, and evidence 1.

(a) Details of the establishment of executive titles;

(1) Title of the Defendant Seoul Guarantee Insurance Corporation

(A) On April 15, 1997, Nonparty 1, an affiliate company of New Co., Ltd. (hereinafter “Seoul Construction”) concluded a bond insurance contract with the Korea Securities Depository (hereinafter “instant guarantee insurance contract”) by designating the Korea Securities Depository as the insured on April 15, 1997 (hereinafter “Seoul Guarantee Insurance Co., Ltd.”), and Nonparty 1, who was the representative director of the time, concluded a bearer bond interest and principal payment guarantee contract with the Korea Securities Depository as of April 15, 2000, and as well as the debt guarantee contract with the Defendant Seoul Guarantee Insurance Co., Ltd. (hereinafter “Seoul Guarantee Insurance Co., Ltd.”) in order to secure the payment obligation of principal and interest to be borne by the said Korea Securities Depository under the said guarantee insurance contract.

(B) However, on November 6, 1997, the time comprehensive construction was finally insolvent and becomes insolvent, and on April 15, 1998, the defendant Seoul Guarantee Insurance paid the insurance money of KRW 165 million in total with 82.5 million to the Korea Securities Depository on January 15, 1998.

(C) On June 30, 1997, the above non-party 1 donated ○○○○dong (hereinafter referred to as “the apartment of this case”) in Sungnam-si (hereinafter referred to as “the apartment of this case”) owned by him to his wife, and accordingly, completed the registration of ownership transfer on the apartment of this case on July 16 of the same year. Accordingly, the defendant Seoul Guarantee Insurance filed a lawsuit against the plaintiff for revocation of the fraudulent act, etc. to compensate for the above insurance claim around that time. On December 14, 200, in the case of Seoul High Court 200Na18310 (hereinafter referred to as “the above donation contract between the plaintiff and the non-party 1”), the part equivalent to KRW 16.5 million among the above donation contract between the plaintiff and the non-party 1 was revoked, and the plaintiff received 16.5 million won amount from the defendant Guarantee Insurance to the day of full payment, and the decision of the court below dismissed the plaintiff’s appeal of this case 2.5 billion won (hereinafter referred to as “15 billion won”).

(2) Title of the bankrupt two life insurance company

(A) On November 30, 1996 and April 7, 1997, the time comprehensive construction was loaned from the above non-party 1's joint and several surety Co., Ltd. (hereinafter referred to as "dual life insurance") with a total of KRW 7.5 billion per annum interest rate of KRW 10 billion per annum and KRW 1.5 billion per annum, and the due date of repayment on November 30, 1997.

(B) The two life insurance was declared bankrupt by the court on April 10, 200, and the defendant Korea Deposit Insurance Corporation was appointed as the bankruptcy trustee (hereinafter “the two life insurance, the bankrupt two life insurance, and the bankruptcy trustee, and the Korea Deposit Insurance Corporation, and the two life insurance was not classified and “the two life insurance”).

(C) In order to preserve the claim for the cancellation of a fraudulent act against the plaintiff around July 2001, Defendant Two Won Life Insurance filed a lawsuit against the plaintiff about the above loans amounting to KRW 5.62 billion. On December 27, 2002, the appellate court dismissed the part equivalent to KRW 28.64 million in the above donation contract on the apartment of this case between the plaintiff and the non-party 1 (the remaining amount after deducting the secured debt amount of the mortgage which was already established on the apartment of this case from the market price of this case at the time of the closing of argument at the above lawsuit). The plaintiff was also dismissed the plaintiff's appeal against the defendant Two Life Insurance at the rate of KRW 28.4 million and KRW 5.5 million per annum from the next day of this judgment to the day of full payment (hereinafter "the above judgment of this case").

(b) Succession to and partial performance of obligations;

(1) On November 16, 1998, Nonparty New Co., Ltd. (hereinafter “New Co., Ltd”) was ordered to commence the company reorganization procedure under the Seoul District Court 98No595 on November 16, 199, and on December 3, 199, the first reorganization plan was approved on December 3, 199 (hereinafter “original reorganization plan”). In accordance with the reorganization plan, the creditors, including the Defendants, have repaid part of the claims through debt-equity swap, etc., and in addition, the total number of shares issued by the said New Co., Ltd. was reduced to 6,835,518 shares by means of stock retirement and stock consolidation before the commencement of the above reorganization procedure, and as the era comprehensive construction, which had been ordered to commence the company reorganization procedure on the same day as New Co., Ltd., Ltd, it became a comprehensive succession in the era comprehensive succession.

(2) On December 5, 2003, New Co., Ltd. with the permission of the court. ① on December 5, 2003, 203, 200 U.S. New Co., Ltd., Ltd. (hereinafter referred to as “No. 2000,000, Pursuant to the above paragraph, 300,000,000 Won New Co., Ltd. (hereinafter referred to as the “instant investment contract”), new Co., Ltd. (hereinafter referred to as “No. 4,000,000,000,000,000,000,000,000,000,000,000,000,000,000,000,000,000,000,000,000,000,000,000,000,000,000,000,00,00.).

(3) At the time of the approval of the instant reorganization plan, the amount of claims to be repaid under the instant reorganization plan is as follows. Of the Defendant Seoul Guarantee Insurance’s claims, the claims jointly and severally guaranteed by Nonparty 1 were comprised of KRW 3,825,00,000 based on the instant guarantee insurance contract and KRW 7,555,214,2672 based on the advance payment guarantee insurance contract concluded on April 30, 1997 between the Defendant Seoul Guarantee Insurance and the Defendant Seoul Construction.

Seoul Guarantee Insurance Co., Ltd. (C) 41,587,029,846 won (Ch. 22,406,607,242 won) 11,380,214,267 won (Ch. 8,247,543,000 won (Ch. 8,247,547,677 won) 11,38,267 won (Ch. 8,132,671,267 won) 6,548,828,301 won (C. 5,680,941,781 won) 5,680,941,781 won (C. 5,625,00,000 won + 55,941,781 won after the commencement of reorganization claim 19,781 won)

3) Total amount of bonds

(4) According to the instant reorganization plan, the Defendants’ reorganization claims or securities either partially converted into equity investments (one million won per share) or partially paid in cash, and the Defendant Seoul Guarantee Insurance’s claims for postponement of debt-equity swap (600,000 won per share) are fully paid in the form of debt-equity swap (600,000 won per share), and the details are as follows.

Details of 22,406,67,607,242 won 10,648,721,892 won 11,757,885,350 won x 1,270 won x 15,630 won x 604 won x 16,855,604 won x 16,85,702,604 won x 2,702,753 won x 2,324,719,851 won x 16,741 week x 189 x 6,50,00 won x 600,000 won x 41,587,000 won x 2850,000 won x 6085 won x 16850,000 won x 16885 won x 16850,000 won x 1505 won x 2506

(5) Under the instant reorganization plan, the Defendant Seoul Guarantee Insurance received 33,830 shares of the instant equity swap shares on February 4, 2004, and appropriated the cash of KRW 14,082,605,201 on February 19, 2004 to pay the principal amount in full. Defendant Two Won Life Insurance received 4,988 shares of the instant equity swap shares from New Coinsia on February 4, 2004, and appropriated the cash of KRW 692,79,284 on February 5, 2004 to pay the principal amount in full, and the said reorganization proceedings were concluded on June 15, 2004.

(6) Meanwhile, around November 17, 2001, Defendant Seoul Guarantee Insurance was paid KRW 1,403,241,699 out of the principal amount of indemnity bonds under the instant guarantee insurance contract under the instant reorganization procedure. Defendant Two Won Life Insurance was paid KRW 1,875,00,000 out of the principal amount due to a conversion of investment under the original reorganization plan under the instant reorganization procedure on April 22, 2000. On May 31, 2004, Defendant Seoul Guarantee Insurance appropriated KRW 49,463,923 out of the principal amount in the compulsory auction procedure for the real estate owned by Nonparty 2, who is another joint and several surety.

2. The parties' assertion

The Plaintiff asserts that, as of February 4, 2004 as of February 4, 2004, when the Defendants acquired the instant conversion shares in the company reorganization procedure for New Zealand, each of the joint and several debt obligations against the Defendants of the above non-party 1 extinguished to the extent equivalent to the market price of the said shares. However, as of February 4, 2004, the amount of KRW 1,709,817,648,737 of the net asset value of New Zealand under Articles 66 and 54, and 63 of the Enforcement Decree of the Inheritance Tax and Gift Tax Act was calculated by dividing the amount of KRW 1,709,648,737 of the net asset value of the said shares into 726,540, which is the effective date of the instant conversion shares, the market price of the said shares per share was KRW 2,353,041, which was paid by the Defendants in excess of the amount of claims for New Zealand as shown below, execution under each of the instant

Details of Seoul Guarantee Insurance 41,587,029,840 won 79,603,603,037,030 won 73,830 won x 93,830 won x 2,353,041 won 14,082,605,201 won 93,685,682,231 won x 6,548,828,301 won 13,529,985,75,750 won x 5,750 won x 2,353,041 won x 798,639,333 won 14,628,625,083 won x

For this reason, the defendants argued that the market value of the conversion-to-equity shares of this case shall be calculated by dividing the net asset value of New Zealand by the total number of issued shares, and the net asset value of New Zealand shall be deemed the value of the new shares acquired by Lee Il-il, and the total number of issued shares shall be based on the number of new shares allocated to the underwriters. The above non-party 1's joint and several liability obligations against the defendants of this case exceed the secured claim amount in each judgment of this case, so the plaintiff's claim shall not be accepted.

3. Judgment by issue

(a) Market price of stocks converted into investment;

(1) Principles

In a case where it is decided to substitute a reorganization claim or security in whole or in part due to conversion of investment in the method of issuing new shares in the reorganization plan, the principal obligation owed by the reorganization company or security holder with respect to the amount equivalent to the market price of the new shares that the reorganization creditor or security holder acquired at the time of the entry into force of the issuance of new shares shall be deemed to be extinguished as well (see Supreme Court Decision 2004Da27143, Jan. 27, 2005, etc.). In the case of non-listed shares as in this case, the market price of the non-listed shares shall be deemed to be the market price and the value of the shares shall be assessed as the market price if there is a normal transaction example that reflects the objective exchange value properly, but if there is no such transaction example, it shall be reasonably determined by taking into comprehensive account the situation of the relevant non-listed company and the transaction party, the characteristics of the relevant business type, etc. (see Supreme Court Decision 2005Do7911, May 15, 2008).

(2) Calculation method of net asset value

Considering the fact that there is a significant portion of real estate in the assets of the Ministry of Health and Welfare, New Zealand, the company reorganization procedure has commenced for New Zealand, there is no proper transaction example related to the stocks of New Zealand, and it is difficult to expect an earning rate for New Zealand in the future, and there is no reasonable aspect to follow the so-called net asset value method alleged by the plaintiff in assessing the market price of the stocks converted into investment in this case. However, Article 66 of the Inheritance Tax and Gift Tax Act and Article 63 of the Enforcement Decree of the same Act are not enacted with the intention to collect the inheritance tax or gift tax in an appropriate manner, as a special provision on the appraisal of the stocks converted into investment in this case, not only to accurately assess the value of the relevant assets, but also to appropriately assess the inheritance tax or gift tax, and it is difficult to view the above provision as a matter of principle, in calculating the net asset value of the company that issued the stocks in this case, as alleged in the above provision (see Article 4 of the Inheritance Tax and Gift Tax Act).

On the other hand, according to each of the above evidence, New Zealand promoted M&A through an open bid method and selected UN&S as a priority bidder on or around May 2003, and conducted negotiations. However, due to disagreements on the requirements of acceptance, it can be recognized that the investment contract of this case was concluded at the end of the consultation by giving the status of a priority bidder to YU U.S. P. P. P. P. P. The acquisition price under the investment contract of this case can be deemed as the result of objectively assessed the value of New Zealand in the market, so it is reasonable to view the above acquisition price as the net asset value of New Zealand (see Supreme Court Decision 2007Da70483, Oct. 9, 2008).

(3) Total number of shares issued

The effective date of the debt-equity swap is 726,540 shares as of February 4, 2004, and 40,133,685 shares newly issued by the capital-equity swap under the investment contract of this case is as mentioned above. The fact on February 5, 2004, which is the following day, is as follows. The capital-equity swap by the old share swap under the company reorganization procedure, the reorganization company's equity swap against the reorganization creditors, and the underwriter's new shares is conducted through a series of process (this reorganization plan of this case provides for both the capital-equity swap by the old share swap, the debt-equity swap against the reorganization creditors, and the underwriter's new shares for the purpose of preventing confusion between the capital-equity swap and the acquisition of new shares for the purpose of the debt-equity swap, and it is merely a different date for the purpose of calculating the market price of the new shares for the purpose of the debt-equity swap as at the time of the execution of the debt-equity swap as at the time of the execution of the new shares.

(4) Sub-determination

Therefore, the stock-to-equity swap value of this case is KRW 625,368,425,00 (20,668,425,000 + 424,700,000 + 424,685,00,000) under the investment contract of this case, which can be seen as being calculated as a result of an objective assessment of net asset value of New Zealand in the market as a result of an assessment of the objective assessment, and is 15,583 (625,368,425,00 ¡À625,425,00 ±625,6850) divided by 40,133,685 shares allocated to the underwriter, the underwriter, and 15,583 (625,368,685).

B. The remaining amount of claims against Nonparty 1

(1) The remaining amount of the Defendant Seoul Guarantee Insurance

(A) Performance under the reorganization program of this case

2. The amount of cash reimbursement to the above securities under the reorganization plan of this case is KRW 1,757,850, KRW 2740, KRW 2748, KRW 279, KRW 468, KRW 279, KRW 468, KRW 279, KRW 4686, KRW 279, KRW 4068, KRW 279, KRW 4768, KRW 279, KRW 467, KRW 4786, KRW 475, KRW 2786, KRW 486, KRW 279, KRW 4686, KRW 279, KRW 486, KRW 279, KRW 406, KRW 475, KRW 2786, KRW 486, KRW 475, and KRW 267, KRW 475, and KRW 267.) of this case’s debt-equity swap 】

In addition, the amount of appropriation for performance is individually appropriated according to the ratio of each amount of debt to repayment of indemnity obligations based on the guaranteed insurance contract of this case and the aforementioned guarantee insurance contract of advance payment. Thus, 8,986 shares, 47,065,045 won (8,986 shares x 15,583 x 3,825,000 x 11,380/11,380,214,267, and less than won ; hereinafter the same shall apply) out of cash and 1,582,267,585 won (4,707,593,242 x 3,825,000,000/11,380,214,267) out of the total amount of principal of indemnity obligations based on the guaranteed insurance contract of this case.

(b)other performance;

As seen earlier, on November 17, 2001, Defendant Seoul Guarantee Insurance was repaid KRW 1,403,241,699 out of the principal of indemnity bonds under the instant guarantee insurance contract.

(C) Sub-determination

Therefore, the remaining principal of the claim for reimbursement against the non-party 1 of the Seoul Guarantee Insurance Co., Ltd. 1 is 30.1 + 3,825, 01 + 40.36.30 + 96.30 + 50, 196.36 + 40, 196.36 + 40, 205's total amount of reimbursement as of September 8, 209, 17, 201; 1,582, 257, 585's cash reimbursement amount as of November 17, 201; 1,58.36, 305's total amount of reimbursement under the instant Reorganization Program; 47,065, 05's total amount of reimbursement x 47,671, 00, 00 (1,403, 691, 699 + 1, 257, 485's interest for delay).3615's remaining amount of payment

(2) The remaining amount of Defendant Two Life Insurance

According to the above facts, the remaining principal of the claim against the above non-party 1 as of September 8, 2009 is from the above amount of KRW 7,50,00,000 to the above amount of KRW 1,875,00,000 as of April 22, 200, and the cash repayment amount of KRW 692,79,284 as of April 2, 200, and the value of the equity shares under the reorganization plan of this case plus KRW 77,728,04 (4,988 note x 15,583 per share) as of May 31, 200 and KRW 4,805,7089,50,000,000,000,000,000,000,000,000 won + KRW 7728,008,79,796,79,79,007,07,079

(c) Elimination of executory power;

(1) Defendant Seoul Guarantee Insurance

As seen above, it was highly probable that part of the obligee’s claim against the above non-party 1 as part of the obligee’s claim for reimbursement against the above non-party 1 based on the Seoul Guarantee Insurance Contract was repaid after the judgment of the first instance, but the remainder of the claim for reimbursement was already established at the time of the apartment donation between the Plaintiff and the above non-party 1, and the claim for reimbursement was created in the near future in the near future. As such, the obligee’s right of revocation still existed as the preserved claim because of its realization in the near future. ① The obligor’s fraudulent act was relatively cancelled and the obligee’s claim for reimbursement against the non-party 1 as its inherent nature cannot be seen as a right to enforce compulsory execution by restoring the obligee’s claim against the non-party 2’s obligee and the subsequent purchaser (see Supreme Court Decision 2007Da84352, Apr. 24, 2008).

(2) Defendant Two Life Insurance

As seen earlier, even if part of the claim against the above non-party 1 of the defendant Won Life Insurance Co., Ltd., which is the preserved claim in the judgment of this case, was repaid, the remaining amount of the claim is much more than 286.4 million won, which is the joint collateral value of the apartment of this case, so it shall not be allowed to exclude the enforcement force of the judgment of this case No. 2.

4. Conclusion

Therefore, the plaintiff's claim against the defendants is dismissed as it is without merit, and the judgment of the court of first instance is just, and the plaintiff's appeal is dismissed as it is without merit. It is so decided as per Disposition.

[Attachment 1 and 2]

Judges Yan Jin-hun (Presiding Judge)

Note 1) Specific date and amount of subrogation shall be as follows: < Amended by Act No. 5538, Jan. 15, 1998; Act No. 580, Apr. 15, 1998; Act No. 5538, Oct. 15, 1999; Act No. 5538, Jan. 15, 1999; Act No. 5681, Apr. 15, 1999; Act No. 6101, Oct. 15, 200; Act No. 6134, Jan. 15, 2000; Act No. 6308, Apr. 15, 2000; Act No. 63082, Oct. 5, 200

Note 2) Specific date of subrogation and payment by subrogation are as follows: gold 2,015,564,139 won (the amount shall be calculated by deducting KRW 1,539,760,116 from the amount of revocation of payment by January 18, 200, from the amount of KRW 3,55,324,255 on April 16, 199 (the amount which was calculated by deducting KRW 1,539,760,116) and gold 5,539,650,128 won on January 18, 200.

3) Under the reorganization proceedings in this case, the total amount of the claim against the Seoul Guarantee Insurance Co., Ltd. refers to the total amount of the claim for the New Co., Ltd., whichever is earlier, is the amount of the unpaid interest accrued according to the reorganization plan prior to the reorganization plan in this case.

4) Article 66 of the Inheritance Tax and Gift Tax Act provides that the higher of the market price (Article 60 of the Inheritance Tax and Gift Tax Act) and the secured debt (Article 63 of the Enforcement Decree of the Inheritance Tax and Gift Tax Act) shall be calculated as the price of land and building in the assessment of the value of real estate. The valuation method itself is clear that the value calculated under the Inheritance Tax and Gift Tax Act exceeds the market price.