2. C.

3. D;

4. E.

Since Defendant 4 is a minor, the legal representative parent B

1. As to the ground of appeal No. 1, where the predetermined amount of compensation for damages is unreasonably excessive, the determination shall be made by taking into account all the circumstances, such as the status of the obligee and obligor, purpose and content of the contract, the motive behind the scheduled amount of compensation for damages, the ratio of the estimated amount of damages to the amount of debts, the expected amount of damages, the transaction practices at the time of the determination, and the economic situation. In such cases, in determining whether the predetermined amount of compensation for damages is unreasonably excessive in consideration of the size of the actual amount of damages anticipated to occur, it is not necessary to specifically examine and determine the actual amount of damages, but it is necessary to prepare for the actual amount of damages or estimated amount of damages in the record (see, e.g., Supreme Court Decisions 95Da33658, Nov. 10, 1995; 201Da60042, Nov

According to the reasoning of the judgment below, the court below determined that it is reasonable to reduce the sales contract of this case to 10% since the sales contract of this case provides that one party shall compensate for the amount equivalent to 150% of the sales price when the other party fails to perform the contract, which constitutes an estimate of damages, and that 150% of the sales price is unfairly excessive as the estimated amount of damages.

However, according to the reasoning of the judgment below and the evidence adopted by the court below, ① Defendant B entered into the instant sales contract including not only each of the instant real estate owned by the Defendants, but also three real estate owned by affiliated F, etc., including the subject matter of sale, but also the real estate owned by the Plaintiff, including F, etc., up to the agreed date, and eventually, the contract was performed only with respect to each of the instant real estate in an amount equivalent to KRW 925 million. ② The Plaintiff purchased each of the instant real estate for the purpose of constructing a manufacturing place, etc. by converting each of the instant real estate into farmland or forest, and Article 1 of the instant sales contract clearly states that Defendant B was fully aware of the purpose of the contract. ③ Since each of the instant real estate was sold and owned by the Defendant B to a third party in the compulsory sale procedure, it was practically impossible to develop each of the instant real estate in fact, and ④ Meanwhile, the Plaintiff’s actual amount of damages due to the Plaintiff’s failure to implement the instant sales contract would have been considerably estimated from the sale contract to the extent of damages incurred by the Plaintiff.

Therefore, the lower court should have determined whether the estimated amount of damages of this case was unfairly excessive or reasonable to reduce the estimated amount of damages of this case after taking measures, such as comparing the actual or estimated amount of damages of the Plaintiff and the estimated amount of damages of this case, known to the records. Nevertheless, the lower court considerably reduced the estimated amount of damages of this case to 10% of the purchase price, on the ground that the estimated amount of damages of this case was higher than the estimated amount of damages for the amount of debts under the sales contract of this case, as seen earlier, but such determination by the lower court erred by misapprehending the legal doctrine on reduction of the estimated amount of damages, which led to the failure to exhaust

2. Regarding ground of appeal No. 2

According to the reasoning of the judgment below, the court below determined that there is no evidence to acknowledge that Defendant C granted the right of representation to conclude the instant sales contract to Defendant B, and that only for the reasons indicated in its reasoning, it cannot be deemed that the expressive representation under Article 125 or 126 of the Civil Act is constituted.

However, according to the reasoning of the judgment below and the evidence adopted by the court below, ① Defendant B, as the mother of Defendant C, D, and E, had the seal impression of the Plaintiff at the time of the conclusion of the instant sales contract; ② the Defendants jointly inherited each of the instant real estate from the network A, and thereafter Defendant C acquired all of the shares of the instant real estate; and Defendant B entered into the instant sales contract with the Plaintiff as the subject matter of sale; ③ Defendant B issued the Plaintiff a written consent for the use of each of the instant real estate in the name of the Defendants after the conclusion of the instant sales contract and a certificate of personal seal impression; ④ On July 20, 208, Defendant B, as the representative director of the Plaintiff on behalf of the Plaintiff, had the authority to dispose of the instant real estate, and at least it was difficult to deem that Defendant C had the authority to dispose of each of the instant real estate without any legitimate reason, and thus, Defendant C had the authority to dispose of each of the instant real estate without the Plaintiff’s consent to each of the instant real estate in lieu of the Plaintiff’s obligation.

Therefore, the court below held that Defendant C’s status and status at the time of the conclusion of the instant sales contract, and Defendant C did not recognize the granting of the power of representation or representation for the reasons stated in its reasoning without examining further matters concerning the personal seal impression affixed to Defendant C at the time of the conclusion of the instant sales contract. The court below erred by exceeding the bounds of the principle of free evaluation of evidence in violation of logical and empirical rules, or by failing to exhaust all necessary deliberations, thereby affecting the conclusion of the judgment

3. Conclusion

Therefore, the lower judgment is reversed, and the case is remanded to the lower court for further proceedings consistent with this Opinion. It is so decided as per Disposition by the assent of all participating Justices on the bench.

Justices Shin Jae-young in charge

Justices Lee Sang-hoon

Justices Kim Gin-young