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(영문) 서울고등법원 2015.02.27 2014나2033732

주식양도금 등

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1. Of the judgment of the court of first instance, the part against the Defendants exceeding the money ordered to be paid under the following subparagraphs shall be revoked.

Reasons

1. The following facts do not conflict between the parties, or may be acknowledged by taking into account the whole purport of the pleadings in each of the evidence Nos. 1, 2, 2-1, 3, 4, 5-1 to 18, 6-1, 2, and 11.

F Co., Ltd. (hereinafter “F”) is a company that manufactures and sells ready-mixeds, and at the time of July 12, 2012, the current status of shareholders and executive officers are as listed below.

Plaintiff A 22,500 (%) Plaintiff B 26,500 26,500 Plaintiff B 24.10 - Plaintiff C6,000 - (total sum above 5,000) (55,00) (50) Nonparty G 27,500 25 Nonparty G 27,500 Nonparty H 27,500 25 In-house directors, total of 110,000 10

B. F Stock Transfer Contracts and Management Transfer Contracts: 1) Plaintiffs, G, H (hereinafter the Plaintiffs, G, and H collectively referred to as “transferor”

A) On July 2012, 2012, the Defendant J, a working-level employee of the Defendant J, has negotiated F’s shares and management rights transfer and acquisition, and at the same time, has various data on F’s financial status from K, a director of F’s division (hereinafter “instant verification data”).

(2) As of June 30, 2012, F’s capital was KRW 550,00,00, KRW 523,892,389, KRW 1,098,09, KRW 807 for credit sales, KRW 1,040, KRW 136,684 for credit sales, and KRW 3,50,00 for long-term loans.

3) On July 12, 2012, the transferor and the Defendants and L (hereinafter “transferees”) are as follows.

F. F Shares 110,000 owned by the transferor (hereinafter referred to as “instant shares”)

(1) The share transfer contract (hereinafter “instant share transfer contract”) with the content that the transfer proceeds shall be KRW 50,000,000 per share (5,000 per share) and the down payment of KRW 300,000 shall be paid on the date of the contract and the total of KRW 250,000,000 shall be paid on October 10, 2012.

The number of stocks to be held by the transferee in the stock transfer contract of this case is L 53.