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(영문) 서울남부지방법원 2019.01.11 2017가합104461
손해배상(기)
Text

1. The plaintiff's claims against the defendants are all dismissed.

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

Reasons

1. Basic facts

A. The Plaintiff (the trade name was changed from E Co., Ltd. to F Co., Ltd. on September 9, 2016) and changed from June 19, 2018 to A Co., Ltd.

) The company is engaged in the manufacture and sale of semiconductors and display equipment, the export and import of chemical substances, the manufacture and import of chemical substances, and the export and import of chemical substances, and G Co., Ltd. (hereinafter referred to as “G”).

(2) Defendant B is a representative director of G and a person who was in the position of representative director of the Plaintiff from March 29, 2009 to September 9, 2016. Defendant C is a person who was in the position of representative director of the Plaintiff from March 20, 2015 to September 9, 2016. Defendant D is a non-registered officer of G, and Defendant D is a person who was in the position of representative director of the Plaintiff from March 20, 2015 to September 9, 2016.

B. H investment associations, I’s formation and operation of H investment associations, and I’s H investment associations (hereinafter “J investment associations”), including H investment associations and J investment associations, have been operating the association’s property through K after its establishment as a start-up investment association.

C. 1) AH investment association, etc. entered into a contract with G on July 18, 2016 for acquisition of shares and management rights: (a) the Plaintiff’s shares 12,241,804 shares (in the face value of KRW 500 per share, KRW 33.61 per share) owned by G; and (b) the Plaintiff’s management right to acquire shares and management rights to be acquired by paying KRW 25 billion for acquisition (hereinafter “instant acquisition agreement”).

(A) The main contents of the instant transfer agreement are as follows: (a) the acquisition of shares and management rights by transfer (referred to as “A”, “J investment association, H investment association, and subject company”: (b) the purpose of this agreement is to acquire shares issued by the subject company and the management rights of the subject company held by A (referred to as “this transaction”).

In order to smoothly implement B, the transferor Party A holds as a share of management of the target company.

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