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(영문) 서울중앙지방법원 2016.01.15 2015가단31412
계약금반환
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, who runs a construction brokerage business, was entrusted by D with the purchase of a corporation with a comprehensive construction license.

B. The defendant limited liability company B (hereinafter referred to as the "defendant company") has a construction business license in the complete area prior to the front week, and the defendant C is the representative director and the largest shareholder of the defendant company.

C. On July 10, 2014, the Defendant C, the shareholder representative of the Defendant C, entered into a corporate transfer agent contract on behalf of all the corporate transfer affairs, including the interference of the transferee, the fact-finding survey of the Defendant Company, the conclusion of a contract for the transfer of a corporation, and the receipt and payment of the down payment and the balance, with respect to the transfer of the Defendant Company to a third party.

(In the contract, the defendant company is marked as a party and the defendant C affixed the official seal of the representative of the defendant company, but its substantial contents are the same as above).

F, the representative of the Plaintiff and E, made negotiations on the transfer or acquisition contract between the Defendant Company and D and Defendant C, and in the process, the Plaintiff transferred KRW 30 million to Defendant C’s account on July 10, 2014.

2. Determination on the cause of the claim

A. Before the Defendant Company, a corporation subject to the assignment of the gist of the assertion, concluded a provisional contract with impliedly, and paid KRW 30 million for the provisional contract. The Defendant Company rescinded the provisional contract that revealed the legal dispute, etc. in the process of the actual inspection.

Although the plaintiff is a broker, the plaintiff is entitled to claim the return of the provisional contract because the provisional contract was concluded in the name of the plaintiff before the contract is concluded.

Under the corporate transfer agent contract with E, the defendant C entered into a contract as the representative of the defendant company and the shareholder representative (individual). Therefore, the defendants are jointly and severally liable to refund the down payment.

B. First of all, the Plaintiff’s judgment.

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