The judgment of the court below is reversed, and the case is remanded to the Seoul Central District Court Panel Division.

The grounds of appeal are examined (to the extent of supplement in case of supplemental appellate briefs not timely filed).

1. The lower court rejected the Plaintiff’s claim on the ground that, even if the Plaintiff suffered loss due to the decline in the share price of Defendant C Co., Ltd. (hereinafter “Defendant Co., Ltd.”)’s share price, there is no evidence to acknowledge that there was a proximate causal link between Defendant B’s act of breach of duties, such as false disclosure, stock price manipulation, and false disclosure, and the Plaintiff’s loss. Rather, the Plaintiff acquired shares at a low risk that the share price issued by Defendant Co., Ltd. (hereinafter “Defendant Co., Ltd.”) could later drop through press reports, etc.

2. However, the above determination by the court below is difficult to accept for the following reasons.

In a case where a director who embezzled the company's assets in bad faith or gross negligence and the aggravation of the financial structure is not known to the securities market, thereby resulting in the stock price of the company's issued shares being higher than the normal share price. In a case where a stock purchaser acquired shares without knowing such fact and the stock price falls below the normal share price, the shareholder is deemed to have suffered direct damages due to the decline in the stock price after the purchase of shares at a price higher than the normal share price due to the false disclosure by the director, and thus, he/she may claim damages against the director pursuant to Article 40

(See Supreme Court Decision 2010Da77743 Decided December 13, 2012). B.

The judgment below

According to the reasons and records, the following facts are revealed.

① From April 8, 2001 to March 2002, Defendant B took overall charge of the management of funds and other affairs while operating the Defendant Company. The overseas corporation expects future profit value of the Defendant Company four times from May 8, 2001 to September 18, 2001.