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1. The defendant's appeal is dismissed.
2. The costs of appeal shall be borne by the Defendant.
Purport of claim and appeal
1..
Reasons
1. Basic facts
A. The Plaintiff is a company that processes and ships agricultural and livestock products.
B. From around 2013 to September 26, 2016, the Plaintiff supplied eggs, etc. to the E (hereinafter “E”) operated by C and D (hereinafter “E”), and the price that was not paid until that time is KRW 16,904,750 (hereinafter “the price for the instant goods”).
C. On September 2016, the Defendant acquired the instant marina business from C and D around the end of September 2016, and operated the instant marina business continuously using its trade name.
【Ground of recognition】 The fact that there has been no dispute, entry of Gap Nos. 2 and 3, the purport of the whole pleadings
2. The assertion and judgment
A. According to Article 42(1) of the Commercial Act, where a transferee of a business continues to use the transferor’s trade name, the transferee is also liable to repay a third party’s claim arising from the transferor’s business.
According to the above facts, the defendant who acquired the instant marina from C and D is obligated to pay 16,904,750 won for the instant goods and damages for delay to the plaintiff, unless there are special circumstances.
B. As to the defendant's assertion, the defendant did not take over the obligation of the price of the goods of this case from C and D, and the plaintiff also knows the fact that the defendant did not take over the obligation of the goods of this case, such as notification from C and D, so the defendant is not liable as a transferee of the business.
The liability of a transferee of a business who uses a trade name is to protect the external trust of creditors who have deprived of an opportunity to enforce his/her claim by transfer of business without any succession of obligation. Thus, even though a malicious obligee who knows that there is no fact of succession of obligation despite such transfer of business is not protected, unless the obligee in bad faith is a malicious obligee of the above meaning, the obligee is the transfer of business.