The judgment below is reversed and the case is remanded to Seoul High Court.

The grounds of appeal are examined.

1.(a)

The Plaintiff is a corporation incorporated under the laws of California of the United States, and the Defendants are Korean corporations, the former Act on Fostering and Supporting Agricultural and Fisheries Enterprises (amended by Act No. 12961, Jan. 6, 2015; hereinafter “former Agricultural and Fisheries Business Entities Act”).

(B) The “agricultural partnership corporation of this case” established under the Act (hereinafter “instant corporation”) is a member of the association.

The Plaintiff is a person who has a claim for the agreed amount against the instant legal entity and is jointly and severally liable to the Defendants.

Since foreign elements exist in this case, the governing law should be determined in accordance with the Private International Law.

The main text of Article 16 of the Private International Act provides that "a corporation or organization shall be governed by the governing law of its establishment," and in principle, the governing law of its establishment shall be determined based on the governing law

There is no provision that restricts the application of this provision. The scope of application should include all the issues concerning corporations, such as the establishment and extinguishment of a corporation, internal relations with the organization, rights and obligations of an institution and members, capacity of action, etc.

Therefore, if a member of a corporation bears the responsibility to the creditor of the corporation, the scope of the liability should be governed by the governing law of the corporation.

Since the corporation of this case was established under the former Agricultural and Fisheries Business Act of the Republic of Korea, the law of the Republic of Korea, which is the governing law of the establishment of the corporation of this case, shall be the governing law of this case where the defendants, a member of the corporation of this case, are jointly and severally liable

B. The former Agricultural and Fisheries Business Act considers the substance of an agricultural partnership as a partnership under the Civil Act and gives special legal personality to a partnership which meets certain requirements in order to improve agricultural productivity through collaborative agricultural management.

(Article 16 paragraph 3). An agricultural partnership shall be a corporation.