1. The plaintiff's claim is dismissed.

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

1. Basic facts

A. The former Co., Ltd. (hereinafter “former Co., Ltd.”) acquired C’s shares from F Co., Ltd. (former Co., Ltd. D Co., Ltd.; hereinafter “C”)’s major shareholders and other shareholders of C, and entered into a merger agreement with C. The Plaintiff, a corporation surviving the above merger, changed its trade name from C to A on September 30, 2010, which was a corporation surviving the merger, and the former Co., Ltd. (former Co., Ltd.), a unlisted company, acquired C’s management right for the purpose of bypassing a merger with C, a company listed in C, and changed C’s trade name as of the date of the merger.

Pursuant to Articles 2 and 3(1) of the Act on External Audit of Stock Companies (hereinafter “the External Audit Act”), the Defendant is an external auditor who prepared a audit report (hereinafter “instant audit report”) on C’s financial statements for the 22 and 23 fiscal years (from January 1, 2008 to December 31, 2009) (hereinafter “instant financial statements”) (hereinafter “instant financial statements”).

B. Around May 2007, C established E (E; hereinafter referred to as “E”) with its principal office in California to conduct the Libybya electric development project. Around July 2007, transferred USD 6 million to the corporate account of E, and owned the entire issued shares of E (100%).

C. On February 26, 2010, the Defendant stated in the instant audit report that “C’s financial status as of December 31, 2009 and as of December 31, 2008, the management nature of both fiscal years, losses and capital changes and cash flows are adequately expressed in terms of importance in Korea in accordance with generally accepted accounting standards.”

The acquisition of the Plaintiff’s shares and the merger between the Plaintiff and the Plaintiff are made through the merger with the KOSDAQ-listed company.