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(영문) 대법원 2019.04.25 2017다21176
주주권확인등청구
Text

The judgment below

Of the shares listed in the attached list 4,260 shares, a claim for the implementation of a transfer procedure for 2,425 shares.

Reasons

The grounds of appeal are examined.

1. Settlement in the court shall have the same effect as a final and conclusive judgment (Article 220 of the Civil Procedure Act), and if a settlement in the private law takes its original effect (Article 732 of the Civil Act), the relationship of rights and obligations based on the previous legal relationship shall be extinguished;

However, the scope of the creative effect of a compromise shall be limited to the matters agreed to be agreed by the parties to determine the concession between them, and it shall not take effect with respect to the matters which have not been proved by the parties, or which are not only in understanding with the premise of the compromise.

(See Supreme Court Decision 9Da17319 delivered on April 27, 2001). Such legal relationship also applies to a conciliation under the Judicial Conciliation of Civil Disputes Act, which is recognized as having the same effect as a judicial conciliation under Article 29 of the Judicial Conciliation of Civil Disputes Act.

Meanwhile, the interpretation of a juristic act is clearly confirming the objective meaning that the parties gave to the act of representation. In a case where the objective meaning is not clearly revealed by the language and text expressed by the parties, it shall be reasonably interpreted in accordance with logical and empirical rules, and the common sense of society and the common sense of transaction, by comprehensively taking into account the contents of the language and text, the motive and background leading up to the juristic act, the purpose and genuine intent to be achieved by the said juristic act, transaction practices, etc., in line with the principle of justice and equity. Such legal principles likewise apply to cases where there is a dispute as to the interpretation of the pertinent adjustment clause after the conciliation was concluded between the parties concerned (see, e.g., Supreme Court Decision 2009Da31550, Sept. 10, 2009). In addition, if the transfer of shares was made six months after the establishment of the company, the transferee of shares alone becomes effective as to the company, barring special circumstances.

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