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(영문) 서울고등법원 2018.10.18 2018나2002309
계약금 반환
Text

1. Revocation of the first instance judgment.

2. The plaintiff's claim and incidental appeal are all dismissed.

3. The total cost of the lawsuit.

Reasons

Basic Facts

The purpose of the Plaintiff (formerly, Dong-ro, Inc., Ltd., and the Plaintiff’s change of the name as at the present after combining Dong-gu, Dong-dong, Camprent, etc.) is to prevent environmental pollution (air, water quality, noise, vibration, etc.).

On August 17, 2011, the Defendant and B (hereinafter referred to as “B”) entered into the instant basic contract for acquisition of shares and management rights (hereinafter referred to as “the instant basic contract”) with the major shareholders of “C” (hereinafter referred to as “B”).

Article 2. Subject matter of transfer and sale proceeds

1. The subject matter of acquisition under this Agreement is the total sum of 1,20,250 shares of common shares issued by B owned by D (1,20,250-17.64%).

2. The sale price of stocks and management rights shall be determined by the sum of the stock price and management premium (Won 9,00,000,000,000 won per share, 7,375.54 won per share).

Article 3. Payment of Prices for Management and Stock Transfer and Stock Transfer Price

1. The defendant shall pay D the amount of KRW 900,000 (Won 900,000,000) as down payment to D on the date of the conclusion of this contract, and the amount of KRW 3,100,000 as the first intermediate payment (Won 3,100,000) as

3. The defendant shall pay 3,000,000 won (Won 3,00,000,000) as the second intermediate payment on September 30, 201.

4. The Defendant, during the period from October 31, 201 to November 30, 201, paid to D KRW 200,000 (Won 2,00,000) out of the remainder as of the date agreed with D during the period from October 31, 2011, and at the same time D delivers all documents for the transfer of management rights under this Agreement to the Defendant.

§ 7. Cancellation of this contract and penalty

2. Where this contract is terminated by reason of the Defendant’s fault, the down payment and intermediate payment are reverted to D. Where this contract is terminated by reason attributable to D, D shall return to the Defendant the full amount of the down payment already received, and D shall pay to the Defendant an amount equivalent to the down payment and intermediate payment as penalty.

The plaintiff and the defendant on December 5, 2012.

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