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(영문) 서울고등법원 2020.07.16 2019나2045730
주주권확인
Text

1. The plaintiff's appeal against the defendants is dismissed in entirety.

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

purport, purport, and.

Reasons

Basic Facts

D Co., Ltd. (hereinafter “instant company”) was established on July 30, 2009.

At the time of establishment, the above company issued 10,00 shares, and the register of shareholders listed the Plaintiff and E (the Plaintiff’s high school line) as the shareholders owned 3,500 shares and 6,500 shares, respectively.

On April 2011, the name of 3,500 shares owned by E on the shareholder registry of the instant company was changed in the name of Defendant B.

Defendant B was appointed as the auditor of the instant company on April 6, 2011.

The Plaintiff and Defendant B sold KRW 200 million each of the shares of the instant company, which were owned by each of the instant companies, to Defendant C, the shapes of Defendant B, as KRW 200 million (hereinafter “instant share purchase agreement”). Accordingly, around April 2012, the shares owned by the Plaintiff on the shareholder registry of the instant company and KRW 1,000 shares owned by Defendant B were changed to the name of Defendant C.

[Grounds for recognition] Facts without dispute, Gap evidence Nos. 2 and 4, and the purport of the entire pleadings by the parties concerned, and at the time of incorporation of the company of this case, the plaintiff owned 100,000 shares issued by the company of this case by paying in full the capital of 50 million won. However, for convenience, 1,500 shares out of them were trusted in trust to defendant B, and 3,500 shares trusted in trust to Eul, and transferred from April 201 to defendant B, thereby under title trusting 5,00 shares to defendant B.

In order to attract the operating capital of the instant company, the Plaintiff entered into the instant share sales contract with Defendant C, a pro-friendly type of Defendant B. Defendant C only paid only KRW 40 million to the Plaintiff, and did not pay the remainder of KRW 160 million to the Plaintiff.

Accordingly, around January 2018, the Plaintiff cancelled the instant share sales contract on the grounds that Defendant C did not pay the purchase price, and ② notified Defendant B of the termination of title trust.

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