1. Defendant B Co., Ltd. divided the business part of its business on October 15, 2018 to Defendant C.

1. Facts of recognition;

A. The Plaintiff is an auditor of Defendant C Co., Ltd. (hereinafter “C”).

B. Defendant B (hereinafter “B”) is a company established on September 25, 2009 for the purpose of electrical construction business, wholesale and retail business of electrical materials, and specialized fire-fighting system construction business, and Defendant C is a company established on October 23, 1990 and engaged in electrical construction business, etc.

C. around August 2018, Defendant C entered into a merger agreement with Defendant B and Defendant B to divide and merge the divided part of the electrical construction business with Defendant C, and completed the registration of each merger on October 12, 2018 (Defendant C) and October 15, 2018 (Defendant B).

(hereinafter “instant merger after division”) D.

Defendant C was liable for 82.5 million won to D Co., Ltd. at the time of the instant merger by split, but the Defendants did not separately go through the peremptory procedure for the said merger by split against the creditors, including the aforementioned D Co., Ltd.

【Ground for Recognition】 Defendant B: The fact that the confession (Article 150(3) and (1) of the Civil Procedure Act) was made against Defendant C: The fact that there is no dispute, each entry of evidence Nos. 1 through 4, and the purport of the whole pleadings

2. According to Articles 530-11 and 527-5 of the Commercial Act, in the case of a merger after division, the company involved in the merger after division shall, within two weeks from the date of a resolution of approval of the general meeting of shareholders, make a public notice to submit any objection to the merger within a period of not less than one month, and shall make a peremptory notice to the

However, the merger by split in this case is null and void because the Defendants did not go through the creditor protection procedure as stipulated in the Commercial Act.

As to this, Defendant C did not know the fact that Defendant C also should go through the creditor protection procedure under the Commercial Act, and Defendant C may participate in the fact that Defendant B, the other party, did not go through the creditor protection procedure.