1. The defendant's appeal is dismissed.

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

3.Paragraph 1 of the text of the judgment of the court of first instance.

1. The reasoning of the court's explanation concerning this case is as stated in the reasoning of the judgment of the court of first instance, except for adding the following determination as stated in paragraph (2). Thus, it is acceptable to accept this as it is in accordance with the main sentence of Article 420 of the Civil Procedure Act.

2. In light of the defendant's property status and management status at the time, the defendant claimed that the above loan constitutes a large-scale loan of property and did not undergo the resolution of the board of directors pursuant to Article 393 (1) of the Commercial Act, and that the plaintiff knew or could have known of such circumstances, and therefore, the above loan is not effective against the defendant.

In principle, when a stock company borrows large-scale assets, the resolution of the board of directors is required (Article 393(1) of the Commercial Act). However, in exceptional cases, one or two directors can be appointed for a stock company whose total amount of capital is less than one billion won, and in this case, the directors are in charge of the board of directors' functions under Article 393(1)

According to Article 383(1) proviso and Article 383(6)1 of the Commercial Act, it is recognized that at the time of the above loan, the defendant was paid 200 million won in capital and had c1 inside directors.

According to the above facts of recognition, C was able to independently determine and execute monetary lending business even without the resolution of the board of directors at the time of the above borrowing. Thus, the defendant's above assertion on a different premise is without merit without further review.

The defendant asserts that since C has borrowed 10 million won which was not remitted to the defendant's account among the loans claimed by the plaintiff, it constitutes an abuse of power of representation and thus, it has no effect against the defendant.

The act performed by the representative director of a stock company within the scope of his/her representative authority shall be done by himself/herself or a third party, regardless of the purpose of profit-making.