1. All appeals by the Defendants are dismissed.

2. The Defendants shall bear the total costs of the lawsuit after filing the appeal.

1. Facts of recognition;

A. C and Defendants-related Defendants are the representative director of C Co., Ltd. (hereinafter “C”), and C are major shareholders who hold 97.69% of the shares of Defendant B Co., Ltd. (hereinafter “Defendant Co., Ltd”).

B. C’s rehabilitation procedure 1) A filed an application for rehabilitation procedures with the Daegu District Court 2008 Joint9, among the parties liable to the Plaintiff, etc., and the said court (hereinafter “Rehabilitation Court”).

(2) On July 11, 2008, the rehabilitation plan was decided to commence the rehabilitation procedure and the defendant A was appointed as the administrator of the defendant C. 2) On December 22, 2008, after the rehabilitation procedure commenced, the meeting of interested persons with respect to C was held and a resolution was passed on the rehabilitation plan. The above rehabilitation plan was made to pay 30% of the principal to financial institutions, including the debt of KRW 2,890,612,742 to the plaintiff, until the fifth year (2013), and the payment was made in installments from the sixth year (2014) to the tenth year (2018), and the 20% was to be made in installments from the 2014 to the 2018, and the 10% was to be paid in 2018.

The remaining 70% was the content that the amount of the claim would be substituted for repayment by conversion into C’s stocks.

The rehabilitation court decided to authorize the above rehabilitation plan on the same day.

C. (1) On December 2008, the Plaintiff entered into a share sales contract with Defendant A, as well as C’s common shares (amounting to KRW 10,000), 50,585 shares (hereinafter “instant shares”) that the Plaintiff would take over in the form of conversion into investment according to the above rehabilitation plan (hereinafter “instant shares”).

(2) The sales contract of this case provides that “The sales contract of this case” shall be deemed as “the larger of the net asset value or face value per share (11,000 won)” (hereinafter “the sales contract of this case”).

A) The Defendant Company concluded the instant share purchase agreement with the Plaintiff, and the Defendant Company jointly and severally guaranteed the obligation pursuant to the instant share purchase agreement. Article 1 (Matters concerning the payment of the price is issued by Defendant A and the said shares owned by the Plaintiff are to be acquired.