1. The Defendant (Counterclaim Plaintiff) paid KRW 45,00,000 to the Plaintiff (Counterclaim Defendant) and its payment from May 24, 2017 to the date of full payment.

The principal lawsuit and counterclaim shall be judged together.

1. Basic facts

A. The Plaintiff was registered as an in-house director of the non-party company from February 10, 2014 to March 31, 2017 as the automobile trader who handled the business of brokering used cars under the control of the non-party company C (hereinafter referred to as the “non-party company”). The Defendant is a shareholder, representative director, and internal director from the time of incorporation of the non-party company.

The non-party company is a company that was established on April 3, 200 on the total number of outstanding stocks (5,000 won per share of ordinary stock) 10,000 shares and capital 50,000 won for the purpose of used cars sales business.

B. On December 2, 2013, the Plaintiff transferred KRW 45,000,00 to the bank account of the non-party company.

38,146,860 won was transferred to the defendant's national bank account.

C. On March 13, 2014, the Plaintiff acquired 4,500 shares of common shares of Nonparty Company (45% of shares) from the Defendant’s side, but transferred them to D on April 6, 2017.

[Ground of recognition] Facts without dispute, Gap evidence Nos. 1, 2, 5, 6, 7, 8, Eul evidence Nos. 1 through 5 (including each number; hereinafter the same shall apply), the purport of the whole pleadings

2. The parties' assertion

A. On December 2, 2013, the Plaintiff, which caused the Plaintiff’s principal claim, lent KRW 45 million to the Defendant, and the Defendant is obligated to pay the said money to the Plaintiff.

B. Around December 2013, the Plaintiff and the Defendant agreed to operate the non-party company as a partnership business. In addition, the Plaintiff agreed to take over 45% of the shares of the company from the Defendant at KRW 90 million.

The Plaintiff remitted KRW 45 million out of the purchase price of shares to the Nonparty Company in accordance with the foregoing business agreement, and the Defendant had the Plaintiff take office as an internal director of the Nonparty Company, and transferred 45% of the shares of the Nonparty Company to the Plaintiff.

After that, the plaintiff brought shares to the defendant around March 2017 and deducted his/her executive officers. The defendant takes over shares from the plaintiff and completed the registration of retirement against the plaintiff.