beta
Text
1. The Defendant: (a) KRW 35,00,000 for the Plaintiff and its related KRW 5% per annum from November 28, 2017 to August 22, 2018; and (b) August 23, 2018.
Reasons
1. Basic facts
A. On August 25, 2015, the Plaintiff agreed with C to receive a contract for new construction works, such as Busan-gu E, etc., from D (hereinafter “D”).
B. On September 2, 2016, the Plaintiff, at the request of C, lent money to the Defendant without interest or due date, and deposited KRW 3,50 million in the deposit account (the account number F of Busan Bank) in the Defendant’s name.
[Ground of recognition] Facts without dispute, entry of Gap evidence 1 to 4, purport of the whole pleadings
2. Judgment on the plaintiff's assertion
A. The plaintiff's assertion and the key issue of this case asserted that C is obligated to return the above money to the plaintiff, since C introduced itself as the president of the defendant and believed it and lent 3.5 million won to the defendant.
The Plaintiff’s assertion, even if C is not the Defendant’s representative director, is purporting to lend money to the Defendant with the belief that C is entitled to represent the Defendant. As such, the issue of this case is whether the Defendant is liable for the apparent representative director’s act.
B. Article 395 of the Commercial Act provides for the company's liability for acts of directors using a name that may be recognized as having the authority to represent the company, and thus, the Apparent representative director must be qualified as a director. However, in order to protect a third party who trusted the appearance of the representative director in accordance with the doctrine of gold-instation or the external theory, this provision aims to impose on the company responsible for such acts against the third party acting in good faith. Therefore, not only where the company allows a person who is not qualified as a director to use the name of Apparent representative director, but also where the company knows that a person who is not qualified as a director uses the name of Apparent representative director arbitrarily.