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(영문) 서울중앙지방법원 2019.05.10 2018나42896
주식명의이전절차이행청구의 소
Text

1. The plaintiff's claims that the court changed in exchange for the defendants are all dismissed.

2...

Reasons

1. Basic facts

A. E Co., Ltd. (hereinafter “E”) was established on October 22, 2015, and its status is as follows.

Head Office: Seocho-gu R building and the 6th floor registration number: The total number and type of shares issued in 10,000,000 won; the amount of 1 share per 2,000 common shares: 5,000 won

B. The Defendants hold the shares of the non-party company (hereinafter “instant shares”) as indicated in the attached list. The corporate register of the non-party company is registered as the representative director, the defendant B, and the N in-house director, and the non-party company.

C. On May 2, 2017, the Plaintiff and the Defendants drafted an agreement on the acquisition by transfer of management rights of the instant shares and the non-party company from the Defendants (hereinafter “instant agreement”) or the agreement on the acquisition by transfer of management rights of the instant shares and the non-party company, and the main contents are as follows.

Article 1 (Transferable Corporation and Stocks) (1) A (the defendants) shall transfer to B (Plaintiff) all the shares of the corporations listed in the attached Table 1 list and the shares of the corporation listed in the attached Table 2 list (the shares of this case).

Article 2 (Price for Transfer and Acquisition of Stocks and Payment Method) (1) The total price for transfer and acquisition of stocks shall be set at KRW 3700,000,000,000, and the payment date shall be made at one time until May 25, 2017.

(Provided, That the loans borrowed by a corporation, service expenses, etc. shall be settled separately and adjusted)

D. At the time of the instant agreement and the date of closing argument, share certificates of the instant shares as of the date of closing argument are not issued.

[Ground of recognition] Unsatisfy, Gap evidence 1, 2, Eul evidence 9 (including paper numbers; hereinafter the same shall apply), part of Gap evidence 3, the purport of the whole pleadings

2. Judgment on the ground of the Plaintiff’s claim

A. On May 25, 2017, the Plaintiff sought to pay KRW 3.7 billion of the transfer price of the instant shares to the Defendants under the instant agreement, but the Defendants received the said price and transferred the said shares.

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