1. The plaintiff's claim is dismissed.

2. The costs of lawsuit shall be borne by the Plaintiff.

Basic Facts

On October 8, 2009, the Plaintiff and D’s actual operator and the representative director agreed to transfer all rights, such as management rights, real estate, business rights, etc. to E, a stock company operated by D in order to transfer them to KRW 6.39 billion, and thereafter a dispute arises between D and D in the course of paying the price.

On October 12, 2011, the Plaintiff made a final agreement with D, through F, stating that “(i) dismiss D as the Defendant’s representative director and appoint both the Plaintiff and F as the joint representative director. ② In lieu of KRW 600 million (G (the Plaintiff’s spouse) KRW 100 million and the remainder of corporate payment KRW 500 million), the Plaintiff and D own 50% each of the Defendant’s shares, and the Defendant’s employee’s share of H’s contribution shall be 30%, but the Defendant’s shares shall be 10% out of 50% of the Defendant’s shares owned by the Plaintiff, and 20% of the Plaintiff’s shares shall be transferred to the said H.”

Around September 8, 2011, the shareholders and executive officers of the defendant were 60,00 shares of the defendant, and D held 240,00 shares, and D held 180,00 shares, respectively.

On October 12, 2011, D drafted each contract to transfer 120,000 shares to the Plaintiff and K (hereinafter “instant 1 shares”), and J drafted each contract to transfer 180,000 shares to L (hereinafter “instant 2 shares”) (hereinafter “instant transfer contract”), and the Plaintiff was the Defendant’s joint representative director on October 12, 201.

On April 13, 2012, H and L (the nominal owner of shares paid to H by the final agreement; hereinafter the same shall apply) related to the ownership change of the instant 2 shares showed a certificate of content that “the instant 2 shares are owned by L as being subject to lawful procedures by the agreement between the Plaintiff and the Defendant and the joint representative director, and the Defendant.”

L means that on April 16, 2012, “this case’s two shares are not acquired or nominal, and refuse to acquire and accept shares, and will not participate in all of the two shares.”