1. Of the judgment of the court of first instance, the Plaintiff (Counterclaim Defendant) who falls under the following amount ordered to pay the principal lawsuit.

1. The following facts are either in dispute between the parties or in accordance with the purport of Gap evidence Nos. 1, 2, 5, 6, 8, and Eul evidence Nos. 1 and 3 (including the number when it is not indicated specially; hereinafter the same shall apply) and the whole purport of the pleading, and there is no counter-proof.

The plaintiff is a company with the purpose of ordinary passenger car business, etc., and the defendants are married couple, who hold 20,000 shares of 140,000 shares of the plaintiff.

B. Around July 13, 2005, the Plaintiff, a private owner, transferred his management rights to workers and operated in the form of an employee stock ownership association that manages the company as a shareholder from the transfer of management rights. As the Plaintiff was faced with serious financial difficulties in 2005, the Plaintiff entered into an agreement with Defendant B on the following terms (hereinafter “instant stock transaction agreement”) with a view to resolving the said financial difficulties through stock transfer and borrowing.

The Plaintiff and Defendant B enter into the following contracts for share purchase and sale:

1. Defendant B purchases 40,00 shares of the Plaintiff.

Of the total 132,812 shares, 40,00 shares held by employees shall be purchased, and the price shall be 5,000 won per share.

The name of shares to be purchased shall be prescribed by the Defendants.

2. The above share price shall be deposited into the Plaintiff’s account on July 14, 2005. A

The transfer of the name of purchased stocks shall be completed by September 30, 2005.

(b)where shares are not transferred, if requested by Defendant B, the above shares price (200 million won) shall be immediately refunded and the interest equivalent to 20% per annum shall be paid on a daily basis;

3. The Plaintiff’s private partnership shall not transfer to a third party the shares (such as shares acquired due to the employee’s retirement) currently held and the shares to be held in the future.

In the event that the defendant B wishes to purchase this shares, the defendant B shall have the right to purchase it, but the amount per share shall be determined by the appraisal of assets and shall be notified 5.5.