as of the date of establishment of the tax liability, which constitutes an oligopolistic shareholder on the register of shareholders and constitutes the secondary taxpayer.

In light of all the circumstances, the plaintiff's assertion that the plaintiff constitutes an oligopolistic shareholder on the register of shareholders as of the date of establishment of tax liability, and only after the date of establishment of tax liability, is an oligopolistic shareholder on the register of shareholders is without merit.

Article 39 (Secondary Liability to Pay Taxes by Investor)

2017Nu35136 (Revocation of Disposition of Designation as Person Liable for Secondary Tax Payment)

○○ Holdings Corporation

Director of the District Office

September 27, 2017

October 25, 2017

1. The plaintiff's appeal is dismissed.

2. The costs of appeal, including the part arising from the supplementary participation, shall be borne by the Plaintiff.

The judgment of the first instance court is revoked. On October 2, 2015, the Defendant designated the Plaintiff as the secondary taxpayer and revoked each payment notice of KRW 2,325,120,60 for the first term portion of 2015 against the Plaintiff and the additional tax of KRW 153,457,930 for the first term portion of 2015 and KRW 57,872,980 for wage and salary income (including additional tax) accrued in March 2015 and the additional tax of KRW 3,125,120 for the first term portion of 2015 for the Plaintiff.

1. Quotation of judgment of the first instance;

The reasoning of this court's judgment is the same as that of the court of first instance, except where partial contents of the judgment of the court of first instance are used as in paragraph (2). Therefore, it is cited in accordance with Article 8 (2) of the Criminal Procedure Act and the main sentence of Article 420

2. Parts to be dried;

In the 2nd 8th 9th 2nd 8th 9th 2nd "A (the trade name was changed to BB of a stock company; hereinafter referred to as "BB")" was changed to BB of a joint intervenor (the trade name was changed to BB of a stock company, and the trade name was changed to BB of a stock company; hereinafter referred to as "the intervenor intervenor").

○ The “B” of the judgment of the first instance court is both the “B” of the Defendant joining the Defendant.

○○○○ and Lee ○○○○’s 10 pages 2 are as follows: “The Plaintiff’s complete subsidiary is the representative director of Bangladesh Co., Ltd., the Plaintiff’s complete subsidiary, and the internal director, and the Lee○○○, the employee of the Plaintiff.”

○ 2, 15, 3, 19, 20, 6, 4, 7, and 21, " March 31, 2015" shall be construed as " March 30, 2015."

○ 3 11 and 12 / [based grounds for recognition] include “Evidences 10, 11, 12, Na 1, 1 and 2.”

○ 7 pages 4, "Representative Director of the plaintiff," shall be "the actual manager of the plaintiff."

○ 8 Doz. 13 and 14 are replaced by “The evidence Nos. 2 and 3 are recognized as being followed.”

○ From 11 to 14 pages 11 are as follows.

According to the statements in Gap evidence Nos. 5 through 14 (including each number number), the representative director of the defendant joining the defendant sent several e-mails to the plaintiff side from April 1, 2015 to April 8 of the same month. The Red○○○ sent an additional agreement with the plaintiff on the purpose of reducing the proceeds from the sale of the shares in this case to one won on April 1, 2015, and deleting several provisions (Articles 5-2, 9(2), and 10(3)). On the same day, the additional agreement with the plaintiff 200, stating that the additional agreement on the second tax liability of the transferee 19:23 was sent to the plaintiff on April 2, 2015, Red○○○ was signed by the plaintiff 200, the additional agreement with the plaintiff 4, and the additional agreement with the plaintiff 2,000, 300,000,000,000.

However, examining the following circumstances revealed by the facts acknowledged earlier and the purport of the entire pleadings in light of the legal principles as seen earlier, the Plaintiff is an oligopolistic shareholder of the instant corporation, who acquired the instant shares from the Intervenor joining the Defendant as of March 31, 2015, which was the date on which the secondary tax liability regarding the delinquent tax amount of the instant corporation was established, and is deemed to fall under the secondary taxpayer. The Plaintiff is insufficient to reject the Plaintiff’s acquisition of the instant shares from the Intervenor joining the Defendant as of March 31, 2015, and as of March 31, 2015. Therefore, the Plaintiff is liable to pay the corporate tax in arrears as of March 31, 2015.

① There is no evidence to deem that the instant contract concluded on March 25, 2015 between the Plaintiff and the Defendant joining the Defendant was null and void as alleged by the Plaintiff, or that it was not constituted until April 8, 2015. However, the Plaintiff and the Defendant drafted the instant additional agreement upon additional consultation to partly modify the content of the instant agreement. Since the instant additional agreement was concluded in the form of partly amending the instant additional agreement while maintaining the validity of the instant agreement, it can be deemed that the Plaintiff and the Intervenor maintained its validity until the instant additional agreement was completed. In particular, it cannot be deemed that the main contents relating to the exercise of shareholder rights were modified regardless of the preparation of the additional agreement (the name of the assignee, ○○, and ○○○○○○, in relation to the exercise of shareholder rights was changed from the main contents related to the exercise of shareholder rights, but the Plaintiff and the Intervenor were the actual transferee of the instant agreement, and thus, the Plaintiff and the Plaintiff were the transferee, regardless of the actual transferee’s name.

② In the process of concluding the instant contract and preparing an additional agreement, the exchange of intent was solely between the Plaintiff’s actual control and operator, Kim○ and the Defendant joining the Defendant, and there was no circumstance that the Plaintiff participated in the process of negotiations or amendments to the contract. In addition, in the agreement on the assumption of obligation to the ○○○○ Savings Bank attached to the e-mail of March 26, 2015 (the above assumption of obligation was not concluded due to the change in the sale price after the evidence No. 6-2, the above assumption of obligation), the Plaintiff is only indicated as “1,” and “person bearing the obligation” as “person bearing the obligation” remains in public space. In light of the fact that the ○○○○○ and ○○○○○ appears to have leased only the name of the officer and employee of Bangladesh, a stock company with 100% shares of the Plaintiff, and that the transferee was changed to the Plaintiff 1,000, the Plaintiff was merely a party controlled and operated by the Plaintiff from the original party to the instant contract.

③ As such, insofar as the Plaintiff is the actual contractual party and the remaining two persons are merely the formal assignee, the exchange of e-mail accompanied by the documents similar to the instant additional agreement after April 1, 2015 by the Plaintiff and the Defendant joining the Defendant after March 30, 2015 can be deemed to be aimed at arranging and coordinating detailed matters of the ex post facto agreement to facilitate the performance of the contract regarding the remainder of the price, except for the basic agreement that the Plaintiff is the 100% owner of the instant shares, who is the actual holder of the shareholder’s right to the instant corporation, and the actual holder of the shareholder’s right to the instant corporation.

④ The additional agreement to revise the purchase price of the instant shares as one source is made around April 1, 2015, and around April 2, 2015, the additional agreement to revise the transferee of the instant contract as one Plaintiff. However, Kim ○, the actual controller and operator of the Plaintiff, was appointed as joint representative director of the instant corporation on March 26, 2015, and the next registration was made on the following day. The shareholder registry (No. 2) of the instant corporation on March 30, 2015 entered 10% of the shares as 10% of the Plaintiff’s shares [the Plaintiff is also jointly and severally liable for the said additional signature and seal impression as 30,000,000,000,0000,000,000,000,000,000,000,000,000,000,000,000,000,00,000.

⑤ As such, the Plaintiff and the Intervenor agreed to transfer the instant shares to the Plaintiff as a substantive contractual party, and the said agreement includes the agreement that the Plaintiff transfers the instant shares to the Plaintiff the right to claim the return of the instant shares against EE by the Intervenor, and thus, the said agreement alone becomes effective as a transfer of right to claim the return between the Plaintiff and the Intervenor. Furthermore, on March 30, 2015, the Intervenor’s Intervenor notified EE, a possessor of the instant sovereignty, of the instant share transfer to the Plaintiff on the ground that the instant shares were transferred to the Plaintiff on the ground that the Intervenor’s Intervenor’s share transfer to the Plaintiff, and thus, the instant shares were transferred to the Plaintiff on March 30, 2015 (see Article 336(1) of the Commercial Act).

(6) On March 26, 2015, the day following the date of entering into the instant contract, the ○○○ Kim, taking office as the joint representative director of the instant corporation on March 26, 2015, participating in an important decision-making by convening an extraordinary general meeting for the amendment of the articles of incorporation of the instant corporation. Some of the matters resolved at the above extraordinary general meeting of shareholders were registered as an amendment of the articles of incorporation. Such circumstances also conflict with the grounds that the instant additional agreement was null and void after the Plaintiff and the Intervenor entered into the instant contract, and the instant shares were transferred to the Plaintiff only after the agreement was reached on April 8, 2015. Rather, in light of the fact that the Plaintiff’s shareholders’ right to shares of the instant corporation or the corporate management right of the instant corporation before April 8, 2015, the minutes of the said extraordinary general meeting of shareholders and the minutes of the notarial general meeting of shareholders of the instant corporation, signed and sealed the amendment of the articles of incorporation of the instant corporation’s notarial general meeting of shareholders, and the amendment of the notarial general meeting of shareholders.

3. Conclusion

The judgment of the first instance is justifiable. The plaintiff's appeal is dismissed.