1. Revocation of the first instance judgment.

2. The Plaintiff, at the special shareholders’ meeting on June 13, 2019, concurrently inside directors and the representative director.

1. Basic facts

A. The Defendant, a company established on August 16, 2016 for the purpose of real estate development business, etc., is an ordinary share of 100 shares and the total amount of capital is KRW 10 million.

B. On December 13, 2018, the Defendant made an agreement with the Plaintiff Company A (hereinafter “Plaintiff Company”) regarding the project site of 11,458 (hereinafter “Plaintiff Company’s project site”) in Daegu-si, Daegu-si, as follows (hereinafter “Plaintiff Company’s project site”).

1. By February 28, 2019, the Defendant concluded at least 95% a sales contract for the land of the Plaintiff Company’s business site and transferred it to the Plaintiff Company by February 28, 2019.

2. In return, the Plaintiff Company pays to the Defendant an unsold office or commercial building in lots, among the main complex development projects to be developed in the business site of the Plaintiff Company, the amount of KRW 3 billion in the acquisition cost of the business right, KRW 7 billion in the land service cost, and KRW 5 billion in the project site of the Plaintiff Company.

3. The time of payment under the foregoing paragraph 2 above shall be the agreed amount to be separately determined by the Plaintiff Company and the Defendant, and shall be the payment of KRW 100 million as of December 31, 2018.

4. If the defendant breached this agreement, he shall immediately compensate ten times the agreed amount.

C. On December 26, 2018, the Defendant’s current shareholder E, D, F, and the Defendant’s auditor entered into a contract with the Plaintiff Company for the transfer and acquisition of shares and management rights to transfer 1000 common shares (10,000 won per share) issued by the Plaintiff Company and the Defendant’s entire management rights at KRW 15 billion.

(A) No. 5 and 4 persons, including E, under a contract for transfer of management rights of the Plaintiff company (hereinafter referred to as "contract for transfer of management rights").

E and F shall be between the Plaintiff Company on January 10, 2019, and ① E shall transfer 230 out of 300 shares of the Defendant’s outstanding shares to the Plaintiff Company on 230 million won, and ② F shall pay 270 shares out of 450 shares of the Defendant’s outstanding shares.