1. The plaintiff's appeal is all dismissed.

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

The purport of the claim and appeal is the purport of the appeal.

1. The reasons for the acceptance of the judgment of the court of first instance are as follows, except for the addition of the following '2. Additional determination' as to the assertion that the plaintiff added or emphasized to the court of first instance, and therefore, they are cited in accordance with the main sentence of Article 420 of the Civil Procedure Act.

2. Additional determination

A. We examine the judgment on the part of the claim against the defendant company, and there is no evidence to support the fact that the agreement of this case was concluded between the plaintiff and the defendant company, and even if the agreement of this case was actually concluded, the above agreement is practically a return of the amount of investment to some shareholders and the effect of reducing the capital of the defendant company is effective. In light of the fact that the reduction of capital under the Commercial Act brings about a decrease in the amount of liability to creditors, and the Commercial Act requires strict requirements and procedures such as a special resolution of the general meeting of shareholders and procedures for protecting creditors (Articles 438 and 439 of the Commercial Act), it is reasonable to view the agreement of this case as null and void in violation of the provisions of the Commercial Act, and therefore, the plaintiff'

B. The Plaintiff asserts to the effect that, on the premise that the Plaintiff has a claim for the agreed amount under the instant agreement against the Defendant Company, the Plaintiff subrogated the Defendant Company’s damage claim against the Defendant Company C by using the agreed amount claim as the preserved claim.

However, as seen earlier, it cannot be deemed that the Plaintiff’s preserved claim against the Defendant Company exists, and there is no circumstance to deem the Defendant Company as in the present condition of insolvency, and there is no exception where the Defendant Company cannot exercise the obligee’s subrogation right without exercising the preserved claim and the right of subrogation.