1. The plaintiff's claim is dismissed.

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

1. On May 4, 2010, the Plaintiff entered into a credit transaction agreement with the Defendant with a credit amount of KRW 1.7 billion, the expiration date of the credit period as of May 4, 2012, the interest rate of KRW 7.4% per annum, and the delay compensation rate of KRW 19% per annum (hereinafter “the instant credit transaction agreement”), and received loans from the Defendant.

[Ground of recognition] Facts without dispute, entry of evidence No. 1, purport of the whole pleadings

2. The assertion and judgment

A. As to the assertion of invalidity of a credit transaction agreement due to the absence of a resolution of the board of directors, the Plaintiff’s act of borrowing a large-scale loan constitutes a resolution of the board of directors. Considering the Plaintiff’s scale, this case’s credit transaction constitutes a large-scale loan. Nevertheless, since the Plaintiff’s credit transaction agreement was concluded without the Plaintiff’s board of directors’ resolution and the Defendant Suhyup was aware of such circumstances at the time, the instant credit transaction agreement is null and void. (A) Article 393(1) of the Commercial Act provides that the loan of large-scale assets of a corporation shall be subject to a resolution of the board of directors. Here, whether the “large-scale loan of assets” constitutes a “large-scale loan” shall be determined by the resolution of the board of directors, considering the value of the relevant loan, the size of the company’s business or property, the management status, the purpose of borrowing the relevant assets, the ordinary relationship with the relevant company, and the amount of the loan previously handled by the relevant company, the Plaintiff’s capital increase of KRW 100 million should be determined based on whether the Plaintiff’s capital should be paid KRW 1000 million.