Doi Young Apartment Reconstruction and Maintenance Project Association (Law Firm Sol, Attorneys Park Jong-soo et al., Counsel for the plaintiff-appellant)

[Defendant-Appellee] The Korea Foundation (Attorney Yyang-yang et al., Counsel for defendant-appellee)

December 4, 2007

Seoul Eastern District Court Decision 2006Gahap13719 Decided June 8, 2007

1.The judgment of the first instance shall be modified as follows:

A. Subject to a permit to amend the articles of incorporation following the sale of fundamental property as follows, the Defendant received KRW 9,105,360,000 from the Plaintiff at the same time, and simultaneously received the payment from the Plaintiff:

1) On November 29, 2006, the procedure for the registration of transfer of ownership on November 29, 2006 with respect to the portion of 689.8/1274.5 square meters in Songpa-dong, Songpa-gu, Seoul, 20-2 large 1274.5 square meters;

2) Of the above site 1274.5 square meters, the remainder of 689.8 square meters, excluding the portion in the attached Form A, B, B, and B, shall be handed over.

B. If the articles of incorporation of the defendant following the sale of basic property as above A. 1, the defendant will implement the procedure for filing an application for permission to amend the articles of incorporation with the competent authority.

C. The plaintiff's remaining claims are dismissed.

2. Of the total litigation costs, 20% is borne by the Plaintiff, and the remainder 80% is borne by the Defendant.

3. Paragraph 1-A. (2) may be provisionally executed.

1. Purport of claim

In addition to the claim for simultaneous performance of KRW 6,139,220,000 in the Disposition No. 1, the above paragraph No. 1 is the same as the Disposition No. 1 in addition to the claim for simultaneous performance of KRW 6,139,220,000 in the Disposition No. 1, and the defendant will implement to the competent authority the procedure for applying for change of the articles of incorporation following the disposition of basic property, the date of sale, the plaintiff, the seller, and the defendant

2. Purport of appeal

The judgment of the first instance is revoked. The plaintiff's claim is dismissed.

1. Quotation of judgment of the first instance;

The reasons for the judgment of the court of first instance are as follows: ① With respect to the argument that the plaintiff cannot bring a lawsuit against the defendant regarding the procedure for filing an application for an amendment of the articles of incorporation, the plaintiff can request a judgment in lieu of an expression of intent to grant an application for an amendment of the articles of incorporation pursuant to Article 389(2) of the Civil Act if the foundation disposes of the basic property and fails to perform the obligation to file an application for an amendment of the articles of incorporation necessary therefor with the competent authority (where an original or a certified copy of the judgment in lieu of such expression of intent is submitted to the competent authority pursuant to Article 263(1) of the Civil Execution Act, it shall be deemed that the foundation directly filed an application for an amendment of the articles of incorporation with the competent authority pursuant to Article 263(1) of the Civil Execution Act). The defendant's above argument is without merit. Where the foundation fails to perform its obligation to file an application for an amendment of the articles of incorporation in the process of disposing of the basic property, the other party to the disposition may request the competent authority to amend the articles of incorporation within 389(2).

2. Conclusion

On November 29, 2006, the Defendant was paid an amount equivalent to KRW 9,105,360,000 at the market price on November 29, 2006, which was the date when the sales contract was concluded, by the Plaintiff. At the same time, the Plaintiff is obligated to take procedures for registration of transfer of ownership based on sale on November 29, 2006, and deliver the land in the dispute of this case to the Plaintiff. In addition, when the Defendant’s articles of incorporation is modified following the sale of fundamental property, the Defendant is obligated to implement procedures for filing an application for registration to change the articles of incorporation with the competent authority. The Plaintiff’s claim shall be accepted within the scope of the above recognition, on the ground that the Plaintiff’s claim is well-grounded, and the remainder shall be dismissed on the ground that there is no reason. The first instance judgment is unfair

[Attachment Form Omission]

Judges Kim Jong-dae (Presiding Judge)