1. All appeals filed by the Defendant (Counterclaim Plaintiff) and Defendant C are dismissed.

2. The costs of appeal are assessed against the Defendant (Counterclaim Plaintiff) and the Defendant.

1. Basic facts

A. The Plaintiff, as the representative director, is a D Co., Ltd. (the “I Co., Ltd. before and after the change,” collectively referred to as the “instant company”) established a D Co., Ltd. for the purpose of the fishery net production and sales business, etc. on November 13, 1987 with the trade name G (the “H before and after the change”), and is managing the instant company as the representative director.

Defendant B served as a director of the instant company from the time of the establishment of the instant company to March 2008, and Defendant C is the wife of Defendant B.

B. At the time of establishment, the instant company issued 24,00 common shares of KRW 5,00 at par value.

The ratio of stockholding on the register of shareholders on the register of the Plaintiff was 43% (10,320 shares), Defendant B 25% (6,000 shares), the directors or auditors of the instant company, and 10% (2,400 shares respectively), K, respectively, 5% (1,200 shares respectively) of L and M, which are the Plaintiff’s overall wife, and N and Defendant C, respectively (240 shares).

C. After that, the instant company offered capital increase with each of the capital increase issued on October 28, 1995: ① 16,000 shares on October 20, 198; ② 40,000 shares on March 22, 1990; ③ 80,000 shares on September 15, 199; ④ 80,000 shares on June 26, 1994; ⑤ 60,000 shares on December 28, 1995; ⑥ 10,000 shares on October 3, 3, 1999; 70 shares on May 310, 200; and

Current par value 5,00 won is issued 700,000 common shares.

Meanwhile, Defendant B received 5% shares of the instant company from J and K at the time of its initial capital increase, and registered as a shareholder of 30% of the shares issued by the instant company as a shareholder in the shareholder registry.

At present, the proportion of shares held in the shareholder registry of the company of this case is 55% by the plaintiff, 30% by the defendant B (210,000), 12% by the J, 1% by the defendant C (7,000 shares), and 2% by theO.

(2) Each of the above shares in the Defendants’ name (hereinafter referred to as “each of the above shares in this case”). [Grounds for recognition] did not dispute, each of the statements in Gap evidence Nos. 3 through 9, 11, and 17 (including the serial number), the witness M of the first instance court and J, and the purport of the whole of the arguments.