The defendant's appeal is dismissed.

1. Summary of grounds for appeal;

A. The shareholders’ general meeting as of August 12, 201, which was dismissed from the inside director of a stock company C (hereinafter “instant company”) by mistake of facts and misapprehension of legal principles, is nonexistent, and even if not, the status of the existing shareholders, including the Defendant, as from August 19, 201, when the loans were repaid by the instant company, is restored without a change of transfer. Thus, the resolution of the shareholders’ general meeting as of September 19, 201 is valid, and the Defendant selected as the inside director by the said resolution is disqualified, and thus, the document is not prepared with qualification as the inside director.

B. The lower court’s sentencing (preliminary assertion) is too unreasonable and unfair.

2. Determination

A. In full view of the fact-finding and misunderstanding of legal principles, the following facts can be recognized in view of the evidence duly admitted and examined by the original court and the trial court.

(A) The instant company: (a) decided that the Si Construction Corporation was S in connection with the apartment construction project implemented in Busan Young-gu R; and (b) borrowed a total of KRW 200 billion from D Co., Ltd., E Co., Ltd., and F Co., Ltd. (hereinafter “Largeju”) on July 31, 2008.

(B) On July 23, 2009, Defendant, T, U, etc., holding the entire shares issued by the instant company, entered into a business and loan agreement with a view to extending the maturity of the outstanding amount of KRW 99 billion out of the above loans by July 21, 201, and offered the shares to the lender as a security for transfer, and the transfer was completed, and S Co., Ltd, a contractor, assumed the obligation for the said loans.

According to the above business and loan agreement, if the company of this case fails to pay the principal and interest of loan, fees, etc. to be paid by the borrower under a financial contract at the due date or the due date for payment, the cause of default shall be the cause of default, and if such cause occurs, the principal and interest of loan and the borrower shall pay to the lender according to the financial contract without urging or notifying the borrower