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1. All of the plaintiffs' claims are dismissed.
2. The costs of lawsuit are assessed against the plaintiffs.
Reasons
1. Basic facts
A. On March 30, 2015, the Defendant (formerly referred to as “D”) was a company established to engage in real estate consulting business, etc. on the same day as the Defendant’s intra-company director, E, and F, respectively. On May 29, 2015, the Defendant (formerly referred to as “Plaintiff A”) assumed office as Plaintiff A, Plaintiff B, and Plaintiff E and Plaintiff A, respectively.
B. Plaintiff A, E, G, and H each owned 25% (2,500 shares) of the Defendant’s shares, but H transferred 1,250 shares to E on February 11, 2016, and 1,250 shares to F on the same day, and G transferred 2,50 shares to F on the same day. The Plaintiff A was 25%, E A was 37.5%, and F was 37.5% shares.
C. On February 27, 2017, the Defendant, Company I, J, and F entered into an agreement as follows:
(hereinafter referred to as the “instant Convention”). Article 1 of the K Project Convention (K Project Convention Terms) of the K Project Convention (K Project Convention Terms), Inc. I and the Defendant enter into the agreement for the purpose of a joint project under the following conditions:
O Joint Duties
1. Both sides shall make every effort to attract investment in the joint project;
2.In the event of failure to attract funds, the shares transferred to I and J will be immediately returned to A and E, without any condition, if it is impossible to continue this project.
O Joint Agreements
1. Where funds for normally attracting investments or commercialization through financial loans are secured, buildings owned by the F shall be officially used as assets in kind of the company, and some of the loans shall be paid in capital by issuing new stocks;
2.The F will allocate its shares as follows, and the I or J will be assigned 40 per cent of its shares as a right by participation in patent technology without compensation:
25% Plaintiff A25% Plaintiff A 30% E 37.5% E 30% F 37.5%% 100% J 20% equity (i.e., 100% equity) of the total 100% equity (i.e., 100% equity) to be changed by phase at the time of new capital increase later.
O Detailed details of change of stocks
3. The amount of transfer of existing stocks shall be KRW 950 million.