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1. Revocation of a judgment of the first instance;
The defendant shall pay to the plaintiff KRW 1,200,000,000 and it shall be from November 21, 2008.
Reasons
1. Facts of recognition;
A. A. Around November 2007, D requested the Defendant to raise funds with the intent to take over the Plaintiff’s shares and management rights from G, the actual manager of the Plaintiff, and the Defendant accordingly requested the Defendant to raise the initial down payment of KRW 1 billion.
B. On December 3, 2007, the Defendant entered into a contract for acquisition of shares and right of management (hereinafter “instant acquisition agreement”) with E, in which the Defendant borrowed the shares of G under the name of the Chungcheong Press Foundation, a large shareholder, under title trust. The main contents are as follows.
1) The shares to be sold shall be KRW 2.3 billion of registered common shares (13.52% of the total outstanding shares as of the date of conclusion of the contract), and KRW 14.57 billion of the total outstanding shares shall be KRW 14.57 billion, and the transferor shall immediately appoint D as a manager after concluding the contract and have him conduct the management and inspection of the company, and adjust the sales price by mutual consultation according to the results of the subsequent inspection. 2) The transferee shall pay KRW 1.6 billion of the down payment out of the subscription price of the shares until December 3, 2007, an intermediate payment of KRW 1.69 billion until December 18, 2007, KRW 5.359 billion of the outstanding shares, until December 27, 2007, KRW 5.6 billion of the outstanding shares to each transferor until the end of January 207, 2007, and deposit by the end of December 27, 2007.
3) The transferor shall compensate the assignee for any loss incurred directly in the event of the occurrence of any foreign debt or contingent debt other than those presented to the assignee by the transferor. D immediately appointed by the transferee as the manager and shall delegate and succeed to the management right and liability of the company. 4) If the transferor terminates the contract without any important cause attributable to the other party by not later than the date of the temporary general meeting of shareholders of the company after the date of conclusion of the contract, 50% of the receipt of the transferor if the transferor notifies the termination, and 50% of the subscription price if the transferee notifies the termination, and the contracting party shall waives the transferee’s acceptance price if