(영문) 서울중앙지방법원 2020.02.05 2019나21407

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Reasons

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(영문) 서울중앙지방법원 2020.02.05 2019나21407

약정금

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1. Revocation of the first instance judgment.

2. The plaintiff's claim is dismissed.

3. All costs of the lawsuit shall be borne by the Plaintiff.

Reasons

1. Basic facts

A. The Plaintiff is a person who served as the representative director of C Co., Ltd. (hereinafter “C”), and the Defendant is a company (representative director D) with the purpose of providing advice, development and supply of software.

B. On October 30, 2015, the Plaintiff and the Defendant sold all C’s shares owned by the Plaintiff to the Defendant, entered into a share transaction and acquisition contract to transfer C’s management rights to the Defendant, and entered into a contract with the Defendant on the same day as the above contract together with the undertaking to perform the special agreement.

(hereinafter referred to as the “instant contract”). The main contents of the instant contract are as follows: (a) the agreement for purchase and sale of shares and acquisition of management rights and the undertaking of the said special agreement.

Full text of a contract for stock sale and management;

1. The seller has lawfully owned the total amount of shares of C Co., Ltd. (200,00 shares of general Co., Ltd., 500 won per share) and the total amount of capital of KRW 100,00,000;

2. The seller shall sell the principal shares defined in Article 1 to the next buyer in accordance with the terms and conditions of this Agreement, and the buyer shall take over the principal shares and the management rights incidental thereto.

3.The Parties hereby intend to enter into this case’s stock sales contract and underwriting contracts incidental thereto as follows:

Section 1. In accordance with the terms and conditions set out in this Agreement, the seller agrees to sell 200,000 shares (10%, hereinafter referred to as "the shares of this case") out of the shares of the subject company, and the buyer will take over the shares of this case and the management rights incidental thereto.

§ 2. Sales price of the shares and management acquisition

1. The purchase price of the shares of this case shall be KRW 1,500 per share and shall be KRW 300,000 per share (hereinafter referred to as “the purchase price of the shares of this case”).

2.The composition of the purchase price of this stock shall be as follows:

First: Down money and intermediate payments - 100,000 million won per gold. 100,000

유사 판례

-창원지방법원 2013.09.26 2012가합32119

-서울고등법원 2018.11.22 2017나2007598

-서울중앙지방법원 2021.01.21 2019가합512329

-창원지방법원 2013. 09. 26. 선고 2012가합32119 판결