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1.The judgment of the first instance court, including the claims extended by this court, shall be modified as follows:
The plaintiff 1.
Reasons
1. Basic facts
A. The Plaintiff (formerly: E) and the Defendant B (hereinafter “Defendant B”) are companies engaged in the manufacturing of ready-mixed and asphalt.
Defendant C was appointed as the representative director of the Plaintiff on March 31, 2011, and resigned on May 24, 2017. Defendant D was appointed as the representative director of Defendant B on March 26, 2008, but resigned on February 14, 2018.
B. Three ready-mixed companies, including the Plaintiff, Defendant B, and F Co., Ltd. (hereinafter “G”), were companies with which H substantially managed the Plaintiff’s stocks to a third party on December 8, 2016 until H sells the Plaintiff’s stocks to a third party.
C. Although there was a separate legal entity divided into three types, on the other hand, there was an integrated organizational system and approval system, and there was a position given at the three level, apart from the position held in each company.
At the third level of ready-mixed, I, the representative director of G, Defendant D, and Defendant C were in the location of the general director and the factory.
In addition, personnel movement has frequently occurred between the three companies of ready-mixed, and it was decided at three companies of ready-mixed, such as change of workplace, change of assignment, promotion, increase of salary, and adjustment of annual salary.
H owned all 30,00 shares issued by the Plaintiff. On December 8, 2016, J and K Co., Ltd. (hereinafter “J”) and K Co., Ltd. (hereinafter “J”) sold all of the shares to the two companies at KRW 22 billion.
E. As the J et al. paid only KRW 21 billion out of the purchase price of KRW 2.2 billion and delayed payment of the remaining KRW 1 billion, H continued operation of the Plaintiff after December 28, 2016, which is the remainder payment date. In that process, Defendant B et al. controlled by H, extended the Plaintiff with KRW 3.6 billion.
(f) between J, etc. and H.