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1. In accordance with the amendment of the purport of the claim in the trial, the judgment of the first instance shall be modified as follows:
The defendant.
Reasons
1. Basic facts
A. 1) C Co., Ltd. (hereinafter “C”) by the Plaintiff and Defendant C Co., Ltd.
(2) On June 12, 1985, D was established for the purpose of running a route passenger transport business, etc., and issued 40,000 shares (10,000 shares per share). (2) D held the entire shares issued by C and transferred the entire shares of C to E around September 2007. In fact, E did not complete the transfer of ownership following the transfer of shares, it proposed to give up C’s acceptance and take over C’s shares and management rights to the Plaintiff.
3) On January 4, 2008, the Plaintiff proposed a joint acquisition of C’s shares with the Defendant. The Plaintiff and the Defendant shared 50% of the share acquisition price and shared 50% of the share acquisition price on the same condition as the profits, etc., but the Plaintiff agreed to assign 51% of the shares to the Plaintiff, to the Plaintiff, and to allocate 49% of the shares to the Defendant, respectively. 4) The Plaintiff entered into a share acquisition agreement with E on January 8, 2008 with the Plaintiff on the acquisition of the entire shares with E (hereinafter “1 share acquisition agreement”). The acquisition price was calculated by adding 3.45 billion won to the financial expenses determined by a subsequent consultation with the Plaintiff and E on January 8, 2008. The down payment KRW 1 billion on the date of the contract, the intermediate payment of KRW 1 billion on January 30, 2008, and the remainder on January 28, 2008.
The Plaintiff and E, while entering into such an agreement, drafted a share acquisition agreement with the same content as that of the Plaintiff, E, and D, and as seen earlier, E did not complete the transfer procedure even after acquiring the entire shares of C from D. Therefore, the share acquisition agreement (No. 1-2) was formally prepared in the same form as that of the Plaintiff, E, and D.