The judgment below is reversed and the case is remanded to Seoul High Court.

The grounds of appeal are examined.

1. Review of the reasoning of the lower judgment and the evidence duly admitted reveals the following.

D A. On April 29, 2008, D Co., Ltd. (hereinafter “D”) entered into a stock acquisition agreement (hereinafter “instant stock acquisition agreement”) with a new financial investment company (hereinafter “new financial investment company”) holding D to transfer 2,67 shares of 9,533,490,00 won to registered common shares of D, Japanese corporation (hereinafter “Defendant”). Of the terms and conditions of the contract, Article 2(1) provides that “(2,67 shares x 375,00 UN trading price per share x 1,000 UN trading base rate of 1,60,125,000, and the acquisition price of new shares x 2,000 won per share x 9,533,490,000 won per share x 1,000 won per share x 2,000 won acquisition price of new shares (hereinafter “new financial investment stock acquisition price per 100,000 won per share”).

On the other hand, C and F Co., Ltd. (hereinafter “F”) jointly and severally guaranteed the D’s entire obligation under the instant stock acquisition agreement.

B. On June 30, 2008, Defendant New Capital Co., Ltd. (hereinafter “Defendant New Capital”) purchased 534 shares out of the above 2,667 shares from Defendant New Financial Investment, and succeeded to the rights and obligations of Defendant New Financial Investment under the instant stock acquisition agreement. D also consented thereto.

On the other hand, C and F are accused.