The judgment below

The bankruptcy trustee of the debtor corporation B, which is the taking over of the lawsuit of the defendant corporation B, is the Korea Deposit Insurance Corporation.

The grounds of appeal are examined.

1. In the event that Defendant H’s ground of appeal is based on Article 125(1) of the Financial Investment Services and Capital Markets Act (hereinafter “Capital Markets Act”) and a person who acquired securities claims compensation for damages incurred by a false description, etc. in relation to the issuer’s director at the time of filing a registration statement, the person liable for compensation proves that he/she was unable to know such fact despite his/her due care or that he/she was aware of such fact at the time when the purchaser of the securities made an offer to acquire the securities (proviso of Article 125(1) of the Capital Markets Act), and proving that “the person who acquired the securities could not know such fact despite his/her due care,” in this context, means that he/she proves that there was a reasonable ground to believe that there was no false description, etc. after conducting an investigation reasonably expected according to his/her status, and that the person actually believed such fact.”

(See Supreme Court Decision 2006Da81981 Decided September 21, 2007, and Supreme Court Decision 2013Da76253 Decided December 24, 2014, etc.). On the grounds indicated in its reasoning, the lower court determined that, even if the Defendant’s assertion that he was not involved in the business of B, it constitutes a director’s duty of supervision by itself constitutes a substantial neglect. Furthermore, in order to recognize exemption from liability under the proviso of Article 125(1) of the Capital Markets Act, the party asserting it must prove that he falls under the said proviso. However, it is insufficient to acknowledge that the statement in subparagraphs 1 through 10 of Article 125(1) of the Capital Markets Act alone was insufficient to recognize that Defendant H was unable to know the false statement, etc. of the registration statement despite Defendant H’s considerable attention, and

In light of the above legal principles and records, the above judgment of the court below is just, and there is an interpretation and interpretation of the proviso of Article 125(1) of the Capital Markets Act.