1. The plaintiff's claim is dismissed.

2. The costs of lawsuit shall be borne by the Plaintiff.

On May 11, 2018, the Plaintiff and the Defendant entered into a contract for acquisition of a corporation (hereinafter “instant acquisition agreement”) with the content that the Defendant transferred all shares (10,000 shares) issued by C (hereinafter “instant company”) to the Plaintiff at KRW 20,000,000,000.

around that time, the Plaintiff paid KRW 20 million to the Defendant, and received all shares issued by the instant company from the Defendant, and on May 15, 2018, the Plaintiff was appointed as the representative director of the instant company.

On October 27, 2016, the instant company leased buildings E, F, and G (hereinafter “instant business site”) in Gyeyang-gu, Gyeyang-gu, Seoul (hereinafter “the instant business site”) from lessor D, and had an office and production facilities at the said place.

The instant company obtained certification from the Korea Food Safety Management Certification Agency with respect to processed food on March 27, 2017.

On November 6, 2017, the instant company was ordered to take corrective measures on the ground that “the instant company failed to change the size of its place of business (the installation of a multi-story)” was issued by Goyang-si.

[Ground of recognition] A without dispute, Gap evidence Nos. 1 through 5 (including partial heading number; hereinafter the same shall apply), Eul evidence Nos. 5, and the purport of the whole argument as to the plaintiff's claim was acquired by transfer to the company which obtained the HACCP certification at the time of the instant transfer agreement, and the plaintiff had the purpose of concluding a food supply contract with HACC. Such circumstances were sufficiently notified to the defendant.

However, the Defendant did not notify the Plaintiff of the fact that the Plaintiff received a corrective order in the instant place of business regarding the illegal extension and that there is a possibility that the HACC certification may be revoked later. This did not notify the Plaintiff of the important matters constituting the premise of the instant acquisition agreement.

After that, H Group notified the Plaintiff that it is impossible to conclude a food supply contract due to the possibility of revocation of the HACC certification of the instant business site after the actual inspection of the instant business site.