1. Revocation of the first instance judgment.

2. The instant lawsuit shall be dismissed.

3. All costs of the lawsuit shall be borne by the Plaintiff.

1. Basic facts

A. 1) The Plaintiff is a company established on November 22, 2002 for the purpose of the manufacture, semiconductor design, and the manufacture, sale, etc. of electronic parts of semiconductors. 2) Defendant B was employed by the Plaintiff as the head of the strategic marketing office (executive director) around August 2007, and retired on November 19, 2018.

3) The Defendant Company is a company established on July 27, 2018 for the purpose of manufacturing semiconductor parts. (b) The Plaintiff entered into an agreement with the Defendant B, representing the board of directors and employees council on July 12, 2018.

(hereinafter “The First Convention”). 78 members of the board of directors and employees’ conference composed of the officers and employees of the Plaintiff’s semiconductor business sector agreed to conclude the first agreement with the Plaintiff as Defendant B’s representative.

Article 1 [Purpose of the Convention] ① The board of directors and the largest shareholder of the Plaintiff became aware of the fact that it is difficult to continue semiconductor activities due to retirement of core personnel, etc. in the present situation despite continuous consultation with relevant officers and employees including core personnel who wish to retire in the system semiconductor sector to operate semiconductor activities.

(2) In order to achieve the purpose of the Plaintiff’s management and promote efficiency and stability of the system semiconductor-related business division, the Plaintiff entered into this agreement with the board of directors and employees of the relevant business division.

Article 2 [Period of Agreement] This Convention shall be effective from June 30, 2018 to December 31, 2019 (hereinafter referred to as "period of agreement") and may be extended or shortened by mutual consultation.

Article 3 [Main Matters of the Convention] (1) The Plaintiff establishes a new corporation to achieve the objectives of this Convention by July 30, 2018 (hereinafter referred to as the “new corporation”) and the personnel of the board of directors and employees move to a new corporation to implement the plan set forth in Appendix 1 of this Convention.