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1. The plaintiff's primary claim and the first and second preliminary claim are all dismissed.
2. The costs of lawsuit shall be borne by the Plaintiff.
Reasons
1. Basic facts
A. A. Around December 2003, the Defendant, who had operated a hospital bed for patients with the trade name of “C,” agreed with the Plaintiff to incorporate the said company into a corporation and transfer it to the Plaintiff at KRW 1.2 billion, and according to the above agreement, D Co., Ltd. (hereinafter “D”) was established on December 17, 2003 with the total number of shares issued on December 17, 2003. The Plaintiff paid the Defendant a total of KRW 1.195 million with the share purchase price, and was transferred 44,980 shares from the Defendant, and was appointed as the representative director of D on December 27, 2007.
B. D purchased approximately KRW 1.9 billion (excluding KRW 160 million additionally paid as registration tax, acquisition tax, etc.) through a voluntary auction on June 18, 2008, the land and ground factory E (hereinafter “instant real estate”) from Kimhae-si, Kim Jong-si, and in the process, D borrowed KRW 160 million from F Co., Ltd. for the payment of purchase price, and completed the registration of the establishment of the instant real estate under the name of the said bank with respect to the instant real estate, which was led by the Plaintiff as the representative director of D.
C. Around August 31, 2008, the Plaintiff entered into a contract with the Defendant to again transfer the management rights of D’s stocks and D’s stocks owned by the Plaintiff to the Defendant. Accordingly, the Defendant assumed office as the representative director of D on September 5, 2008, and the Plaintiff transferred all D’s stocks from November 11, 2008 to December 21, 2009 to the Defendant and received total of KRW 600 million from the Defendant.
On December 23, 2009, the Plaintiff entered into a contract with the Defendant, who represented D on December 23, 2009, under which D will pay D the difference in sales of the instant real estate to the Plaintiff as follows (hereinafter “instant payment contract”).
If D sells the real estate in this case at least the standard amount ( s 1,609,600,000) below, the difference between the standard amount and the sale price shall be the difference.