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The plaintiff's claim is dismissed.
Litigation costs shall be borne by the plaintiff.
Reasons
1. Basic facts
A. The Plaintiff is a company running financial investment business, etc. under the Financial Investment Services and Capital Markets Act, and the Defendant was established on August 2, 2016 as a company running securities investment and consulting business.
C is the defendant's internal director and the single shareholder.
B. On November 30, 2017, C provided the Plaintiff with 532,955 shares of D Co., Ltd. (hereinafter “D”) as collateral and borrowed KRW 1,500,000 (hereinafter “instant loan”) with the maturity fixed on February 27, 2018. On February 2, 2018, C had the maturity extended on May 28, 2018.
(hereinafter referred to as “instant loan agreement,” and the obligation of loans under the instant loan agreement is referred to as “the obligation of the instant loan”).
D On March 22, 2018, it was suspended from trading on the ground of ‘proving of audit opinion by an external auditor on the audit report for the business year 2017', and delistinged on May 3, 2019.
[Ground of recognition] Facts without dispute, entry of Gap evidence 1 to 3, purport of the whole pleadings
2. Summary of the parties’ assertion
A. In light of the circumstances below below, the defendant is a company established solely for the purpose of concealing C's obligations, and thus, the defendant bears the obligation of the loan of this case to the plaintiff according to the reverse application of the theory of denial of legal personality.
Therefore, the Defendant is obligated to pay the Plaintiff KRW 1,500,000,000 as well as damages for delay.
① On January 31, 2012, C, the only shareholder of the Defendant, bears a high-amount of tax liability, such as capital gains tax and additional dues KRW 10 billion, and filed a request for revocation trial with the Tax Tribunal to avoid the said tax payment, but was dismissed on or around 2013. However, the Seoul Administrative Court filed a lawsuit seeking revocation of imposition of capital gains tax, but the said tax liability became final and conclusive upon being dismissed on May 13, 2016.