In the transfer transaction with a non-specially related person, it cannot be deemed that the instant stock transaction was transferred to a higher price without justifiable grounds in light of practices.

The evidence presented by the Defendant alone is insufficient to deem that the Plaintiff transferred the instant shares at a significantly higher price than the market price without a justifiable reason in light of the transactional practice, and there is no other evidence to acknowledge it otherwise.

Article 35 of the Inheritance Tax and Gift Tax Act

Suwon District Court 2013Guhap20210 (2015.09)

Han △△

○ Head of tax office

December 12, 2014

January 9, 2015

1. The imposition of gift tax of KRW 3,049,450,310 (including penalty tax) imposed on the Plaintiff on March 2, 2012 shall be revoked.

2. The costs of the lawsuit are assessed against the defendant.

Cheong-gu Office

The same is as the order (the written complaint on March 1, 2012 seems to be a clerical error).

1. Details of the disposition;

A. The Plaintiff’s shares of AA (unlisted corporation; hereinafter “AA”) on April 6, 2009

850,000 shares (hereinafter referred to as "the shares of this case") shall be

Trade Name: CCC, hereinafter referred to as “BB”) 5,000,000 won per share (5,882 won per share 5,000 won

The transfer of shares (hereinafter referred to as the "transfer of shares of this case") was made to less than but not more than ever.

(b) The Commissioner of the Central Regional Tax Office of China shall transfer the shares of this case to a non-specially related person;

The supplementary assessment method of the Inheritance Tax and Gift Tax Act (hereinafter referred to as the “Inheritance Tax and Gift Tax Act”) deeming as being applicable;

applying the market price of the stock of this case to KRW 417,750,000 ( KRW 555 per share) shall be

The Defendant notified the taxation data to the effect that gift tax should be imposed on the difference.

C. On March 2, 2012, the Defendant: (a) caused KRW 4,228,250,000 to the Plaintiff.

amount of tax calculated by applying 50% to the tax rate of 2,068,125,000

The sum of tax 413,625,00 won for additional tax, 567,700,312 won for additional tax, 209 gift tax for additional tax

C) The sum of KRW 3,049,450,312 was determined and notified (hereinafter the instant disposition).

D. The Plaintiff appealed and filed an appeal with the Tax Tribunal on June 28, 2013; however, the Plaintiff filed an appeal with the Tax Tribunal:

October 23, 2013 was dismissed.

[Reasons for Recognition] Unsatisfy, Gap evidence 2 (including a tentative number), Eul evidence 1, oral argument

The purport of the whole

2. Related statutes;

It is as shown in the attached Form.

3. Whether the instant disposition is lawful

A. The plaintiff's assertion

The transfer value of the shares in this case is objective and reasonable transaction, including management premium.

At the price, the Plaintiff may be deemed to have transferred the shares of this case to a price significantly higher than the market price.

In the absence of such a different premise, the instant disposition is unlawful.

B. Determination

(1) Relevant legal principles

Article 35(2) of the Inheritance Tax and Gift Tax Act is justifiable as a practice of transaction to a person other than the specially related person.

(1) If property is transferred at a price substantially higher than the market price without any such reason, the transfer of such property

the Presidential Decree by presumption that the person received a donation of the amount equivalent to the difference between the price and the market price;

amount equivalent to such profits shall be deemed to be the value of property donated to the person who acquired such profits.

Article 26 (6) of the Enforcement Decree of the Inheritance Tax and Gift Tax Act on the basis of delegation by the Corporation.

The term "high value" means the value of the transferred assets less the market value, which is 100

Paragraph (7) of the same Article provides that "if there is a difference of at least 30 percent, such difference means the consideration."

"Profit prescribed by Presidential Decree" in Article 35 (2) of the Act means 300 million won from the difference between the price and the market price.

(b) the term "value less than the source" is defined as "value less than the source."

The legislative purport of Article 35(2) of the Inheritance Tax and Gift Tax Act is to manipulate the transaction price for the benefit of the other party.

interest equivalent to the difference between the price and the market price by abnormal methods

When transferring, gift tax is imposed on the profits acquired by the other party to the transaction.

It is trying to cope with and promote the fairness of taxation.However, there is a special relationship.

In transactions between unrelated parties, there is a general conflict of interest between unrelated parties, and thus a consideration.

The reason that there is a difference between the market price and the other party to the transaction is deemed donated the difference.

Therefore, it is difficult to say that Article 35(2) of the Inheritance Tax and Gift Tax Act is a special relationship different from a transaction between

for transactions between persons without legitimate cause in light of the practice of such transactions; or

A requirement is added.

In full view of these points, the parties to the transaction who have transferred or acquired the property at a low price.

such transaction value as may be reasonably reflected in the normal value of the transaction; and

(2) If the transferee does not have any such reason, the transferee shall not have any

It can not be seen that the acquisition of property was improper from the viewpoint of a reasonable economic person.

The practice of the transaction referred to in Article 35(2) of the Inheritance Tax and Gift Tax Act even if there is an objective reason

It is reasonable to see that there is a justifiable reason.

On the other hand, the transferor to whom tax assessment under Article 35(2) of the Inheritance Tax and Gift Tax Act is lawful.

In addition, the transfer of property to an unrelated party at a price significantly higher than the market price.

In addition, the tax authority should prove that there is no justifiable reason in terms of transaction practices (Supreme Court).

See Supreme Court Decision 2013Du5081 Decided August 23, 2013

(2) Facts of recognition

(1) AA is for the purpose of cord blood and stem cell business, etc. at a village of Gangdong-gu Seoul Metropolitan Government on February 2, 2000.

5.8% of the total outstanding shares, and at the time, the Plaintiff was established as AA.

The major shareholders (second shareholders, 8.17%) and the representative director were the major shareholders (second shareholders, 8.17%).

② AA was merged into BB on April 15, 2010.

③ Main contents of the share transfer agreement are as follows.

(4) According to the publication data of the electronic publication system BB, BB shall enter into new projects through the acquisition of shares.

5,000,000 won in cash for the purpose of increasing the efficiency in management; and

A public notice of the decision to acquire shares has been given to future accounting corporations around that time.

After appraising the value, 1,025 won per share (if there is no similar company, the reason that there is no similar company)

value of assets, 492 won per share, and 1,380 won per share.

b) published the results of the evaluation.

(5) According to the Internet information of the Bank of Korea, the standard value of which was set at KRW 3,350 on April 6, 2009, and KRW 4,250 on April 10, 2009;

On April 15, 2009, KRW 5,733, and April 20, 2009.

6. Purchasing 6,300 won per share of 52,203 shares of AA from Austria on June 23, 2009

The contract was entered into.

[Ground of recognition] Unsatisfy, Gap evidence 1 to 4, 6, and Eul evidence 2 (provisional number)

(including), the whole purport of the pleading;

(3) Determination

In full view of the following circumstances known by the relevant legal principles and facts recognized earlier:

The evidence submitted by the defendant alone is superior to the market price without a justifiable reason under the transaction practice.

It is difficult to view that the instant shares were transferred at a significantly high price, and otherwise, it is:

There is no evidence to prove.

(1) Substantial value of stocks shall be market value, earning value, relative value, etc. other than asset value.

to be determined by taking into account various factors, the sole objective accuracy

shares not listed on the Stock Exchange and not listed on the Stock Exchange.

transaction is made in a general and normal manner, even if the transaction was made.

The circumstances that can be deemed to properly reflect the objective exchange value at the time.

In this case, the transaction price can be seen as the market price at the time.

② The standard price for the gate and the share transfer at the time close to the transfer of the instant shares and the share with ○○

Considering the value of food transaction, the transfer value of the instant shares is substantially high.

I would like to have a question as to whether or not they were.

③ The Defendant’s share transfer value is the value significantly higher than the market price.

disclosure of BBB as a party to the contract by objective and sole evidence

Only the stock value assessed by the future accounting corporation, but the characteristics shown in the disclosure data are shown in such disclosure data.

It is difficult to readily conclude the value of shares at the time based solely on the materials of a regular accounting firm.

4. Conclusion

Therefore, the plaintiff's claim is reasonable, and it is so decided as per Disposition.

(c)