In calculating gains on transfer of assets, the transfer time of the relevant assets shall be the date of liquidation of the price of the relevant assets unless there is any ground for exception.

The date of the settlement of the price of the outstanding shares in this case shall be deemed the time of transfer unless there are other reasons. Even if the transferor's management is actually transferred, such as resignation, and the external audit report of the transferee, etc. are entered in the acquisition time of shares, the time of transfer shall not be deemed another day, not the date of settlement, unless there are other reasons.

2012Gudan50364 Revocation of Disposition of Imposing capital gains tax

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##세무서장

December 9, 2014

February 3, 2015

1. The plaintiff's claim is dismissed.

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

Cheong-gu Office

The defendant's disposition of imposition of capital gains tax of KRW 000 against the plaintiff on May 1, 2013 is revoked.

1. Details of the disposition;

A. Six persons including the plaintiff and the non-party BB (hereinafter "the plaintiff et al.") who are the plaintiff et al.

On December 12, 2007, HHH Co., Ltd. (hereinafter referred to as “HH”), an unlisted company, entered into a contract for taking over shares and management rights, including the transfer of 00 shares (*00 shares owned by the Plaintiff and BB, 00 shares owned by the Plaintiff, 00 shares owned by the Plaintiff, 000 shares owned by the Plaintiff, hereinafter referred to as “AA”) to Nonparty AA Co., Ltd. (hereinafter referred to as “AA”), and received KRW 00 and KRW 000 as the down payment and intermediate payment on the date of the contract, and thereafter, reported and paid the capital gains tax to the Defendant by applying tax rate of 10%.

B. BB entered into a contract for acquisition of shares that are transferred to Nonparty AA Co., Ltd. of 000 shares issued X. X.HH (hereinafter “non-point shares”) and paid the down payment of KRW 0 billion on the date of the contract,** 000,000,000,000*. The remainder of KRW 00,000, and thereafter, reported and paid the capital gains tax to the Defendant by applying the tax rate of 10%.

C.** The Director of the Regional Tax Office, after conducting an investigation of stock fluctuation, determined that the stock at issue at issue at issue at issue at issue at issue at issue at issue at issue at issue at issue at issue at issue and the time of transfer of other stocks than the issue at issue at issue within three years under Article 94(1)4 of the Income Tax Act (the stock at issue at issue at issue at issue at issue at issue) constituted other assets (the stock at issue at issue) under Article 94(1)4 of the Income Tax Act, and applied the progressive tax rate**.*. The Plaintiff issued the instant disposition to correct and notify the transfer income

D. The plaintiff filed a tax appeal against the disposition of this case**, but***. The plaintiff was dismissed.*

2. Summary of the plaintiff's assertion

At the time of the transfer of the shares in this case, the settlement of the balance was made in 20**.*., but there was about 80% of the purchase price at the time of the conclusion of the contract*. The contract was received at the time of the conclusion of the contract *.0% of the purchase price, and immediately after that, HH (the name of the company was changed to BB corporation in the BB corporation in the BB corporation) due to the demand of AA (ACC (B) that is the transferee, the H H (the name of the company was changed to the name of the company in the BB corporation in the BB)

Do. The issuance and delivery of stock certificates, and the settlement of the balance in form in preparation for contingent obligations that may arise after the transfer is made in X. XX. Accordingly, as the stock of this case was transferred in fact in X. XX. X. XX., as the stock of this case was transferred completely, the transfer of the stock of this case other than the issue to X. 3 years prior to the transfer of the stock of this case was made in X. X. 3 years prior to the transfer of the stock of this case, and thus, the Defendant’s disposition of this case on a different premise is unlawful.

3. Whether the disposition is lawful;

(a) Facts of recognition;

1) The Plaintiff et al. entered into an agreement on acquisition of stocks and management rights between the Plaintiff et al. and X. X. XXA with the following content (hereinafter referred to as “influent”).

2) The HH’s representative director BBB, the Plaintiff, CCC, and the auditor DD resigned from 20 XX. X. X.

3) The Plaintiff reported the transfer income tax on the transfer of the instant shares to the Defendant 20 XX. X., and reported the transfer date to X. XX. ....

4) AAA submitted to the Financial Supervisory Commission a report on major management matters under Article 186 of the Securities and Exchange Act and the asset acquisition report under Article 190-2 of the same Act. At this time, AA reported to the effect that the registered common shares of HH, including the instant key shares, are scheduled to be acquired on December 13, 2007. AA submitted a report on termination of self-sufficiency under Article 190-2 of the Securities and Exchange Act to the Financial Supervisory Commission. In addition, an external audit report of 20 XX. X. XX. of 20,000 on December 31, 200, written that HH shares were acquired at KRW 00 as of December 31, 200.

5) On December 2007, 2007, the TPP Co., Ltd. (Representative UU) whose mission has changed in AA has entered into a contract for acquisition and acquisition of 000 shares of AA (HH’s mission was changed to X. XX.) with the director of the regional tax office and submitted a written confirmation to the Director of the Regional Tax Office that the Plaintiff, etc. entered into a contract for acquisition and acquisition of 00 shares of AAA (HH’s mission was changed to X. XX.) and that there was no receipt of real shares.

On the other hand, the Plaintiff submitted a certificate of custody stated that AA was written in 20 XX. X. XX. In this context, the Plaintiff stated that “AA keeps 00% of registered common shares (000 shares) of HH.”

At the time of transferring the key shares of this case, the Plaintiff, at the request of AA at the time of transferring the key shares of this case, presented a copy of the real share certificate (the date of issuance on December 10, 2007) by asserting that the Plaintiff, at the time of transferring the key shares of this case, added the real share certificate issued by HH to the depository of HH at the request of the Plaintiff at the time of transferring the key shares of this case, and submitted a copy of the real share certificate (the date of issuance on December 10, 200). At that time, the Plaintiff testified to such purport.

The UU of the representative director of TT Co., Ltd. testified that he was present as a witness on the fourth day of pleading of this case and he was aware of the fact that he was appointed as the representative director, and that he was aware of the fact that he was subject to the acquisition of the shares of this case and the delivery of the shares of this case, and that he was aware of the fact that he was aware of the issuance of the shares of this case at the time of testimony when he was given testimony.

B. Relevant statutes

It is as shown in the attached Form.

C. Determination

The key issue of the instant case is whether the time when the instant shares were transferred is 20 XX. XX. or 20 XX. The issue is whether the instant shares were transferred, so that they can be seen.

(i) the time of the transfer of assets;

According to Article 98 of the former Income Tax Act and Article 162 (1) of the former Enforcement Decree of the Income Tax Act, in calculating gains on transfer of the relevant asset, the transfer time of the relevant asset shall be the date of liquidation of the price of the relevant asset, unless there is any ground for exception under each subparagraph of paragraph (1) of the former Enforcement Decree of the Income Tax Act. (i) Where the date of liquidation of the price is unclear, the date of receipt of the registration or transfer date (including the date of registration or transfer of the name) entered in the register, registry, or list, etc., or where the transfer registration (including the date of registration or transfer of the name) is made before the price is settled. (Article 162 (1) 1 of the Enforcement Decree of the Income Tax Act)

In the instant case, the date when the Plaintiff settled the price of the instant shares is 20 XX. XX. Thus, unless there exist grounds under each subparagraph of Article 162(1) of the former Enforcement Decree of the Income Tax Act, the time when the Plaintiff receives approximately 80% of the transfer price under Article 162(1) of the former Enforcement Decree of the Income Tax Act shall be deemed to be the time of transfer. As acknowledged earlier, the Plaintiff de facto transferred the right of management, such as resignation of the transferor’s management, etc., and the transferee’s external audit report, etc., even if the time of acquisition of the instant shares was stated in 20 XX. XX., such circumstances alone cannot be deemed to be X. of 2020, not the date of settlement.

2) Whether each subparagraph of Article 162(1) of the former Income Tax Act applies

This case is clear from the date of settlement of the price, and there is no evidence suggesting that the Plaintiff completed the transfer of shares prior to the settlement of the price (Article 162(1) of the former Enforcement Decree of the Income Tax Act). (Article 162(1) of the former Enforcement Decree of the Income Tax Act provides that the Plaintiff’s statement related to whether the Plaintiff issued real share certificates to AAA, the transferee at the time of the contract, is reversed, etc., but the issuance of the share certificates can not be deemed as a transfer of shares, even if the delivery of real share certificates was made

3) Sub-decisions

Therefore, the instant disposition based on the premise that the time of the transfer of the instant private shares is 20 XX. X. is legitimate.

4. Conclusion

Therefore, the plaintiff's claim is dismissed for lack of reason.