1. The plaintiff's appeal is dismissed.

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

The purport of the claim and appeal is the purport of the appeal.

1. The following facts may be found either in dispute between the parties or in combination with the purport of the whole pleadings in each entry in Gap evidence 1 to 6, Gap evidence 11-1, 2, Gap evidence 13, and Eul evidence 1 to 4.

D Co., Ltd. (hereinafter “B”) from February 11, 2010 to February 11, 2010

(C) from November 23, 2007 to November 23, 2007 (hereinafter “C”).

2) On November 25, 2010, E entered into a contract with D (hereinafter “instant acquisition agreement”) under which C will acquire management rights for B shares 1,636,126 shares and B owned by C in KRW 6 billion (hereinafter “instant acquisition agreement”).

In addition, while entering into the instant transfer agreement, E and C transferred the preemptive rights to approximately KRW 10,500,000 of registered common shares issued B (hereinafter “instant preemptive rights”) to a person designated by E, and E entered into a special agreement to exercise the instant preemptive rights on the date of entering into the instant transfer agreement (hereinafter “instant special agreement”).

The main contents of the instant special agreement are as follows.

1. As to the preemptive right of this case

D. C shall, after the date of conclusion of the instant transfer agreement, withdraw the premium paid due to the exercise of the instant preemptive right under the responsibility of E by means of a cashier’s check to the law firm designated by E, and e.g., guarantee of the premium paid at the time of termination of the contract, etc. shall follow a separate e.c. contract.

In addition, if there is no written agreement between C and E, the capital increase shall not be used before the date of a special general meeting of shareholders to be convened under the transfer agreement of this case.

F. After paying the increased capital due to the exercise of the preemptive right of this case, following consultation with E, work relating to issuance of new stocks and listing under the responsibility of C, and neglect of work of C.