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The judgment below
The part against the plaintiff is reversed, and that part of the case is remanded to the Seoul High Court.
Reasons
The grounds of appeal are examined.
1. In a case where a dispute over the interpretation of a contract between the parties arises and the interpretation of the intent of the parties indicated in the disposition document is at issue, the contents of the text, the motive and background of the agreement, the purpose to be achieved by the agreement, the parties’ genuine intent, etc. shall be comprehensively considered
(see, e.g., Supreme Court Decision 2015Da207044, Jul. 20, 2018). 2. The lower court acknowledged the following facts based on the relevant employment evidence.
The plaintiff is a company whose main purpose is corporate management consulting and corporate merger mediation, etc., and the defendant is a person who engages in real estate development business in Belize.
B. On November 25, 2009, the Defendant had a pledge against E Co., Ltd. (hereinafter “E”)’s shares 1020,020,000 shares (hereinafter “instant shares”) provided by G with respect to the loan claim amounting to KRW 4.1 billion to F (hereinafter “F”).
C. On November 24, 2010, the Defendant intended to receive repayment of the principal and interest of the loan amounting to KRW 4.3 billion from F or G, or dispose of the said stocks as collateral, and to prepare business funds.
However, as the business fund is urgently needed prior to the due date, and if the shares of this case are immediately disposed of, it is inevitable to sell the amount of KRW 2 billion which does not reach the principal and interest of the loan, the defendant requested the actual manager C of the plaintiff to dispose of the shares of this case at the higher price, and to lend KRW 1 billion while making a proposal to divide profits exceeding a certain amount.
On October 13, 2010, the Plaintiff entered into a monetary loan agreement with the Defendant (hereinafter “instant agreement”) with the following terms and conditions.
① The Plaintiff shall lend KRW 1 billion to the Defendant, and the Defendant shall borrow it, and ② The repayment date shall be November 24, 2010, and the repayment amount shall be the principal and interest.