1. Of the judgment of the court of first instance, the part against the plaintiff falling under the following order for payment shall be revoked.

Basic Facts

The Plaintiff Company G on April 18, 2016, on the ground of J Union, was the Defendant Company B, and its trade name was changed on November 21, 2018.

purchase of 5,330,715 shares among the shares issued by the defendant company and take over the management rights of the defendant company.

After the J Union acquired the management rights of the Defendant Company, Defendant C, D, and E were in-house directors of the Defendant Company, and Defendant F were in-house directors of the Defendant Company.

In addition, there were N(in-house director),O, and P(outside director) directors of the defendant company.

On the other hand, around May 2016, G sold part of the Defendant Company’s shares to the Plaintiff, K, and L, the largest investor of the J union, to acquire the management rights.

Accordingly, between the Plaintiff and M&A on May 10, 2016, the Plaintiff acquired 156,786 shares out of the shares of the Defendant Company from M&A, and the Plaintiff entered into a contract for acquisition of shares with the content that the Plaintiff would acquire the entire shares in the amount of KRW 4,000 per share if the share price is less than 4,00 won before June 1, 2016.

The Plaintiff continuously purchased the shares of the Defendant Company and accepted at least one million shares of the Defendant Company until June 2016.

However, since June 2016, Defendant Company’s share price continued to fall, and the Plaintiff requested G to accept the shares.

Accordingly, G concluded a share purchase contract between the Plaintiff and the Plaintiff on July 27, 2016, to purchase KRW 4,500 per share of KRW 500,000 per share, and again, to purchase KRW 600,00 per share of the Defendant Company on November 8, 2016, but failed to implement it.

After acquiring the Defendant Company, G entered into the instant agreement decided to issue capital increase by opening the board of directors on August 30, 2016, but it was not possible to offer capital increase due to the shortage of funds of the Defendant Company.

G The Plaintiff.