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(영문) 수원고등법원 2020.07.23 2019나11964
손해배상(기)
Text

1.The judgment of the first instance, including a claim for exchange change and a reduced claim, in this Court, shall be as follows:

Reasons

1. Basic facts

A. 1) The Plaintiff at the time of filing the instant lawsuit (hereinafter “instant company”)

(2) Defendant F Co., Ltd. (hereinafter referred to as “Defendant F Co., Ltd.”) is a company to which the Plaintiff was assigned 74,200 shares of the instant company from the Plaintiff, and Defendant C, D, and E (hereinafter referred to as “Defendant’s heir”) is the spouse and children of B who were employed as internal directors of the instant company from May 7, 2015 to June 20, 2017.

B, from December 1, 2011 to January 9, 2017, the Defendant Company served as the inside director, and from September 1, 2014 to January 9, 2017, as the joint representative director of the Defendant Company respectively.

B. 1) The instant company, as the Plaintiff’s subsidiary, owned 10% of the shares of the instant company, as the Plaintiff’s subsidiary.

The representative director I decided to transfer the shares and management rights of the company of this case to J, K and B at the beginning of 2015, but J, K and B did not have any funds to acquire.

B) On April 27, 2015, J, K and B shall acquire KRW 74,200,00, which is 70% of the shares of the instant company owned by the Plaintiff, from KRW 70,000,00,000. However, upon entering into a principal contract for stock sale and the payment of the purchase price of shares, J made a promise to implement before December 2015, and upon failing to pay the purchase price of shares, around May 7, 2015, K was appointed as the representative director of the instant company, K’s wife as the internal director, and B as the head of the management support office, and acquired the management rights of the instant company by taking up the management rights of the instant company, as the Plaintiff did not prepare KRW 7,00,000,000,500,000,000 among the acquisition funds of the instant company, and as the Plaintiff did not provide advice and suggestions related to corporate M&A’s acquisition and loan brokerage.

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