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1. The plaintiff's claim is dismissed.
2. The costs of lawsuit shall be borne by the Plaintiff.
Reasons
1. According to the statements in subparagraphs 1 through 4 of the basic facts, and the witness C’s testimony, the fact that C prepares a letter of payment, “I, on March 23, 2010, accept the Plaintiff as the representative director of the Defendant (Co., Ltd. (formerly changed on November 22, 201: hereinafter “Defendant”)’s letter of payment that “I will pay KRW 500 million to the Plaintiff by July 25, 2010” (hereinafter “instant letter of payment”).
2. As to the Plaintiff’s assertion against the Defendant, the Defendant asserted that the payment of KRW 500 million based on the instant payment memorandum is null and void due to collusion, false representation, absence of a resolution of the board of directors, or abuse of power of representation, and thus, the Plaintiff’s claim cannot be complied with.
3. Determination
A. Inasmuch as there is no evidence to acknowledge that the letter of payment in this case was prepared in collusion with the plaintiff as to whether it is invalid as a false conspiracy with the plaintiff, this part of the defendant's assertion is without merit.
B. Whether a resolution by the board of directors is null and void due to the absence of a resolution by the board of directors or not, Article 393(1) of the Commercial Act provides that a resolution by the board of directors is necessary for the preparation of a letter of payment for the instant case. Whether a large-scale loan of property constitutes “large-scale loan” ought to be determined based on the following circumstances: (a) the value of the pertinent loan property; (b) the size of the company; (c) the status of the company’s business or property; (d) the purpose and place of the borrowing of the pertinent property; (e) the company’s ordinary business relationship; and (e) the company’s conventional business relationship; and (e) the previous handling of the pertinent company (see, e.g., Supreme Court Decisions 2007Da23807, May 15, 2008; 2012Da45443, Aug. 17, 2012). Based on the foregoing legal doctrine, the Defendant prepared the following circumstances, namely, the amount of KRW 500 million.