1. The defendant's appeal is dismissed.

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

Purport of claim and appeal

1..

1. Facts of recognition;

A. On August 10, 2015, C Co., Ltd. (hereinafter “C”) and D entered into an agreement with D on August 10, 2015 (hereinafter “instant agreement”) stating that one million won of the C shares owned by the Plaintiff (C’s representative director and the largest shareholder), from among the C shares owned by the Plaintiff (C), shall be transferred to D at KRW 1 billion, and D shall separately enter into an agreement with D to invest KRW 1.57 billion in C (hereinafter “instant agreement”).

D paid KRW 1 billion for acquisition price in accordance with the instant agreement, and accepted KRW 1 million for C’s shares.

The main contents of the instant agreement relating to the instant case are as follows.

Article 4 (Contents of Convention)

1. Sale of old shares: A(C) shall transfer to “B” (D) the total quantity of shares held by the largest shareholder (Plaintiff) in KRW 1,000 per share to “B” (D).

- “B” shall accept KRW 300,000 after deposit of down payment of KRW 100,000,000 and shall accept KRW 700,000 after the remainder of 10 days.

- New shares subscription: to pay 1.57 billion won, not later than three months after the subscription.

2. With respect to the acceptance of new shares in paragraph 1 above, “A” shall issue new shares with capital increase and allocate them to “B” and shall accept them by the person designated “B” or “E”.

- New shares to be issued with capital increase shall be KRW 157,000 per share (the face value of KRW 100 per share) and the issue price shall be KRW 10,000 per share, and the total amount of KRW 1,5770,000 per share shall be increased by KRW 1.57 billion.

4. The shares of the Plaintiff of one major shareholder and new shares underwriter D after the issuance of new shares are restricted by the sale (including donation and other changes in all shares, such as changes in ownership) until IPO is sold (IPs);

Article 5(Compensation for Damages) “A” or “B” may claim damages against the other party if either Party fails to perform its obligations under this Convention.

(The amount of damages claimed shall be KRW 500 million). (b)

D under the Defendant’s name remitted the total of KRW 100 million on October 12, 2015 to C, KRW 22.1 billion on the same month, and KRW 500 million on October 27 of the same month.

C. On November 17, 2015, the Plaintiff deposited the case in the Defendant, designated by D (hereinafter “ call securities”).