All appeals are dismissed.

The costs of appeal are assessed against the Plaintiff.

The grounds of appeal are examined.

1. As to the ground of appeal No. 1, where a party knew that the previous juristic act is null and void and confirmed such act, a new juristic act shall be deemed to have been conducted (Article 139 of the Civil Act). In addition, even if the representative director of a stock company does not undergo an external transaction which should undergo a resolution of the board of directors, the resolution by the board

As such, unless the other party knew or could have known that there was no resolution of board of directors, the transaction is valid.

In this case, if the other party to the transaction knew or could not have known that the resolution was not adopted by the board of directors, the company's assertion must be presented.

(See Supreme Court Decision 98Da2488 delivered on October 8, 199, and Supreme Court Decision 2005Da3649 delivered on July 28, 2005, etc.). The lower court determined that the Plaintiff ratified the act of invalidation by preparing the instant promise and delivering it to the Netotototo Savings Bank even though the Plaintiff was well aware that each of the instant loans and the primary collateral security agreement was null and void, and that the primary collateral security agreement was also null and void. The lower court rejected the Plaintiff’s assertion that the said declaration of ratification was null and void without the resolution of the board of directors, on the ground that there was no evidence to prove that the Neto Savings Bank knew or could have known the Plaintiff’s resolution on the preparation of the instant promise.

The judgment below

In light of the above legal principles and records, the above determination by the court below is just, and contrary to the allegations in the grounds of appeal, there were no errors by misapprehending the legal principles on the requirements for ratification of invalid acts, exceeding the bounds of the principle of free evaluation of evidence in violation of logical and empirical rules, or by

2. Ground of appeal.