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(영문) 서울중앙지방법원 2016.09.09 2015가합555953
사업권 양도,양수계약 무효확인의 소
Text

1. The right to operate a project for the construction project of the Jeju-gu Kui-gu Kui-gu Intermodal compound construction project, which was concluded on November 19, 2014 between the Plaintiffs and the Defendant.

Reasons

1. Basic facts

A. The Plaintiffs jointly engage in the construction business under the mutual name of “D,” and the Defendant is a company established on May 29, 2012 with the first capital of KRW 50 million for the purpose of real estate investment consulting business, etc.

B. On November 19, 2014, while the Plaintiffs were running a business of constructing a main complex building on the land of 41,213 square meters, Seo-gu, Chungcheongnam-gu, Chungcheongnam-gu, and 124 square meters, the Plaintiffs are obligated to transfer and acquire the business rights (hereinafter “instant contract”) with the Defendant to transfer all business rights (hereinafter “instant business rights”) for the said business to eight billion won (hereinafter “instant contract”). The relevant contents of the instant contract are as follows.

Article 4 (Price of Transfer) The transferor shall comprehensively transfer the business of this case to the transferee, and the transferee shall pay the transferor the amount of KRW 8 billion as follows:

(1) The acquisition agreement shall be deemed to have been concluded by the transferee of the contract of this case by depositing the amount to be paid and the expenses incurred by the transferee of the contract of this case for the execution of the business of this case as the capital of the transferee of this contract.

The transferee who has no intermediate payment shall pay the transfer price under Article 4 to the transferor in lump sum as soon as he obtains the consent to the payment from the financial institution after receiving the PF funds from the financial institution.

Article 8 (Cancellation of Contracts and Compensation for Damages) (4) Where this contract for acquisition by transfer is rescinded, if any cause attributable to the transferor exists, the transferee shall pay two times the amount equivalent to the operating expenses out of the contract performance amount to the transferee, and if there is any cause attributable to the transferee, the transferee shall bear the amount equivalent to the operating expenses out of the contract performance amount to the transferee, and shall not be responsible to the transferor.

C. On December 15, 2014, the Defendant borrowed a total of KRW 891 million from F and G on the same day, and thereafter, deposited KRW 900 million in the Defendant’s account in the name of the Defendant of the 1 and 2-Gu Fisheries Cooperatives, the payment bank for the share capital on the same day.

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