1. The merger by split between the Defendants on April 1, 2016 shall be null and void.

2. The costs of lawsuit are assessed against the Defendants.

Facts of recognition

The Plaintiff is a shareholder who holds 8,000 shares of 20,000 shares issued by Defendant B (hereinafter “Defendant B”).

On February 5, 2016, Defendant B entered into a contract with Defendant C Co., Ltd. (hereinafter “Defendant C”) to divide the electrical construction business sector among the businesses of Defendant C and to merge the parts thereof. On February 24, 2016, at a temporary general meeting of shareholders, Defendant B approved the above merger by split with the consent of three shareholders present at the above general meeting of shareholders, and registered the merger by split on April 1, 2016.

(hereinafter the above merger after division (hereinafter “this case’s merger after division”). [Grounds for recognition] The written evidence Nos. 1-1, 2, 2, and 4 of Gap, and the purport of the plaintiff’s argument as to the whole of the pleadings, Defendant C did not go through the creditor protection procedure under the Commercial Act, such as demanding the creditors to raise an objection to the above merger during the process of the merger after division. Thus, the merger after division of this case is null and void.

Judgment

Articles 530-11(2) and 527-5(1) of the Commercial Act provide that "a company shall make a public notice within two weeks from the date of a resolution of approval of a general meeting of shareholders for a merger contract under Article 522 of the Commercial Act that any creditor who has an objection to a merger shall submit the report within a period of not less than one month, and shall make a peremptory notice to the known creditor separately."

In light of the fact that the merger by split brings about a significant change in the company's property, which is the security of the claim from the creditor of the company, and may have considerable difficulty in collecting the claim due to the merger by split, and that the merger by split of a company is highly interested in the collection of the claim to the creditor of the company and the creditor protection procedure is separately stipulated in the Commercial Act, if the creditor protection procedure under the Commercial Act is not properly conducted, there is a serious

As such, such a merger by split shall be null and void.