Defendant 1 and three others

1.5 1.2

Attorneys Park Jong-sung et al., Counsel for the defendant-appellant

Applicant for Compensation

Attorney Kim Jong-soo in charge of the Pacific Law Firm

1. Defendant 1

A defendant shall be punished by imprisonment for not less than three years and six months.

The 190 days of detention before this judgment is sentenced shall be included in the above sentence.

Of the facts charged in the instant case, the charge of embezzlement against Nonindicted 4 is acquitted.

An application for compensation order against the accused of the applicant for compensation shall be dismissed.

2. Defendant 2

A defendant shall be punished by imprisonment for not less than two years and six months.

The 84 days of detention before this judgment is sentenced shall be included in the above sentence.

However, the execution of the above punishment shall be suspended for three years from the date this judgment becomes final and conclusive.

The charge of violating the Act on External Audit of Stock Companies among the facts charged in the instant case is acquitted.

3. Defendant 3

Defendant shall be punished by a fine of KRW 1,000,000.

When the defendant fails to pay the above fine, the defendant shall be confined in a workhouse for the period converted by 50,000 won into one day.

In order to order the provisional payment of an amount equivalent to the above fine.

4. Defendant 4

A defendant shall be punished by imprisonment for three years.

except that the execution of the above punishment shall be suspended for four years from the date this judgment becomes final and conclusive.

The defendant shall be ordered to provide community service for 160 hours.

1. Defendant 1 and 2’s violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation) concerning high-priced acquisition of stocks of Nonindicted Co. 2

Around June 8, 2004, Defendant 1 established a non-indicted 2 corporation and appointed as the representative director. Around March 7, 2006, the non-indicted 1 corporation was acquired and appointed as the representative director. From February 17, 2005, Defendant 2 worked as the managing director of the non-indicted 2 corporation, and was delegated by Defendant 1, and took overall charge of the business and accounting affairs of the non-indicted 2 corporation.

The Defendants conspired to:

Defendant 1 had the mind of having Nonindicted Co. 1 take over Nonindicted Co. 2. At the time, Defendant 1 had Nonindicted Co. 1 recorded the net losses for the last six consecutive years from 2000 to 2005 and recorded the total amount of losses in excess of KRW 29.4 billion, and there was little internal possession funds that could be mobilized for acquiring Nonindicted Co. 2. In such a case, Defendant 1, the representative director of Nonindicted Co. 1, who is the Nonindicted Co. 1, determined whether to purchase the shares of the acquired company from the standpoint of Nonindicted Co. 1, shall closely examine the business necessity, financial situation, future business prospects, business profitability, etc. of the acquired company, which is an affiliated company, to acquire the shares of the acquired company. In particular, in order to determine a legitimate purchase price, Defendant 1, who is the representative director of Nonindicted Co. 1, should request a reliable accounting firm to assess the price, evaluate appropriate value by providing accurate and objective accounting data, and purchase them at reasonable prices through substantial negotiations with the shareholders of Nonindicted Co. 2

Defendant 1: (a) at the time of acquiring Nonindicted Co. 1 as the representative director of Nonindicted Co. 2; (b) it was difficult for Nonindicted Co. 2 to urgently acquire Nonindicted Co. 2’s shares because it was difficult to expect any special operational effects even if acquiring Nonindicted Co. 2’s shares; (c) requested Nonindicted Co. 2 to assess the shares of Nonindicted Co. 2 on March 9, 2006; and (d) Defendant 2 requested Nonindicted Co. 21 to provide an exaggerated financial statements for the year 2005 business plan; and (d) there was an accounting audit conducted by an external auditor; and (e) there was a need to provide sufficient data and demand on-site inspection necessary for the adequate evaluation of shares; and (e) Nonindicted Co. 1’s business plan for the acquisition of shares from Nonindicted Co. 21 on March 12, 2006, which was 40,000,000 won, to the maximum extent possible; (b) Nonindicted Co. 26,717,7500,7500.

From the date of the conclusion of the above contract until March 16, 2006, Defendant 1 received the total of KRW 5.15 billion in cash and KRW 6.5 billion in the amount of KRW 1.6 billion in the bonds with warrants of Nonindicted Co. 1 and KRW 1.6 billion in the amount of KRW 8.25 billion in total from the shareholders of Nonindicted Co. 2, including the Defendants, from Nonindicted Co. 2, including KRW 5 billion in cash from Nonindicted Co. 1, and KRW 5 billion in the amount of KRW 3,333,333 and KRW 5.5 billion in the purchase price for the stocks of Nonindicted Co. 1, 2006. The shareholders of Nonindicted Co. 2, including the Defendants, acquired bonds with warrants equivalent to KRW 5 billion in cash from Nonindicted Co. 1, 2006 through such transaction.

Accordingly, the Defendants conspired to make Nonindicted Co. 1 purchase from the shareholders of Nonindicted Co. 2, including their own KRW 7,500,000 per share of KRW 75,000 per share of KRW 75,00 per share of KRW 7,50,000 per share, thereby obtaining property benefits equivalent to KRW 6,41,250,000 per share of KRW 7,000,000 and at the same time making the rest of the shareholders, including Nonindicted Co. 3, etc. obtain property benefits equivalent to KRW 7,087,50,00 per share of KRW 13,50,00

2. Defendant 1’s violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation) in an amount equivalent to KRW 3 billion with respect to lending Nonindicted Co. 2.

When the Defendant, as the representative director of Nonindicted Co. 1, lends the funds of Nonindicted Co. 1 to another person, he/she shall take measures to ensure that there is no problem in future claims recovery in a reasonable and reasonable manner, such as being provided with sufficient collateral, and where it is anticipated that some of the claims are impossible even if there is a lack of debt repayment ability, the Defendant has occupational duties to suspend the lending of funds, i.e., to prevent property damage to Nonindicted Co. 1, and the same applies to cases where the other person

Around April 26, 2006, the Defendant loaned KRW 3 billion to Nonindicted Co. 2, a representative director, for a fixed period of one year, interest rate of 9% per annum. However, around that time, Nonindicted Co. 1 had recorded a net loss for six consecutive years from 2000 to 2005, and the cumulative amount of the financial structure exceeded KRW 29.4 billion. Since the internal possession of the loans to Nonindicted Co. 2 was considerably insufficient, it was not easy to lend KRW 3 billion to Nonindicted Co. 2. In addition, even after the balance sheet in 2005, Nonindicted Co. 2 had no capacity to acquire the above KRW 250,028,165, and the total debt amount was KRW 680,500,000,000,000,000,000 won, which was KRW 3.5 billion, 206,000,000,000 won.

In light of the above circumstances, the Defendant knew of the fact that if Nonindicted Co. 2 lends KRW 3 billion to Nonindicted Co. 2, it would cause damage to the Nonindicted Co. 1, and did not take reasonable measures to preserve claims, such as early recovery of its funds, and not taking reasonable measures to preserve claims, such as obtaining sufficient collateral from Nonindicted Co. 2, and the board of directors decided to lend its funds to Nonindicted Co. 2 without any substantial discussion on the necessity of lending and how to recover claims.

Accordingly, the Defendant violated his duties as the representative director of Nonindicted Co. 1, thereby having Nonindicted Co. 2 gain pecuniary advantage equivalent to KRW 3 billion and suffered pecuniary loss equivalent to the same amount from Nonindicted Co. 1.

3. Defendant 1’s violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation) equivalent to KRW 500 million in relation to the lending of Nonindicted 5 Stock Company

When the Defendant, as the representative director of Nonindicted Co. 1, lends the funds of Nonindicted Co. 1 to another person, he/she shall take measures to ensure that there is no problem in future claims recovery in a reasonable and reasonable manner, such as being provided with sufficient collateral, and where it is anticipated that some of the claims are impossible even if there is a lack of ability to repay debts, the Defendant has occupational duties to suspend the lending of funds, i.e., to prevent any property damage to Nonindicted Co. 1, and the same applies to the case where

On November 29, 2006, at the office of Nonindicted Co. 1, 2006, the Defendant loaned the funds of Nonindicted Co. 1 Co. 5 to Nonindicted Co. 5, a representative director, KRW 100 million around January 5, 2007, and KRW 200 million around August 2007, respectively, to Nonindicted Co. 1 Co. 5 on the terms of one year and nine percent per annum.

However, around that time, Nonindicted Co. 1 was difficult to borrow funds as stated in Paragraph 1, and thus, it was not possible to lend funds to affiliates. Nonindicted Co. 5 also did not have the ability to repay the principal and interest within the agreed-term period, even if the funds were used from Nonindicted Co. 1 on June 2006 due to its business depression, the net loss in the last half of 2006 exceeded KRW 1.277 million, and as of December 31, 2006, the current liabilities (3268 million) were in excess of the current assets (2.05 billion).

In light of the aforementioned circumstances, the Defendant, despite being aware of the fact as above, did not take adequate and reasonable measures to preserve claims, such as receiving sufficient collateral, even though he/she knows that the occurrence of damage would occur to Nonindicted Co. 1, and decided to lend the Company’s funds to Nonindicted Co. 5. The board of directors did not discuss the necessity of lending funds and how to recover claims.

Accordingly, the Defendant violated his duties as the representative director of Nonindicted Co. 1, thereby having Nonindicted Co. 5 gain pecuniary advantage equivalent to KRW 500 million and suffered pecuniary loss equivalent to the same amount from Nonindicted Co. 1.

4. Defendant 1’s violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation) in an amount equivalent to KRW 958,904,816 with respect to the acquisition of shares by Nonindicted Incorporated Co. 7

On March 22, 2006, Nonindicted Co. 10 and its representative director, Nonindicted Co. 3 acquired management rights of Nonindicted Co. 7 by calculating the shares 755,937 shares of Nonindicted Co. 7, a KOSDAQ-listed corporation (7.47%) from Nonindicted Co. 24 Co. 11 as KRW 7,937 per share and purchasing the total amount of KRW 6,000,000 won per share. The sales price per share was the price increased by 47% compared to the base share price of KRW 5,400 by reflecting the management premium.

When Nonindicted Co. 10 and Nonindicted Co. 3 purchase the shares of Nonindicted Co. 7, the Defendant indicated that the purpose of purchase of the shares is “acquisition of shares for participation in the management right” while publicly announcing the “decision on acquisition of shares and investment certificates in another corporation” on the same day, the Defendant calculated the shares of Nonindicted Co. 10 and Nonindicted Co. 3 calculated the shares of KRW 377,968 (Share 3.74%) in order to have Nonindicted Co. 1 participate in the management of Nonindicted Co. 7.

The defendant, as the representative director of the non-indicted 1 corporation, recorded the net losses for the six consecutive years from 2000 to 2005, recorded the accumulated amount in which the accumulated amount exceeded 29.4 billion won, and the surplus funds which can be mobilized for the purchase of stocks also fall considerably short, the defendant has a duty to carefully review the necessity of investing the funds of the non-indicted 1 corporation in order to participate in the management of the non-indicted 7 corporation, and to discuss the necessity of the operation of the non-indicted 1 corporation in a careful manner, and to make efforts to prevent the funds of the company from being used for any area other than the business purpose of the company without permission, from

In addition, in cases where Nonindicted Co. 7 decided to participate in the management of Nonindicted Co. 7, it is necessary to review the appropriateness of the management premium, and in cases where Nonindicted Co. 1 had Nonindicted Co. 1 purchase stocks on the market price plus the management premium, it is necessary to take measures to allow Nonindicted Co. 1 to participate in the management of Nonindicted Co. 7 in advance in consultation with the joint purchaser, including Nonindicted Co. 10, and if the participation in the management is not expected, it is necessary to take measures to transfer the purchased stocks at the price added by the management premium to the market price at the time of the sale and purchase so that no property damage is inflicted on Nonindicted Co. 1.

Nevertheless, the Defendant decided to input 3 billion won of the funds of Nonindicted Co. 1 to participate in the management of Nonindicted Co. 7 on 15 days after acquiring the management right of Nonindicted Co. 1, and neglected to take prior measures to ensure the participation in the management or the securing of the management right by purchasing 377,968 shares of Nonindicted Co. 7, which are 5,400 per share and the reasonable price per share in KRW 7,937 per share, and did not discuss the necessity for the participation in the management or the appropriateness of the acquisition price, etc. of Nonindicted Co. 7’s shares at a price higher than the market price in the KOSDAQ market.

As a result, the Defendant violated the duties of the representative director of Nonindicted Co. 1 and caused Nonindicted Co. 3 to do so, thereby having the said union 958,904,816 won (7,937 won-5,400 won) x 377,968 won). As such, the Defendant paid less management premium and acquired management rights for Nonindicted Co. 1, thereby obtaining pecuniary profits equivalent to the same amount, and suffered pecuniary loss equivalent to the same amount.

5. Defendant 1 and 4’s occupational breach of trust in relation to the lease of vehicles of KRW 166,653,700

Defendant 1, from March 7, 2006 to the representative director of Nonindicted Co. 1; Defendant 4, from July 11, 2006 to the directors of Nonindicted Co. 1 and the vice president of Nonindicted Co. 1, from July 1, 2006 to the vice president, entered into a contract that sells 2,526,667 shares owned by Nonindicted Co. 9 to KRW 5,533,334,000 and transfers the right of management to the Nonindicted Co. 9; and thereafter, he resigned from the representative director on June 22 of the same year after transferring the right of management on or around the same month.

The Defendants are registered as the representative director on the corporate register as of March 20, 2007, but they concluded a contract to transfer all the shares and management rights as above. As such, the Defendants, who were in the position of the representative director, were in formality, shall manage the funds of Nonindicted Incorporated Company 1 with caution so as not to go against the interests of the Nonindicted Incorporated Company 1, and have duties to not use the funds of the Company for the purpose of personal convenience of the Defendants, who are expected to be retired.

Nevertheless, around March 20, 2007, the Defendants conspired and leased 2 benz S550 V automobiles to be used by the Defendants to Nonindicted Co. 42 for a three-year contract period from Nonindicted Co. 1 Co. 42 in the name of Nonindicted Co. 1 Co., Ltd., and paid KRW 166,653,700 in total as security deposit, and KRW 64,800 in advance as security deposit, and KRW 64,800 in advance as security deposit.

â……………………………À

본문내 포함된 표 등록번호 차종 출고가격 리스사 취득가격 보증금 리스료 선급금 월 리스료 이용자 차량번호 2 생략 벤츠 S550V 153,000,000 167,565,600 50,269,700 32,400,000 3,829,300 피고인 1 차량번호 1 생략 벤츠 S550V 157,000,000 171,946,400 51,584,000 32,400,000 3,932,300 피고인 4 합계 ？ 310,000,000 339,512,000 101,853,700 64,800,000 7,761,600 ？

Accordingly, Defendant 1 violated his duties as the representative director of Nonindicted Co. 1, thereby acquiring the pecuniary benefits equivalent to KRW 82,69,700, and Defendant 4 acquired the pecuniary benefits equivalent to KRW 83,984,000, respectively, and Defendant 1 suffered the pecuniary damages equivalent to KRW 166,653,700.

6. Defendant 1’s occupational embezzlement of amounting to KRW 49,235,751 as part of the equipment owned by Nonindicted Incorporated Company 11

On April 25, 2006, Nonindicted Co. 1 agreed with Nonindicted Co. 11 to lease California owned by Nonindicted Co. 11 by the victim Nonindicted Co. 11 and to use it as parts necessary for assembling and producing bombs manufacturing bombs by disassembly it.

The Defendant, on October 28, 2006, entrusted Nonindicted 30, Nonindicted 12 to Nonindicted 12 the sales of the said California, caused Nonindicted 12 to dismantle the California located in the Cheongju Factory, Nonindicted 11 Company, in succession, from October 25, 2007, and embezzled KRW 49,235,751 (B-CAEND) in total, including Non-U.S. 1 equipment parts indicated in attached Table 1 equipment part list, 50,56 parts of KRW 49,235,751, around March 28, 2007, by having Nonindicted 123 Company, the business partner of Nonindicted 30 Company, sell the said parts overseas to approximately KRW 400,000,00.

7. Defendant 1’s violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Embezzlement) which is equivalent to KRW 3.475,288,90 in relation to Defendant 1’s loan to Nonindicted Co. 5

As the representative director of Nonindicted Co. 5, the defendant has a duty to use the funds borrowed in the name of the above company for the above company.

On January 19, 2007, the Defendant applied for a loan of KRW 3.5 billion in the name of Nonindicted Co. 5, in the name of both new banks located in Seocho-gu Seoul, Seocho-gu, Seoul, for a loan of KRW 3.5 billion, and received KRW 3.75,288,900 from the new bank account in the name of the above company on the day of the loan, and then transferred the money in full to the above company bank account under the name of the above company, and then embezzled KRW 3.45,28,900 by arbitrarily consuming the money for private use at around that time while being kept in the business for the above company.

8. Defendant 1’s violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Fraud) in an amount equivalent to KRW 600 million with respect to Defendant 1’s loans

On September 20, 2006, Nonindicted Co. 1 purchased 76.19% of the issued shares of Nonindicted Co. 13 (the trade name at the time was “ chip”; hereinafter “Nonindicted Co. 13”) located in Chang-gu, Chang-gu, Seoul Special Metropolitan City from Nonindicted Co. 31, etc., for KRW 80 million and transferred Nonindicted Co. 13 to the subsidiaries of Nonindicted Co. 1.

On October 18, 2006, the representative director of Nonindicted Co. 1 and the representative director of Nonindicted Co. 5, the Defendant, who was the representative director of Nonindicted Co. 1 and the representative director of Nonindicted Co. 13, considered a new loan of KRW 1 billion in order to repay the existing bank loans and invest in facilities to produce new products of Nonindicted Co. 13, 14, knowing that Nonindicted Co. 14 took account of the new loan of KRW 1 billion in order to the former bank loans of Nonindicted Co. 13, the Defendant borrowed to Nonindicted Co. 13, as his credit rating is low, a large amount of funds from Nonindicted Co. 13, and borrowed KRW 600 million to Nonindicted Co. 5, 500. Even before the maturity, Nonindicted Co. 13, the Defendant, the largest shareholder of Nonindicted Co. 13, the largest shareholder of Nonindicted Co. 14, had Nonindicted Co. 14, trusting the Defendant’s promise to repay at the annual interest rate of KRW 13,500 million in its joint guarantee.

However, the facts are as follows: (a) due to the business depression as described in paragraph (3), Nonindicted Co. 5 suffered from the enemy from June 2006 to the end of the year 2006; (b) net loss in the year 2006 exceeded KRW 1.277 million; and (c) on December 31, 2006, as of December 31, 2006, the current current liabilities (3.268 million) exceeded the current assets (2.056 million) and the current assets (2.06 million) went into operation solely depending on the loan, and even if the funds were used from Nonindicted Co. 13, it did not have the ability to pay the principal and interest properly; and (d) even if the Defendant borrowed 60 million won in the name of Nonindicted Co. 5 with the knowledge of the above circumstances, even if he was requested to repay the loan from Nonindicted Co. 5, 2006, he did not intend to repay the loan on behalf of Nonindicted Co. 14.

Accordingly, the Defendant, by deceiving Nonindicted Co. 14, had Nonindicted Co. 5 acquire pecuniary benefits equivalent to KRW 600 million.

9. Defendant 1’s violation of the former Securities and Exchange Act

(a) Violation of obligation to report stocks owned;

Officers or major stockholders of any stock-listed corporation or any KOSDAQ-listed corporation shall report to the Securities and Futures Commission and the Exchange respectively, the status of holding stocks of the relevant corporation on their own account regardless of in whose name the stocks are held, and if there is any change in the number of stocks held, the details thereof shall be reported to the Securities and Futures Commission and the Exchange by the tenth day of

Nevertheless, the Defendant, as the representative director of Nonindicted Co. 1, from May 15, 2006 to June 12, 2007, did not report the change in ownership over 11 times in total as indicated below in the process of purchasing a total of 928,480 shares of Nonindicted Co. 1, Ltd. by using Nonindicted Co. 46’s account from May 15, 2006 and selling a total of 951,480 shares.

5. 15. 231, 90, 90. 40. 20. 8. 20. 10. 40. 20. 15. 231,90, 90. 31, 90. 13, 206. 21, 50. 21, 200. 21, 200. 21, 50. 21, 50. 20. 6. 30. 6. 1, 20. 8. 1, 20. 1, 20. 8. 1, 20. 1, 20. 1, 20. 7. 1, 20. 1, 20. 1, 40. 1, 20. 7. 1, 40. 1, 20. 30. 1, 206

(b) Violation of reporting on stocks held in bulk;

A person who comes to hold stocks, etc. of a stock-listed corporation or a KOSDAQ-listed corporation shall report to the Financial Supervisory Commission and the Exchange the holding status and purpose thereof within five days from the date on which such person held stocks, etc., as prescribed by Presidential Decree, and where the holding ratio changes in excess of 1/100 of the total number of stocks, etc. of the corporation concerned, he shall report the changes to

Nevertheless, the Defendant, from March 7, 2006 to April 3, 2007, owned 5% or more of the shares of Nonindicted Co. 1, and was not reported by January 9, 2007, the due date, from May 15, 2006 to January 2, 2007, to purchase 616,413 shares of Nonindicted Co. 1, using the Defendant’s own account in the name of Nonindicted Co. 46 and the Defendant’s mother Nonindicted Co. 45, which was opened at the luminous branch of modern securities, and sold 214,440 shares and sold 401,973 shares (violation ratio 1.32%).

10. Defendant 4’s violation of the former Securities and Exchange Act

The defendant was the vice president of the non-indicted 1 corporation from July 11, 2006 to June 22, 2007.

Around August 11, 2006, the Defendant owned 30,402 shares of Nonindicted Co. 1 (0.11% of the issued shares) with the Defendant’s borrowed name account in the Defendant’s wife Nonindicted Co. 91, but did not report the ownership by September 11, 2006 and did not report on the ownership status and changes in the shares of Nonindicted Co. 1 on eight occasions from September 11, 2006 to May 10, 207, as shown in the separate crime list of crimes No. 2.

11. Defendant 1 and 4’s violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Embezzlement, Breach of Trust) and giving rise to breach of trust in the process of acquiring management rights for Nonindicted Incorporated Company 16

On March 19, 2007, the Defendants disposed of the shares of Nonindicted Co. 1 Co., Ltd., which were held by the Defendants, and subsequently displayed a new KOSDAQ listed company to be operated.

On the other hand, on May 30, 2007, Nonindicted 15, as the representative director of Nonindicted 53 Company, had Nonindicted 53 Company take over Nonindicted 16 Company on or around May 30, 2007, and purchased 518,39 shares of Nonindicted 16 Company and had Nonindicted 53 acquire the management right by purchasing 27,006 shares of Nonindicted 16 Company. After acquiring the management right of Nonindicted 16 Company, Nonindicted 53 Company took over the management right of Nonindicted 16 Company and operated Nonindicted 17 as the representative director of Nonindicted 16 Company and the director of Nonindicted 53 Company as the director of Nonindicted 18, who was working as the director of Nonindicted 16 Company, as the representative director of Nonindicted 16 Company and the director of Nonindicted 53 Company, were practically operating Nonindicted 16 Company after appointing Nonindicted 16 Company as the director of Nonindicted 16 Company.

Defendant 1, around July 2007, agreed to acquire management rights through the offering of new shares by a third party allotment method conducted by Nonindicted Co. 16 and Nonindicted Co. 15 with the introduction of Nonindicted Co. 47, which is the owner of his university, around July 2007.

At the time of the negotiations on capital increase with Nonindicted 15, the Defendants were under pressure due to Nonindicted 15’s acquisition fund of Nonindicted 53 and bonds borrowed to use as payment for capital increase by Nonindicted 53, around March 2007, around December 2006. However, Nonindicted 15 demanded to lend funds to Nonindicted 53, Nonindicted 15, and Nonindicted 15 to Nonindicted 15 in order to resolve such financial difficulties. Accordingly, Defendant 4 asserted that the loans to the unlisted company owned by Nonindicted 15 cannot be accepted, and eventually agreed between Nonindicted 15 and the Defendants to lend the Defendant’s personal funds to Nonindicted 53, and to lend the Defendant’s personal funds to Nonindicted 15.

In a situation where Nonindicted 16 Nonindicted 17 and Nonindicted 18 were suffering from extreme financial difficulties at the time, Nonindicted 17 and Nonindicted 18, at the time, were strongly against the Defendants’ acquisition of the management right of Nonindicted 16 Stock Company held by Nonindicted 53 through the offering of new shares by Nonindicted 16 Stock Company to a third party, but Nonindicted 40 and Nonindicted 18 decided to acquire the management right of Nonindicted 53 Stock Company more than the price at the time of acquisition of the management right of Nonindicted 53 Stock Company. However, upon Nonindicted 15’s order, the Defendants announced the “decision on a person who was guilty” on August 1, 207. When the payment for capital increase was made after the payment for capital increase, Nonindicted 17 and 18 received and transferred the materials necessary for exercising the management right of Nonindicted Stock Company 16, such as the corporate identification, corporate passbook, corporate passbook, and corporate card, and the Defendants

Since then, around August 10, 2008, the Defendants participated in the issue of capital increase with respect to the third party allotment of Nonindicted Co. 16 Co., Ltd. and acquired 492,610 shares in Defendant 1’s name and became the second shareholder of Nonindicted Co. 16 Co., Ltd., and became the second shareholder of Nonindicted Co. 16. If shares acquired in the name of his family ( father Nonindicted Co. 46, mother Non-Indicted. 45, and wife Non-Indicted. 48), the 886,690 shares, and the 518,399 shares owned by Nonindicted Co. 53. Defendant 4 was more than 443,350 shares in his own name, and 591,130 shares if shares acquired in the name of his/her own name were combined

(a) Occupational embezzlement and evidence of breach of trust;

The Defendants, around July 20, 2007, around August 10, 2007, from around August 10, 2007, the third party’s payment date of capital increase for capital increase. From around August 10, 2007, Defendants 1 and 4 have been in charge of the management of capital increase for capital increase by putting their names into “general CEO” and “financial business CEO” and using their positions.

If the Defendants want to acquire the management right of Nonindicted Co. 16, which Nonindicted Co. 53 possessed by Nonindicted Co. 53, the Defendants first conspired to pay to Nonindicted Co. 15 for the lower price without a premium of management right, as if Nonindicted Co. 53 paid KRW 15 billion to the major shareholders of Nonindicted Co. 16, with their own funds, as if they were to have paid KRW 15 billion to Nonindicted Co. 53 under the pretext of a premium of management right.

On August 16, 2007, the Defendants voluntarily withdrawn KRW 5 billion from the new bank account (Account Number 1 omitted) to pay from the office of Gangnam-gu Seoul (hereinafter omitted) Nonindicted Co. 16 to Nonindicted Co. 15 as loans to Nonindicted Co. 15.

On the same day, the Defendants had not been authorized to execute funds in the name of the company because they had not yet been transferred to Nonindicted 17 and 18 for the exercise of management rights, and thus, there was no way to establish a legitimate procedure, such as going through a resolution of the board of directors, since the Defendants had been willing to conceal Nonindicted 15 to Nonindicted 17 and 18, a director on registration.

Nevertheless, on the same day, Defendant 1 solicited Nonindicted 15, who was the representative director and the largest shareholder of Nonindicted 53 Stock Company at the office of Nonindicted 16 and was virtually exercising the management right of Nonindicted 16 Stock Company, to the effect that “it would allow Nonindicted 16 Stock Company to acquire new shares to the extent that it can exercise the management right of Nonindicted 16 Company without any separate management right premium,” and thereafter, Defendant 1 offered KRW 5 billion which was voluntarily withdrawn to Nonindicted 15 as above.

As a result, the Defendants conspired to acquire management rights by participating in the allocation of new shares to a third party by acquiring the right of management, instead of paying compensation for the acquisition of management rights to the largest shareholder of Nonindicted Co. 53 with personal funds of the Defendants, embezzled KRW 5 billion of the funds of Nonindicted Co. 16 to pay the funds of Nonindicted Co. 15, the largest shareholder of Nonindicted Co. 53, who is the representative director of Nonindicted Co. 53, and did not pay separate funds of management rights to Nonindicted Co. 53, while granting economic benefits to loan KRW 5 billion to Nonindicted Co. 53, the representative director of Nonindicted Co. 53 and the largest shareholder of Nonindicted Co. 15, who are the representative director of Nonindicted Co. 16, in order to prevent the

(b) Occupational breach of trust

A person who operates a stock company has occupational duties to manage and use the company's funds for the interest of the company.

From August 1, 2007, the Defendants approved the disbursement of the funds of Nonindicted Company 16 and participated in the overall business.

If the Defendants want to acquire management rights of Nonindicted Co. 16 held by Nonindicted Co. 53, the Defendants offered to Nonindicted Co. 53, the first Nonindicted Co. 53, who had paid approximately KRW 15 billion to the major shareholders of Nonindicted Co. 16, with their own funds, the payment for acquisition of management rights is paid to Nonindicted Co. 53 with their own funds, and the funds of Nonindicted Co. 16 shall not be used for personal purposes such as personal purposes. In the event of lending the funds of Nonindicted Co. 16 to others, the Defendants offered to Nonindicted Co. 53, who lack the ability to perform their duties to take necessary measures to prevent any trouble in the future’s recovery of claims in a reasonable and reasonable manner, despite the fact that there was a job duty to do so, they offered to Nonindicted Co. 16 Co.

The Defendants at the office of Nonindicted Co. 16 around August 17, 2007, at the above office of Nonindicted Co. 16, anticipated the continuous decline in sales from the workshop of Nonindicted Co. 53, the main seller of which was the Seoul Special Self-Governing Province, and did not take measures to recover claims, such as receiving appropriate security from Nonindicted Co. 53, even though the use of short-term financial instruments of 17 billion won was restricted, and did not take measures to recover claims, such as receiving appropriate security from Nonindicted Co. 53. As seen earlier, according to the terms of the agreement with Nonindicted Co. 15, the Defendants transferred KRW 5 billion from the new bank account (Account Number 1 omitted) of Nonindicted Co. 53 to the Korean CF Bank account (Account Number 2 omitted) of Nonindicted Co. 53 to acquire management right of Nonindicted Co. 16.

As a result, the Defendants conspired to use the company's funds in violation of the occupational duty to use the company's funds for the benefit of the company as the actual manager of the company, thereby acquiring the equivalent pecuniary profit and causing property damage equivalent to the same amount to Nonindicted 16 corporation by using the funds of KRW 5 billion for personal purposes.

12. Defendant 1 and 4’s violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation) for lending KRW 3.5 billion to Nonindicted Stock Company 19 billion

A person who operates a stock company has occupational duties to manage and use the company's funds for the interest of the company.

Defendant 1 borrowed funds to participate in capital increase with the allocation of Nonindicted Co. 16 to Nonindicted Co. 3, 16, and requested Nonindicted Co. 49, the actual operator of Nonindicted Co. 19, to lend his name to Nonindicted Co. 50. Defendant 1 borrowed Nonindicted Co. 49, who consented to Nonindicted Co. 50, and then borrowed KRW 5 billion from Nonindicted Co. 50 on August 9, 2007.

On September 4, 2007, Defendant 1 received the request from Nonindicted Co. 16’s office to lend funds to be used for apartment execution projects from Nonindicted Co. 49. At the time, the said Nonindicted Co. 19 was unable to repay the above loans because of the lack of possession funds. However, Defendant 4 did not take measures to recover claims such as receiving collateral, and transferred KRW 1 billion to the account of Nonindicted Co. 16 Co. 19 (Korean bank account number 3 omitted) without taking measures to recover claims.

On October 9, 2007, Defendant 1 received a request from Nonindicted 16 Co. 16’s office to lend business funds additionally from Nonindicted 49, and did not take measures for recovery of claims such as receiving appropriate collateral by being recorded with Defendant 4, and remitted KRW 2.5 billion to the above account without taking measures for recovery of claims.

As a result, the Defendants conspired to act in violation of the duties of the actual manager of Nonindicted Co. 16 and lent a total of KRW 3.5 billion to Nonindicted Co. 19, thereby enabling Nonindicted Co. 19 to gain pecuniary advantage equivalent to the same amount, and causing property damage equivalent to the same amount to Nonindicted Co. 16.

13. Preparation and display of private documents by Defendant 1’s forgery, qualification forgery, and display of such private documents;

(a) Establishment of relations between fabrication of private documents and fabrication of qualification;

Nonindicted 17 and Nonindicted 18 who were appointed as the representative director of Nonindicted 16 Company pursuant to Nonindicted 15 were dismissed from the office of Nonindicted 16 Company on August 17, 2007, but the position of the representative director and the director was maintained continuously.

around August 17, 2007, Nonindicted 17 and Nonindicted 18 requested the Defendant and Defendant 4 to give notice of the resolution of the board of directors when the resolution of the board of directors is necessary in the course of fund execution by October 2, 2007, which is the date on which the general meeting of shareholders is to be appointed as directors by the Defendant and Defendant 4, and the Defendant and Defendant 4 entered into a special agreement with the Defendant and Defendant 4 regarding the “a special agreement with respect to the fact that the act performed voluntarily by the new management is legally in violation of the law, and the damage claims occur when losses occur to the shareholders and interested parties, and all the civil and criminal liabilities are new management (general CEO: Defendant, and Defendant 4).

At the time, Nonindicted 17 and Nonindicted 18 did not have the right to arbitrarily prepare the meeting minutes of the board of directors in the name of Nonindicted 17 and 18 from August 17, 2007 to October 2, 2007, when the Defendant and Defendant 4 were appointed respectively as the representative director and the director, from around August 17, 2007, when Nonindicted 17 and Nonindicted 18 transferred the business to Defendant 4.

On February 2, 2008, the Defendant received a request to supplement the minutes of the board of directors on KRW 5 billion paid as a loan to Nonindicted 15 on August 17, 2007, and one billion won paid as a loan to Nonindicted 19 on around September 4, 2007, from the Korea-U.S. Accounting Corporation’s accountant in charge of preparing an audit report in 2007 at the office of Nonindicted 16 Co. 16 Co., Ltd.

(1) Preparation of two copies of the minutes of the board of directors related to the five billion won loan to Nonindicted 15 on August 17, 2007

On August 16, 2007, the Defendant withdrawn KRW 5 billion from the company funds of Nonindicted 16 Co. 16 and paid it to Nonindicted 15. However, at the time, Nonindicted 17, the representative director of Nonindicted 16 Co. 16 and Nonindicted 18, the director, concealed the fact that the funds of Nonindicted 16 Co. 16 were withdrawn to be paid to Nonindicted 15.

On February 2, 2008, the defendant, at the office of the above non-indicted 16 corporation, submitted an accounting audit in 2007 at the office of the non-indicted 16 corporation, to Han Young Accounting corporation in charge of the accounting audit in 2007, instructed the employee non-indicted 20 in charge of the financial affairs to make use of a computer, "temporary: 1:0 p.m.: 17 August 2007, : 2007: 3 directors present at the meeting; 2 of the total number of the directors; 17 of the chairperson's representative director, as above, notified that the p.m. legitimate establishment of the p. session, and the opening of the meeting is declared. Then, the attending person shall be explained in detail about the necessary contents of the agreement for lending money and the necessity of lending money: (a) The purpose is to lend operating funds: (b) the other party; (c) the representative director; (d) the representative director for one year from the date of borrowing; and (1) the minutes of the non-indicted 1718."

As a result, the Defendant forged two copies of the meeting minutes of the board of directors, which are private documents on the rights and obligations of the representative director, Nonindicted 16, Nonindicted 17, or facts of certification, and prepared two copies of the meeting minutes of the board of directors, which are the qualification of Nonindicted 18

(2) Preparation of a copy of meeting minutes of the board of directors related to the loan of 1 billion won to Nonindicted Co. 19 on September 4, 2007

On September 4, 2007, the Defendant lent KRW 1 billion to Nonindicted Co. 19, and Nonindicted Co. 17, a representative director, and Nonindicted Co. 18, a director, at the time of the registration, was unaware of such fact.

On February 208, the Defendant, at the office of the above non-indicted 16 Co. 16, to submit to the Han Young Accounting Corporation in charge of accounting audit in the year 2007, with the aim of submitting the above non-indicted 16 Co. 207 at the office of the above non-indicted 16 Co., Ltd., the Defendant: (a) directed the non-indicted 20 in charge of financial affairs to print out one copy of the minutes of the board of directors’ meeting on September 4, 2007; (b) on September 4, 2007, three directors: (c) the case of the conclusion of an agreement on cash loan; (d) the representative director of the Speaker, as above, notified that the plenary session was duly constituted as above; and (e) the participants, with careful consideration, shall be resolved with the consent of all members present; (e) the other party: (e) the amount: (e) KRW 19 billion; (e) the chairman; and (e) the representative director of the non-indicted 18; and (f) made the non-indicted 17) the Defendant’s.

As a result, the Defendant forged one copy of the minutes of the board of directors meeting, which is a private document on the rights and obligations of Nonindicted 16, representative director of Nonindicted 17, or a certificate of fact, and prepared one copy of the minutes of the board of directors with the qualification of Nonindicted 18.

(c) Exercising a falsified inspection document and holding a private document prepared for qualification;

On February 2, 2008, the Defendant, at the office of the above non-indicted 16 corporation, forged the name of the representative director non-indicted 17, and submitted three copies of the minutes of the board of directors prepared without the authority to represent the non-indicted 18 to the employees of the Han-young Accounting Corporation who knew of the fact.

14. Violation of the former Securities and Exchange Act by Defendant 1.

A KOSDAQ-listed corporation shall, where its largest shareholder is changed, make a report pursuant to the Enforcement Decree of the Securities and Exchange Act, and shall not make a false statement in such report, and where a person who holds stocks in bulk makes a false report on the stocks held in bulk pursuant to the Enforcement Decree of the Securities and Exchange Act, it shall not make a false report on the

In the report form on the status of stocks, etc. held in bulk, the term "self-fund" and "loan" are clearly divided, and where funds necessary for acquisition are borrowed pursuant to the Enforcement Decree of the Securities and Exchange Act, it shall be stated in the lender.

On August 10, 2007, the Defendant participated in the allocation of capital increase to a third party by Nonindicted 16 Co., Ltd., and acquired 492,610 shares. Nonindicted 46, the father of the Defendant, was the 197,040 shares, Nonindicted 45, the mother of the Defendant, Nonindicted 98,520 shares, Nonindicted 48, the Defendant’s wife, Nonindicted 48,520 shares, Defendant’s 443,350 shares, and Defendant 4, the Defendant’s seat, Defendant 4, the 147,780 shares per share, and Nonindicted 29, the 147,780 shares that Defendant 4 operated, was the 10,150 shares each share, and the Defendant was well aware of the source of capital.

On January 31, 2008, the Defendant purchased 49,948 shares of Nonindicted Incorporated Company 16 in 12,80 won per share, and purchased 30,052 shares in 12,754 won per share on February 1, 2008, and the source of the funds was also the money loaned from Tematoto Mutual Savings Bank.

On February 1, 2008, the Defendant had Nonindicted Co. 52, an employee in charge of the public announcement of Nonindicted Co. 16, indicated “Nonindicted Co. 53”; “962,742 shares in the number column of the largest shareholder before the change; “Defendant 1 and three other persons”; “96,690 shares in the number of shares held;” and “96,690 shares” in the share acquisition column; and “the method of raising funds for acquisition” in the share acquisition column; and “the details of the detailed change” column of “the details of the change of the number of shares”; and “the details of the change of the number of shares” as “the specially related persons 46,45,48.”

On the same day, the Defendant made Nonindicted 52 enter “Defendant 1572,610 shares”, “Nonindicted 488,520 shares, Nonindicted 467,040 shares, Nonindicted 458,520 shares, Defendant 443,350 shares, Nonindicted 297,780 shares, and Nonindicted 549,260 shares” in the “report on the Status of Stocks, etc. Held” form, and made Nonindicted 52 enter “16,52,502,30 shares,” “in the case of one’s own funds, acquisition of one’s personal funds, financial assets, earned income, etc.,” and announced it publicly.

As a representative director of the non-indicted 16 corporation, the defendant made a false statement on the method of raising acquiring funds while publicly announcing the change of the largest shareholder, and made a false public announcement on the background and source of acquiring funds by reporting the holding of stocks in bulk.

15. The alteration and uttering of private documents by Defendant 3;

Around March 9, 2006, the Defendant was commissioned by Defendant 2 to conduct an accounting audit of Nonindicted Co. 2 in 2005, and performed the accounting audit in the name of the said accounting firm from around 10th of the same month to December, 2006, and prepared the audit report and audit report under the name of the said accounting firm.

피고인은 2008. 11. 28.경 서울 강남구 논현동 소재 위드 회계법인 사무실에서, 서울중앙지방검찰청 금융조세조사 제1부 소속 수사관 공소외 136으로부터 피고인 2 등에 대한 특정경제범죄 가중처벌 등에 관한 법률 위반(배임) 사건 수사와 관련하여 위 회계감사시 작성한 위드 회계법인 명의의 감사조서를 제출해 달라는 요청을 받고, 행사할 목적으로 권한 없이 2005. 12. 31. 기준 공소외 2 주식회사 수정사항집계표, 당좌자산 계정과목별 증감현황, 투자자산 계정과목별 증감현황, 유형자산 계정과목별 증감현황, 자본 계정과목별 증감현황, 매출 계정과목별 증감현황, 영업외손익 계정과목별 증감현황, 법인세 등 계정과목별 증감현황 등에 관한 명세서를 컴퓨터 프로그램을 이용하여 2006. 3. 10.자로 새로 작성하여 감사조서에 끼워 넣고, 감사조서에 편철되어 있는 선급비용 명세서 하단에 ‘※DB 구입비용 및 판촉물제작비 - 익년에 사용될 것으로 선급비용 계상, 유·무형자산적 성격이나 사용기간이 짧아 선급비용으로 계상 - pass, DB - 텔레마케팅을 위한 고객 DB, ◎ 공소외 55 주식회사 - 광고인쇄물 제작비용 - 당월 미사용으로 선급비용 계상, 재고자산적 성격 있으나 선급비용 계상이 타당함.(당사 재고자산 무)’라는 내용의 문구와 피고인 2가 주장하는 선급비용 계상 내용을 검토한 결과 선급비용 계상이 타당하다는 취지의 문구를 마치 위 회계감사 당시 기재한 것처럼 연필로 기입함으로써 사실증명에 관한 사문서인 위드 회계법인 명의의 감사조서를 변조하고, 2008. 12. 1.경 위와 같이 변조한 감사조서를 그 정을 모르는 위 수사관에게 퀵서비스 편으로 제출함으로써 변조된 사문서를 행사하였다.

[Fact 1]

1. The defendant 1 and 2's respective legal statements

1. Each legal statement of the witness, Nonindicted 56, 57, 36, 58, 37, 51, Defendant 4, Nonindicted 59, 60, 26, 26, 4, 61, and 3

1. In the second trial record, some statements made by the witness Nonindicted 21, 62, 63, and 64

1. Among the third trial records, some statements made by the witness, Nonindicted 65, Defendant 3, Nonindicted 38, 66, and 67

1. Some of the statements made by the prosecutor in each protocol of suspect examination against the defendant 1 and 3;

1. Some statements made against Defendant 2 in the protocol of examination by the prosecution (see, e.g., Supreme Court Decisions 217, 218, 222, 223, No. 2009No. 1351)

1. Each prosecutor’s statement concerning Nonindicted 64, 65, 68, 57, 23, 69, 70, and 71

1. Each written statement made by the prosecutor of the prosecution against Nonindicted 21, 52, 72, 2, and 73 Jeju 1), 74, 75, 39, 56, 3, 3, 38, 76, 37, and 77

1. Each written statement of Nonindicted 23, 78, 3, 62, 63, 38, and 3

1. The audit report of Nonindicted Co. 1, 205, the business report of Nonindicted Co. 1, the 2005, the audit report of Nonindicted Co. 1, the 2006, the business report of Nonindicted Co. 1, the business report of 206, the prospectus of April 13, 2006, the prospectus of June 30, 2007, the business report of June 30, 2007, the audit report of June 30, 2007, the quarterly report of September 30, 207, and the semiannual report of December 31, 2007.

1. Public announcement data, such as a written opinion of appraisal of the value of assets acquired or map, a report of asset acquisition or map, a corrective report, a termination report, a report of asset acquisition or map, and a report of asset acquisition, etc. on March 13, 206;

1. The stock value assessment report of Nonindicted Co. 2, the actual inspection report related to the acquisition of management rights, the main record of the audit report set forth in Article 25 of the Sejong Accounting Corporation, the audit report and the audit report on the financial statements of Nonindicted Co. 2, 2005

1. Income statements from July 2004 to April 2007, standard balance sheets (non-indicted 2 corporation 2006), non-indicted 2 corporation 205 to 2008, and income statements from profit and loss statements from April 207.

1. A copy of a share sales contract, a contract to acquire bonds with warrants, and a copy of a share sales contract (defendant 1), a copy of a contract to purchase and sell stocks, a copy of a contract to sell and sell securities, and a copy of a joint agreement

1. The result of the temporary general meeting of shareholders of March 7, 2006, the change of the representative director of March 7, 2006, the guidance for the mutual change of the company's name as of March 7, 2006, the report on the stock holding of the executives and major shareholders of March 7, 2006, the minutes of the decision to issue bonds with warrants of March 9, 2006 and the minutes of the board of directors' meeting, the capital increase and the minutes of the capital increase and the meeting of the board of directors of March 13, 206, the capital increase of stocks and the minutes of the board of directors' meeting from the largest shareholder of March 13, 206, the change of the largest shareholder of March 13, 206, the report on the stock holding as of March 15, 2006, the report on the stock holding as of March 15, 2006, the report on the stock holding as of March 15, 2006.

1. Minutes of special shareholders' meeting held on March 7, 2006, minutes of the board of directors held on March 7, 2006, minutes of the board of directors held on March 9, 2006, minutes of the board of directors held on March 9, 206, minutes of the board of directors held on March 13, 206, and copies of the minutes of the board of directors held on

1. A copy of the statement on changes in stocks of Nonindicted Co. 2 and the report on the status of stocks held in bulk;

1. A copy of the register of Nonindicted Party 1 Co., Ltd., the changed list of Nonindicted Party 1 Co., Ltd. (the changed name), the register of shareholders of Nonindicted Party 2 Co., Ltd., and the register of shareholders of Nonindicted Party 2 Co.

1. Each substitute sheet, certificate of deposit of stock price, copy of passbook of foreign exchange bank, copy of passbook without deposit, statement of investment stocks and ledger by account subject to equity law, future securities account statement, one bank account statement, and president of non-indicted 2 corporation from 205 to 2006 business parties non-indicted 2 corporation;

1. Current status of the achievements of the complex life-based organization, life insurance agency contracts and annexed agreements, notification of changes in agency fee rates, the current status of payment fees of non-indicted 2 corporation, the slips and tax invoices of non-indicted 5 corporation, substitute slips and customer ledger (Evidence No. 215), and requirements for the establishment of the Dong life insurance agency;

1. A copy of the passbook in the name of the Korean bank, a tax invoice and an account transfer statement, a business partnership agreement, a certified transcript of corporate register (Evidence No. 219 to 222), a tax invoice (Evidence No. 227), and a statement of estimated amount of retirement benefits on December 31, 2005 by the non-indicted 2 corporation

1. Data pertaining to the tracking of funds relating to the purchase of shares of Nonindicted Co. 1 and Nonindicted Co. 2 and transferred to the Pacific account;

1. A copy of Nonindicted 52’s e-mail reception details, the details of damage from Nonindicted 1 Company, the details of monetary gains from the receipt of shares by the former management of Nonindicted 1 Company, the details of damage from Nonindicted 1 Company, additional data, the accusation (No. 2008 Form 36980), and the statement statement made against Nonindicted 23

1. Each investigation report [Attachment of the electronic publication system of the Financial Supervisory Service, reference materials related to the assessment of the cumulative loss amount, Nonindicted Co. 2’s asset acquisition and/or even value, report on confirmation of the cumulative loss amount, attachment of Nonindicted Co. 2’s income statement, copy of the minutes and articles of incorporation of Nonindicted Co. 1’s general meeting of shareholders on March 7, 2006, minutes of temporary general meeting of shareholders on March 7, 2006, Nonindicted Co. 1’s report on the assessment of the value of stocks of Nonindicted Co. 2’s 207, comprehensive review and revaluation of the assessment of the value of stocks, assessment of the value of stocks according to the Net Asset Value Act, calculation of the base value of stocks by similar company’s own stock, calculation of the base value of stocks, suspicion of payment of the transfer tax related to Nonindicted Co. 2’s stocks for Nonindicted Co. 30, 75, tax data related to Nonindicted Co. 2’s stock transaction, statement of Nonindicted Co. 23’s financial statements, Ltd.

1. Each investigation report (including a copy of the preceding list of Nonindicted Co. 2, May 31, 2005, and a copy of the tax invoice related to the treatment of advance payment expenses, etc.) (see, e.g., evidence No. 219, 220 each of the evidence No. 2009No 1351)

[Judgment of the court below]

1. The defendant 1's partial statement

1. Each legal statement of the witness, Nonindicted 72, 58, and Defendant 2

1. Each prosecutor’s statement concerning Nonindicted 58 and 43

1. Some of the statements made by the prosecutor against Nonindicted 44 and Defendant 2

1. Partial descriptions of the defendant 2's written confirmation

1. The 3 billion won loaned by Nonindicted Co. 1 to Nonindicted Co. 2, Ltd., and the tracking of funds relating to Nonindicted Co. 5.

1. Each sales contract and receipt of stocks (see, e.g., 300, 301 in the order of evidence);

1. A sales contract for shares for Nonindicted Co. 5

1. A copy of the minutes of board of directors' meeting, a copy of a monetary loan contract, a copy of passbook and a substitute slip;

1. Reporting attached data, Nonindicted Co. 5’s list of shareholders, and Seoul Regional Tax Office’s response

1. Each investigation report (the evaluation report on the stock value of Nonindicted Co. 5, Nonindicted Co. 5’s shareholder - Nonindicted Co. 44, and capital gains tax payment results; documents, receipts, and passbooks No. 2 submitted by the representative director of Nonindicted Co. 2; Nonindicted Co. 44. Report on the acquisition of management rights and shares; Defendant 1 and Nonindicted Co. 5’s acquisition of shares of Nonindicted Co. 44 also related taxpayer fees)

【Fact 3 at the Time of Sales】

1. The defendant 1 and 2's respective legal statements

1. Part of the witness’s legal statement

1. Some of the statements made by the prosecutor against Nonindicted 39 and Defendant 2

1. A copy of the register of Nonindicted Co. 5, a copy of the short-term loan ledger related to Nonindicted Co. 5, a copy of the monetary loan agreement for consumption for Nonindicted Co. 5, and evidence of payment of loans to Nonindicted

1. Before lending Nonindicted Co. 5, each cashier’s check, a detailed statement of deposit transactions, each copy of each passbook, and a statement of accounts;

1. A survey report (a report on confirmation of a contract for goods supply related to the greenhouse TV home shopping);

【Fact 4 at the Time of Sales】

1. The defendant 1's partial statement

1. Part of the witness’s legal statement

1. Each prosecutor’s statement concerning Nonindicted 81 and 82

1. Some of the statements made by the prosecution against Nonindicted 3 and 83

1. A copy of the minutes of the board of directors’ acquisition of stocks of Nonindicted Co. 7, a copy of the contract for acquisition of stocks of Nonindicted Co. 7, a copy of the calculation sheet for Nonindicted Co. 7’s base price, and the

1. Investigation report (a copy of official document on Nonindicted Co. 7’s property disposal and Nonindicted Co. 10’s shares related to Nonindicted Co. 87’s shares)

【Fact 5 at the Time of Sales】

1. The defendant 1 and 4's partial statements

1. Each legal statement of Nonindicted 26, 27, 84, and 72 by the witness

1. Some statements in the suspect examination protocol of Defendant 1 and Defendant 4 (Evidence No. 276, No. 289)

1. Each prosecutor’s protocol of statement concerning Nonindicted 27, 84, and 72

1. Data, register of motor vehicles and chassis related to each bents lease;

1. Attachment of relevant data and a copy of the statement of replacement of funds for leased vehicles;

1. Vehicle-related matters, benz S50V (vehicle number 1 omitted), status of receipt of lease fees, benz S50V (vehicle number 2 omitted), status of receipt of respective automobile registration certificates (vehicle number 2 omitted, benz vehicle number 1 omitted), certificate for modification of vehicle lease users (vehicle number 2 omitted, benz vehicle number 2 omitted, 1 omitted), certificate for modification of vehicle number benz vehicle number 1 omitted), certificate for modification of vehicle lease (vehicle number 2 omitted, vehicle number 1 omitted), vehicle certificate, automobile lease contract (vehicle number 1 omitted) [refer to the detailed list of No. 194];

1. Investigation report (data related to the purchase and lease of vehicles, automobile lease contract, automobile registration certificate, and related contract)

【Fact 6 at the Time of Sales】

1. The defendant 1's partial statement

1. The witness’s statement at each court in part by Nonindicted 85, 51, 86, 20, 12, 52, and 72

1. Each prosecutor’s statement concerning Nonindicted 49, 88, and 85

1. Some statements made by each prosecutor in the prosecutor's protocol against Nonindicted 20, 51, and 86

1. Lease contract (see, e.g., No. 269);

1. A written request for payment of goods, etc., a copy of each deposit sheet, a reply to a request for payment of goods, a copy of each passbook of Nonindicted Co. 30, a copy of each passbook of Co. 30, a certificate of deposit and a copy of each substitute slip (see, e.g., evidence No. 234), each agreement (see, e., evidence No. 249, 250), a substitute slip for Nonindicted Co. 30, a substitute slip for Nonindicted Co. 1 (see, e.g., evidence No. 279), a copy of a cashier'

【Fact 7 at the Time of Sales】

1. The defendant 1's partial statement

1. Part of the witness’s legal statement

1. Part of the prosecutor’s statement with respect to Nonindicted 39 (see, e.g., No. 342 in the order of evidence)

1. Investigation report (documents related to loans to Nonindicted Co. 5)

【Fact 8 at the Time of Sales】

1. Partial statement of the defendant;

1. The witness Nonindicted 14’s legal statement

1. Part of the witness’s legal statement

1. The prosecutor’s statement concerning Nonindicted 14

1. Part of the prosecutor’s statement with respect to Nonindicted 39

1. A copy of the monetary loan contract for consumption for Nonindicted Co. 13, a copy of each passbook for Nonindicted Co. 13, and a copy of passbook for Nonindicted Co. 1

1. A copy of a written request for repayment or a copy of transaction partner;

【Each Facts in Article 9 at the Time of Sales】

1. The legal statement of Defendant 1

1. Each prosecutor’s statement on Nonindicted 89, 90, 84, and 45

1. As to the sale and purchase of shares of Nonindicted Co. 1, a summary of recording

1. Each securities account (non-indicted 46, 45)

1. Investigation report (the details of account transactions, entry and departure slips, etc., and major published matters);

[Fact 10] [The facts in this part shall be based on the evidence list No. 2008 type No. 71427]

1. Defendant 4’s legal statement

1. A certified copy of the register of Nonindicted Co. 1, a statement of inquiry into the securities account, a written application for opening of a securities account, a statement of sale of securities account, a written application for registration of Nonindicted Co. 41, a written application for change of Nonindicted Co. 91, and a written application for

1. Business registration certificate (Non-Indicted. 29, Non-Indicted. 92), Non-Indicted. 91 Securities Account Details, Non-Indicted. 91 Securities Account Trading Details, Non-Indicted. 29 Securities Account Trading Details, Non-Indicted. 29 Securities Account Trading Details, Non-Indicted. 4’s violation obligation to report stocks

【Each Facts of Section 11 at the Time of Sales】

1. The defendant 1 and 4's partial statements

1. Each legal statement of Nonindicted 17, 18, and 47 by the witness

1. Each prosecutor’s statement concerning Nonindicted 93, 94, and 41

1. Each part of the prosecutor’s protocol on Nonindicted 95, 17, 18, 47, and 96

1. The statement of Nonindicted 95

1. Cash storage certificate, 5.2 billion won check withdrawn on August 16, 2007 (1. billion won note 4, 1.0 billion won note 4, 100 billion won note 10 billion won), and account records (see, e.g., evidence No. 383).

1. Data, such as a written agreement for advisory on purchase of modern securities, documents related to KRW 5 billion lent by Nonindicted Co. 16 to Nonindicted Co. 53 (see, e.g., evidence No. 372), and each of the “asset Status Table” by Nonindicted Co. 16 Co. 16 on August 23, 2007 (where KRW 5 billion is deemed as cash at the time of payment, if the amount of KRW 5 billion is deemed as a loan), and equity investment contract (related to Nonindicted Co. 129)

1. Certificates of business takeover (see, e.g., No. 417 in the order of evidence);

1. A copy of each document related to loans from Defendants 1 and 4, and a new bank account statement and a deposit slip in the name of Nonindicted Co. 16 in relation to the payment of share capital;

1. Each investigation report (including the details of major public disclosure pertaining to Nonindicted Co. 16, the half-yearly report related to Nonindicted Co. 53 - the restriction on use of loans to Nonindicted Co. 53, the details of accounts related to loans 5 billion won to Nonindicted Co. 16 Co. 53, the details of the Defendants’ lending, the Defendants’ lending of funds to Nonindicted Co. 16 Co. 16, the Defendants’ third party participating in the distribution of capital for subscription to new shares, the Defendants’ financial flow related to the source of funds to participate in the distribution of capital for subscription to new shares on February 1, 2008, the materials of public disclosure related to the reporting on major management (the largest shareholder’s change) on February 1, 2008, the materials of public disclosure related to the reporting on the status of stocks, etc. on Feb. 1, 2008, from January 31, 2008 to February 1, 2008, the materials related to the purchase of stocks in the name of Nonindicted Co. 1634646

【Fact-finding 12】

1. The defendant 1 and 4's partial statements

1. Each of the witness Nonindicted 49 and 20’s legal statements

1. The prosecutor’s statement on Nonindicted 49

1. Each written statement made by the prosecutor in relation to Nonindicted 97, 98, 20, and 99

1. Details of account transactions in Nonindicted Co. 100, content of Nonindicted Co. 20’s e-mail, and submission of Nonindicted Co. 100 to Nonindicted Co. 99

【Each Facts in Article 13 at the Time of Sales】

1. The defendant 1's partial statement

1. Each legal statement of the witness Nonindicted 17 and 18

1. Each legal statement of the witness Nonindicted 20 and 51

1. Examination of the suspect against Defendant 4 by the prosecution (fourth time);

1. The statement of Nonindicted 18

1. A special agreement on four copies of the minutes of the board of directors and resignation;

[Fact 14]

1. The legal statement of Defendant 1

1. The prosecutor’s statement concerning Nonindicted 52

1. Data concerning the publication of the report on major management on February 1, 2008 and the publication of the report on the status of stocks held in bulk on February 1, 2008;

1. Each investigation report (including the data on Defendant 1’s source of stock purchase fund for the purchase of 80,000 shares of Nonindicted Co. 16 Co., Ltd. from January 31, 2008 to February 1, 2008, and the account transaction in the name of Nonindicted Co. 45, 48, and 46 related to the third party’s participation in the allocation of capital increase for new shares, etc.)

[Each fact in Article 15] [The facts in this part shall be based on the evidence list No. 2009 type 1351]

1. The defendant 3's partial statement

1. The witness Nonindicted 38’s legal statement

1. Some statements concerning the defendant 3 concerning the suspect examination protocol by the prosecution;

1. Some of the statements made by the prosecution against Nonindicted 38

1. Audit report on the financial statements of Nonindicted Co. 2 in 2005

1. A copy of audit records, false or forged audit records;

1. Article relevant to the facts constituting an offense and the selection of punishment;

A. Defendant 1

(1) Each fact set forth in section 1 and 11-B of the ruling.

Article 3 (1) 1 of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes, Articles 356, 355 (2), and 30 of the Criminal Act (the point of each occupational breach of trust, the choice of each limited term of imprisonment)

The facts described in the second, third, fourth, and 12 of the judgment

Article 3 (1) 2 of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes, Article 356 and Article 355 (2) of the Criminal Act (including Article 30 of the Criminal Act with respect to the violation of trust on duty, and Article 12 of the same Act)

Article 5-2 of the Judgment of the Ministry of Labor

Articles 356, 355(2), and 30 of the Criminal Act (the point of occupational breach of trust, the choice of imprisonment)

x. the 6th decision

Articles 356 and 355(1) of the Criminal Act (the point of occupational embezzlement and the choice of imprisonment)

(v) Article 7 of the Decision;

Article 3 (1) 2 of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes, Article 356 and Article 355 (1) of the Criminal Act (the point of occupational embezzlement)

⑹ 판시 제8의 사실

Article 347 (1) 2 of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes and Article 347 (1) of the Criminal Act (Fraud)

⑺ 판시 제9의 각 사실

inclusive, Article 210 subparag. 5, Article 188(6) of the former Securities and Exchange Act (amended by Act No. 8635 of Aug. 3, 2007; hereinafter the same shall apply), Article 210 subparag. 5, Article 188(6) of the former Securities and Exchange Act (amended by Act No. 8635 of Aug. 3, 2007), Article 210 subparag. 5-2, Article 200-2(1) of the former Securities and Exchange Act

⑻ 판시 제11의 가의 각 사실

Article 3 (1) 1 of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes, Articles 356, 355 (1), 30 (Occupational Embezzlement, Selection of limited term) of the Criminal Act, Articles 357 (2), 357 (1), and 30 ( point of giving property in breach of trust, Selection of Imprisonment) of the Criminal Act

⑼ 판시 제13의 각 사실

Article 231 of each Criminal Code (The point of each private document's assistance, each choice of imprisonment), Article 232 of each Criminal Code (the point of preparation of private document by a person with each qualification qualification, each choice of imprisonment), Articles 234 and 231 of each Criminal Code (the point of uttering of each private document, each choice of imprisonment), Articles 234 and 232 of each Criminal Code (the point of uttering of private document by a person with each qualification qualification, each choice of imprisonment)

⑽ 판시 제14의 각 사실

Articles 207-3 subparag. 2 and 186 (1) subparag. 13 of the former Securities and Exchange Act, Article 83 (3) subparag. 1 of the Enforcement Decree of each Securities and Exchange Act (each false entry, each false entry), Article 210 subparag. 5-2 of the former Securities and Exchange Act, the former part of Article 200-2 (1) of the former Securities and Exchange Act, and Article 86-4 (1) subparag. 7 of the former Enforcement Decree of each former Securities and Exchange Act (each false entry, each of which

B. Defendant 2 (Fact 1 at Time of Sales)

Article 3 (1) 1 of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes, Articles 356, 355 (2), and 30 of the Criminal Act (the point of occupational breach of trust, the choice of limited term of imprisonment)

C. Defendant 3 (Fact 15 at Time of Sales)

Article 231 (Formation of Alteration of Private Document, Selection of Fine) Articles 234 and 231 of the Criminal Act. Article 231 of the Criminal Act (Possession of Exercise of Private Document, Selection of Fine)

D. Defendant 4

(1) Facts set forth in Section 5 hereof

Articles 356, 355(2), and 30 of the Criminal Act (the point of occupational breach of trust, the choice of imprisonment)

Doz. 10

inclusive, Article 210 subparagraph 5 of the former Securities and Exchange Act and Article 188 (6) of the former Securities and Exchange Act.

Article 11 of the Judgment of the Ministry of Maritime Affairs

Article 3 (1) 1 of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes, Articles 356, 355 (1), 30 (Occupational Embezzlement, Selection of limited term) of the Criminal Act, Articles 357 (2), 357 (1), and 30 (Appointment of Penalty for Breach of Trust, Selection of Penalty) of the Criminal Act, Article 3 (1) 1 of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes, Articles 356, 355 (2), and 30 of the Criminal Act (the occupation of occupational breach of trust, Selection of limited term of imprisonment)

x. The facts stated in 12

Article 3 (1) 2 of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes, Articles 356, 355 (2), and 30 of the Criminal Act (the point of occupational breach of trust)

1. Formal concurrence (Defendant 1);

Articles 40 and 50 of the Criminal Act (the punishment imposed on the minutes of the board of directors on the minutes of the board of directors in which the items of the largest crime and the circumstances of the crime are stated as Nonindicted 41 among the crimes of uttering of each investigative document and uttering of private documents prepared for qualification)

1. Aggravation of concurrent crimes (Defendant 1, 3, and 4);

Article 37 (former part), Article 38 (1) 2, and Article 50 of the Criminal Code

A. Defendant 1: The punishment shall be aggravated for concurrent crimes resulting from the violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation), which is the first offense in the holding that the nature and circumstances of the crime are the largest.

B. Defendant 3: Aggravation of concurrent crimes with the punishment prescribed in the crime of uttering of an altered private document heavier than the nature of the crime

C. Defendant 4: The punishment shall be aggravated for concurrent crimes resulting from violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Embezzlement) under Article 11 of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes.

1. Discretionary mitigation (Defendant 1, 2, and 4);

Articles 53 and 55(1)3 of each Criminal Code (see, e.g., Articles 53 and 55(1)3)

1. Detention in a workhouse (Defendant 3);

Articles 70 and 69(2) of the Criminal Act

1. The inclusion of days of pre-trial detention [Defendant 1, 2]

Article 57 of the Criminal Code

1. Suspension of execution (Defendant 2, 4);

Article 62 (1) of the Criminal Code (The following grounds for sentencing shall be repeatedly considered)

1. Order of community service [Defendant 4]

Article 62-2 (1) of the Criminal Act, Article 59 of the Act on Probation, etc.

1. A provisional payment order [Defendant 3]

Article 334(1) of the Criminal Procedure Act

1. Dismissal of an application for compensation order (Defendant 1);

Articles 32(1) and 25(3)3 of the Act on Special Cases concerning the Promotion, etc. of Legal Proceedings

(Inasmuch as the scope of liability of the accused is not clear, the application for compensation is inappropriate).

I. As to the violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation) with respect to the high-priced acquisition of stocks of Nonindicted Co. 2 (the facts of Defendant 1 and 2)

1. Summary of the Defendants’ and their defense counsels’ assertion

A. Whether the act of breach of trust and the act of breach of trust have been committed

Defendant 1, as the representative director of Nonindicted Co. 1, caused Nonindicted Co. 1 to purchase the shares of Nonindicted Co. 2 from the shareholders of Nonindicted Co. 2 Co. 1 in total of KRW 15 billion per share, does not constitute the act of breach of trust, but did not intend to commit the act of breach of trust, and the following grounds are specified.

(1) The necessity for acquiring the shares of Nonindicted Co. 2

At the time of the instant case, Nonindicted Co. 1 had reached approximately KRW 30 billion, and there is a high possibility that sales would be de-listing in the future as a substantial partial processing sales, and thus, it is necessary to introduce a new business that could create substantial sales and profits for the improvement of business performance, thereby promoting acquisition of Nonindicted Co. 2.

Dol The adequacy of the acquisition of shares of Nonindicted Co. 2 and the adequacy of the price

① In 2005, Nonindicted Co. 2 had a good sales revenue to the extent that the sales revenue equivalent to 13.2 billion won was calculated, and from April 2006, it was planned to conduct a complex MM business. As such, there was a good prospect for the increase in the sales revenue. Defendant 1 determined that there was a need to take over Nonindicted Co. 2 as a business capable of creating actual sales and profits of Nonindicted Co. 1 and explained the necessity for taking over to executives of Nonindicted Co. 1 at the time, and decided to take over Nonindicted Co. 2 with their consent.

② Defendant 1 requested a certified accounting corporation to assess the stock value before acquiring Nonindicted Co. 2’s stock. As long as the purchase price is determined based on the results of a review conducted by the accounting corporation using the method of appraisal of the stock value generally used at the time, the price is appropriate.

B. Whether property damage exists

As long as the purchase price is determined in KRW 7,50,00 per share at a discount from a remuneration point of view on the basis of the appraised value of the shares of Nonindicted Co. 2, which are appraised by Defendant 1 by an approved accounting firm ( KRW 821,715 per share), the purchase price is reasonable. Therefore, it cannot be deemed that the damage was inflicted on Nonindicted Co. 1 in acquiring the shares of Nonindicted Co. 2.

2. Determination as to Defendant 1’s violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation of Trust)

A. Breach of trust and intent

(i)The legal doctrine

An act in violation of one’s duty in breach of one’s duty includes any act in violation of one’s trust relationship with the company by failing to perform an act that is naturally expected under the provisions of law, the content of the contract, or the good faith principle, or by expecting it not to perform as a matter of course, in light of specific circumstances, such as the content and nature of the business performed in violation of one’s duty. In a case where an internal decision-making process such as a resolution of board of directors is conducted in advance, the company’s act in violation of one’s duty constitutes an act in violation of one’s own interest, in light of the purpose of the transaction, the circumstances and contents of the contract, the scale of the transaction amount, and all other circumstances, such as the company’s financial position, even though it completed the internal decision-making process such as the resolution of board of directors, etc., if such transaction is merely an act in violation of one’s own interest with the company’s internal interest, and thus, it constitutes an act in violation of one’s duty (see Supreme Court Decision 2005Do8566, Apr. 29, 2005).

Dozed Facts

According to the above evidence, the following facts can be acknowledged.

㈎ 공소외 2 주식회사 설립 및 현황

1) Current status of the establishment and company

① Defendant 1 was the grandchildren of Nonindicted 101, who was the owner of his own business in Korea, from February 1997 to June 2007, and served as the head of planning headquarters of Nonindicted 102 Stock Company.

② Around June 8, 2004, Defendant 1 invested in full of KRW 50 million in capital (total number of shares issued) and established “Non-Indicted 2 Co. 2 Co., Ltd.”, a non-listed corporation for the purpose of business, such as “State 2) business consulting and educational services, proxy for concluding insurance contracts,” etc. Since July 15 of the same year, Defendant 1 commenced the above business from July 15 of the same year. Non-Indicted 2 Co. 2 was a call center specialized company with 42 employees and counselors at the time of 2006, and was operated in the manner of receiving commission for insurance contracts and brokerage of financial institutions (Dong Fire Insurance, Dongbu Life Insurance, Dongbu Life Insurance).

③ At the time, Defendant 1, as the representative director of Nonindicted Company 2, made a final decision on major matters regarding the management of the Company, and Defendant 2- state 3), as an executive director, worked as a full-time employee who exercises overall control over the financial and overall operation of the Company under the direction or delegation by Defendant 1. Other non-standing executive officers were appointed respectively by Nonindicted 23 and Nonindicted 75, who were directors (3rd right 1401 pages of investigation records in 208Da1413, hereinafter “investigation records”).

(b) Changes in shares and current status of shares;

① At the time of incorporation of Nonindicted Co. 2 around June 8, 2004, Defendant 1 owned 5,000 shares (50%), Nonindicted 103 shares (10%), Nonindicted 75 shares (30%), Defendant 2 (Executive Director) shares 334 shares (3.4%), Nonindicted 63 shares (3.3%), and Nonindicted 104 shares (3.3%) respectively.

② Around December 31, 2005, Defendant 1 changed the number of shares owned by shareholders at will (4%). The number of shares owned by Defendant 2 changed to 4,500 shares (45%) and the number of shares owned by Defendant 2 changed to 1,00 shares (5%) and Nonindicted 23 newly acquired 1,00 shares (10%) and 50 shares (5%) instead of the loss of shares in Nonindicted 103, 63, and 104, Nonindicted 23 acquired 1,00 shares (10%) and Nonindicted 4 acquired 50 shares (5%).

③ Since January 9, 2006, Defendant 1 voluntarily changed the number of shares owned by the shareholders of Nonindicted Co. 2, 2006, Defendant 1 changed to the number of shares owned by the shareholders of Nonindicted Co. 2, 7,000 (70%), Nonindicted Co. 75, 800 (8%), Nonindicted Co. 4, and Defendant 2 changed to the number of shares owned by Nonindicted Co. 23 (5%) and there was no change to the number of shares owned by Nonindicted Co. 23 to 1,00 (10%).

④ Around January 11, 2006, immediately before Defendant 1 purchased the shares of Nonindicted Co. 1, 2006, the capital of Nonindicted Co. 2 was increased from KRW 50 million to KRW 100 million, and KRW 10,000 per share was additionally issued KRW 7,000 per share. Defendant 1’s shares were 9,00 shares (45%), Nonindicted Co. 75 had 800 shares (4%), Nonindicted Co. 23 had 1,00 shares (5%), Nonindicted Co. 23 had 70 shares (5%), Defendant 2 had 50 shares (2.5%), Nonindicted Co. 3 had 50 shares (2.5%), Nonindicted Co. 200 shares (10%), Nonindicted Co. 105, 105, and 250 shares shares (10%) had 50 percent shares shares (2.5 percent shares shares). The shares increase from each of the above shares increase to KRW 3650.5 percent shares (25 percent shares).

3) Current assets.

Nonindicted Co. 2 was merely -95,843,745 won in net assets as the total assets amounting to 69,277,767 won at the time of December 31, 2005, and the total assets amounting to 75,121,512 won in total, and the total assets amounting to -95,843,745 won in total (50 million won in capital at the time of around December 2005) was destroyed.

㈏ 피고인 1의 공소외 1 주식회사 인수 및 회사 현황

1) Current status of Nonindicted Co. 1’s company

① Nonindicted Co. 1 is a KOSDAQ-listed corporation established around November 1, 1983, whose main business is to manufacture and sell computer hardware, software, semiconductor production facilities, etc., and whose capital (based on March 2006) is 11.3 billion won.

② Meanwhile, at the time of the settlement of accounts on December 31, 2005, immediately before the year 2006, Nonindicted Co. 1 reached the cumulative amount of losses for six consecutive years from 2000 to 2005, including KRW 4.21,511,753, and KRW 10,000 to KRW 29.452,337,527. At the time, Nonindicted Co. 1 was in the state of KRW 11,000, KRW 29.452,527, and KRW 11,000, KRW 29. The financial status of Nonindicted Co. 1 was specifically examined as follows.

Note 12)

Table classification 23 (2005) 21 (2004) 21 (2003) 20 (2003) 20 (2001), 8,853,305, 368 27,016, 918, 739, 31, 458, 075, 494 52,268,279,3179, 49,694,94,97,907, 907, 953 -2,218, 3218, 259-3,054,535,284,284,196,152,672,2832,684,294,479,207,5382,537,197,282,537,2838,537,197

In this regard, Nonindicted 72, who was the director in charge of accounting of Nonindicted Company 1 at the time, was the prosecutor’s office stating that “In relation to the financial situation at the time of March 2006, the year 2005 did not properly conduct business, and thus, it was difficult to normally attract the company as sales amount, and there was no other reason to use the company’s operating fund by offering capital increase on or around July 2005. While entering into the court on July 2006, there was no financial situation of the company. The current situation was the situation where the company was operating the company with the remaining capital increase and the partial sales amount used in 2005. The cash and cash etc. (which was held in the last day of March 2005) were the amount of KRW 46 million (see, e.g., three rights 1294, 1295 pages).”

2) The process of acquiring management rights of Nonindicted Co. 1

① On January 18, 2006 and around January 19, 2006, Defendant 1 purchased KRW 550,000 shares of Nonindicted Co. 1 in total to KRW 93,950,00) for the purpose of taking over Nonindicted Co. 1 corporation operated by Nonindicted Co. 69 at the time, and requested Nonindicted Co. 3, who was in usual knowledge of KRW 14), to purchase KRW 425,141 ( KRW 1,764 per share) and filed a report on the status of possession for the purpose of participation in management by holding the shares of Nonindicted Co. 1 corporation with KRW 5.03% ( KRW 1,764 per share) for the purpose of participation.

② After March 7, 2006, Defendant 1 purchased 210,000 shares of Nonindicted Co. 1 (1,633 won per share) in addition to KRW 34,2930,000,000,000 (550,000 shares acquired + 210,000 shares acquired additional shares, and 15,00 per share). In addition, Nonindicted Co. 10 supported Defendant 1’s acquisition of management rights by acquiring 7,00,000 shares of Nonindicted Co. 1 on or around February 6, 2006 (1,645 won per share) by additionally gathering 210,00 shares (1,645 won per share) around March 7, 2006.

③ Ultimately, around March 7, 2006, Defendant 1 was appointed as the representative director of Nonindicted Co. 1 following the temporary general meeting of shareholders. Nonindicted Co. 73, 108, and 109 were appointed as directors, and Nonindicted Co. 12 were appointed as auditors, respectively. On the same day, Defendant 1, who acquired the management right of Nonindicted Co. 1 through the temporary general meeting of shareholders, amended the articles of incorporation by adding the above temporary general meeting of shareholders to the business purpose of Nonindicted Co. 1.

㈐ 공소외 2 주식회사 인수 결정 경위 및 그 준비 과정

1) Determination on acquisition of Nonindicted Co. 2 and conduct of external audits

① Defendant 1, around January 2006, around the time of the purchase of Nonindicted Co. 1’s shares in the market, planned to take over Nonindicted Co. 2’s shares that he had a major shareholder and representative director, and promoted the acquisition of Nonindicted Co. 2’s shares in good faith immediately after he was appointed as the representative director of Nonindicted Co. 1’s company on March 7 of the same year.

② On the other hand, around March 6, 2006, Defendant 1 had Defendant 2 request an external audit to the pertinent accounting firm. Accordingly, around March 10, 2006, Defendant 3, a certified public accountant belonging to the said accounting firm, began to review after printing out the balance sheet, income statement, etc. received in the file format from Defendant 2. Around March 10, 2006, Defendant 1 issued a draft audit report to Nonindicted 110, a certified public accountant belonging to the same accounting firm, and completed the audit report after undergoing a final review. Around March 13, 2006, Defendant 1 sent the audit report (However, the date on which the audit report was prepared is as of March 7, 2006) to Defendant 2 of Nonindicted Company 2.

2) The process of requesting and evaluating the stock value of Nonindicted Co. 2

① On March 9, 2006, the external audit of Nonindicted Co. 2 was being conducted with respect to Nonindicted Co. 2, Defendant 1 requested Nonindicted Co. 21 (a member of the tax accounting firm) to assess the value of the shares of Nonindicted Co. 2, a certified public accountant (a member of the tax accounting firm) who had conducted the company’s actual inspection to acquire Nonindicted Co. 1.

② Around March 9, 2006, Defendant 2 received Defendant 1’s order and provided Nonindicted 21 with a balance sheet, balance sheet, profit and loss statement, etc. as data for stock assessment in 2005. Although the external audit of Nonindicted Co. 2 was underway, Defendant 2 did not notify Nonindicted Co. 21 to perform the stock assessment work despite the fact that the external audit of Nonindicted Co. 2 was in progress, and the said accounting documents so provided were not subject to external audit.

③ 더욱이 피고인 2는 2억 75,561,520원 상당의 비용들을 자산계정 중 선급비용 계정과목으로 대체하고, 2005. 12. 31. 당시 1년 이상 재직한 종업원 6명에 대한 퇴직급여충당금 24,620,017원을 비용 및 부채 계정에 계상하지 않는 방법으로 비용 및 부채를 줄이고 영업이익 및 자산을 늘여 분식한 대차대조표와 손익계산서를 공소외 21에게 제공하였다. 또한 비용계정 중 유형자산 감가상각비 계정과목이 85,418,104원에서 39,727,731원으로 45,690,373원(53.5%) 과소계상되어 분식된 대차대조표와 손익계산서를 공소외 21에게 제공하였다{피고인들 및 그의 변호인들은, 피고인 1이 피고인 2로 하여금 공소외 21에게 제공한 위 재무제표들을 분식하게 한 사실이 없다고 주장하나, 뒤에서 보는 ‘⑶-㈐-2)’항 기재와 같이 판단하므로, 위 주장은 받아들이지 않는다}.

④ From March 9, 2006 to December of the same month, Nonindicted 21 assessed the share value of Nonindicted Company 2 on the basis of the accounting data and business plan as above, which were received from Defendant 2. At the time Nonindicted 21 assessed the share value of Nonindicted Company 2, Nonindicted 21 did not seek opinions or have received materials from the company in the same industry other than Nonindicted Company 2, or persons engaged in the same industry, and there was no way to investigate and examine the developments leading up to the receipt of shares, the acceptance price, etc. after having interviewed Nonindicted 3, etc. who was allocated shares under the pretext of debt repayment at the time of the offering of new shares, etc. In addition, Nonindicted 21 visited Nonindicted Company 2 to the site of Nonindicted Company 2 for the purpose of stock assessment, and did not request any other additional materials. In addition, Nonindicted 21 had received the share assessment from Defendant 1 on March 21, 2006, at an appropriate price for the shares acquisition price of Nonindicted Company 25.

⑤ Ultimately, around March 12, 2006, Nonindicted Co. 21 finished the stock evaluation of Nonindicted Co. 2’s shares, and then calculated the per share value as KRW 821,715, and further, Defendant 1 asked that the share purchase price of Nonindicted Co. 2’s shares, which is the purchase price of the shares of Nonindicted Co. 2’s shares, as above, would be adequate (see, e.g., Investigation Record 402, 417 pages).

㈑ 공소외 1 주식회사의 공소외 2 주식회사 인수 과정

1) Defendant 1 did not order the employees in charge of Nonindicted Co. 1 to directly inspect Nonindicted Co. 2’s financial statements, balance sheets, and other accounting data, business plans, prospectus, etc. kept in Nonindicted Co. 2 to examine the appropriateness thereof after receiving the instant evaluation statement prepared in the aforementioned circumstances.

2) Defendant 1, as the representative director of Nonindicted Co. 1, did not have any way to negotiate the price with other shareholders of Nonindicted Co. 2 prior to purchasing the shares of Nonindicted Co. 2 as the representative director of Nonindicted Co. 1, or to advance interest in lowering the price, and there was no fact that the plan to lower the price of the shares was discussed within the company itself.

3) Ultimately, without any particular consultation with other executives of Nonindicted Co. 1, Defendant 1 determined the purchase price of the shares of Nonindicted Co. 2 in KRW 7.50,00 per share, which is the amount partially discounted from the per share value calculated in the instant assessment statement, and Defendant 1 decided to purchase the entire amount of shares from the shareholders of Nonindicted Co. 2, including themselves, through the board of directors, around March 13, 2006.

4) On March 13, 2006, Nonindicted Co. 1, including the Defendants, purchased 20,000 won per share from 7 shareholders of Nonindicted Co. 2 Co. 2, including the Defendants ( Nonindicted Co. 75, 23, 4, 3, 105, 77), a total of KRW 1,50,000 won per share, and the down payment amount of KRW 5 billion is KRW 5 billion on the date of the contract, and the intermediate payment of KRW 5,000 in cash and KRW 5 billion on March 16, 2006, a balance of KRW 21 billion at face value per share) and KRW 21 billion at B (B). Ultimately, Nonindicted Co. 1, including Defendant 1, purchased the shares held by the shareholders of Nonindicted Co. 2, including Nonindicted Co. 2, including the foregoing, and paid the cash and bonds with warrants (limited to the period of exercise) as shown in the table following the contract.

Table 2: Table 2>

The method of paying the purchase price of shares of the voting shareholders included in the main sentence and the balance of the total sale price (a total of 15 billion won) down payment (bonds with warrant) of KRW 2.65 billion x Nonindicted 7580 billion x Nonindicted 231,60 billion x 750 billion x Nonindicted 470 billion x 50 billion x 525 billion x 250 billion x 37 billion x 375 billion x 375 billion x 500 million x 50 billion x 150 million x 50 million x 1525 billion x 375 billion x 375 billion x 375 billion x 300 billion x 50 billion x 50 billion x 50 billion x 375 billion x 500 billion x 2.5 billion x 5 billion x 500 billion x 2.5 billion x 3 billion 5 billion x 5 billion .

Note 23) Nonindicted 3

㈒ 공소외 1 주식회사의 공소외 2 주식회사 매입 자금 조달

1) In purchasing shares from the shareholders of Nonindicted Co. 2, Nonindicted Co. 1, 200, Nonindicted Co. 1 issued bonds with warrants more than twice in order to raise the fund, and additionally issued bonds with warrants for third party’s allocation once. Specifically, Nonindicted Co. 1 paid KRW 4.6 billion in cash to the bank at KRW 4.6 billion (5 billion in total) immediately before the conclusion of the contract for the purchase of the shares of Nonindicted Co. 2, Nonindicted Co. 1, 2006, which was created through bonds with warrants (III), an amount equivalent to KRW 4.6 billion in total, which was issued on March 10, 2006, and paid KRW 5.6 billion in cash to the bank as the down payment (5 billion in total) around the 14th day of the same month. Around the 14th day of the same month, Nonindicted Co. 1 paid KRW 5,000,0000 in kind (3,33333 shares increaseed, and KRW 1,500 won in kind).

2) Since then, the current status of the distribution of shares of Nonindicted Co. 1 is as follows (based on December 31, 2006):

[Attachment 3]

Defendant 12,526,67 (No. 26) 8.27% of the number of voting stocks included in the main sentence of the same, Defendant 111 420,00 Nonindicted Co. 112, 355,302, Nonindicted 113312,50, and 1.02% of the number of voting stocks included in the main sentence, among Non-Indicted 31,56,566 and 5.13% of Nonindicted Co. 31,56,566, and 79.74% of the total of 30,54,849 note 100% of the number of voting stocks included in the main sentence of the same paragraph, respectively,

Note 26) 2,526,667

㈓ 공소외 2 주식회사 인수한 이후 공소외 1 주식회사 및 공소외 2 주식회사의 재정 및 사업 현황

1) The financial status of Nonindicted Co. 1

Nonindicted Co. 1 acquired Nonindicted Co. 2 as above and around December 31, 2006, the amount of net losses for the current period, which was 90 million won, from the time of acquisition as above, was 19.794,247,233 won, which was the electricity of 2005, and the amount was 19.7 billion won, and the amount was 27 billion won, and the audit report as of June 30, 2007, and the business report as of December 31, 2006, which was 1.5 billion won, was 5.84 billion won, and approximately KRW 9.1 billion was 5 billion, and the amount was 1.1 billion, which was 1.4 billion won, after June 30, 2007, the amount was 5.1 billion won, which was 9.1 billion won, and the total amount was 200 billion won, which was 200 million won, and was 208.4 billion won,"

2) Current status of Nonindicted Co. 2

① Although the sales in the year 2005 was equivalent to KRW 13.287 billion, the sales in the year 2006, which was acquired from Nonindicted Co. 1 Company, was reduced to KRW 8.733 billion, and the sales in the year 2007 was reduced to KRW 4.37786 million.

② The net income of Nonindicted Co. 2 was KRW 72,8690,000 for the net income of Nonindicted Co. 2 around 2006, and KRW -399,2390,000 for around 207.

㈔ 피고인 1의 공소외 1 주식회사 주식 양도 및 신주인수권부사채 회수

① On June 16, 2006, Defendant 4 purchased shares 1,566,666 shares of Nonindicted Co. 1 Co. 3 from Nonindicted Co. 3 in KRW 2.7 billion (Provided, That due to the restriction on acceptance of deposits, Defendant 4 will be held in the name of Nonindicted Co. 3 until such restriction is lowered), and Defendant 4 was appointed as the vice president of Nonindicted Co. 1 on July 11 of the same year.

② Ultimately, around March 19, 2007, Defendant 1 and 4 transferred the management right of Nonindicted Company 1 to Nonindicted Company 9, on which Nonindicted 26 was the representative director; Defendant 1 sold KRW 2,526,667 (former share + KRW 1,766,67) of Defendant 1’s shares to KRW 5 billion at KRW 2,000,000 per share; Defendant 4’s shares at KRW 1,566,666 and KRW 30), 2,473,333 shares at KRW 8,79,66,00 ( KRW 3.13 billion + KRW 496,666,000 paid KRW 4,660,00 each of the above shares to Nonindicted Company 1’s shares at KRW 2,00,000 per share; and Defendant 1 sold the remaining shares at KRW 1,566,000 per share at KRW 26,000 on April 237.

③ On April 20 of the same year, the above Defendants entered into a contract with Nonindicted Company 9 and Nonindicted Company 1’s preemptive right to new stocks, which they held as management premium, with the content that when the above Defendants exercise put options, they would purchase approximately KRW 30,000 per share, KRW 30,000 per share, and KRW 35,00 per share when Nonindicted Company 9 exercises call options, KRW 17.5 billion per share.

【Specific Judgment】

㈎ 공소외 2 주식회사 주식 인수의 필요성(경영상의 필요성)에 대하여

1) First of all, Defendant 1 and his defense counsel asserted to the effect that, at the time of acquiring Nonindicted Co. 1, most of the sales are processed sales, and listing may be abolished due to the failure to meet the sales amount of KRW 3 billion, which is a requirement for listing maintenance in the future, the Defendant acquired Nonindicted Co. 2, who had good business performance at the time, thereby seeking to reflect the sales amount of Nonindicted Co. 2 in the sales amount of Nonindicted Co. 1.

According to Article 28 (1) 2 of the KOSDAQ Market Listing Regulations (amended on June 23, 2006), if the turnover of the latest business year is less than three billion won, it shall be designated as administrative issues. According to Article 38 (1) 4, if a KOSDAQ-listed corporation designated as administrative issues is less than three billion won in the turnover of the latest business year, the Exchange will abolish its listing.

According to the above facts, for about five years from 2001 to 2005, the sales revenue of Nonindicted Co. 1 was not designated as approximately KRW 5.2 billion to approximately KRW 8.8 billion. However, the sales revenue of Nonindicted Co. 1 was rapidly reduced to KRW 8.8 billion in the recent business year, and as alleged by the Defendant, it was true that Nonindicted Co. 1 was at the time of delisting risks. However, even if Nonindicted Co. 1 was at the time of delisting, the sales revenue of Nonindicted Co. 1 was based on the sales revenue of the relevant company’s individual financial statements. Thus, insofar as Nonindicted Co. 2 acquired Nonindicted Co. 1 and did not merge with that of Nonindicted Co. 2, it is evident that the sales revenue of Nonindicted Co. 2 cannot be immediately reflected in the sales revenue of Nonindicted Co. 1 (i.e., even if the Defendant made a statement at the prosecutor’s office and court, it is impossible to merge two companies).

The Defendant asserts to the effect that when Nonindicted Co. 1 acquires Nonindicted Co. 2, the Defendant may reflect the sales of Nonindicted Co. 2 in the way of entering the financial statements of Nonindicted Co. 1 in the consolidated financial statements.

According to the following, the corporate accounting standards, the summary of the consolidated financial statements No. 25, and Article 1-2, 3, and Article 3 of the former Act on External Audit of Stock Companies and Article 2 of the Enforcement Decree of the same Act, only the company whose total assets amount at the end of the business year corresponds to at least seven billion won may prepare consolidated financial statements.

According to the above facts, around March 13, 2006, when Nonindicted Co. 1 acquired Nonindicted Co. 2’s shares in the immediately preceding business year of Nonindicted Co. 2’s acquisition, it can be acknowledged that the total assets of Nonindicted Co. 2’s immediately preceding business year were merely KRW 69 billion (31 billion). Thus, even if Nonindicted Co. 2 acquired Nonindicted Co. 2’s consolidated financial statements as its subsidiary, it is reasonable to deem that the sales performance of Nonindicted Co. 2’s company cannot be reflected in the sales revenue of Nonindicted Co. 1, as alleged by the Defendant. Thus, this part of the assertion by the Defendant and the defense counsel is without merit.

2) Next, we examine whether there was a business need to urgently accept the entire amount of the stocks of Nonindicted Co. 1 Company 2.

In light of the following circumstances, ① Nonindicted Co. 1 was engaged in the manufacture and sale of a computer on the basis of technology and physical facilities, whereas Nonindicted Co. 2 was engaged in its main business. It is difficult to view that there was no special business relationship between both Co. 1 and Nonindicted Co. 1’s company’s company’s acquisition and sale of shares for the following reasons: (i) Nonindicted Co. 2’s acquisition and sale of shares at the end of the business year; (ii) Nonindicted Co. 1’s acquisition and sale of shares for the following reasons; and (iii) Nonindicted Co. 1’s acquisition and sale of shares at the end of the business year; and (iv) Nonindicted Co. 2’s acquisition and sale of shares for the following reasons; and (iv) Nonindicted Co. 1’s acquisition and sale of shares at the end of the business year; and (iv) Nonindicted Co. 2’s acquisition and sale of shares at the time of the acquisition and sale of shares for Nonindicted Co. 1’s new acquisition and sale of shares for Nonindicted Co. 1.

㈏ 공소외 2 주식회사 주식 인수 절차의 적정성에 대하여

We examine whether Defendant 1, as the representative director of Nonindicted Co. 1, purchased shares from shareholders of Nonindicted Co. 2 for the company, the determination of important terms and conditions of trading, such as the purchase price and payment terms, was properly made within the scope of general procedure based on the principle of freedom of contract.

The following facts revealed in the above facts, namely, ① Defendant 1 did not normally undergo a meeting or an officer of the company or an employee in charge, hearing opinions as to the necessity to take over the non-indicted 2 corporation immediately after acquiring the non-indicted 1 corporation. ② Defendant 1 did not instruct the employees in charge of the company to examine whether the appraised value is appropriate after receiving the evaluation opinion on the shares of the non-indicted 2 corporation. ③ Defendant 1 was a major shareholder of the non-indicted 2 corporation, but it did not appear that there was no substantial interest in the price and conditions of purchase and price in purchasing the shares of the non-indicted 2 corporation as the representative shareholder of the non-indicted 1 corporation. ④ The non-indicted 1 did not appear to have unilaterally determined the price of the shares at the time of the non-indicted 1 corporation in light of the fact that the non-indicted 2 corporation's representative director's appearance at the meeting to lower the price, and the non-indicted 1 corporation did not appear to have unilaterally paid the price of the shares in the form of the contract to purchase the above non-indicted 1 corporation.

㈐ 공소외 2 주식회사 주식 평가의 부당한 개입에 대하여

In the conclusion of a contract for the purchase and sale of shares, the defendant, the representative director of the non-indicted 1 corporation, has a duty to pay various attention to assess the value of the shares to the maximum extent fair and appropriate. Therefore, we will examine whether the defendant has made such efforts.

1) The point of not notifying the audit

In light of the above facts, ① Nonindicted Co. 2 did not have to be subject to compulsory external audit because it does not amount to at least seven billion won of total assets, and there was no previous external audit. Defendant 1 had Defendant 2 instructed the above accounting corporation to conduct external audit of Nonindicted Co. 2 on or before acquiring Nonindicted Co. 2. Defendant 1, a prior to March 6, 2008. ② Defendant 1 requested Defendant 2 to conduct an appraisal of stock value of Nonindicted Co. 2 to the accounting corporation prior to the sale of the instant shares on or after March 9, 2006. Considering the importance of the stock transaction of this case, it could not be seen that the audit of Nonindicted Co. 1 was conducted on or after the completion of the audit, and the audit was conducted on or after the completion of the audit, and the audit was conducted on or after the completion of the audit (the date of the audit was not known to the public that the audit was conducted on or before the completion of the audit of the audit).

In full view of the above circumstances, as seen in the series of processes in which the Defendants conducted an accounting audit in accordance with the period of acquisition of Nonindicted Co. 2, but attempted to conceal the accounting audit, it is difficult to view that the primary purpose is simply to conduct an accounting audit in order to improve transparency in the accounting of Nonindicted Co. 2, and rather, to suggest that the instant evaluation statement was prepared based on the accurate financial statements through the accounting audit.

2) The point of window dressing accounting

① Defendant 1’s duty is to present accurate and finalized accounting documents as basic data in requesting adequate stock appraisal. As such, Defendant 1’s duty will be examined as follows.

As seen earlier, it is recognized that Defendant 1 instructed Defendant 2, the executive director of Nonindicted Company 2, to provide the balance sheet and income statement of Nonindicted Company 2 to Nonindicted 21, who is in charge of stock assessment business.

○ Prepaid Expenses

According to the above evidence, in preparing the balance sheet and profit and loss statement in 2005, Defendant 2 paid to Nonindicted Co. 33 on December 10, 2005; KRW 94,726,200, free insurance agency fee paid to Nonindicted Co. 5 on December 23, 2005; KRW 75,087,240; KRW 33,00,000,000, which was paid to Nonindicted Co. 35 on the same day; KRW 36), KRW 51,18,080; KRW 21,560,000; and KRW 275,561,250, which was paid to Nonindicted Co. 33 on the same month; and KRW 201,00,000, which was paid to Nonindicted Co. 33 on the balance sheet and profit and loss statement in charge of accounting (the above shares were not evaluated as KRW 21,204).

As to this, most of the defendants and their defense counsels asserted that, in the case of the cost of purchase of database that was provided by the above customers for telemarketing business, most of them were provided by the above customers, and that, in the case of the cost of purchase of database that remains without exhaustion in the year 2005, it was used in around 2006 and led to sales, the part corresponding to the cost of advance payment is merely that of the cost of convenience.

In light of the above facts, the president of the account (the first director of the account: Nonindicted 2, 37) did not directly deal with the pre-paid expenses that were paid to Nonindicted 3,560,000, as stated above; (b) Nonindicted 5 and Nonindicted 3 were trading with Nonindicted Incorporated Company 2 before the end of 2004 and beginning of 205; and (c) Nonindicted 2 and Nonindicted Incorporated Company 3 did not directly deal with the pre-paid expenses that were paid to Nonindicted 3, 35 (see, e.g., Supreme Court Decision 205Du145, Apr. 2, 2005) at the time of signing the contract; and (d) Nonindicted 2 and Nonindicted Incorporated Company 35, supra, did not directly deal with the pre-paid expenses that were paid to Nonindicted Incorporated Company 4 at the end of 204 and at the end of 205.

The following circumstances revealed in the above facts include: (a) the term “pre-paid cost” refers to the right or claim to receive a specific right for a certain period of time in consideration of the payment for services not yet provided; (b) Defendant 2’s commission, advertising agency fee, etc. treated as pre-paid cost; and (c) it is difficult to deem that the pre-paid cost falls under the “pre-paid cost” stipulated in the general accounting standards because it is the consideration for services already provided; and (d) the meaning of pre-paid cost includes the case where “the cost spent is highly probable to lead to future profits” as well as the case where the purchase cost is not proportional to the number of actual insurance contracts; and (e) it is difficult to view that the ratio of the number of pre-paid cost to the purchase cost per month is not equal to the number of actual insurance contracts; and (c) it is difficult to view that the pre-paid cost is directly connected to the purchase cost per month; and (e) most of the accounting experts are pointed out that pre-paid cost is treated as pre-paid cost as the pre-paid cost.

Furthermore, Defendant 2, as an executive director of Nonindicted Co. 2, had several obligation to provide accurate accounting data so that the instant shares can be evaluated appropriately at the time, but he did not meet the ordinary accounting standards in preparing financial statements in 2005, and Defendant 3 actively responded to Defendant 3, not an accounting expert, that the advance payment cost is reasonable, even though Defendant 3 submitted questions on the handling of advance payment expenses during external audit. In addition, considering that Defendant 2, as an executive director of Nonindicted Co. 2, was aware of the balance sheet and profit and loss statement by appropriating false advance payment expenses in order to obtain high stock value before submitting accounting data, and reducing and raising assets in a way that reduces the cost of advance payment and increases assets.

○ Retirement Benefits

The following circumstances acknowledged based on the facts and evidence mentioned above, namely, (i) the allowance for severance benefits for six employees at the time of December 31, 2005, was not appropriated in the account of expenses and debts, and (ii) the amount corresponding thereto increased in assets in 2005; (iii) Defendant 3 stated in the prosecutor’s office and this court that “it was confirmed that there was no retirement allowance system since Nonindicted Co. 2 conducted annual salary system from Defendant 37 through Defendant 37,” and (iv) Nonindicted Co. 2 did not intentionally contain the financial statements in light of the fact that Nonindicted Co. 2 conducted the annual salary system for employees,” (see, e.g., Supreme Court Decision 5364, Apr. 5, 2005; Supreme Court Decision 1-2, Apr. 37, 2005). However, it was reasonable to deem that Nonindicted Co. 2 did not intentionally provide the financial statements to Defendant 21 in light of the fact that there was no annual salary system for employees.

○ Depreciation Costs

According to the above evidence, on the balance sheet and profit and loss statement provided by Defendant 2 to Nonindicted 21 of the Sejong Accounting Corporation, the item of the depreciation cost account of tangible assets in the cost account was reduced to KRW 85,418,104 to KRW 39,727,731 to KRW 45,690,373 (53.5%) (the period subject to depreciation in 2005 as the amount of depreciation in 205 was reduced to 7 months for each item), and the fact that Defendant 3 of the saidd Accounting Corporation’s Defendant 2, while the audit period for Nonindicted 2, discovered that the said amount was reduced, was corrected to Nonindicted 37, who was an employee.

As to this, the Defendants and their defense counsels asserted that Defendant 2 did not intentionally omit the depreciation costs, but merely did not fall short of the account due to the mistake in the business of the accounting firm at the time.

살피건대, 위 증거들에 의하여 인정되는 다음과 같은 사정, 즉 ㉮ 주식평가를 의뢰받은 공소외 21에게 제공된 재무제표는 당시 회계감사를 하고 있던 피고인 3에게 교부된 재무제표(과소계정된 감가상각비가 발견된 자료)와 동일한 자료인 점, ㉯ 당시 위 재무제표들이 작성되게 된 경위를 살펴보면, 공소외 2 주식회사는 물품구입전표에 관한 내역을 더존 프로그램상의 각 계정항목에 입력한 다음 위드 회계법인에 그 파일 및 전표를 전달해 주었고, 위드 회계법인에서는 공소외 2 주식회사로부터 전달받은 더존 프로그램 파일 및 전표를 토대로 더존 프로그램상의 각 계정항목을 입력하여 대차대조표 등을 작성하였던 점, ㉰ 한편, 공소외 2 주식회사에 대한 회계감사를 하였던 피고인 3이 검찰 및 이 법정에서, “세림회계법인이 작성한 감가상각비명세서에는 상각월수 항목이 있는데, 그 항목에 월수를 잘못 기재하여 이러한 금액의 차이가 생긴 것으로 생각하며, 본 감가상각비명세서 서식도 회계프로그램상에 출력된 자료로 보이는데 회계프로그램에서는 유형자산 취득연월일 항목을 입력하면, 자동으로 그 상각월수가 계산되어 산출되므로 개별적 수기 입력작업이 불필요한 것이다. 따라서 이러한 상각월수에 오류가 있었다는 것은 수동으로 입력하여 그 월수를 바꾼 것으로 생각한다.”라는 취지로 진술(수사기록 10권 4217쪽, 공판기록 1-2권 제3회 공판조서 참조)하고 있는 점, ㉱ 위드 회계법인의 공소외 37은 더존 회계프로그램상 감각상각대상 월수 항목은 자산취득일을 입력하면 자동으로 계산되어 산출되는 항목이기 때문에 굳이 그 월수 항목을 조작할 만한 이유가 있었다고 보기 어려운 점, ㉲ 피고인 2는 공소외 2 주식회사에 대한 주식가치 평가를 의뢰할 당시 공소외 2 주식회사의 회계감사 중으로서 피고인 3으로부터 감가상각비에 오류가 생겼다는 것을 여러 통로를 통하여 충분히 알 수 있었음에도, 이러한 사실을 주식평가 중인 공소외 21에게 알리지 않았던 점, ㉳ 한편, 그 상각월수의 오류가 생긴 경위에 대하여 피고인들의 변호인들은 이 법정에서 “ 공소외 37 과장이, 당시 기장업무를 대행하던 신정 회계법인이 2005. 5.경 가결산 등을 하면서 더존 프로그램상의 유형자산 감가상각비 명세서에 상각 해당월수를 ‘5’라고 기재해 놓은 부분을 ‘12’로 수정하지 않은 채 그대로 남아있게 되어 2005년도 대차대조표 및 손익계산서를 출력하였던 것이다.”라는 취지로 주장하고 있는바, 피고인 2가 검찰로부터 여러 차례에 걸쳐 가결산된 자료 제시를 요구받았으나 제출하지 못하고 있다가 피고인 1이 구속되자 비로소 이 법원에 ’감가상각비 처리에 대한 의견서‘에 첨부한 2005. 5. 31.자 감가상각비 계상 관련 전표를 제출하였고, 이후 검찰에도 위 의견서 및 그 첨부된 전표를 비로소 제출하였는데, 법원 제출의 의견서에 첨부된 감가상각비 계상 관련 전표가 검찰 제출의 의견서에 첨부되어 있지 않을 뿐만 아니라 법원 제출의 의견서에 첨부된 전표에는 결재란에 결재자의 도장이 날인되어 있지 않고 전표 하단 좌측의 일련번호가 기재되어 있지 않아 그 전표의 진위가 매우 의심스럽고, 나아가 검찰에 제출된 전표 역시 그 제출시기 및 과정, 경위 등을 고려하면 그 출처 역시 매우 의심스러운 점, ㉴ 더욱이 피고인 2는 피고인 1이 구속되자 2008. 11. 27.경 이 법원에 피고인 3 명의의 ’감가상각비 처리에 대한 의견서(그 주된 내용은 ‘감가상각비가 과소계정된 것은 업무상 착오‘라는 것임)를 제출하였는데, 실제로 그 의견서는 피고인 2가 임의로 작성한 것이고 피고인 3이 피고인 2의 요청에 의하여 단지 명의만 빌려 준 것이라는 점 등에 비추어 보면, 피고인 2가 유리한 주식평가를 위하여 담당 직원으로 하여금 감가상각 대상기간을 축소하기 위하여 상각해당 월수를 임의로 조작하여 감각상각비를 과소계정하였다고 봄이 상당하므로, 이를 다투는 피고인들 및 변호인의 위 주장 역시 받아들이지 않는다.

② Therefore, comprehensively considering the above recognized circumstances and the relationship with the Defendants, it is reasonable to view that Defendant 1 affected the assessment of the stock value by transferring the accounting statements for the window dressing accounting to the accounting firm without notifying Defendant 2 of the fact that the total amount of the stock value could be reduced due to the company’s liabilities higher than its assets when conducting normal accounting management on the company’s financial affairs, as seen earlier.

· Sub-committee theory

Therefore, Defendant 1’s act of having Nonindicted Co. 1 purchase all of the shares of Nonindicted Co. 1 as the representative director of Nonindicted Co. 1’s company cannot be deemed as a normal act according to management judgment, and furthermore, without undergoing due process of purchase, and there was unfair influence on the stock evaluation as a reference for the purchase price. Thus, it is obvious that Defendant 1’s act of breach of trust constitutes a violation of one’s duty in relation to Nonindicted Co. 1, the principal, and at that time, Defendant 1 had the intent of breach of trust.

Therefore, all of the defendants and defense counsel's above arguments are rejected.

(b) Whether property damage exists and the amount of damage;

(i) the existence of property damage

First of all, we examine whether the defendant's above act of breach of trust causes damage to non-indicted 1 corporation which is the principal.

㈎ 인정사실

① In evaluating the shares of Nonindicted Co. 2, a non-listed stock company, Nonindicted Co. 21 used only the method of evaluation under Article 84-7 of the Enforcement Decree of the Securities and Exchange Act, Article 36-12 of the Enforcement Rule of the same Act, Article 82 of the Regulations on the Issuance and Public Disclosure of Securities and Exchange, and Article 6 of the Enforcement Rule of the same Regulation (hereinafter “the method of evaluation by securities”) and

(2) The methods of appraisal under the provisions of securities are used to calculate the merged value where companies are merged, but they are generally used to assess the value of stocks by unlisted companies.

(3) The average value of net asset value and profit value calculated according to the criteria determined by the method of appraisal in accordance with the securities shall be calculated by adding respectively the average value of 1.5 to the average value of profits, and the average value of 30% or more of the average value of comparison value of each similar company to two or more listed corporations which are the most similar and similar to the issuing company's capital, size of sales, major financial ratio, the rate of profit per share, composition expenses of products, etc. and satisfy certain requirements under Article 8 (6) of the Enforcement Rule of the same Regulation.

④ However, without considering the relative value law, Nonindicted 21 assessed the essential value law without considering the relative value law. Nonindicted 21 made a statement in the prosecutor’s office and this court that “no similar listed corporation is available to calculate the relative value” (see, e.g., Disposition No. 1, 348 of the Investigation Record and Trial Records No. 1-2 of the Trial Record).

⑤ Based on the balance sheet, income statement, and profit and loss statement received from Defendant 2 in 2005, Nonindicted 21 calculated the asset value per share of Nonindicted Company 2 as KRW 20,186. However, as seen earlier, the said financial statements did not undergo verification through an accounting audit, and were partially divided.

④ In addition, the profits value is calculated on the basis of the estimated profits and losses statement for the next two business years (2006 and year 2007). In addition, the estimated profits per share are calculated on the basis of the accounting data for the third business year. Nevertheless, Nonindicted 21 calculated the estimated profits per share on the basis of only the sales amount for the business year 2005 by Nonindicted 2 Company 42).

⑦ 공소외 21은 공소외 2 주식회사의 2006년도 및 2007년도 매출액을 추정하기 위하여, 그 기초로 삼은 2005년 사업연도의 매출액 항목을 ㉠ 보험에 대한 신계약 수수료, ㉡ 유지수수료, ㉢ 가산수수료, ㉣ 복합 티엠수수료 등으로 분류하여 향후 매출액을 추정하였는데, 그 중 복합티엠 수수료 부분이 매출 추정액에서 가장 큰 비중을 차지하였다. 그러나 당시 공소외 2 주식회사는 복합티엠 영업을 개시하기 주43) 전 으로서 복합티엠 수수료에 대한 매출실적이 없었던 관계로 동부생명의 복합부문(41팀)의 주44) 3개월 실적을 유추하여 산정하였다. 구체적으로 보면, 피고인 2는 공소외 21에게 동부생명의 복합부문의 상담원 1인당 3개월간 월 평균 실적을 대략 400만 원으로 계산한 자료를 제공하였고, 공소외 21은 이를 근거로 그 80%인 320만 원을 공소외 2 주식회사의 복합티엠 실적으로 추정한 다음, 공소외 2 주식회사의 복합티엠 수수료 매출액을 2006년도에는 8억 6,400만 원, 2007년도에는 23억 400만 원으로 추정하였다.

④ Meanwhile, the current status of estimated sales and profit and loss in the year 2006 and the year 2007, which was calculated by Nonindicted 21 based on the above data, shows a significant difference between the actual sales and profit and loss status as shown below.

Table 4

The actual estimated sales amount of 15.999 billion won in the year 2006, the actual estimated actual sales amount of 15.999 billion won in the year 2007, 830,000 8.74,300,000 19.34,000 billion 19.440,000 4378,660,0000 750,000 7.86,8000 13.997,960,000 3227,590,000 sales amount of 19.7% in the year 2007 -34.2% in the year 2002.6% in the year -49.9% in the year 74.6% in the year 75.9% in the interest of 74.6% in the interest of 75.6% in the interest of 700,63600 billion won in the net income amount of 3005.63 billion

9) However, Non-Indicted 21 presented the estimated turnover increase rate of Non-Indicted 2 corporation in 206 and in 2007, 19.7% from 21.6% from 72.1% from 75.1% from 75.1% from 2002 to 205, such as Table 4, Non-Indicted 21 presented the estimated turnover increase rate of Non-Indicted 2 corporation in 206 to 2007, but in fact, the average turnover rate of Non-Indicted 2 corporation from 202 to 2005 was 8% and the average turnover rate of Non-Indicted 2%

④ Ultimately, according to the above method, Nonindicted 21 calculated the net asset value per share of Nonindicted Company 2 as 20,186 won, calculated the net profit value per share as 1,356,067 won, and calculated the essential value per share of Nonindicted Company 2 as 821,715 won [net asset value 20,186 won + (net profit value 1,356,067 x 1.5) ± 2.5]; and

1) Defendant 1 set KRW 7,50,00,000, which was partially reduced from KRW 821,715 per share received from Nonindicted 21, as the purchase price of the instant shares. Meanwhile, the “written opinion on the evaluation of the acquisition of shares and the degree of value” (see, e.g., Supreme Court Decision 201Da3911-42, Apr. 1, 201; hereinafter “instant written opinion on the evaluation of shares”) stating the above appraised value, is only cited in the financial statements, etc., and there was no submission of any material diagnosing specific project prospects, such as a prospectus, business plan, etc.,

㈏ 판단

살피건대, 위 인정사실 및 증거들에 의하여 나타난 다음과 같은 사정, 즉 ㉮ 적정한 주식평가가 이루어지기 위해서는 먼저 그 기초가 되는 회계자료들이 정확해야 하고 그 회계처리가 적절하게 이루어져야 함에도, 이 사건 주식평가에서 검토된 재무제표 등 회계자료들은 정식의 회계감사를 받지 않아 정확성 및 회계처리의 적절성 여부가 담보되어 있지 않았고, 무엇보다 그 일부 회계명목이 분식처리되었던 주45) 점 { 공소외 21도 이 법정에서, “분식회계된 것이라면 회사의 주식 가치는 실제보다 과대평가되게 되는데 영향을 미친다.”라고 진술(공판기록 1-2권 제2회 공판조서 참조)하고 있다}, ㉯ 유가증권 규정에 의한 평가방법은 원칙적으로 상대가치법도 아울러 고려해야 하는데, 공소외 21이 당시 공소외 2 주식회사와 유사 상장법인이 없다는 이유만으로 상대가치법을 사용하지 않았는바, 공소외 2 주식회사 주식에 대한 평가에 있어 순자산가치보다 불확실한 수익가치에 큰 비중을 두고 평가하는 작업이라는 점을 감안하면, 이 사건 공소외 2 주식회사의 주식을 평가함에 있어 비록 비상장법인이라 하더라도 동종·유사 업종을 조사하여 그 사업성과 및 매출실적 등을 비교·분석해야 함에도 이에 대한 작업이 전혀 이루어지지 않았던 점, ㉰ 위 평가방법은 2개 사업연도의 매출액을 추정하기 위해서는 통상 3개 사업연도의 매출실적을 검토해야 하는데, 공소외 2 주식회사와 같은 신생기업의 경우 그 사업연도가 길지 않아 3개 사업연도의 매출액을 검토할 수 없고 그 영업실적 및 매출의 변동성을 예측할 수 없는 관계로 유사 경쟁업체의 실적, 영업계획, 보험시장의 전망 등을 다각적으로 분석해야 적절한 주식평가가 가능함에도 이 사안의 경우 그와 같은 분석 또한 이루어졌다고 보이지 않는 점, ㉱ 더욱이 추정 매출액에 가장 큰 비중을 점하고 있는 복합티엠 영업과 관련하여 이 사건 평가의견서에는 복합티엠 영업의 성질, 그 시장 전망, 그 영업의 한계 등에 관한 충분한 검토가 부족하고, 더욱이 공소외 2 주식회사가 당시 복합티엠 영업을 시작하기 전으로 아무런 매출이 없음에도 동부생명의 3개월 가량의 복합티엠 매출 실적을 만연히 유추하여 그 매출액이 지속적으로 상승한다는 전제하에 추정 수익률을 산정하는 것은 당시 복합티엠 시장의 현황, 그 영업이 갖고 있는 내재적 한계 및 유사경쟁 업체의 출현 등을 도외시한 산술적이고 기계적인 추정으로 보이는 점, ㉲ 공소외 2 주식회사는 보험계약대리 등 티엠영업을 통하여 매출을 올리는 서비스산업에 불과하여 일반 제조업과 달리 산업의 특성상 꾸준한 매출실적이 장기적으로 보장된다고 보기 어렵고, 향후 업계의 상황, 시장의 변화(예정이율 변동 등), 새로운 경쟁업체의 진입 등으로 언제든지 그 매출 실적의 변동 가능성이 크다는 것을 고려하면, 이 사건 평가의견서와 같이 그 매출액이 산술적으로 상승한다는 추정은 너무 낙관적인 평가라고 보이는 점{이에 공소외 21도 검찰에서 “복합티엠의 지속 가능성에 대한 검토를 한 바 없다. 공소외 2 주식회사 직원 외에 공소외 2 주식회사 사업과 관련된 동부생명을 상대로 티엠조직의 향후 전망 등에 대한 확인도 하지 못했다.”라고 진술(수사기록 8권 2294쪽 참조)하고 있다}, ㉳ 더욱이 당시 동종업계의 4개년도 매출액 증가율, 매출원가율과 비교하면 공소외 21이 산정한 공소외 2 주식회사의 추정 매출증가율, 매출원가율은 너무 낙관적이어서 그 현실과 동떨어진 평가라고 보이는 점, ㉴ 한편, 이 사건 평가 당시로부터 불과 2개월 전에 공소외 2 주식회사는 유상증자를 실시한 사실이 있는데, 그 유상증자의 주식 배정의 경위 및 내용에 따라 주식가치를 평가함에 있어 충분한 고려요소가 될 수 있음에도 공소외 21은 이 사건 주식을 평가함에 있어 이 사건 유상증자에 참여한 주주들을 상대로 그 배정 명목, 인수가격 등을 조사·분석하지 않았던 점, ㉵ 결국 공소외 21이 이 사건 평가의견서에서 제시한 추정매출액, 당기순이익 등은 이후 현실화된 실제 매출액과 당기순이익 등과 상당한 괴리를 보이고 있는 점 등에 비추어 보면, 공소외 21이 제시한 이 사건 평가의견서에 기재된 주식 가격은 과대평가되어 적정한 가액 범위 내로 볼 수 없으므로 이를 전제로 한 피고인들 및 변호인들의 위 주장은 받아들이지 않는다.

Thus, as long as the purchase price was determined on the basis of the share assessment statement by Defendant 1 which was excessively assessed, it is reasonable to view that Defendant 1 purchased the shares of this case beyond the reasonable price range. Since it can be sufficiently recognized that Nonindicted Co. 1, a principal company, had suffered property damage to the extent corresponding thereto, it is also reasonable to view the amount of such property damage.

[Calculation of Property Loss]

㈎ 문제의 소재

In the case of causing property damage in the crime of breach of trust means a case where the representative director of a company, etc. has inflicted property damage on his own in general, and it is reasonable to view that the amount of damage inflicted on the company is equivalent to the difference between the market price and the purchase price of the shares in question in case where the company has made the company buy the shares of another company at a higher price in violation of his duty (see Supreme Court Decision 2004Do520, Jun. 24,

In this part of the facts charged, the difference is equivalent to the difference calculated by deducting the appraised value presented at the appropriate price of the shares purchased from the purchase price of the shares of this case, and the amount of the Defendants’ breach of trust shall be calculated at least 14.1 billion won from the 13.5 billion won to a maximum of 1.4.1 billion won, and the Defendants’ breach of trust shall be at least 5 billion won, and Article 3.1 (1) 1 of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes shall apply to the amount of the Defendants’ breach of trust. Therefore, it is necessary to calculate the appropriate amount of the purchase shares of this case in order to determine the property profit and the amount of damages

However, in the case of trading unlisted stocks such as the stocks of Nonindicted Co. 2, the market price should be deemed the market price and evaluated the value of the stocks when there is an example of normal transactions that properly reflects the objective exchange value. However, in the absence of such transaction cases, the relevant laws and regulations governing such a transaction method shall consider various generally recognized evaluation methods, but shall not be readily concluded that any one evaluation method (e.g., the evaluation method under Article 54 of the Enforcement Decree of the Inheritance Tax and Gift Tax Act) shall be applied at all times in accordance with the purpose of each enactment, and it shall be determined reasonably by comprehensively taking into account the relevant unlisted corporation and the transaction party’s situation at the time of the transaction, the characteristics of the relevant business type, etc. (see Supreme Court Decision 2005Do856, Apr. 29, 2005).

Based on the above legal principles, the following are calculated based on the reasonable value of the shares of Nonindicted Co. 2 at the time of the instant case.

㈏ 인정사실

The above evidence reveals the following facts.

1) Allocation of shares following Nonindicted 3’s offering of new shares by issuing new shares by Nonindicted 3

① Defendant 1, as the representative director of Nonindicted Co. 2, offered capital increase (15,000 won per share) around January 11, 2006, which was 2 months prior to the date of the assessment of the stock value of the Sejong Accounting Corporation, and distributed 8,000 won per share (75,000 won per share) to Nonindicted 3.

② As to the process during which capital increase increase in Korea was allocated, the relevant persons are stated as follows.

○ Nonindicted 3’s statement

Nonindicted 3 stated at the prosecutor’s office that “I, at the time of lending 60 million won to Defendant 1 from July 2004 to February 2, 2005, I would like to guarantee the principal of the borrowed money without preparing a loan certificate at the time of lending 600 million won to Defendant 1, and later, if the operation of Nonindicted Co. 2 is not well-grounded, and if the operation of Nonindicted Co. 2 is well-grounded, I would have given the Defendant the opportunity to transfer the shares of Nonindicted Co. 2 to low-income amounting to KRW 400 million (see, e.g., Investigation Record 4: 1726, 1727 pages),” and stated that “I would have borrowed KRW 60 million and received KRW 8,000 shares of Nonindicted Co. 2, Ltd. 300 billion in advance (see, e.g., Supreme Court Decision 200 million won in the previous trial record)” (see, e., Supreme Court Decision 2000 million won in this case).

○ Defendant 1’s statement

The Defendant stated in the prosecutor’s office that “ Nonindicted Co. 2 was smoothly operated by Nonindicted Co. 3 without any consideration when the financial situation of Nonindicted Co. 3 (Defendant) was difficult, and Nonindicted Co. 3 borrowed money was granted 8,000 shares of Nonindicted Co. 2 in the combined consideration (see, e.g., KRW 50 million).” In this court, Nonindicted Co. 3 lent KRW 600,000 to Nonindicted Co. 3 in the circumstances where (Defendant) was insufficient to operate the Nonindicted Co. 2 Co. 3’s operating fund (see, e.g., KRW 50,00). Nonindicted Co. 3 lent KRW 60,000 to Nonindicted Co. 3 as operating fund. Nonindicted Co. 3 was in a situation where it was unable to engage in a horse business if Nonindicted Co. 3 borrowed money, and thus, it would have distributed an excessive amount of shares exceeding 40,000 shares (see, e.g., the trial record).

2) Calculation of the stock value by the method of assessment as stipulated in the Inheritance Tax and Gift Tax Act (hereinafter “Gift”);

At the time of the instant case, Nonindicted Co. 2: (a) issued 20,000 shares with face value of KRW 5,000 (the 11,000 shares issued on January 11, 2006) and the total amount of shares is KRW 100,000; and (b) calculated the value of shares per share by the assessment method prescribed in the Inheritance Tax and Gift Tax Act, it is KRW 49,174 per

3) Calculation of the stock value under the comparison method of net asset value per share;

① At the time of the instant case, Nonindicted Co. 118 was an insurance agent and intermediary established in around March 31, 2006, and around March 31, 2006, the amount of KRW 4.4 billion in net assets, KRW 4.4 billion in sales, and KRW 1.3 billion in net income per month, and KRW 1.3 billion in net income per month, and thereafter, at around August 20, 2007, Nonindicted Co. 2 filed a preliminary examination for KOSDAQ-listed listing. On the other hand, Nonindicted Co. 2 was in the state where net assets at the time -95,843,745 won in total, and was fully locked. However, the sales amount in the year 2005 exceeded KRW 13.28,730,00 in total, and net income amounted to KRW 864,651,289 in net income amount.

② As of March 31, 2006, the net asset value per share of Nonindicted 118 Co., Ltd. as of March 31, 2006 is KRW 2,633, and the trading standard for the over-the-counter market around April 7, 2008 is KRW 8,700.

③ In accordance with the comparison of net asset value per share of Nonindicted Co. 118 and Nonindicted Co. 2’s net asset value per share in this part of the facts charged, the prosecutor considers the stock value of Nonindicted Co. 2 as KRW 49,590 per share and 48 per share).

㈐ 판단

We first examine whether there is an example of normal transaction of the shares of Nonindicted Co. 2, a public prosecutor, prior to examining whether the appraised value of the shares according to the method of appraisal of the stock value, presented by the public prosecutor, can be seen as a reasonable value of the shares.

1) Whether the appraisal methods of stock value under the Inheritance and Gift Tax Act are appropriate

The method of calculating the value of shares under the Inheritance and Gift Tax Act is not only a method used by the tax authorities from the perspective of determining the tax base, but also a method inevitably required to determine the price of the goods indicated in a single numerical value for the purpose of taxation, and it cannot be deemed that the assessed value calculated by the method is immediately the value of the stocks (see Supreme Court Decision 2001Do3191, Sept. 28, 2001, etc.). In addition, considering the fact that the insurance agency and IM business of Nonindicted Co. 2 did not require special investment in facilities and other businesses, unlike the general manufacturing business, it is inappropriate to assess the value of the stocks by reflecting the net asset value and the value of the company expected to grow to a certain degree in the future, based on the net asset value and the value of the profit and loss, in light of the fact that the sales revenue in 205 should be reflected to a certain degree in the future.

However, the evaluation methods under the above laws are the standards to be considered at least in calculating the transaction price of unlisted stocks from the position of the party who trades unlisted stocks or from the position of the person in charge of the sale.

2) Calculation of the stock value under the comparison method of net asset value per share;

The method of comparison of net asset value per share is to determine the stock price by comparing the net asset value and market value of the similar company whose stock trading market is listed.

In comparison with the net asset value per share of the company being valued, it has advantages that can generally calculate the stock price level of the company being valued based on the stock price standard of the similar company. However, the method of comparison of the net asset value per share cannot be considered as the method of appraisal of the common use, and it has limitations that do not consider the specific characteristics of the profit structure and business activity among the companies.

First of all, 49,590 won per share, which is the value of the net asset value under the Comparison Act, presented by the prosecutor, is calculated without deducting the pro rata part from the net asset, and it is difficult to view it as the right value under the Comparison Act. Furthermore, the Comparison Act of the net asset value per share, as seen earlier, is a method of comparing the net asset value per share of a similar company only based on the net asset value, is an inappropriate method if it is an enterprise that constitutes an intangible asset and profit value, such as Nonindicted Co.

3) Whether there exists a practical example of stock transactions

Finally, around January 11, 2006, Nonindicted 3 was allocated 8,000 shares of Nonindicted Co. 2 Co., Ltd. from the Defendant, and it is a question whether it can be viewed as a case where there is a normal practice of transactions that properly reflects the objective exchange value.

In light of the following facts: ① Nonindicted 3’s allocation of new shares of Nonindicted Co. 2 following new shares issued by Nonindicted Co. 3 from the Defendant’s date of appraisal of the value of the shares of Sejong Accounting Corporation’s Sejong Accounting Corporation’s stock transaction at the most close time and two months prior to the date of appraisal; ② Nonindicted 3’s statement made at the prosecution: (a) it explicitly stated that Nonindicted 3 was allocated 8,000 shares of Nonindicted Co. 2’s new shares as payment in lieu of the loans amounting to KRW 600 million to the Defendant; (b) according to each statement made by Nonindicted 3 and the Defendant at this court, unlike the previous statement made by Nonindicted Co. 3 at the prosecution, it is difficult to view that the previous statement was partially reversed because it appears as payment in substitution for the borrowed money, and it is difficult to view that the price of the scrap purchased by the Defendant is more than the value of the shares acquired by Nonindicted Co. 3’s new shares at least 20 months after its meaning; and (c) the price of shares acquired at least KRW 3000 per share price per share.

Therefore, in full view of the above circumstances, the situation at the time of Nonindicted Co. 2, and the transactional situation, etc., it is reasonable to view that Nonindicted Co. 3’s receipt of KRW 85,000 stocks of Nonindicted Co. 2 from the Defendant as payment in kind for loans on or around January 11, 2006, the act of receiving KRW 75,000 per share from the Defendant is equivalent to the ordinary transaction practice that reflects the objective exchange value appropriately. Accordingly, the appropriate per share price of Nonindicted Co. 2 at the time of the instant case is determined to be KRW 75,00.

㈑ 소결론

Therefore, the Defendants acquired the proprietary benefits equivalent to KRW 6.75 billion ( KRW 6.75 billion - KRW 6.7575 million - KRW 6.55 million - KRW 755 million) from the other shareholders, including Nonindicted 3, etc., of KRW 7.425 million [total purchase price of KRW 8.25 million x KRW 75 million 75 million), which is calculated as an adequate purchase price per share of KRW 6.75 million and KRW 75 million, which is an adequate purchase price per share. It is reasonable to view that the remaining shareholders, such as Nonindicted 3, etc., have acquired the proprietary benefits equivalent to KRW 7.425 million (total purchase price of KRW 8.25 million x KRW 75 million), which is an adequate purchase price of KRW 8.25 million per share ( KRW 11 million x KRW 7.5 million x KRW 35 million).

Since the prosecutor's charge exceeds the amount of 13.5 billion won which was raised as the amount of profit in breach of trust and the amount of damage to property in the facts charged (this part against the defendant 1 and 2) to KRW 14.116.52 million, there is no proof of the crime, the court should decide the defendant not to be guilty pursuant to the latter part of Article 325 of the Criminal Procedure Act, but if it is found that the defendant was guilty of violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation) for the 13.5 billion won against the above defendants in relation to the crime, it shall not be sentenced separately in this part).

3. Determination on Defendant 2's participation in violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation of trust)

A. The defendant 2 and his defense counsel's arguments

Defendant 2 did not have conspired in advance with regard to the crime of breach of trust committed by Defendant 1, and there was no fact that Defendant 2 provided materials evaluating future profit values based on the business plan of Nonindicted 2 Co. 2, which was not feasible to Nonindicted Co. 1, upon Defendant 1’s instruction, or transferred materials by way of accounting accounting. Thus, Defendant 2 cannot be deemed to have participated in the act of breach of trust of this case.

B. Determination

(1) Article 30 of the Criminal Act provides that two or more co-offenders commit a crime. In order to establish a co-offenders, it is necessary to commit a crime through a functional control by the joint doctor, which is a subjective element, with the intention of co-processing and an objective requirement, and the intent of co-processing is to jointly engage in a specific criminal act with the intent of co-defendants, and to shift one's own intent by using another person's act. Such intent of co-processing is not sufficient to recognize another person's crime but to accept it without restraint. However, it is sufficient that the conspiracy of the crime plan should not be required in advance, and there is a trade name that each co-offender bears the elements of a crime or shares the actions in essence related to the elements of a crime (see Supreme Court Decision 2007Do6706, Sep. 11, 2008, etc.).

Luxembourg, the above evidence and facts revealed as follows: ① as executive director of Nonindicted Company 2, Defendant 2 was in charge of overall administration and administration of the financial affairs on behalf of Defendant 1, the representative director at the time, ② Defendant 2 was instructed by the prosecutor’s office that “(Defendant 2) was under the direction of Nonindicted Company 1 to “the contact with Nonindicted Company 21 accountant in connection with the sale of Nonindicted Company 2,” and thereafter, the Defendant 2 was under the direction of Nonindicted Company 21 accountant at the time of contact with Nonindicted Company 21 accountant, and submitted 205 performance, future business plan, asset status, and financial statements to Nonindicted Company 209 Gohap87.” Defendant 2 was under the direction of Nonindicted Company 1 and was under the direction of Nonindicted Company 2, and was under the direction of Nonindicted Company 2, who was not under the direction of Nonindicted Company 200, and was under the direction of Nonindicted Company 221, who was not under the direction of Nonindicted Company 21 to purchase the above documents related to the accounting audit.”

Ⅱ As to the violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation of Trust) in relation to the lending of Nonindicted Co. 2 to Nonindicted Co. 2 (the fact of Defendant 1’s judgment)

1. Summary of the assertion

The defendant, as the representative director of the non-indicted 1 corporation, lent KRW 3 billion to the non-indicted 2 corporation. However, the non-indicted 1 corporation needs to take over the non-indicted 5 corporation for the business of the non-indicted 2 corporation, which is its subsidiary, and the lending to the non-indicted 2 corporation for the acquisition fund does not constitute the act of breach of trust and the defendant has no intention of breach of trust

2. Determination

(a) Facts of recognition;

According to the above evidence, the following facts are acknowledged.

(1) On February 16, 2006, the Defendant, the representative director of Nonindicted Co. 2 at the time, purchased 570,000 shares of Nonindicted Co. 5 (30% of the shares issued) from Nonindicted Co. 44, who is the representative director of Nonindicted Co. 5 (a home shopping business through telephone, as its main business) in the name of Nonindicted Co. 43, a second name, 52 billion won.

B. On March 7, 2006, the Defendant assumed office as the representative director of Nonindicted Co. 1 Company, and around the 16th day of the same month, the Defendant transferred Nonindicted Co. 1 Company to the subsidiaries of Nonindicted Co. 1 Company by acquiring Nonindicted Co. 2 Company. At the time, the financial situation of Nonindicted Co. 1 Company was considerably not good as seen earlier, and Nonindicted Co. 2 Company was in the total amount of capital stock.

On April 26, 2006, the Defendant had Nonindicted Incorporated Company 1 lent KRW 3 billion to Nonindicted Incorporated Company 2 by setting the lending period of KRW 1 year and annual interest rate of KRW 9%. On the same day, Defendant 2, an executive director of Nonindicted Incorporated Company 2, withdrawn KRW 2.65 billion out of the above lending amount, and delivered it to the Defendant.

Around May 19, 2006, Nonindicted Co. 2 entered into a contract with Nonindicted Co. 44 to purchase KRW 39,000 (21%) of the shares of Nonindicted Co. 5 owned by Nonindicted Co. 44 for KRW 400 million. Defendant 2 received KRW 400 million from the Defendant and paid KRW 400 million to Nonindicted Co. 4. On the same day, Nonindicted Co. 2 entered into a contract to purchase KRW 570,00 of the shares in the name of Nonindicted Co. 43 and KRW 2250,000,000, which was already received from Defendant 2.

(v) around May 2006, Nonindicted Co. 2 appropriated 350 million won, the remainder of the loan, as KRW 100 million, for the Defendant’s repayment of KRW 100 million, and for Nonindicted Co. 5’s loan of KRW 200 million, KRW 40 million, respectively.

⑹ 피고인은 2007. 3. 19.경 공소외 1 주식회사의 경영권을 공소외 9 주식회사에 넘겨주었다. 그 후 공소외 1 주식회사는 현재까지도 공소외 2 주식회사로부터 위 대여금 30억원에 대한 원리금을 전혀 상환받지 못하고 있다.

【Non-Indicted Party 2’s purchase of the shares of Non-Indicted Party 5 at KRW 2.25 billion, which the Defendant acquired at KRW 1.5 billion from Non-Indicted Party 4. The Defendant and the defense counsel asserts that, around April 26, 2006, Non-Indicted Party 2 purchased the shares of Non-Indicted Party 5 at KRW 1.5 billion, again at KRW 570,500,000 (shares 2.15 billion) of the shares held by Non-Indicted Party 44 around May 2006, the Defendant and the defense counsel asserted that, as stated in the above facts, profit margin was not earned at KRW 750,500,000 by selling the shares he acquired at KRW 2.25 billion by the Defendant.

In light of the above evidence, the defendant's assertion that the non-indicted 2 was purchasing KRW 500 million on April 26, 206, and that the non-indicted 2 was purchasing KRW 500 million on the non-indicted 40 billion (see, e.g., Supreme Court Decision 400 million on May 19, 2006; 200 million on the non-indicted 40 million on the non-indicted 50 million on the non-indicted 400 million on the non-indicted 50 million on the non-indicted 2's purchase of 40 billion on the non-indicted 50 billion on the non-indicted 400,000 on the non-indicted 50,000 on the non-indicted 50,000 on the non-indicted 2's 500,000 won on the non-indicted 2's 500,000 won on the non-indicted 406.

B. Specific determination

The crime of breach of trust is established when a person administering another's business commits an act in violation of one's duty and causes loss to the principal by acquiring or having a third party obtain pecuniary benefits. In this case, "an act in violation of one's duty" includes any act in violation of a fiduciary relationship with the principal by failing to perform an act that is naturally expected or by performing an act that is expected not to perform as a matter of course under the provisions of law, terms of a contract or the good faith principle in light of the content and nature of the business, etc., and "when an act in violation of one's duty" includes not only cases where a loss is actually incurred but also cases where a risk of actual loss in property arises. Thus, in lending company funds to a third party by a director, etc., if the director, etc. knew of the fact that the other person has already lost his ability to perform his/her duty and the lending of funds would cause loss to the company without taking any reasonable measures such as securing sufficient security, etc., such lending is an act in violation of another person's profit and causing loss to the company, and a director's breach of trust.

In light of the following circumstances revealed in the above facts, i.e., ① as the majority shareholder of Nonindicted Co. 1 and the representative director of Nonindicted Co. 2, etc., the Defendant substantially controlled the above subsidiaries of Nonindicted Co. 1, and ② as at the time of the instant case, cumulative losses exceeded KRW 30 billion, and it appears that there was almost little amount of cash funds of Nonindicted Co. 2 with bonds with warrants and capital increase on two occasions. ③ Nonindicted Co. 2 also had a very doubt about the ability to repay the amount of money to KRW 3 billion within the loan due to the fact that the funds were completely impaired, and the Defendant had no need to accept the above funds from Nonindicted Co. 1 and the Defendant’s office at the time of borrowing Nonindicted Co. 5’s financial position (see, e.g., Supreme Court Decision 2000 million won, and there was no need to take measures to lend money to Nonindicted Co. 2 for the purpose of collecting the trust interest of Nonindicted Co. 1, 200.)

Ⅲ. Violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation of trust) with respect to the lending of Nonindicted Co. 5 to Nonindicted Co. 1 (the fact of Defendant 1’s judgment)

1. Summary of the assertion

The Defendant, as the representative director of Nonindicted Co. 1, lent a total of KRW 500 million to Nonindicted Co. 5. However, Nonindicted Co. 1 merely lent funds for business purposes, such as acquisition of shares in Nonindicted Co. 5 Co. 6, a second-tier subsidiary, and management funds, which do not constitute an act of breach of trust, nor cannot it be deemed that there was an intention of breach of trust.

2. Determination

According to the above facts and the evidence, the defendant, the representative director of the non-indicted 1 corporation, was not adequate at the time of the loan of the non-indicted 1 corporation, but he acquired the non-indicted 5 corporation through the non-indicted 2 corporation, the subsidiary company, at around May 19, 2006, at KRW 2.65 million, and let the non-indicted 1 corporation incorporate the non-indicted 1 corporation into the second-tier company. The defendant 1 used the non-indicted 1 corporation for the loan of KRW 200 million around November 29, 2006, KRW 10 million around January 5, 2007, KRW 200 million around August 5, 2007, and KRW 500 million on condition of interest rate of KRW 9% per annum, and the non-indicted 5 corporation acquired shares from the non-indicted 1 corporation with the loan of KRW 300 million from the non-indicted 1 corporation as above on November 30, 2006.

Furthermore, the following circumstances acknowledged by the above evidence, i.e., Nonindicted Co. 5 at the time of the instant loan closure, i.e., the net losses per fiscal year 2006 were generated at KRW 1.277 billion, and as of the end of December 2006, current liabilities (2.56 billion) exceeded KRW 1.212 billion in total, and the financial resources of Nonindicted Co. 5 were considerably worse without any external loan (see, e.g., Investigation Record 7: 2408 pages), and Nonindicted Co. 5’s financial resources were considerably uncertain at the time of the instant loan closure, and there was no doubt that Nonindicted Co. 1’s financial resources were insufficient to support Nonindicted Co. 70, supra at the time of the instant loan closure; and (ii) Nonindicted Co. 5’s financial burden was increased to KRW 700,000,000,000,0000,000).

Therefore, we cannot accept the above argument of the defendant and defense counsel.

Ⅳ. The fact that there is a violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation) equivalent to KRW 958,904,816 in relation to the acquisition of shares of Nonindicted Co. 7 Co., Ltd. (the fact of Defendant 1’s judgment)

1. Summary of the assertion

A. First of all, the Defendant, the representative director of Nonindicted Co. 1, purchased shares at a price calculated by adding a management premium to the management premium as stated in this part of the facts charged, because the share price of Nonindicted Co. 7, at the time of the instant case, was relatively lower than the company’s value, and thus, when acquiring the shares, it was expected that the investment return was made due to the increase in the stock price, and even if the share price was not increased as anticipated, it would result in the acquisition of management premium and transfer the shares to a third party.

B. Next, the Defendant, at the time, was a director of Nonindicted 8, who was the CFO of Nonindicted 1 Company, was involved in the joint management by holding concurrently a director of Nonindicted 7 Company, and was engaged in management activities corresponding to the management premium. However, Nonindicted 9, who acquired Nonindicted 1 Company, did not guarantee the management premium by destroying the joint management framework.

C. Therefore, the Defendant’s purchase of Nonindicted Co. 7’s stocks in addition to the management premium constitutes a management judgment, and thus cannot be deemed as having the Defendant’s intent of breach of trust.

2. Determination

(a) Facts of recognition;

According to the above evidence, the following facts are acknowledged.

(1) At around 200, Nonindicted 3 became aware of the Defendant’s introduction of Nonindicted 22, a high school owner, and as seen earlier, Nonindicted 3 was closely related to the Defendant’s business by providing the Defendant with a subsidy of KRW 600 million for operating capital of Nonindicted 2 Co. 3 and in return, acquiring Nonindicted Co. 2’s shares as well as participating in the acquisition of Nonindicted Co. 1.

around March 22, 2006, Nonindicted Co. 10 and its representative director, Nonindicted Co. 3 purchased shares of Nonindicted Co. 7, a corporation listed on the KOSDAQ (7.47%) from Nonindicted Co. 24 Co. 11, in order to acquire the management right of Nonindicted Co. 7, a total of KRW 6 billion, by calculating the shares of Nonindicted Co. 7, a corporation listed on the KOSDAQ (7.47%) of KRW 7,937 per share (the amount increased by 47% per the base price, 5,400 won) in which the management right premium was reflected.

The defendant, who was appointed as the representative director of the non-indicted 1 corporation at the time of the purchase of the shares of the non-indicted 7 corporation, had taken over the shares of the non-indicted 3 corporation. In relation to the process, the non-indicted 3 suggested that "the non-indicted 1 corporation will take over the shares of the non-indicted 7 corporation in the name of the defendant, and one billion won in the name of the defendant. The reasons for the purchase of shares were notified by the prosecutor that the non-indicted 7 corporation was invested several billion won in a foreign country, and that the non-indicted 1 corporation would have purchased the shares in a short period of time because the share price was increased from 12,00 to 5,00 won." (See the investigation record 13 rights 3942, 12 rights 5476 pages) and stated that "the defendant would have purchased shares in a short period of time after the purchase of the management right to the non-indicted 3)" (see the defendant's share purchase of the shares of the non-indicted 3943.

On the other hand, with regard to the meaning of “the participation in the management right is good” stated as above, Nonindicted 3 stated in the prosecutor’s office that “the meaning of “the share in the management right” is not the meaning of having the participation in the management of Nonindicted 7 Stock Company, but it means that if Nonindicted 7 Stock Company in the name of Nonindicted 10 Stock Company or Nonindicted 3 (Nonindicted 3) sells the shares in the name of another person with the management right, the shares held by Nonindicted 1 Stock Company or Defendant should be sold together so that they can obtain the premium in the management right (see, e.g., the above 3949 pages).”

However, in the late prosecutorial investigation, Nonindicted 3 stated, “If the Defendant and Nonindicted Co. 1 jointly manage the right of management in writing at the time of acquiring Nonindicted Co. 7’s shares jointly with Nonindicted Co. 3 and if Nonindicted Co. 3 sell the right of management to other persons, Nonindicted Co. 7’s shares held by Nonindicted Co. 1 were recognized as the right of management and agreed to sell the right of management to other persons, Nonindicted Co. 3 would have taken measures to appoint a person recommended by the Defendant as a director at the time of appointing the director from his own perspective (see, e.g., Supreme Court Decision 3951 Decided 3951, supra).”

Since then, Nonindicted 3 testified to the effect that “In this court’s testimony (see, e.g., the trial records No. 10 times, referring to the trial records No. 4 rights), the Defendant agreed to jointly manage Nonindicted Co. 7 based on the basic trust relationship, and the oral agreement without written agreement is verbally made because it does not have a stake in controlling the management rights, but it would result in the loss of the management rights by the two as it is difficult for them to defend their management rights, and the oral agreement would result in the loss of the management rights, thereby making it impossible for them to comply with even with the agreement.” As to the actual examples of the joint management, Nonindicted 3 made a consultation with Nonindicted Co. 10 on the following matters (see, e.g., the trial records). It mainly refers to the defense against the resolution for capital increase or the hostile merger and acquisition of capital increase (see, e., the trial records).

Applicant At the time, Nonindicted Co. 1 had both funds raised through the issuance of bonds with warrants and capital increase with warrants more than twice to the acquisition price of Nonindicted Co. 2, thereby bringing the funds to the acquisition price of Nonindicted Co. 2, thereby not being good.

(v) On March 22, 2006, the Defendant held a meeting of the board of directors and decided to purchase 377,968 shares of Nonindicted Co. 7 Co. 11 from the Corporate Restructuring Association (hereinafter “Nonindicted Co. 11”) totaling 3 billion won per share in KRW 7937,000,000 per share taking into account the management premium. On the same day, the Defendant, Nonindicted Co. 3, and Nonindicted Co. 1 prepared an asset acceptance agreement (Evidence No. 101, which was submitted as of April 17, 2009, as of April 17, 2009), and submitted a report on the acquisition of assets to the Financial Supervisory Service (Evidence No. 99). The said report on the acquisition of assets is written that Nonindicted Co. 1 participated in the management right of Nonindicted Co. 7’s share purchase.

⑹ 위 자산양수도 계약서에는 ‘① 공동매수인들은 공소외 3을 본 계약 협상 및 체결 등 모든 권한을 행사함에 있어 대표자로 위임하고, ② 공동매수인들은 연대하여 본 계약상의 의무를 이행하기로 하며, 매도인인 공소외 24 주식회사 11호 기업구조조정조합에 대한 관계에서는 공동매수인의 권리행사는 공동으로 하여야 한다(위 계약서 제14조 참조).’라고 기재되어 있다.

⑺ 주식양수도 신고서의 주식양수도 가액의 적정성에 대한 세림 회계법인의 주식평가서의 내용이 들어있는바, 위 회계법인에서는 공소외 7 주식회사에 대한 주식평가를 할 때 유사사례에 의한 방법(경영권 프리미엄이 수반된 주식양수도 사례를 참조) 및 DCF 방법으로 공소외 7 주식회사의 주식가치를 평가하였는데, 위 두 가지 방법은 현재 일반적인 사용되는 주식가치 평가방법이다. 위 주식평가서에는 공소외 7 주식회사 주식의 주당 가치를 그 성장률의 가정에 따라 3,338원 ~ 7,306원의 범위로 산정하였다.

⑻ 공소외 3과 공소외 1 주식회사는 공소외 7 주식회사 주식을 인수한 직후인 2006. 5.경 공소외 3과 기존의 경영진이었던 공소외 25 등 사이에 경영권 분쟁이 발생되어 임시 주주총회가 무산되는 등 공소외 3이 경영권을 인수하는데에 상당한 어려움을 겪었으나 장내에서 추가로 공소외 7 주식회사 주식을 매집함으로써, 결국 2006. 7.경 임시주주총회를 통하여 새로운 이사진을 선임함으로써 비로소 공소외 7 주식회사의 경영권을 장악할 수 있었다. 위 이사진(정원 4명)에는 공소외 1 주식회사의 CFO였던 공소외 8 이사 1명만이 선출되었다. 그러나 피고인은 공소외 7 주식회사의 자금 집행 또는 인사권에 관여한 바 없었다.

⑼ 피고인은 2007. 3. 19.경 공소외 1 주식회사의 주식과 경영권을 공소외 9 주식회사에 양도하였다. 그 후 공소외 9 주식회사는 같은 해 9. 13.경 공소외 10 주식회사에 대하여 공소외 1 주식회사가 보유하고 있던 공소외 7 주식회사 주식 377,968주를 경영권 프리미엄이 반영된 기존 매입가격인 30억 원에 법정이자를 더하여 매수해 줄 것을 요청하였으나, 이에 공소외 10 주식회사는 같은 해 10. 30.경 이와 같은 매입가격에 매수할 수 없다는 취지의 공문을 발송하였다. 결국 공소외 9 주식회사는 2007. 10.경부터 같은 해 12.경까지 공소외 1 주식회사가 보유하던 위 공소외 7 주식회사 주식 전량을 주당 평균 1,300원대에 장내 매각하여 매입가격 대비 27억 원 이상의 손실을 입었다.

B. Determination

(1) Even when considering all various circumstances as to the management judgment of a manager, if a person acquires, or causes a third party to obtain, pecuniary benefits by failing to perform, or performing an act expected not to perform as a matter of course, a specific situation under the provisions of the law, terms of a contract, or the principle of trust and good faith, or by performing an act expected not to perform as a matter of course from his/her own role and position, and thereby causes loss to the principal, the intent of the person who has intentionally or unlawfully acquired such profit is still determined (see Supreme Court Decision 2007Do6075, Nov. 15, 2007, etc.).

She first, I examine whether the Defendant’s purchase of the shares of Nonindicted Co. 7 at a price higher than the market price at the time falls within the scope of business judgment as a legitimate investment act.

In light of the above facts, the defendant, as the representative director of the non-indicted corporation 1, was unable to acquire the shares of the non-indicted corporation 7 with an intention to acquire the shares of the non-indicted corporation, and the defendant, as the non-indicted corporation 1, could not be seen as being able to expect investment profits through the increase in the price of the shares of the non-indicted corporation 7, because the non-indicted corporation's acquisition of the shares of the non-indicted 1 and the non-indicted 7's acquisition of the shares of the non-indicted corporation's management at the price of purchase of the shares of the non-indicted 1 and the non-indicted 7's acquisition of the shares of the non-indicted corporation at the non-indicted 7's price increase in the non-indicted corporation's acquisition of the shares of the non-indicted corporation. However, even if the non-indicted corporation's purchase of the shares of the non-indicted corporation's shares of the non-indicted corporation was not consistent with the purpose of the non-indicted corporation's acquisition of the shares of the non-indicted

Dor next, we examine whether the defendant was actually involved in the management of the non-indicted 7 corporation as a joint manager, and whether the non-indicted 9 corporation that acquired the non-indicted 1 corporation was merely not guaranteed the right of management by shouldering the joint management framework.

In light of the above facts, the defendant's main purpose of acquiring the management right of the non-indicted 1 corporation is to prevent the non-indicted 7 corporation from exercising his/her management right as a joint owner of the non-indicted 1 corporation and to encourage the defendant to participate in the market price through the non-indicted 1 corporation, as seen earlier. The defendant's assertion that the non-indicted 3 corporation's acquisition of the management right of the non-indicted 1 corporation was not a joint owner of the non-indicted 7 corporation and that the non-indicted 3 corporation's acquisition of the management right of the non-indicted 1 corporation should not be seen as being a common owner of the non-indicted 3 corporation's acquisition of the non-indicted 1 corporation's shares, but it is difficult to view that the non-indicted 1 corporation's acquisition of the management right of the non-indicted 3 corporation's share as a joint owner of the non-indicted 1 corporation's shares, and that the defendant's joint owner of the non-indicted 3 corporation's shares can not be seen as a common owner's agreement.

V. The point of occupational breach of trust in relation to the vehicle lease of KRW 166,653,700 (the fact of the judgment on Defendant 1 and 4)

1. Summary of the assertion

The Defendants, around March 20, 2007, ordered Nonindicted Co. 1 to lease 2 benzs to be used by the Defendants, and paid a total of KRW 166,653,700 to Nonindicted Co. 42, a lessee, as stated in this part of the facts charged, for the advance payment of deposit and rent, as stated in this part of the facts charged.

However, at the time of leasing the instant vehicle, the Defendants entered into a contract with Nonindicted Co. 9 at the time of leasing the instant vehicle, but only paid the down payment, not only when the authority of Nonindicted Co. 1 was completely lost as its executive officers, but also when Nonindicted Co. 26, a new management, obtained the consent to the lease of the said vehicle. As such, the Defendants’ act of using the said vehicle by leasing the said vehicle cannot be deemed as an act of breach of trust, and it cannot be deemed that the Defendants

2. Determination

In light of the aforementioned evidence, the Defendants, who were executives of Nonindicted Co. 1, entered into an agreement to transfer the shares and management rights of Nonindicted Co. 1 to Nonindicted Co. 4 on March 19, 207, and were paid the down payment. ② The financial status of Nonindicted Co. 1, as seen earlier, was considerably low, and most of the shares and management rights of Nonindicted Co. 4 were resolved through loans extended to their affiliated companies. ③ Defendants 1 used the vehicle for the purpose of using the vehicle for which Nonindicted Co. 4 was transferred to Nonindicted Co. 1, 4, and the vehicle for which Nonindicted Co. 4 was transferred to Nonindicted Co. 1, 7, and Nonindicted Co. 1, 4, and Nonindicted Co. 1, 46, and Nonindicted Co. 1, 7, as stated in the judgment of the lower court, for the purpose of using the vehicle for which Nonindicted Co. 4 was transferred to Nonindicted Co. 1, 4, and Nonindicted Co. 1, 7606.

In the case of breach of trust, the term "an act in violation of the duty" includes any act in violation of a fiduciary relationship with the principal by failing to perform an act that is naturally expected under the provisions of the Act and subordinate statutes, the content of the contract, or the good faith principle, or by doing an act that is anticipated not to perform as a matter of course (see Supreme Court Decision 2002Do758, Jan. 10, 2003, etc.).

In this case’s health class, the following circumstances revealed in the above recognition. ① At the time of leasing the instant vehicle, the Defendants, as its executive officers, should closely examine the financial situation of Nonindicted Co. 1 at the time of leasing the instant vehicle, (i) even though the financial situation of Nonindicted Co. 1 was not good at the time, and (iii) they used high-quality vehicles, such as franchises, which were currently being used, but, in the name of Nonindicted Co. 1 Co. 1, allowed them to rent high-priced sports vehicles, and pay high-priced deposits, advance payments, and monthly rent. (ii) Furthermore, even if the Defendants entered into a contract with a new manager with a managerial right over the company, the Defendants scheduled to receive payment of part of the acquisition price should pay attention not to the company’s finance, but to bear the burden on the company’s financial burden by leasing the existing vehicle without any particular reason, and (iv) the Defendants did not have to use the said vehicle for a new management right within the scope of their personal interests, and thus, did not have to be able to use it for the new management’s purpose without permission.

VI. The point of occupational embezzlement equivalent to KRW 49,235,751 of the facility parts owned by Nonindicted Co. 11 (the fact of Defendant 1’s judgment)

1. Summary of the assertion

① The Defendant did not commission Nonindicted 12 to sell the parts owned by Nonindicted Company 11, and ② KRW 300 million received from Nonindicted 12 is limited to the funds borrowed from Nonindicted 12, not to the proceeds of the sale of the above parts, and ③ himself and Nonindicted 12 knew that the said parts were sold from Nonindicted Company 11. Accordingly, the Defendant cannot be deemed to have embezzled, and there was no intent to commit the crime of embezzlement.

2. Determination

(a) Facts of recognition;

According to the above evidence, the following facts can be acknowledged.

(i) Nonindicted Co. 30, as a synthetic resin manufacturer, is a small-scale small and medium-sized enterprise that has a manufacturing factory at the time of her safety and that has approximately fifty employees. At the time, Nonindicted Co. 30 was the representative director of Nonindicted Co. 12, the director of Nonindicted Co. 120, the director of Nonindicted Co. 121, and the auditor of Nonindicted Co. 49, and Nonindicted Co. 122, the auditor of Nonindicted Co. 122, 12, and the auditor of Nonindicted Co. 122, and the auditor of Nonindicted Co. 123 held most of the shares of the Co. 1 (80%). However, Nonindicted Co. 12 was appointed as the auditor of Nonindicted Co. 1 on March 7, 2006, on which the Defendant was appointed as the representative

When Nonindicted 30 Co. 12, whose representative director was Nonindicted Co. 12, delivered semi-finished goods to Nonindicted Co. 11, Nonindicted Co. 11, which were all stages of finished goods, he produced them as finished goods. Nonindicted Co. 11, on April 2006, requested Nonindicted Co. 11 to take over the machinery, etc. manufacturing finished goods and introduced Nonindicted Co. 1.

The defendant, the representative director of the non-indicted 1 corporation at the time of March 2006, was reviewing the business of producing finished products at the time of manufacturing finished products, and the non-indicted 12, through the non-indicted 12, carried out the mechanical lease contract necessary for manufacturing finished products. On April 25, 2006, the non-indicted 11 corporation and its finished products were to lease Californias necessary for manufacturing Ms and finished products owned by the non-indicted 11 corporation and its finished products, but the machinery lease contract was concluded to use the Californias as parts necessary for assembling and producing luminous bombs by decomposition Californias, and the main contents of the contract are as follows:

Article 1 (Lease Object): Nonindicted Co. 11 shall lease the California, etc. owned by it to Nonindicted Co. 1, and Nonindicted Co. 1 shall use the leased object only to the extent necessary to achieve the purpose of the basic contract, and shall not use it for any other purposes.

○ Article 2 (Contract Period): Term of lease is from April 25, 2006 to four years.

○ 제5조(보관관리의무 등) : (전략) 공소외 1 주식회사는 공소외 11 주식회사의 서면에 의한 승낙 없이 임대차 목적물의 소재지 또는 현장을 변경 혹은 다른 물건을 첨가 또는 임대차 목적물에 첨부한 번호, 성명, 상표, 증명번호 등을 제거, 말소, 변경, 은폐해서는 안된다. (중략) 공소외 1 주식회사는 임대차 목적물의 확인하기 쉬운 면에 ‘이 기계는 공소외 11 주식회사 소유의 기계이며, 제3자가 함부로 이 기계의 가압류, 가처분, 압류, 강제집행 등 공소외 11 주식회사 소유권에 대한 일체의 권리침해 행위를 하여서는 안됩니다.’라는 취지의 문언을 인쇄 또는 기재한 팻말을 부착하여야 한다.

Article 9 (Duty to Return): In the event that Nonindicted Co. 1 fails to comply with the return of the leased object despite the expiration of the contract term, Nonindicted Co. 11 or the agent of Nonindicted Co. 11 may enter the place where the leased object is located and recover and remove possession of the leased object after notifying it in advance to Nonindicted Co. 1, and the consent of Nonindicted Co. 1 is not necessary at the time of taking out the leased object.

Article 11 (Sale of Objects): Before the expiration of the contract term, Nonindicted Co. 11 shall sell all the objects to Nonindicted Co. 1 Company, and prepare and conclude a sales contract not later than the expiration date. The sale price of the objects shall be KRW 120 million, which is the amount agreed upon between Nonindicted Co. 11 and Nonindicted Co. 1 Company, at the time of conclusion of the basic contract (excluding value-added tax).

At the time of the conclusion of the above mechanical lease agreement, Nonindicted Co. 85, the director of the business division, and Nonindicted Co. 12, and Nonindicted Co. 86, the director of the petition factory (general management office of the product manufacturing sector), were in charge of Nonindicted Co. 11. Nonindicted Co. 86 directly reported and explained the conclusion of the above lease agreement and the process thereof to the Defendant (see, e.g., Supreme Court Decision 11Do5082 delivered semi-finished products to Nonindicted Co. 1). From the latter, Nonindicted Co. 30, when Nonindicted Co. 1 supplied semi-finished products to Nonindicted Co. 1, Nonindicted Co. 1, processed it and supplied the distribution of finished products to Nonindicted Co.

Applicant Even after entering into the above mechanical lease agreement, Nonindicted Co. 1: (a) stored in the Cheongju Factory, Nonindicted Co. 11; (b) installed the IM in the petition factory of Nonindicted Co. 1; and (c) produced finished products after having been installed in the factory of Nonindicted Co. 1. However, Nonindicted Co. 86, from October 2006 to February 25, 2007, she successively dissated the California finite stored in the factory of Nonindicted Co. 11, and then moved it to the French site.

(v) On the other hand, around March 28, 2007, Nonindicted 12 carried out through Nonindicted 123 Co. 123, a customer of Nonindicted 30, 56 parts of which amounting to KRW 49,235,751, including Non-U-Cincincincination, as described in the annexed Table 1, which dissembined California in sequence as above, and sold for about KRW 400,000 to a foreign India. In relation to the process in which Nonindicted 12 sold the dissincincincination parts overseas, the relevant parties make a statement as follows:

○ Nonindicted 12’s statement

In this Court, Nonindicted 12, along with the Defendant, was present at the meeting to discuss the shortage of cash funds of Nonindicted Company 1 at the office of Nonindicted Company 1 at around November 2006. At the meeting, Nonindicted 12, along with the Defendant, etc., there was a debate on selling California and raising funds of Nonindicted Company 1. In the end, the Defendant consented to the sale of California, and at the request of the Defendant, Nonindicted 12, upon the Defendant’s request, made a statement that “(see the 11th protocol of the trial record, e.g., the 5th protocol of the trial record) is the statement that “The sales of California is promoted through Nonindicted Company 30, because of the high credit rating of Nonindicted Company 30 at the time of the Defendant’s request.

○ Nonindicted 49’s statement

In the prosecutorial office, Nonindicted 49, who directly promoted the sale of the decomposed California at the time, stated, “ Nonindicted 12 attempted to sell part of the machinery that Nonindicted 12 purchased from Nonindicted Co. 11 to a foreign country, and Nonindicted Co. 1 asked Nonindicted Co. 30 to sell the machinery that he purchased from Nonindicted Co. 11, because it did not have any record of sale in a foreign country, and asked Nonindicted Co. 30 to sell it by proxy. Nonindicted Co. 49 ( Nonindicted Co. 49) was instructed, and Nonindicted Co. 12 asked Nonindicted Co. 123 to find out whether it is possible to export it to Nonindicted Co. 123. Nonindicted Co. 12 appears to have received a request from Ama for sale by proxy from Ama (see, e.g., e., e., title 5071, title 9

⑹ 공소외 49는 2007. 3. 29.경 공소외 12로부터 위와 같이 캘린더 부품들을 매각한 대금 4억 원 중 3억 원을 피고인에게 수표로 지급할 것을 지시받고 공소외 1 주식회사의 안성공장 생산책임자였던 공소외 20에게 3억 원의 수표를 교부한 다음 그로부터 입금표를 수령하였다. 공소외 20이 작성한 2007. 3. 29.자 입금표(수사기록 9권 3517쪽 참조)에는 “ 공소외 30 주식회사 귀하 / 공급자 : 상호명 공소외 1 주식회사 / 성명 : 피고인 1 / 종목 : 플라스틱 필름 시트 외 / 금액 : 3억 원 / 내용 : 자기앞수표 / 영수인 : 공소외 20”으로 기재되어 있다.“라고 기재되어 있다. 공소외 20은 그 다음 날인 2007. 3. 30.경 다시 위 3억 원의 수표를 공소외 51에게 전달하였고, 같은 날 공소외 51은 피고인에게 전달받은 3억 원의 수표를 교부하였다. 한편, 피고인이 위 3억 원을 교부받은 경위에 대하여 관련자들은 다음과 같이 진술하고 있다.

○ Nonindicted 12 and Nonindicted 49’s respective statements

- In this Court, Nonindicted 12: (a) stated in this Court that “The Defendant sold the foregoing California parts at the request of 300 million won; (b) the Defendant requested that the check be sold KRW 300 million; and (c) delivered it by Nonindicted 49. The Defendant provided only KRW 300 million out of the proceeds of KRW 400 million; and (d) the reason why only KRW 100 million was given is the concept of fee and is paid for the risk of the transaction. At the time, Nonindicted 12 ( Nonindicted 12) or Nonindicted 30 Co., Ltd. (see, e.g., the 5th trial record) stating that “No one lend KRW 300 million to the Defendant around March 29, 2007” (see, e.g., the 5th trial record).

- At the prosecutor’s office, Nonindicted 49 also ordered Nonindicted 12 to pay KRW 300 million to Nonindicted Co. 1, and withdrawn KRW 300 million out of the company’s funds as a check and delivered it to Nonindicted 20. At the time, the horses of Nonindicted 12 president at the time asked Nonindicted 20 to withdraw KRW 300 million as a check and make a withdrawal as a check to Nonindicted 20. At the time, the Defendant made a withdrawal as a check. The author stated that “The money deposited in Nonindicted 123 Co. 123 was to be paid to Nonindicted Co. 1 and reported to Nonindicted 12” (see, e.g., Investigation Record 9: 3501, 3502 pages, 5071 pages, and 11). Accordingly, it conforms to the above statements of Nonindicted 12.

○ Nonindicted 51 and Nonindicted 20 each statement

- Nonindicted 51 stated at the prosecutor’s office that “The Defendant directed the Defendant ( Nonindicted 51) to undergo the test with KRW 300 million from Nonindicted Co. 30 to 300 million. The Defendant memorys 300 million won to her as if he did not speak about any cause” (see Investigation Records 9: 3917, 3918, 3918). At this court, Nonindicted 51 testified to the same effect as a substitute in this court (see, e.g., e., the 4th trial record).

- Nonindicted 20 stated at the prosecution that “ Nonindicted 51’s order was received from Nonindicted 49 to KRW 300 million. However, there is no reason that the said money was paid from Nonindicted 51: Provided, That the lower court, as a matter of course, was known to Nonindicted 1 Company, (see, e.g., Supreme Court Decision 9No. 3693, 3924).” Nonindicted 20 testified to the same effect in this court (see, e.g., the aforementioned protocol of trial).

⑺ 공소외 49는 위와 같이 공소외 20에게 위 3억 원을 전달한 다음 이를 선급금 형태로 주58) 회계처리 하였고, 이에 반하여 공소외 51은 위 3억 원을 피고인에게 교부한 이후에도 회계처리를 하지 않았다.

⑻ 공소외 11 주식회사는 2007. 2.경 캘린더가 분해되어 광폭기계도 완성된 것이 아니라 기계 자체가 없어졌다는 소식을 듣게 되자 공소외 1 주식회사에 대하여 그 사유를 소명하라고 공문을 보냈고, 이에 공소외 1 주식회사 주59) 는 2007. 6. 11.경 공소외 11 주식회사에 ‘ 공소외 1 주식회사가 광폭 배너 엠보싱은 작년도에 발주를 해서 2007. 2.말에 제작·완료되었으나 계약금 10%만 지급한 상황이었고, 제작업체에 중도금, 잔금을 3월말까지 지급하여야 하였으나, 당시에 현금이 절대적으로 부족하였기 때문에 회사의 생존을 위하여 부득이하게 매각을 하였습니다.’라고 답변(수사기록 11권 5096쪽 참조)하였다.

⑼ 이후 공소외 11 주식회사는 위 캘린더를 국외로 반출한 공소외 30 주식회사에 문제를 제기하자, 공소외 30 주식회사는 2007. 12.말경 공소외 11 주식회사에 변상금 명목으로 5억 원을 지급하되 3억 원은 현금으로, 나머지 2억 원은 물품대금 등으로 상계하기로 합의하였다. 그런데 합의금이 그 매각대금 4억 원보다 1억 원이 더 많은 경위와 관련하여 공소외 49는 검찰에서 “ 공소외 1 주식회사 입장에서는 기계를 임대하고 이를 임의로 매각하였으므로 이를 공소외 11 주식회사에 원상복귀를 하여야 할 책임이 있고 저희들도( 공소외 30 주식회사측) 매각을 하는데 도움을 준 책임이 있으므로 일단 5억 원에 합의하기로 하였다. 공소외 11 주식회사는 공소외 30 주식회사가 앞으로도 거래해야 할 업체인 이유도 있다.”라고 진술(수사기록 11권 5076, 5077쪽 참조)하고 있다.

⑽ 이후 공소외 12는 2007. 12. 26.경 공소외 1 주식회사 및 피고인에게 ‘본인( 공소외 12)은 공소외 30 주식회사의 대표이사로 재직 중에 귀사( 공소외 1 주식회사)의 직원( 공소외 20)을 통해 공소외 30 주식회사에서 물품대금 등 명목으로 3억 원을 지급하였습니다.’라고 주60) 내용증명 (위 입금표 사본을 첨부함)을 발송하고, 이에 피고인은 같은 달 28.경 공소외 30 주식회사에 ‘물품대금 입금 요청건과 관련하여 물품대금으로 수취한 금액은 공소외 1 주식회사에 입금처리를 하였으며, 공소외 30 주식회사로부터 본인이 차입한 금액에 대하여는 2008. 1. 25.까지 귀사에 반환하도록 하겠습니다.’라고 주61) 답변 하였다. 그 후 피고인은 2008. 1. 28.경 공소외 30 주식회사에 3억 원을 송금하였다.

B. Determination

(1) First, we examine whether the Defendant requested Nonindicted 12 to sell parts owned by Nonindicted 11 Company to a foreign country.

The following facts revealed in the facts of recognition: (a) Nonindicted 12, who led the sale of the equipment parts owned by Nonindicted 11, stated in this court that the said parts were sold abroad at the request of the Defendant; (b) Nonindicted 49, who was in charge of the sales practice, made a statement corresponding thereto at the prosecution; and (c) Nonindicted 12, as an auditor of Nonindicted 1, who was in charge of the sales practice, did not appear to have any special motive for selling the said parts without the approval of the Defendant. In this regard, the employees of Nonindicted 1 Co. 2 (such as Nonindicted 20) did not raise any objection against the fact that Nonindicted 12 arbitrarily sold the said parts to a foreign country; and (c) the Defendant did not have any objection to the sale of the said parts at the request of Nonindicted 2, who was in charge of the storage and management of the said parts at the time of the instant case, received any notification from the Defendant 2 to the effect that the said parts were voluntarily removed and sold, and (d) the Defendant did not have any objection to the said parts.

I examine whether the amount of KRW 300 million received by the defendant is the money borrowed from the non-indicted 30 corporation.

In light of the above facts, ① Nonindicted 12 stated that the above 300 million won was paid from the above parts’ money at the Defendant’s request, and Nonindicted 49 also stated that the above 300 million won was similar to that of the above parts’ money. On the other hand, Nonindicted 51 and 20 who delivered the money did not make clear statements on the specific name of the above 300 million won, and the Defendant did not make concrete statements on the interest, interest, repayment period, etc. required under the loan contract. ② Nonindicted 12 did not deliver the above parts’ money to the Defendant on March 29, 207 without being asked to receive the above 300 million won under the pretext of the above 300 million won, ③ was delivered to the Defendant under the pretext of the above 300 million won under the pretext of the above 300 million won of the money borrowed from Nonindicted 12, which was not the above 300 million won of the money borrowed from the Defendant, and ④ was not issued the above 49 billion won of the money borrowed money as the above 3000 million won of the money borrowed.

Finally, I will examine whether the defendant knew that he purchased the above parts from Nonindicted Co. 11, instead of leasing them.

After Nonindicted 12 testified in this Court that “The Defendant was aware that California was not leased from Nonindicted Co. 11, but purchased, and the Defendant was aware that California was purchased rather than leased from Nonindicted Co. 11, the Defendant was aware of the purchase of California.” As long as Nonindicted Co. 12, who entered into the said California lease contract, was aware that the contract for the said California was not leased, the defense counsel argued that the Defendant, who was not a working person, was aware that the said California was purchased from Nonindicted Co. 11, and the ownership was finally transferred to Nonindicted Co. 1, because he was aware that he had no criminal intent for embezzlement.”

The following facts revealed in the above facts: (a) the Defendant received specific explanation and report on the contract from Nonindicted 86 who was involved in the execution of the contract of this case at the time; (b) the title of the contract of this case is clearly indicated as “lease Contract” rather than “Lease Contract,” and the contents of Articles 1, 5, and 9 are clearly indicated as the object of lease rather than the object of sale; (c) even if the Defendant did not thoroughly examine the above contract, it was sufficiently known that the overall purpose of the contract is not a sale, but a lease. (d) The above Article 11 of the Lease Agreement also regulates matters concerning disposal of the object at the time of the expiration of the lease term, and it is clearly stated that the Defendant, who was not a legal expert, should conclude a separate sales contract in order to transfer ownership of the object of lease on a conclusive basis; and (iv) the Defendant’s testimony that the aforementioned part of the contract of this case is difficult to be misunderstood as a sale contract after the Defendant’s testimony was made by the Nonindicted 12.

VII. Violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Embezzlements) in relation to the loans of Nonindicted Co. 5 to KRW 3.45,288,900 (the fact of Defendant 1’s judgment)

1. Summary of the assertion

Since the Defendant borrowed only the name of Nonindicted Co. 5 in borrowing money for personal use from the bank, and provided real estate owned by an individual, the Defendant’s act does not constitute embezzlement nor does the Defendant have the intent of embezzlement.

2. Determination

The following facts acknowledged by the evidence as follows: (a) insofar as the defendant applied for a loan to the bank under the name of the representative director of Nonindicted Co. 5 as the representative director of the company, and received the loan, it is the obligation to keep and manage it as funds owned by the defendant; and (b) the defendant applied for a loan under the name of Nonindicted Co. 5 for convenience of convenience; (c) even if the defendant applied for a large amount of loan under the name of the company, it is merely an application for a loan under the name of his/her father. However, as long as he/she applied for a large amount of loan, it should be notified to the finance and accounting officer in advance, and the transparent accounting should be prior to transparent accounting by carrying out the ordinary internal procedures, such as the board of directors, but the defendant voluntarily withdrawn the loan and used it for personal purposes as stated in this part of the facts charged; (c) Nonindicted Co. 39, who was the accounting officer of Nonindicted Co. 5, was also unable to know the fact that the defendant received the loan under the name of his/her own company.

8. 【Violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Fraud)’s violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Fraud’s violation of Article 8 of the Decision on Defendant 1)”

1. Summary of the assertion

The fact that the defendant, who is the representative director of the non-indicted 1 corporation, has the non-indicted 13 corporation, a subsidiary, lent KRW 600 million to the non-indicted 5 corporation, a second-tier subsidiary. However, the defendant cannot be deemed to have had the criminal intent of deceiving or deceiving the non-indicted 14 as follows.

A. Absence of deception

The Defendant, a subsidiary of Nonindicted Co. 1, had Nonindicted Co. 13 lent funds to Nonindicted Co. 5, a second-tier subsidiary, for the business of Nonindicted Co. 5. At the time, Nonindicted Co. 14, the representative director of Nonindicted Co. 13, who is the parent company, was aware of the financial situation of Nonindicted Co. 1, a second-tier subsidiary of Nonindicted Co. 1, and provided funds in the form of lending funds to Nonindicted Co. 5, a second-

(b) Absence of criminal intent by deception;

The Defendant believed that Nonindicted Co. 5 had the ability to repay the loan to Nonindicted Co. 13, as well as that Nonindicted Co. 5 had the intent to individually repay the loan of this case on behalf of Nonindicted Co. 5 as a major shareholder of Nonindicted Co. 1 in the event that Nonindicted Co. 5 is unable to repay the loan, and therefore, it cannot be deemed that the Defendant had the criminal intent to obtain the loan.

(However, the reason why the Defendant was unable to repay the debt of the instant loan to Nonindicted Co. 13 on behalf of the Defendant is that the Nonindicted Co. 9, who acquired Nonindicted Co. 1 Company, did not receive approximately KRW 10 billion as the price for the transfer of management right from Nonindicted Co. 1 Company as the price for the transfer of management right.

2. Determination

(a) Facts of recognition;

Based on the above evidence, the following facts are acknowledged.

(1) The acquisition process, corporate governance, and financial status of Nonindicted Co. 13

㈎ 공소외 13 주식회사는 PVC 바닥재를 제조하여 공소외 11 주식회사에 전량 납품하는 회사로서 직원이 약 20여명 정도이고, 매출액이 연 평균 40억 원 가량인 중소업체이다.

㈏ 공소외 14는 2006. 9.경 신제품 생산을 위하여 공소외 13 주식회사를 인수하려고 하였으나 당시 자금이 부족하여 공소외 30 주식회사의 운영주이자 공소외 1 주식회사의 감사인 공소외 12의 소개로 공소외 1 주식회사의 대표이사인 피고인을 알게 되었다. 공소외 1 주식회사의 대표이사인 피고인도 당시 타포린(트럭이나 포장마차에서 사용하는 천막의 종류)을 제조사업을 하는 회사를 물색하던 중이었다.

㈐ 피고인과 공소외 14는 공소외 13 주식회사를 공동으로 인수하기로 하되 공소외 14가 공소외 13 주식회사의 일정 주식지분을 인수하여 대표이사를 맡기로 하였다. 공소외 1 주식회사는 2006. 9. 20.경 공소외 13 주식회사 발행주식 76.19%를 8억 원에 매수하여 공소외 13 주식회사를 공소외 1 주식회사의 자회사로 편입시켰고, 공소외 14는 위 발행주식 24%를 2억 5,000만 원에 매입함으로써 약정한대로 공소외 13 주식회사의 대표이사로 취임하였다.

㈑ 당시 피고인은 공소외 13 주식회사의 별다른 직책은 없었으나, 회사 내에서 ‘사장’이라고 호칭되었고, 대주주 회사( 공소외 1 주식회사)의 대표이사로서 공소외 13 주식회사의 중요 자금에 대한 결재권(은행 대출, 규모가 큰 시설투자 등)을 행사하였다.

㈒ 한편 당시 공소외 13 주식회사의 재정상황과 관련하여, 공소외 14는 검찰에서 “PVC 바닥재 매출이 줄고 있기 때문에 수익이 악화되어 있는 상태였고, 회사에 현금이 5억 원 정도, 부채가 6억 원 정도 있었다.”라고 진술(수사기록 8권 2652쪽 참조)하고 있다.

D. 60 million won loan to Nonindicted Co. 5 and the reasons therefor

㈎ 공소외 13 주식회사의 대표이사인 공소외 14는 은행에 대한 대출금 및 시설투자금 10억 원의 자금이 필요하여 대출을 받으려고 계획하였는데, 피고인의 요구에 따라 그 계획과 달리 2006. 10. 18.경 기업은행 서청주지점으로부터 공소외 13 주식회사의 명의로 14억 원을 이율 연 6.6%로 대출받고 자신과 공소외 12가 그 대출금에 대하여 연대보증을 부담하였다. 공소외 13 주식회사는 위 대출금 중 6억 원을 우리은행 대출금 채무에 상환하고, 2억 원을 시설투자에 사용하고, 나머지 6억 원을 공소외 5 주식회사에 대여기간 1년, 이율 연 7%의 조건으로 대여해 주었다.

㈏ 공소외 13 주식회사가 당초 계획에 없던 위 6억 원을 공소외 5 주식회사에 대여하게 된 경위에 대하여, 그 관련 당사자들은 다음과 같이 각 진술한다.

○ Nonindicted 14’s statement

Nonindicted 14, at the prosecutor’s office, stated that “I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I am I.

○ Statement of the Defendant

The Defendant stated in the prosecutor’s office that “ Nonindicted Co. 13 is not a separate company, but a subsidiary of Nonindicted Co. 1, the representative director of which is Nonindicted Co. 1, the Defendant received bank loans from the 14 representative, and instructed Nonindicted Co. 5 to lend KRW 600 million to Nonindicted Co. 5.” (see Investigation Record 12:5309, supra), and further, the Defendant stated that “In the event that Nonindicted Co. 5 did not repay its loans, it was thought that it would have repaid its loans instead of paying its loans.” (See Investigation Record 12:5310, Mar. 12, 199).

【Financial Status of Non-Indicted 5 Company at the time of

At the time of the instant case, Nonindicted Co. 5 was in a state where the total amount of capital was impaired as stated in paragraph 3 of the judgment as seen earlier, and the financial situation aggravated, and was entirely dependent on borrowings.

As to whether Nonindicted Co. 5 was aware of the financial status at the time Nonindicted Co. 14 was at the time, Nonindicted Co. 14 made a statement in the prosecution that “ Nonindicted Co. 5 was unaware of what the financial status of Nonindicted Co. 5 was? At that time, Nonindicted Co. 14 believed and lent the Defendant at the time. The Defendant and Nonindicted Co. 5 were the same.” (see, e.g., e.,

m. The circumstances after the loan of this case 60 million won

㈎ 공소외 5 주식회사는 2006. 10. 18.경 위와 같이 차용한 6억 원의 자금으로 과거 2006. 7. 14.경 공소외 1 주식회사로부터 차용한 4억 원을 모두 상환하였다.

㈏ 공소외 13 주식회사는 2006. 10. 18.경부터 2007. 8. 17.경까지 공소외 5 주식회사로부터 차용금에 대한 이자 명목으로 매월 350만 원(연 이율 7%)을 지급받았다. 그러나 공소외 5 주식회사는 2007. 8. 중순경 사실상 폐업처리되었고, 피고인도 앞서 본 바와 같이 공소외 1 주식회사의 경영권을 공소외 9 주식회사에 양도하면서 그 사실을 공소외 14에게 알리지 않았다.

㈐ 공소외 14는 2008. 1. 4.경 피고인에게 대여금 6억 원의 지급을 요구하였으나, 이에 피고인이 불응하였다. 결국 피고인과 공소외 5 주식회사는 공소외 13 주식회사에 대하여 현재까지 위 차용금 6억 원을 변제하지 않고 주63) 있다.

B. Determination

(1) First, we examine whether the Defendant committed a deception against Nonindicted 14.

On the other hand, fraud is established by deceiving another person, making a mistake by deceiving him/her, and inducing his/her / her dispositive act to receive property or gain pecuniary advantage. As such, there should be causation between deception, mistake, and dispositive act (see Supreme Court Decision 2000Do1155, Jun. 27, 200, etc.).

However, in light of the following circumstances revealed in the facts of recognition as seen earlier, namely, the defendant, as the representative director of Nonindicted Co. 13, who is a major shareholder of Nonindicted Co. 13, is named as the president within Nonindicted Co. 13, and is generally involved in the execution and decision-making of important funds, and Nonindicted Co. 14, who is the representative director of Nonindicted Co. 13, also stated that the defendant cannot readily refuse the intention of the major shareholder’s management officer for the fund business, such as important loans, etc., there is room to deem that the defendant, who is the representative director of the parent company, ordered Nonindicted Co. 14, who is the representative director of the subsidiary, to lend the funds of Nonindicted Co. 5, who is an affiliated company of Nonindicted Co. 13, even though the establishment

However, in light of the following circumstances acknowledged by the aforementioned evidence, i.e., (i) Nonindicted 14 is a major shareholder with a certain share of Nonindicted 13 and the representative director who has been guaranteed the right of management before acquiring such share, and (ii) Nonindicted 14 cannot be readily concluded that the Defendant was unable to comply with the terms and conditions of the lending of this case; (ii) Nonindicted 14, separately from Nonindicted 13, is liable for the joint and several liability for the said lending, may not be deemed to have decided the lending of this case solely with the Defendant’s unilateral order; and (iii) even according to the prosecutor’s office and this court’s statement, Nonindicted 14 did not appear to have been the Defendant’s promise to repay the loan of this case; and (iv) Nonindicted 14 stated that it was also a statement that the representative director of this case, who was an affiliated company of this case, was paying the loan of this case; and (v) it is highly doubtful that the Defendant’s financial standing at the time of the borrowing of this case’s loan of this case’s 14th.

Dod next, we examine whether the defendant has the intention to acquire it by fraud.

The following facts revealed as follows: ① as the representative director of Nonindicted Co. 5, the Defendant appears to have been well aware of the aggravated financial situation of the company at the time; ② even if the Defendant lent personal funds to Nonindicted Co. 5, the Defendant asserted that his repayment ability of the company was not doubtful. However, rather, the Defendant, as the representative director of Nonindicted Co. 5, appears to have been well aware of the fact that the financial situation of the company was significantly deteriorated to the extent that it would be difficult to operate the company if the company was not additionally invested, and ③ in fact, Nonindicted Co. 5 was lost by closing its business in August 2007; ④ In the meantime, the Defendant was merely an intentional liability as to the repayment promise at the time of the instant case, and the Defendant was merely unable to settle the options agreed to receive the payment in return for management right from Nonindicted Co. 9, and it appears that there was no intention to pay. In light of the fact that there was no intention to obtain money from the Defendant and his defense counsel.

ix. The violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Embezzlement and Breach of Trust) related to Nonindicted 16 Co., Ltd., and the charge of giving property in breach of trust (the fact of Defendant 1 and 4, respectively)

1. Basic facts

According to the above evidence, the following facts are acknowledged.

A. The process of acquiring Nonindicted Co. 53 by Nonindicted Co. 15

Nonindicted Co. 53 was established on or around June 23, 1998 and was 4.5 billion won (as of June 30, 2007, the base date) of its capital (as of June 30, 2007, the total number of shares issued was 9 million won) and its main business is broadcasting and radio communication equipment manufacturing, etc. Nonindicted Co. 53 is a corporation listed on the KOSDAQ, whose main business is the business. Nonindicted Co. 15 acquired shares of Nonindicted Co. 53, around December 27, 2006, equivalent to 1,038,30 shares of Nonindicted Co. 53, taking over shares of Nonindicted Co. 53, and was appointed as the representative director around December 27, 2006, taking part in the shareholders allocation method around May 3, 2007, and additionally allocated shares of 2,020,628 shares (the share ratio was 62.45%) and owned by Nonindicted Co. 53666).

B. The process and circumstances leading up to Nonindicted 15’s acquisition of Nonindicted 16 Company through Nonindicted 53 and its process

⑴ 공소외 15는 2007. 2.경 공소외 53 주식회사의 관련 업종 또는 금형업을 영위하고 있는 회사를 인수하기로 결정한 다음 그 인수대상 회사를 선별하기 위하여 현대증권으로부터 기업매수와 관련한 자문을 받기로 하였다. 이후 공소외 15는 2007. 5. 초순경 코스닥 시장에 매물로 나온 ●●●네트웍스글로벌(이후 2007. 7. 20.자로 상호명이 ‘ 공소외 16 주식회사’로 변경되었고, 이하 ‘ 공소외 16 주식회사’라 한다)을 발견하게 되었고, 현대증권의 자문을 받아 공소외 16 주식회사를 인수하기로 결정하였다.

B. At the time of early May 2007, Nonindicted Co. 53 agreed to purchase KRW 27,006 per share (11,050 + KRW 15,956, which was increased by 14.39% at the present market price) plus management premium (the closing price of May 29, 2007) at the market price of KRW 962,742 (the closing price of KRW 11,050) as of May 29, 2007, the majority shareholder of Nonindicted Co. 16 Co. 125 (the representative) and Nonindicted Co. 126 (director), the major shareholder of Nonindicted Co. 16 Co. , Ltd., the major shareholder of Nonindicted Co. 16 Co. , Ltd., to purchase KRW 26 billion per share (the 11,050 + KRW 15,956).

Article 54,343 shares of Nonindicted Co. 16 in lieu of Nonindicted Co. 53, on behalf of Nonindicted Co. 53, the company’s funds at the time when the entire amount of the purchase of the above shares was unable to be prepared. Nonindicted Co. 53, on the other hand, the company’s funds at the time, and Nonindicted Co. 53, on behalf of Nonindicted Co. 53, the company offered an investment share of Nonindicted Co. 16 Co. 16. In addition, Nonindicted Co. 53, on behalf of Nonindicted Co. 53, the company purchased shares of 44,343 shares of 12 billion won (the share ratio of 10.29%). On the other hand, Nonindicted Co. 53, supra, purchased the above shares to Nonindicted Co. 16 and agreed to set up a pledge right for the shares of Nonindicted Co. 16 (see Investigation Records No. 107, 132).

Accordingly, around May 30, 2007, Nonindicted Co. 53 purchased shares of Nonindicted Co. 16 Co. 5, 125, and 126 at KRW 27,006 per share, KRW 14 billion in total, KRW 518,399 (Share 69) of the shares of Nonindicted Co. 16 Co. , Ltd., and KRW 444,343 (Share 10.22%) of the shares of Nonindicted Co. 16 Co. , Ltd., and KRW 12 billion in total under the same condition from them, thereby holding KRW 162,742 shares of Nonindicted Co. 53 and Hyundai Securities Co. 16 Co. , Ltd. (Share 21.14%).

(v) around July 19, 2007, Nonindicted Co. 53 paid to Nonindicted Co. 125 and 126 the purchase price of the said shares of Nonindicted Co. 16 with its own funds in the company, and then made a change in the largest shareholder. Around that time, Hyundai Securities paid KRW 940 million (the purchase supervision fee + KRW 780 million + the management consulting fee of KRW 160 million) in terms of the consultation fee with respect to the acquisition of Nonindicted Co. 16 Co. 16.

⑹ 공소외 53 주식회사의 최대주주이자 대표이사인 공소외 15는 2007. 7. 20.경 임시 주주총회를 개최하여 사업목적을 추가하는 정관변경 결의를 한 다음 공소외 53 주식회사의 경영지원본부장으로 근무하던 공소외 17을 공소외 16 주식회사의 대표이사로, 공소외 53 주식회사의 이사로 근무하던 공소외 18을 공소외 16 주식회사의 이사로 각 선임하게 함으로써 이들을 통하여 공소외 16 주식회사를 실질적으로 경영하였다.

C. Financial standing and financial status of Nonindicted 15 and Nonindicted 53, which were made before and after the takeover of Nonindicted 16 Company

(1) In the process of acquiring the shares and management rights of Nonindicted Co. 53 as above, Nonindicted Co. 15 bears a significant number of bonds for the purpose of raising the acquisition fund. In relation to this part, Nonindicted Co. 47, which introduced the Defendants to Nonindicted Co. 15, stated in the prosecutor’s office as follows: “In the first process of acquiring the shares and management rights of Nonindicted Co. 53, Nonindicted Co. 47, which was introduced to Nonindicted Co. 15, stated, “The financial situation was not significantly high due to the issue of redemption of the principal and interest of the bonds, etc. because the acquisition fund was raised in the process of acquiring the shares and management rights of Nonindicted Co. 53” (see, e.g., Investigation Record 16No 1125 pages). Nonindicted Co. 18 and

The sales revenue of panty and its affiliated companies from around June 2005 to June 2007 (Non-Indicted 127 and Non-Indicted 128) was significantly high in dependence on the sales revenue of the above affiliated companies to the extent that the sales revenue of Non-Indicted 53 and its affiliated companies (non-Indicted 127 and Non-Indicted 128) is about 73 to 78% of the total sales revenue. However, at the time, panty home, which was the main partner of Non-Indicted 53, was examined and decided on the workout program around 2006, was anticipated to rapidly reduce the sales revenue of Non-Indicted 53 companies.

Meanwhile, according to the half-yearly report against Nonindicted Co. 53, the assets of Nonindicted Co. 53, on June 30, 2007, including KRW 37.46,45,000 as of June 30, 207, at the same time, the assets of Nonindicted Co. 53, including KRW 37.777,703,00,000, but the liabilities were limited to KRW 26.957,056,000,000. In addition, according to the quarterly report of Nonindicted Co. 53, Sept. 30, 2007, the assets of Nonindicted Co. 53, including KRW 23.69 billion as of September 30, 2007, at the same time, were to reach KRW 81.297 billion as of September 30, 2007, while the liabilities were to amount to KRW 44.3330,000,000.

Although Nonindicted Co. 53, around May 3, 2007, has invested Nonindicted Co. 16 in the acquisition fund all of the funds raised through capital increase with capital increase, and it was practically difficult to use the funds in the name of 17 billion won, 17.18,178,000 won, which is a deposit held within the company, and 17.18,178,000 won, which is a deposit held within the company, and 17.3) However, it was difficult to use the funds in reality, while the cash and cash assets of Nonindicted Co. 53 were limited to 1.11,6310,00 won at the time, in order to raise a purchase price for the stocks of Nonindicted Co. 16, which agreed to purchase from modern securities. Moreover, it was no longer sufficient to use the funds for the funds to be used for the funds from outside, other than the funds borrowed from the outside.

D. The details and process of the Defendants’ participation in the allocation of capital increase with consideration to a third party by Nonindicted 16 Company

(1) Around July 2007, Non-Indicted 15 requested the sale of Non-Indicted 47, known to Non-Indicted 16 Co. 16, and presented 270 to 28 billion won from the proceeds of the sale. In relation to the background of the request for the sale, Non-Indicted 47 was directed at the prosecutor’s office, “Non-Indicted 15 was leading to considerable amount of corporate bonds in the process of acquiring Non-Indicted 53 Co. 15 in the process of acquiring Non-Indicted 53 Co. 2, 200, and used most of the funds raised through capital increase to purchase Non-Indicted 16 Co. 16’s stocks at a high price, it is known that the financial situation of Non-Indicted 53 Co. 15 was not good and it was difficult for Non-Indicted 15 to raise funds due to the occurrence of corporate bonds, etc. Therefore, it is difficult for Non-Indicted 15 to resolve profits in the process of acquiring the Non-Indicted 16 Co.

D. As to the proposal, Nonindicted 47 solicited Nonindicted 15 to raise funds through the third party’s allocation of capital with consideration on the ground that there was no reality in light of the market situation and market price at the time of the proposal, and Nonindicted 15, who responded to the proposal, introduced Nonindicted 47 to introduce Nonindicted 16 corporation’s third party participation in the allocation of capital with consideration to the third party.

around July 2007, Non-Indicted 15 introduced the Defendants who want to participate in the third party’s allocation method through Non-Indicted 47. Furthermore, from July 2007 to the end of the horse, the Defendants agreed that Non-Indicted 15 and Non-Indicted 150 won per share at KRW 10,561,560 ( note 75% per share), which were issued at KRW 2,567 per share at KRW 10,560 ( note 75% per share), will participate in the third party allocation method. Upon the payment of shares paid through the above capital increase, Non-Indicted 15 agreed to lend KRW 5 billion to Non-Indicted 15 and KRW 5 billion to Non-Indicted 53, respectively. Furthermore, the Defendants requested the Defendants to lend KRW 129 billion to Non-Indicted 53, a major shareholder to Non-Indicted 129,000,000 won to Defendant 294.

At the same time, the Defendants agreed that Nonindicted 17 and 18, who are executives of Nonindicted Company 16 on the register of Nonindicted Company 16, shall be subject to transfer of the overall business and financial rights (such as Nonindicted Company 16’s corporate register, corporate passbook, corporate card, etc.) of Nonindicted Company 16, and that Nonindicted Company 17 and 18 shall be dismissed from office on the registration, and the existing funds of Nonindicted Company 16 shall be jointly managed by Nonindicted Company 53, Nonindicted Company 17, and 18, and the Defendants shall be jointly managed by Nonindicted Company 53, and the funds raised through capital increase on August 10, 207 shall be entirely managed by the Defendants.

(v) around the end of July 2007, Nonindicted 15 confirmed the third party’s eligibility for allocation of capital increase with consideration, and ordered Nonindicted 17 and 18, an officer of Nonindicted 16 Company’s registry, to offer capital increase with consideration to the third party while introducing the Defendants. During that process, Nonindicted 17 and 18 first expressed against the Defendants’ participation in management rights through capital increase with consideration to a third party’s allocation.

As such, Nonindicted 17 and Nonindicted 18 stated in the prosecution and this court that “The Defendants were aware of the Defendants by searching the disclosed contents and the Internet,” and they did not trust them in the market, such as making investments in a place without any commercial value. In addition, Nonindicted Co. 53 took over the shares of Nonindicted Co. 16 to Nonindicted Co. 125 with a large amount of management rights premium and taking over the shares of Nonindicted Co. 16 for the purpose of taking over management rights at a low price, the Defendants were given a third party for the purpose of taking over the shares, and in substance, the shares owned by Nonindicted Co. 53 were less likely to be changed to the largest shareholder because they were less than those entered through capital increase with a third party, and they were absolutely opposed because they were given an opportunity to deduct management rights (see each of the investigation records, e.g., Supreme Court Decision 18Du3259, Mar. 259, 202; Supreme Court Decision 2003Da54588, Apr. 5, 2019).

⑹ 공소외 15는 공소외 17 등의 반대에도 불구하고 유상증자 실시를 지시하였고, 공소외 17은 공소외 16 주식회사의 대표이사로서 2007. 8. 1.경 제3자 배정 방식의 유상증자 모집(주금 납입일 : 2007. 8. 10.)을 공시한 후 유상증자에 따른 신주를 다음 표와 같이 배정하였는바, 그 대상자들은 대부분 피고인들의 가족 내지 지인들이다.

[Attachment 5]

The number of shares allocated to the third party in the main text of this Regulation, contained in Defendant 1, related Defendant 492,610, Defendant 4443,350, Defendant 130, Nonindicted 139, Nonindicted 139, Nonindicted 147,780, Nonindicted 46, Nonindicted 46, Nonindicted 458,520, Nonindicted 488,520, and other 295,560, Defendant 4, who was operated by Nonindicted 131, Nonindicted 394,00, Nonindicted 139, Nonindicted 394,090, as the branch of Nonindicted 29, Nonindicted 290, Nonindicted 46197,040, Nonindicted 458,520, Nonindicted 498,520, and other 2

Note 76) Nonindicted 130

Note 77) Nonindicted 131

⑺ 피고인 1은 2007. 8. 10.경 토마토상호저축은행으로부터 대출받은 51억 원으로 자신의 명의로 배정받은 492,610주에 대한 주금 49억 99,991,500원을 납입하였고, 공소외 49의 처인 공소외 50의 명의로 대출받은 50억 원으로 피고인의 부인 공소외 46, 모인 공소외 45, 처인 공소외 48 명의로 각 배정받은 394,080주에 대한 주금 39억 99,912,000원을 각 주78) 납입 함으로써 공소외 16 주식회사의 최대 주주가 되었다. 피고인 4는 같은 날 토마토상호저축은행으로부터 대출받은 61억 원으로 자신의 명의로 배정받은 443,350주에 대한 주금 45억 2,500만 원 및 자신이 대표이사로 있는 공소외 29 주식회사 명의로 배정받은 147,780주에 대한 주금 14억 99,967,000원을 각 납입함으로써 피고인 1에 이어 공소외 16 주식회사의 대주주가 되었다. 결국 공소외 16 주식회사는 위와 같이 신주를 배정받은 자들로부터 신주 2,561,560주(지분율 37.07%)를 주당 10,150원에 납입받음으로써 유상증자금 총 260억 원 상당이 조달되었다. 당시 공소외 16 주식회사의 주요 주주현황은 다음 표와 같다.

[Attachment 6]

Around August 207, 2007, Non-Indicted 53 Co. 518, 3997.50% of the shares held in the name of the voting shareholder in the main text, and around August 20, 2007, Non-Indicted 53 Co., Ltd. held 13.93% of the shares raised through convertible bonds by re-purchaseing the shares from modern securities, and returned to the largest shareholder of Non-Indicted 16 Co. 16.3% of modern securities 44,3436.43%, which includes Defendant 1492,610.7.13% of the shares held by the defendant and his family members (ju 79%), 12.84% of the shares held by Non-Indicted 53 Co. 56% of the above defendant’s family members.

Note 79) Equity;

E. The Defendants’ act of taking over management rights of Nonindicted Co. 16 and withdrawing subscription money for new shares

(1) The Defendants’ management of Nonindicted 16 Company’s business transfer process and subscription money for new shares

㈎ 공소외 15는 2007. 7. 말경 공소외 17, 18에게 공소외 16 주식회사의 등기상 임원직에서 사임할 것을 요구하면서 피고인들에게 재정상의 권한(구체적으로 법인인감 및 통장, 인터넷뱅킹에 필요한 법인 아이디·비밀번호·보안 인증키 카드, 법인 인감증명서, 법인 인감 사용대장 등)을 포함한 업무 전반을 인수인계할 것을 지시하였다.

㈏ 공소외 17, 18은 2007. 8. 1.경 피고인 1을 ‘총괄 CEO'로, 피고인 4를 ’재무신규사업CEO‘로 인사발령을 하였고, 그때부터 피고인들에게 사무실을 내주고 업무와 관련된 통상적인 자금 지출에 대하여 담당 직원들로 하여금 지출결의서를 작성하여 피고인들의 결재를 받게 함으로써 당시 회사 자금 역시 공동으로 관리하게 되었다. 이후 공소외 17, 18은 2007. 8. 10.경 피고인들에게 위 유상증자를 통하여 조성된 260억 원에 대한 관리권한을 내어 주었다.

㈐ 피고인들은 공소외 51로 하여금 2007. 8. 9.경 공소외 16 주식회사 명의의 신한은행 계좌( 계좌번호 5 생략)를 새로이 개설하게 한 다음 같은 달 10.경(유상증자 납입일) 신주를 배정받은 자들로부터 유상증자금 총 260억 원을 그 계좌를 통해 입금받아 관리하였고, 같은 달 14.경 신한은행 계좌( 계좌번호 1 생략)를 새로이 개설하게 한 다음 유상증자금 260억 원 및 기존의 회사 자금 70억 원을 포함한 330억 원 상당을 대체입금함으로써 기존의 공소외 16 주식회사의 회사 자금과 위 유상증자금을 통합 주80) 관리하였다.

㈑ 피고인 1은 자신의 사무실에 비치된 금고에 유상증자 관련 통장과 사용인감을 보관하고 있었고, 공소외 18도 자신의 사무실에 비치된 금고 안에 인터넷뱅킹에 필요한 법인 아이디, 비밀번호, 보안 인증키 카드 등을 보관하고 있어 피고인들이 공소외 18의 승인 없이는 회사 내 보유자금(유상증자금 포함)을 인터넷뱅킹 방식으로 이체할 수 주81) 없었다.

㈒ 한편, 피고인들은 공소외 15와 당초 약정한 2007. 8. 10.경 공소외 16 주식회사의 임원인 공소외 17, 18로부터 업무인수인계를 받기로 하였으나, 공소외 17, 18과 사이에 ‘ 공소외 53 주식회사에 대한 50억 대여의 이자율 부분’과 ‘ 공소외 129 주식회사에 대한 지원방식’에 관하여 서로 입장의 차이로 인한 이견이 있어 그 업무인수인계를 받는 것이 주82) 미루어졌으나, 이후 공소외 53 주식회사 대여에 대한 이율은 연 이율 9%로 정하고, 공소외 129 주식회사에 대하여 공소외 16 주식회사의 자금에서 20억 원을 출자하기로 최종 협의하였다.

In relation to the process leading up to the above consultation, Nonindicted 51, who received the order from Defendant 1 and carried out the transfer of business, was at the prosecutor’s office, “In order to obtain the management right of Nonindicted 16 to receive the transfer of business from Nonindicted 17 and 18, only the amount of KRW 5 billion to Nonindicted 15, and KRW 5 billion to Nonindicted 53, upon Nonindicted 15’s request, could receive the transfer of business, and Nonindicted 129, and there was no problem of investing KRW 2 billion in Nonindicted 129, but there was no initial plan regarding the transfer of business, but Nonindicted 17 and 18, through Nonindicted 15, to Defendant 1 through Nonindicted 15, “If Nonindicted 129 and 18 did not invest KRW 2 billion in the transfer of business, it may not reduce the transfer of business,” and Defendant 1, through the transfer of business, made a statement to Nonindicted 15, 1500,000 won (see this case’s trial record) and KRW 25.5 billion.

Article 500 million won payment of Non-Indicted 15

㈎ 피고인들은 2007. 8. 16.경 공소외 15와 약정한 50억 원을 공소외 15 개인에게 대여하기 위하여 위와 같이 330억 원 가량이 예치되어 있는 신한은행 계좌( 계좌번호 1 생략)에서 52억 원의 자기앞수표를 인출한 다음 그 중 50억 원을 공소외 15에게 주83) 교부하였다. 그 당시 피고인들이 공소외 16 주식회사의 위 신한은행 계좌에서 돈을 인출할 당시, 공소외 16 주식회사의 임원인 공소외 17, 18로부터 아무런 허락을 받지 않았고, 공소외 15에 대한 대여와 관련된 이사회의 결의 내지 이를 공시한 바 없다.

㈏ 이때 공소외 17, 18 몰래 위 50억 원을 인출한 경위와 관련하여, 피고인 4는 검찰에서, “(피고인들이) 공소외 15에게 50억 원을 건네주는 것을 공소외 17, 18에게 알리는 것은 당연히 껄끄러운 일이었기 때문에 2008. 7.경 제3자 배정에 대한 협의를 공소외 15와 할 때부터 다른 사람에게 알리는 것은 적절하지 않다고 생각하는 부분이었다. 그런데 업무인수인계 며칠 전에 공소외 15가 저( 피고인 4)와 피고인 1에게 ‘ 공소외 17, 18에게 개인 대여 50억 원 부분에 대하여 말하지 말아달라.’고 부탁하였고 피고인 1과 저( 피고인 4)의 생각에도 그러한 부분이 공소외 17, 18에게 알려지면 당연히 업무인수인계를 받을 수 없을 것으로 생각되고 문제가 될 것 같아 비밀로 하겠다는 승낙한 것이다.“라고 진술(수사기록 18권 2390쪽 참조)하고 있다.

㈐ 한편, 공소외 17과 공소외 18은 위와 같이 50억 원이 인출된 다음 날인 2008. 8. 17.경 업무인수인계를 준비하는 과정에서 위 신한은행 계좌의 잔액증명서에서 위 52억 원이 인출되어 있는 것을 확인하고 공소외 15를 통하여 피고인들에게 그 경위를 물어보았다. 이에 피고인들은 ‘2007. 8. 16.경 수표로 인출한 현금 52억 원은 공소외 53 주식회사에 대여로 지급하기 위하여 인출하였으며, 이 현금은 피고인 4가 보관하고 있음을 확인한다.’라는 취지의 확인서(수사기록 16권 1473쪽 참조)를 작성한 다음 공소외 15를 통하여 공소외 17, 18에게 교부하였다.

㈑ 피고인들은 공소외 15에게 교부한 위 50억 원에 대한 회계처리를 업무인수 인계가 마무리될 때까지 미루었고, 2007. 8.말경 공소외 15로부터 ‘ 공소외 134’와 ‘ 공소외 41’이 차용인으로 기재되어 있는 금전소비대차계약서를 건네받은 다음 공소외 51에게 교부하여 비로소 단기 대여금 명목으로 회계처리할 것을 지시하였다.

㈒ 또한 피고인들은 2007. 8. 17.경 향후 10월경에 실시될 중간 외부감사에서 지적될 것을 우려하여 공소외 15로부터 공소외 53 주식회사 소유의 공소외 53 주식회사 주식 100만 주를 교부받았다. 이후 2007. 10.경부터 시작된 한영회계법인에 의한 공소외 16 주식회사에 대한 회계감사 과정에서 공소외 134, 135가 아닌 공소외 15에게 대여한 사실이 발각되었고 2007년도 공소외 16 주식회사 감사보고서에 주석사항으로 기재되어 주84) 공시되었다. 피고인들은 2007. 1.경 회계감사에서 그 대여 사실을 발각되게 되자 공소외 15에게 위 대여금 변제를 요청하였고, 이에 공소외 15는 공소외 16 주식회사에 2008. 1. 14.경에 원금 전액인 50억 원을, 같은 달 21.경 이자 1억 8,600만 원을 모두 상환하였다.

x. Termination of the transfer of the business and the loan of KRW 5 billion to Nonindicted 53 Corporation

㈎ 공소외 17, 18은 2007. 8. 17.경 13:00경 ~ 14:00경 사이에 이사회를 주85) 개최 하여 공소외 53 주식회사에 대한 50억 원의 대여 및 공소외 129 주식회사에 대한 20억 원 출자를 각 결의하였고, 회계담당 직원인 공소외 96으로 하여금 위 50억 원에 대한 금전소비대차 계약서(연 이율 9%, 상환기일 2008. 8. 16.)를 작성하게 하였다. 당시 피고인들은 위 이사회 및 금전 소비대차계약서를 작성한 현장에 참석하지 않았다.

㈏ 공소외 17, 18은 같은 날 16:44경 피고인들이 자금 관리하고 있던 신한은행 계좌( 계좌번호 1 생략)에서 지출결의서를 작성한 다음 보안 인증키, 비밀번호 등을 이용하여 공소외 16 주식회사 자금 50억 원을 공소외 53 주식회사의 한국씨티은행 계좌( 계좌번호 2 생략)에, 그 무렵 20억 원을 공소외 129 주식회사의 계좌에 각 송금한 주86) 후, 피고인들측 직원인 공소외 51 등에게 인터넷뱅킹에 필요한 보안 인증키, 비밀번호 등 업무에 필요한 것들을 인계하여 주었다.

In this regard, Nonindicted 51 is to be executed by the prosecutor in the prosecutor's office "( Nonindicted 51) that "on August 17, 2007, Defendant 1 knows that "on the day of the transfer of business, Defendant 1 would know at low, KRW 5 billion, KRW 2 billion to Nonindicted 53 Stock Company, KRW 2 billion to Nonindicted 129 Stock Company, and KRW 5 billion loans to individuals. Therefore, in relation to Nonindicted 53 Stock Company, a total of KRW 12 billion will be executed (see, e.g., Investigation Record 17No. 2278).

㈓ 또한 공소외 17, 18은 위와 같이 업무인수인계를 모두 마친 후 ‘2007. 8. 17.부터 회사의 모든 업무에 관한 일을 퇴직하며 (중략) 신규 경영진이 임의로 진행한 행위가 법적으로 위배되어 공소외 16 주식회사 주주 및 이해당사자들에게 손실이 발생함으로 인한 손해배상 청구가 발생시 모든 책임은 신규 경영진에게 있다.’라는 내용의 사임에 관한 주87) 특약서 를 작성하여 이를 피고인들에게 교부한 후, 공소외 16 주식회사에서 퇴사하였다.

㈔ 피고인들은 위와 같이 공소외 17, 18로부터 업무인수인계를 받은 다음부터 독자적으로 공소외 16 주식회사의 경영권을 행사하였고, 이후 공소외 15, 공소외 17 등의 공소외 53 주식회사측 인사들이 공소외 16 주식회사의 경영에 관연한 정황이 보이지 않는다. 그 후 공소외 16 주식회사는 2007. 10. 9.경 임시 주주총회를 개최하여 피고인 1을 대표이사로, 피고인 4와 공소외 15를 각 이사로 주88) 선임하였다.

In this regard, Nonindicted 51, who was appointed as the executive director of Nonindicted 16 Company after August 17, 2007, did not visit Nonindicted 17 and Nonindicted 18’s office of Nonindicted 16 Company at the prosecutor’s office, and Nonindicted 15 also visited Nonindicted 16 Company office of Nonindicted 16 Company office at least once a month. Nonindicted 15 visited Nonindicted 16 Company office of Nonindicted 16 Company office, and only visited Defendant 1, 4, etc., and there was no record of involvement in management such as personnel management or fund execution of Nonindicted 16 Company by Nonindicted 15. However, from January 208, when Nonindicted 53 Company was sold, Nonindicted 53 Company stated, “The name of Nonindicted 15 visited Nonindicted 16 Company office of Nonindicted 16 Company is memory (see, e.g., Investigation record No. 2909, Jan. 17, 2008). Nonindicted 15 obtained approval from this court (see, e.g., Supreme Court Decision 2005Da17517.).

(v) the situation of Non-Indicted 53 Company;

㈎ 이후 공소외 53 주식회사의 재정상황은 급격히 악화되어 공소외 16 주식회사에 위 50억 원을 상환하지 못였고, 급기야 한영회계법인이 2007. 10.경부터 실시한 공소외 16 주식회사에 대한 회계감사에서 공소외 53 주식회사에 대한 대여금 50억 원 부분을 회수불능 채권으로 판단하여 전액 대손상각 주89) 처리하였다.

㈏ 한편, 공소외 53 주식회사는 2007년도 외부감사에서 2007. 12.말을 기준으로 공소외 16 주식회사 주식 13.94%를 보유하고 있는 부분에 관하여 ‘상기 매도가능증권은 당사가 당초 경영권 취득을 목적으로 기준주가 외에 경영권 프리미엄을 초과지급하고 2회에 걸쳐 취득하였으나, 감사보고일 현재 공소외 16 주식회사에 대한 중대한 영향력을 행사할 수 없어 취득 당시의 기준주가를 초과하는 경영권 프리미엄 상당액 155억 95,938,000원을 매도가능증권 감액손실로 계상하고 영업 외 비용에 반영하였습니다.’라고 지적당하였다.

2. The occupation of giving property in breach of trust (the fact of the 11-A at the time of sale);

A. Summary of the assertion

The Defendants did not make an illegal solicitation to the effect that “Non-Indicted 53 Company was no longer involved in the management of Non-Indicted 16 Company,” as stated in this part of the facts charged, to Non-Indicted 15, who is the representative director and the largest shareholder of Non-Indicted 53 Company, as stated in this part of the facts charged, and thus, the Defendants cannot be punished

B. Determination

(1) Article 357 of the Criminal Code provides that an illegal solicitation is against social norms and the principle of trust and good faith, and in determining this, a comprehensive consideration of the contents and form of the solicitation and the amount and integrity of transactions, which are legal interests protected by the law, should be taken into account. The solicitation does not necessarily have to be explicitly and explicitly made, and it is unreasonable even if it is implicitly made (see Supreme Court Decision 2003Do4320, May 11, 2006, etc.).

D. In light of the aforementioned facts, the Defendants were practically controlling the management rights of Nonindicted Co. 16 as the representative director of Nonindicted Co. 53 at the time of acquisition of Nonindicted Co. 5’s management rights, i.e., the number of Nonindicted Co. 5’s shares was individually borne by Nonindicted Co. 16 in the process of acquiring Nonindicted Co. 5’s corporate bonds, and the amount of loans was urgently required from outside Co. 5’s company. ② Nonindicted Co. 15 allowed the Defendants to participate in the method of allocating new shares to a third party, i.e., the total number of Nonindicted Co. 16’s shares to be distributed to Nonindicted Co. 5’s executives, and Nonindicted Co. 5’s shares to be distributed to Nonindicted Co. 15, 200, and Nonindicted Co. 5’s shares to be distributed to Nonindicted Co. 16’s executives.

Therefore, the defendants and their defense counsel's above assertion is not accepted.

The Defendants and their defense counsels asserted that the Defendants were offered from Nonindicted 15 to jointly manage Nonindicted Co. 16 with Nonindicted Co. 53, and that the Defendants did not make a solicitation that “ Nonindicted Co. 53 was involved in the management of Nonindicted Co. 16.”

On the other hand, the following facts revealed in the above facts: ① as seen earlier, it is difficult to view that the Defendants, and the specially related persons, who received new shares through the offering of new shares by a third party that was allowed by Nonindicted 15, participate in the offering of new shares through the offering of new shares by a third party that was allowed by Nonindicted 15, have pressure over two times the shares held by Nonindicted 53 at the time, and thus, the joint management framework in terms of the equity structure was proposed. ② Furthermore, Nonindicted 53 did not have any fact that the Defendants had actually participated in the exercise of management rights after the completion of the transfer of business to the Defendants; ② The photograph of the board of directors, which is the major decision-making body of the company at the time, is three total number of employees of the board of directors, and it is difficult to view it as a joint management with a general meaning due to the limit in substantial business decision-making under the principle of majority; ③ Even if the Defendants asserted to participate in the above offering of new shares for the purpose of joint management, it is difficult to view the Defendants’ assertion that the above joint management rights were unlawful.

3. Violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Embezzlement) (the fact that it is sold at the time of sale);

(a) Reasons for conviction;

(1) The custody of the property in embezzlement refers to the actual or legal control over the property. Thus, the custody of the property is based on the consignment relation, and it is not necessarily necessary to be established by a contract such as loan of use, lease, delegation, etc., and it is also established by the office management, customs, cooking, and good faith principle (see Supreme Court Decision 87Do1778, Oct. 13, 1987, etc.).

On the other hand, a stock company is an independent right holder separate from shareholders, etc., and if a shareholder, etc. withdraws funds owned by the stock company under the name of borrowed money and uses them for private purposes, it can constitute embezzlement in light of the purpose of the stock company system (see Supreme Court Decision 2005Do741, Apr. 29, 2005, etc.).

D. The following facts revealed in the above facts, i.e., ① the Defendants were merely before they were appointed as officers of Nonindicted 16 corporation at the time, but the Defendants were authorized to manage the existing funds of Nonindicted 16 corporation through registration with Nonindicted 17 and 18, which were officers of Nonindicted 16 corporation (the Defendants are obligated to keep and manage the funds with the care of a good manager for Nonindicted 16 corporation). (ii) The Defendants agreed to lend KRW 5 billion to Nonindicted 150 million on the condition that the above funds were distributed to Nonindicted 16 corporation’s officers without the permission of the above 70 million won for the purpose of taking over the management rights of Nonindicted 16 corporation under the Commercial Act without the consent of Nonindicted 15, which was issued by the board of directors. However, the above agreement appears to have been made to have been for the private interest of the Defendants, which was not for the interest of Nonindicted 16 corporation at the time of the above 16 corporation’s acquisition of new funds for new funds for capital increase. (iii) The above Defendants were authorized to manage the funds under the name of Nonindicted 16 corporation’s.

On the other hand, the defendants' defense counsel asserts that the act of lending of this case directly lent to the non-indicted 16 corporation to the non-indicted 15, and the defendants do not lend to the non-indicted 15, and the crime of occupational breach of trust is not established.

According to the above facts, the monetary loan contract of this case was written by the lender as non-indicted 16 corporation, the part of the above five billion won was given to non-indicted 15 as a short-term loan account by the non-indicted 16 corporation, and the non-indicted 15 was provided as a security for shares of 1,00,000 shares of the non-indicted 53 corporation with respect to the loan of this case, the non-indicted 16 corporation, which is not the defendants, and the repayment of the loan was also repaid to the non-indicted 16 corporation, which is not the defendants. According to the above facts acknowledged, the defense counsel's assertion seems reasonable.

However, the following facts revealed in the above facts. ① In order to lend a large amount of KRW 5 billion to Nonindicted Co. 1 or to the outside person, the general meeting of shareholders or the board of directors is lawfully required, and the consent or approval of the representative director, who is the executive body under the Commercial Act, is ultimately required. However, the Defendants cannot be deemed as a lending contract for which Nonindicted Co. 16, the principal, at the time of the board of directors or the meeting of the board of directors, without the permission of Nonindicted Co. 17, cannot be deemed as a contract for which they entered into. (In addition, the Defendants only have the right to manage the subscription money, and it is difficult to view that there was the authority to enter into a lending contract on behalf of Nonindicted Co. 15, the representative director, who is the large shareholder of Nonindicted Co. 53, and the representative director of the said Nonindicted Co. 16, who is the representative director, to whom Nonindicted Co. 1, 160,000 won was paid, and the Defendants could not have any other right to enter into the above 1500,00 billion won.

3. Violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation of trust) (B)

A. Summary of the assertion

(1) At the time, Nonindicted Co. 17, 18, and Nonindicted Co. 15, a real manager, at the time Nonindicted Co. 16 decided to lend KRW 5 billion to Nonindicted Co. 53, and executed the loan to Nonindicted Co. 16, and Nonindicted Co. 16, a mere shareholder of Nonindicted Co. 16, was not involved, and thus, the Defendants cannot be punished as a principal offender for breach of trust.

D. At the time of the instant loan, Nonindicted Co. 53 had difficulties in operating funds temporarily, but it seems that the net assets reached KRW 36.9 billion and the ability to repay was sufficient. Therefore, it cannot be deemed that the Defendants had the intent of breach of trust.

B. Determination

(1) As a principal agent of breach of trust, "a person who administers another's business" means a person who is acknowledged to have a fiduciary relationship to handle the business in light of the principle of trust and good faith with another person, and does not necessarily require a third party to have the power of representation regarding the business. The grounds for the business in breach of trust in the course of occupational breach of trust include neither statutes, contracts, nor customs (see Supreme Court Decision 9Do457 delivered on March 14, 200, etc.).

D. The Defendants agreed in advance to lend KRW 5 billion to Nonindicted Co. 53 for the acquisition of management rights through capital increase by issuing new shares to Nonindicted Co. 15, the actual manager of Nonindicted Co. 16 at the time of the above fact-finding, i.e., (i) the Defendants were not able to acquire and manage the above funds by using the above capital increase to Nonindicted Co. 16, and (ii) the Defendants were the major shareholders of Nonindicted Co. 16, who participated in the above capital increase before August 10, 207, and (iii) the Defendants were able to obtain approval on the overall business of Nonindicted Co. 16, who were in charge of managing the funds at the time of the above disposal of the funds, and (iv) the Defendants were able to manage and operate the funds in question with Nonindicted Co. 17 and 16, who were in charge of managing the funds at the time of the above disposal of the funds by using the funds at the time of the above disposal of the funds to Nonindicted Co. 6’s capital increase.

x. Violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation) for lending KRW 3.5 billion to Nonindicted Co. 192 (No. 12 of the Decision on Defendant 1 and 4)

1. Summary of the assertion

The Defendants, as a manager of Nonindicted 16 Company, have a high profitability for the apartment project that was in progress by Nonindicted 19 Company at the time, and leased KRW 3.5 billion to Nonindicted 19 Company, and thus, cannot be punished as a crime of occupational breach of trust.

2. Determination

In lending corporate funds to another person, if a director of a company knew that it would cause damage to the company if the other person had already lost the ability to repay debts and lent funds to him/her, or if he/she lent funds to another person only without taking reasonable measures to recover claims such as receiving sufficient collateral, such lending is an act of allowing another person to gain profits and causing damage to the company, and the director of the company cannot be exempted from the liability for the crime of breach of trust just because it is a management judgment (see Supreme Court Decision 2004Do4234, Nov. 9, 2006, etc.).

According to the evidence as seen earlier, the Defendants: (a) received loans from Nonindicted 17 and 18, an executive officer of Nonindicted 17 and operated the entire business of the Company; (b) around August 1, 2007, Defendant 1 received loans from Nonindicted 2; and (c) received loans from Nonindicted 100 million won in the name of Nonindicted 2, 50 million won; and (d) received loans from Nonindicted 2, 300 million won in the name of Nonindicted 16; and (e) received loans from Nonindicted 2, 400 million won in the name of Nonindicted 16; and (e) received loans from Nonindicted 40 billion won in the name of Nonindicted 16; and (e) received loans from Nonindicted 2, 500 million won in the name of Nonindicted 16 Company; and (e) received loans from Nonindicted 2, 400 million won in the name of Nonindicted 16 Company; and (e) made loans to Nonindicted 160 billion won in the name of Nonindicted 16 Company.

In light of the following circumstances revealed in the above facts, ① the Defendants were practically operating Nonindicted Co. 16’s business (such as mobilephone Belgium) and there was no apparent business need to provide funds to Nonindicted Co. 19’s business, which is entirely irrelevant to Nonindicted Co. 16’s business. ② Nonindicted Co. 19 did not have any specific property in the name of the company and have any internal funds available for the loan, and it was difficult to operate the company and carry out its business without any other external funds. (The Defendant’s defense counsel argued that there was no problem in the claim recovery of the above apartment project, because the property value of the above business rights is unclear to some extent, as long as there were many creditors with a different interest in the above business rights, and thus, it is difficult to view that there was no doubt that the Defendants did not receive funds from Nonindicted Co. 16’s business interests at the time of the above request, and that there was no doubt that there was no possibility of redemption of the above business rights, including the loan of Nonindicted Co. 19.

XI. The preparation and exercise of private documents by forging private documents or by means of qualification forgery [each fact of Article 13 of the Decision against Defendant 1]

1. Summary of the assertion

The Defendant is merely a general delegation from Nonindicted 17 and 18 to prepare the minutes of the board of directors of this case. Even if the minutes of the board of directors were forged, the Defendant did not instruct Nonindicted 20, etc. to forge the said minutes of the board of directors.

2. Determination

First, we examine whether the Defendants were comprehensively delegated with respect to the preparation of the meeting minutes of the board of directors of this case by Nonindicted 17 and 18, an executive officer at the time of registration.

However, according to the following circumstances acknowledged by the aforementioned evidence, namely, ① Nonindicted 17 and Nonindicted 18’s statement in the “Special Agreement on Business” (see, e.g., e., e., 19: 7 and 768 pages); “Nonindicted 17 and Nonindicted 18” retire from office as of August 17, 207, and cannot be registered as a new director, but at the same time, they are appointed as new registration directors and submit documents on the registration of resignation of directors (a certificate of seal impression) and attend the board of directors for the temporary shareholders’ meeting to exercise their voting rights on behalf of Nonindicted 17, and Nonindicted 17 and 18, which were prepared by Nonindicted 2 in relation to the above contents, are also difficult to agree with the board of directors’ general meeting meeting minutes prepared by Nonindicted 17 and Nonindicted 18, an executive officer of the company at the time of the transfer of business affairs (see, e.g., see, e., Supreme Court Decision 2007Du1781.).

Meanwhile, even if a legitimate representative director is a corporation, he/she is not allowed to comprehensively delegate his/her authority to allow another person to perform the business of the representative director. Therefore, an act of preparing documents in the name of a corporation with no authority, in principle, by a person who is delegated by the representative director to comprehensively exercise his/her authority, constitutes an act of preparing documents in the name of a corporation without authority, and constitutes an act of preparing qualification documents or an act of preparing documents in the name of a corporation and an act of obtaining delegation or approval from the representative director individually and specifically (see Supreme Court Decision 2006Do2016, Nov. 27, 2

Even if the Defendants were comprehensively delegated the authority to prepare the minutes of the board of directors by Nonindicted 17, a representative director, in the registration, the preparation of the minutes of the board of directors is not allowed in light of the above legal principles. Thus, the above assertion by the Defendant is without merit.

Next, we examine whether the defendant instructed non-indicted 20 et al. to forge the meeting minutes of the board of directors.

살피건대, 앞서 든 증거들에 의하여 인정되는 다음과 같은 사정, 즉 ① 이 사건 이사회 회의록 작성 경위와 관련하여, 공소외 20은 검찰에서 “피고인의 지시를 받은 공소외 51의 요청에 따라 제( 공소외 20)가 작성하였다.”라고 진술(수사기록 15권 614쪽 참조)하고 있고, 나아가 ‘피고인이 공소외 51 상무에게 지시를 해서 공소외 51 상무가 저( 공소외 20)에게 요청을 하였고, 이에 제가 당시 피고인 명의의 막도장을 보관하고 있던 공소외 52 차장으로부터 막도장을 건네받아 각각의 이사회의사록의 공소외 18 이름 옆에 피고인 명의의 막도장을 찍은 것이다.“라고 당시 위조 경위, 상황, 행위 태양 등을 구체적으로 진술하고 있는 점, ② 피고인 4도 검찰에서 ”피고인에게 공소외 51로 하여금 이사회 회의록 위조와 같은 지시를 하였는지에 대해서 화를 내니까 피고인이 처음에는 ’내가 지시한 적이 없다. 최상무가 마음대로 만든 것이다.“라고 하였다가 제( 피고인 4)가 피고인에게 ’최상무는 너가 지시를 했다고 하는데 어떻게 된 일이냐.‘라고 화를 계속 내니까 피고인이 그때서야 비로소 아무말도 하지 못하고 우물쭈물 되었다. 그때 저는 피고인이 지시했다는 확신하게 된 것이다. 평소에 피고인을 오랫동안 지켜보았던 저로서는 피고인이 제 말에 대하여 아무런 대답을 하지 못한 것을 보고는 피고인이 공소외 51에게 지시를 해서 공소외 51이 이사회 회의록을 작성하게 된 것이라고 생각하게 된 것이다.“라고 진술(수사기로 18권 2462쪽 참조)하고 있는 점(변호인은 피고인 4의 검찰에서 한 진술 역시 주관적 추측에 불과한 진술이라고 주장하나, 적어도 피고인을 오랫동안 알고 지내던 피고인 4가 관찰한 피고인의 태도 및 반응 등을 통하여 당시 피고인의 태도가 상당히 의심스러웠다는 사실을 알 수 있을 것이다) 등에 비추어 보면, 피고인이 공소외 20 등에게 이사회 회의록의 위조를 지시하지 않았다는 취지의 피고인 및 변호인의 주장 역시 받아들이기 어렵다.

[Supplementary Nonindicted 20, “The minutes of the board of directors are prepared by Nonindicted 51’s instructions, and Nonindicted 51 was instructed by the Defendant to prepare the minutes of the board of directors,” the testimony to the effect that “I reverse the previous prosecutor’s statement by testimony (see the 9th trial records, e.g., the 4th trial records) to the effect that it is true that I prepared the minutes of the board of directors under the Defendant’s instruction in the course of preparing the audit of the accounting firm “In this Court, Nonindicted 51 also prepared the minutes of the board of directors,” and that I cannot accurately associate with the direction of Nonindicted 20 to prepare the minutes of the board of directors by their own decision (see the 3rd trial records).

However, in light of the fact that Nonindicted 20 and Nonindicted 51 do not have any other special motive for forging the minutes of the board of directors without the Defendant’s permission, even in the preparation of the minutes of the board of directors’ meeting, in light of the fact that Nonindicted 20 and Nonindicted 51 do not seem to have any other motive for forging the minutes of the board of directors’ meeting, their statements made by each existing prosecutor’s office with Nonindicted 20 and Nonindicted 51 are specifically stated the details of the forgery of the minutes of the board of directors’ meeting and the manner of the act in favor of the Defendant, while the testimony in this court appears to be replaced and made in favor of the Defendant, and that the testimony in this court has a considerable discretion to handle the minutes of the board of directors’ meeting in favor of the fact that Nonindicted 51 had any other motive for forging the minutes of the board of directors’ meeting without the Defendant’s permission, the statements made by Nonindicted 20 and Nonindicted 51 in this court cannot be deemed to have been credibility and credibility of the minutes of the board of directors’ meeting.

XII. The charge of forging and holding private documents against Defendant 3 (the fact of No. 15 on the market)

1. Summary of the assertion

A. The audit report of this case is only an internal document prepared by the certified public accountant in charge of audit to assist the preparation of audit report, and it does not constitute the object of the crime of forging private documents, since it cannot be seen as a document proving an important fact in the transaction.

B. The audit report of this case is merely a document that can be added and modified to its contents at any time and that has not been completed, and thus cannot be the object of the crime of forging private documents.

2. Determination

First, we examine whether the audit report of this case can be the object of the crime of forging private documents.

In light of the fact that the protected legal interest in the crime of forging documents is the public credibility in the document, it is reasonable to view that the document concerning a certificate of facts establishing the crime of forging private documents refers only to documents other than documents concerning rights and duties, which prove facts important for private transactions, but also includes documents proving facts of important social interest.

In light of the following circumstances acknowledged by the above evidence, i.e., (i) in the event that an auditor conducted an audit and presented an audit opinion, the audit protocol of this case appears to be an important document to examine whether the audit procedure and the audit process have been properly and appropriately conducted at the time of the completion of the audit; and (ii) the audit protocol of this case, which is a material to examine the appropriateness of the audit, is deemed to have a significant impact on the shareholders, creditors, and investors of the company subject to the audit; (iii) in addition, the prosecutor’s office, “the audit protocol of this case is prepared and kept for 8 years from the audit record; and (iv) the information obtained in the process and the result of analysis of information, etc., should be preserved for 8 years from the audit report; and (v) the audit protocol of this case, which is a material to examine the appropriateness of the audit, is also deemed to have an interest in the audit report of the company; and (v) the defendant’s office also has an interest in the audit report of this case, referring to how much the audit protocol is available in the audit report of this case.

On the other hand, the defendant's defense counsel asserts that the act of altering the audit protocol may not be punished as a crime of altering a private document under the Criminal Code unless the provisions of separate punishment under the Act on External Audit of Stock Companies (hereinafter "Act") are prescribed.

The purpose of the Act is to protect interested persons and to contribute to the sound development of enterprises by having an auditor conduct an accounting audit of a company. The legal interest of the Act is to protect the authenticity of private documents under the Criminal Act. The legal interest of the crime of altering private documents under the Act on External Audit and Inspection is both social legal interest, but the Act on External Audit and Inspection is more concrete than the Criminal Act, and the penal provisions of the crime of altering private documents under the Criminal Act are five years or less, a fine not exceeding ten million won, and the penal provisions of the crime of altering private documents under the Act on External Audit and Inspection are punished by imprisonment with prison labor for not more than five years, and a fine not exceeding three million won. The provision of punishment for altering the audit protocol under the Act on External Audit and Inspection is a fine not exceeding the punishment for altering private documents, ③ the criminal law has a character of a criminal case with respect to a criminal case, and thus, the provisions of the Act on External Audit and Inspection are not applicable to the act of altering private documents under the Act on External Audit and Inspection, unless the provisions of the Act on External Audit and Inspection are justified.

Next, we examine whether the audit report of this case has not been completed at any time.

In light of the above provisions, if a document is a document in the audit protocol, and if the document contains the date of preparation and the signature of the holder of the title deed, it shall be deemed that the document has already been duly formed as a document on the date of preparation, and according to Article 14-2(2) of the External Audit Act, the auditor shall preserve the audit protocol for eight years from the time of completion of the audit. Even according to the above provisions, the preservation period is set, counting from the time of completion of the audit, on the premise that the audit protocol will be completed, and the Defendant also made a statement at the prosecutor that “if the audit is completed, the audit protocol shall be an accounting firm’s asset.” (see, e.g., Investigation Record 11, 5281) that the audit protocol of this case is not completed, it is difficult to accept the

In addition, the defendant's defense counsel argues that a certified public accountant can change the audit protocol later according to practice. As long as the name is the accounting firm, the act of arbitrarily adding or changing the audit protocol shall be deemed to be an alteration, and such act cannot be justified on the ground that it is merely a practice. Thus, this part of the argument is without merit.

1. As to Defendant 1

The main crime of this case committed by the defendant can be divided into two parts as follows. The grounds for sentencing should be examined mainly based on the main crime.

A. Crimes committed while managing Nonindicted Co. 1

First of all, the defendant's crime of breach of trust, embezzlement, etc. committed while managing non-indicted 1 corporation is considered to be normal.

On the other hand, the defendant had a company acquire the management right of a non-indicted 1 corporation, which is a KOSDAQ-listed company, caused the non-indicted 1 corporation to purchase all of the shares of the non-indicted 2 corporation as a major shareholder on the basis of the appraisal value of the shares unfairly over the market price by unlawful means, so that he and the special parties concerned acquire the unjust enrichment of about 13 billion won. Accordingly, the defendant suffered a considerable compromise in the finance of the non-indicted 1 corporation, and ultimately, he did not cause considerable damage to the minority shareholders who account for an absolute majority of the non-indicted 1 corporation.

Since then, the Defendant, instead of doing so, lent the funds of Nonindicted Co. 1 to Nonindicted Co. 2 by using the position of the representative director of the listed corporation, Nonindicted Co. 1, who was Nonindicted Co. 2, and had Nonindicted Co. 2 purchase the stocks of Nonindicted Co. 5,00,00 won, thereby acquiring profit margins of KRW 750,000. Furthermore, even though the financial situation of Nonindicted Co. 1 was very unstable at the time, the Defendant committed a crime of acquiring profit margins of KRW 750,000,000,000, which was committed by Nonindicted Co. 3, without disregarding the procedures for gathering opinions of the board of directors, for personal purposes to support the acquisition of management rights of Nonindicted Co. 3’s

Nevertheless, the Defendant arbitrarily misappropriated the money acquired by removing the California, etc. leased by Nonindicted Co. 1 Co. 1 to a foreign country without permission, or committed a breach of trust with respect to a company which has no possibility of rehabilitation as its major shareholder solely on several occasions. After the acquisition of Nonindicted Co. 1 Co., Ltd., and one year thereafter, acquired considerable profits by selling management rights and shares.

Considering the contents and process of a series of crimes committed by the Defendant during one year in which he operated Nonindicted Co. 1, a listed corporation, as seen above, the amount of breach of trust committed by the Defendant constitutes a large amount of KRW 30 billion, and the amount of direct and indirect profits actually acquired by the Defendant is reasonable, and most of all, the system of a corporation which forms the basis of the economy of Korea is confused with the system of a corporation which forms the basis of the economy of Korea by a sort of reason for the listed corporation, such as a private company, and ultimately, it substantially undermines the transparency of the company by operating the finance of the listed company as a drinking-gu type, such as a private company, and ultimately, eventually, it caused the nonperformance of general investors in the KOSDAQ market, which is able to

B. Crimes related to Nonindicted Co. 16

Next, I will examine the crimes related to the acquisition of non-indicted 16 corporation, the main crime committed by the defendant.

In return for giving unfair economic convenience to Nonindicted Co. 53, the representative director of Nonindicted Co. 53, the Defendant acquired the management right of Nonindicted Co. 53 by paying a large amount of management premium and taking over the management right of Nonindicted Co. 16, which was set at lower than the market price. Furthermore, the Defendant offered money in return for the management right to Nonindicted Co. 15 in the subscription fund, which is the public fund of Nonindicted Co. 16, and then offered KRW 5 billion to Nonindicted Co. 53, who is suspected of paying the repayment, thereby causing considerable damage to Nonindicted Co. 16 and many minority shareholders.

C. Determination of sentencing

Therefore, considering the background and content of the instant crime and the negative impacts on the market economic order, it is deemed that the nature of the instant crime is very serious, and thus, the Defendant should be punished accordingly.

However, in the course of managing Nonindicted Co. 1, the Defendant’s personal fund inputs the Defendant’s personal fund to compensate for the damages incurred therefrom; KRW 5 billion granted as a loan to Nonindicted Co. 15; and KRW 5 billion granted as a loan to Nonindicted Co. 5, a loan to Nonindicted Co. 15, was not repaid; however, there are circumstances suggesting that the former management’s responsibility is not possible; there are some circumstances considering the circumstances; the Defendant did not have any criminal record of imprisonment without prison labor or heavier punishment; and the Defendant did not have the same criminal record; and the Defendant’s age, character and conduct, circumstances after the crime, etc. are considered during the oral proceedings of this case, the sentence as ordered shall be determined within the extent that

2. As to Defendant 2

Although the crime of this case committed by Defendant 1 was committed by Defendant 1’s instructions, it would not be deemed that the nature of the crime is somewhat weak in light of the fact that the crime of this case was committed, although the crime of this case was committed by Defendant 1’s instructions, actively affected the share evaluation work to be fair by promoting window dressing accounting, which resulted in unfair share evaluation, and that Nonindicted Company 1 contributed to acquiring Nonindicted Company 2 at a high price, and that the Defendant acquired certain benefits to the extent due to the crime of this case.

However, unlike Defendant 1, the Defendant did not take the lead of the criminal conduct of breach of trust related to the acquisition of Nonindicted Co. 2, unlike Defendant 1, and only his subordinate staff was involved in the instant crime, taking into account the fact that the degree of participation was relatively insignificant, and the various circumstances revealed in the process of the instant pleadings, such as the Defendant’s age, character and conduct, and circumstances after the crime, etc., the Defendant shall be sentenced to the punishment as set forth in the Disposition and the execution thereof shall be

3. As to Defendant 3

Although the Defendant submitted the audit protocol at the request of an investigative agency upon the submission of the audit protocol, it cannot be deemed that the crime of this case interfered with the investigation of this case by altering the audit protocol.

However, in light of the fact that the defendant has no history of punishment heavier than imprisonment without prison labor, the degree of alteration of the audit report does not seem severe, and some motives for supplementing the false audit report exist that may be somewhat considered, and the defendant's age, character and conduct, and circumstances revealed in the process of the pleadings of this case, such as the circumstances revealed in the course of the pleading of this case shall be sentenced to a fine as ordered

4. As to Defendant 4

The principal crime of this case committed by the Defendant also with Defendant 1, taking into account the seriousness of the case, such as evidence of breach of trust, embezzlement, and breach of trust committed in the process of acquiring Nonindicted Co. 16, together with Defendant 1, should be punished strictly.

However, the Defendant did not fully participate in the crime committed during the process of acquiring Nonindicted Co. 1 Co. 2, and even during the vice president of Nonindicted Co. 1, the Defendant did not commit any particular embezzlement or breach of trust except for the act of breach of trust due to vehicle leasing, and the amount of embezzlement withdrawn from the code width is fully repaid.

Furthermore, considering the fact that the defendant has no special criminal record of imprisonment without prison labor or any heavier punishment, the defendant's age, character and conduct, and circumstances revealed in the oral proceedings of this case, the sentence like the order shall be determined and the execution thereof shall be suspended.

1. The embezzlement of Defendant 1’s bonds with warrant owned by Nonindicted 4, 245 million won

A. Summary of the facts charged

Around December 21, 2005, the Defendant received KRW 250 million from Nonindicted 4 to the account of Choung Bank under his own name as operational funds for Nonindicted 102 Co., Ltd., and Nonindicted 2 Co., Ltd., and transferred 500 shares of Nonindicted Co. 2 Co., Ltd. on or around December 31, 2005 to Nonindicted 4, and additionally transferred 200 shares of Nonindicted Co. 2, Jan. 9, 2006.

Around March 13, 2006, the Defendant prepared a sales contract to sell shares of Nonindicted Co. 2 to Nonindicted Co. 1 in total of KRW 525 million (750,000 per share) owned by Nonindicted Co. 4 at the office of Nonindicted Co. 1, a total of KRW 700 million, at the office of Nonindicted Co. 1, which was held by Nonindicted Co. 4, and embezzled the shares of KRW 30 million to Nonindicted Co. 4 by means of remitting the shares of KRW 280,500,000 per share to the account of one bank in the name of Nonindicted Co. 4 on April 24, 2006, and received from Nonindicted Co. 1, and kept them for Nonindicted Co. 4 on the name of KRW 525,00,00 for the purchase price of the shares.

B. The gist of the defendant and his defense counsel

The Defendant was delegated by Nonindicted 4 to the effect that he would sell the bonds with warrants owned by Nonindicted 1 to KRW 280,000,000,000,000,000 for the sale of the above bonds to Nonindicted 4 according to the delegation, and accordingly, the Defendant’s act not only does not constitute embezzlement but also does not constitute the crime of embezzlement.

C. Determination

(1) According to each of the above statements by the Defendant and Nonindicted 4, the statement by the prosecution against the Defendant and Nonindicted 4, the statement by the Nonindicted 4, each of the investigation reports (Attachment to the statement by one bank, the statement related to the transfer income tax by Nonindicted 4, the statement related to the transfer income tax by the shareholder of Nonindicted 2, and a copy of the account transaction statement). The Defendant, around December 21, 2005, transferred KRW 250 million from Nonindicted 4 to Nonindicted 2, and around 31, 500, KRW 500,000 to Nonindicted 4, KRW 500,000,000, KRW 200,000,000 to Nonindicted 2, KRW 500,000,000,000 to be distributed to Nonindicted 2, KRW 500,000,000,000,000 to Nonindicted 2, 206,000,000 won.

D. Meanwhile, according to the aforementioned facts and evidence, the Defendant: (a) was aware of Nonindicted 4 as the introduction of Nonindicted 23, 204 Nonindicted 4; (b) was transferred to Nonindicted 40 billion won by Nonindicted 4 on December 21, 2005, including the Defendant’s receipt of funds from Nonindicted 40 billion won; and (c) Nonindicted 40 billion won was transferred from Nonindicted 4 to Nonindicted 400 million won (see, e.g., Supreme Court Decision 2000 million won; (d) Nonindicted 400 million won was transferred to Nonindicted 4; (d) Nonindicted 200 million won was the Defendant’s statement that he was 40 billion won of the money invested by Nonindicted 4; and (d) Nonindicted 400 million won was the Defendant’s statement that he was 5 billion won of the money invested by Nonindicted 400 million won (see, e.g., Supreme Court Decision 200 million won of the date of transfer; and (d) Nonindicted 4000 billion won was the Defendant’s testimony.

According to the following circumstances revealed in the above facts: ① Nonindicted 4 did not specifically memory the object of investment, issues of investment, methods of payment, degree of consideration, etc. other than investing KRW 250 million after the prosecutor’s office and this court’s statement, it clearly shows that the Defendant entrusted the right to dispose of the shares of Nonindicted 2 Co., Ltd. allocated under the name of Nonindicted 4 with the authority to dispose of the shares in any form; ② the Defendant appears to have been entitled to dispose of the shares of Nonindicted 2 Co., Ltd. allocated under the name of Nonindicted 4, 700 shares, and the Defendant again sold the above shares with warrant at KRW 40 million in its name, and the signature and address of Nonindicted 4 in the sales contract that was prepared by Nonindicted 4, who again sold the above shares with warrant at KRW 400,00,000,000,000 after the disposal of the shares with warrant, and even if so, it appears that it was difficult to view that the Defendant had been aware that the above sales contract was issued to the Nonindicted 4000, supra.

D. Conclusion

Thus, this part of the facts charged against the defendant constitutes a case where there is no proof of crime and thus, the defendant is acquitted under the latter part of Article 325 of the Criminal Procedure Act

2. As to Defendant 2’s violation of the Act on External Audit of Stock Companies

A. Summary of this part of the facts charged

Upon Defendant 1’s order to request an accounting audit in 2005 from Nonindicted Co. 2 Company, the Defendant requested an accounting audit to the saidd Accounting Firm acting for the captain of Nonindicted Co. 2 Company on or around March 9, 2006, and then, Defendant 3, a certified public accountant belonging to the saidd Accounting Firm, as well as commission fees, etc. to be appropriated in the account subject of expenses, such as advertising expenses and other fees, out of the expense account, provided a false statement of advance payment expenses spent in advance out of the asset account, and provided Nonindicted Co. 2 with false statement of advance payment expenses spent in advance to Nonindicted Co. 38 and Nonindicted Co. 37, who sought the authenticity of the specification of advance payment expenses.

In addition, the Defendant omitted the retirement benefits allowance of KRW 24,620,017 from the employees who had worked for one year or more as of December 31, 2005 without appropriating it in the cost and debt account. The Defendant made a false statement to the effect that, upon receiving the direction from Defendant 3, Nonindicted Co. 38 and Nonindicted Co. 37 asked Nonindicted Co. 2 for the reason of omitting the retirement benefits allowances allowances.

Ultimately, the Defendant interfered with the normal external audit of the auditor by submitting the audit opinion to the effect that “The financial statements, such as balance sheets, income statements, appropriation of retained earnings, and cash flow table, submitted by the Defendant to Defendant 3, who belongs to the Tradrid Accounting Corporation, who is an external auditor, are reasonably indicated from an perspective of importance in accordance with generally accepted accounting standards,” which indicate that “The financial statements, such as balance sheets, income statements, appropriation of retained earnings, and cash flow table, submitted by the Defendant, which are submitted by the Tradrid Accounting Corporation, are inappropriate from an perspective of importance in accordance with generally accepted accounting standards,” in which the Defendant would reduce costs and liabilities and who would increase operating income and assets.”

B. Determination

(1) The prosecutor regards the defendant's act as violating Article 20 (3) 3 of the Act on External Audit of Stock Companies (amended by Act No. 8314, Mar. 29, 2007; hereinafter "the External Audit Act") and prosecutes the defendant as a applicable provision of law. It seems that all of the acts obstructing the auditor's external audit violate the above provision of law.

Article 20(3)3 of the Act on External Audit and Inspection provides that an auditor shall be punished for acts interfering with the normal external audit of the auditor. Article 1 of the Act on External Audit and Inspection provides that "the purpose of this Act is to protect interested persons and to contribute to the sound development of the company by allowing an external auditor who is independent of the company (hereinafter referred to as "auditor") to conduct an accounting audit of the company and thereby ensuring appropriateness of the accounting," while Article 2 of the Act provides that "the meaning of the auditor shall not be separately defined, but the corporation whose total amount of assets as of the end of the immediately preceding business year is above the standard amount prescribed by Presidential Decree shall be prepared and audited by the auditor." Article 3 of the Act provides that "the auditor shall be punished for acts that interfere with the audit and inspection of the auditor under Article 20 (1) of the Act on External Audit and Inspection," and Article 2 of the Act provides that "the auditor shall be punished for acts that are outside the audit and inspection team under Article 23 (2) of the Act on External Audit and Inspection and other acts of the Korean Institute established by the Act."

Article 20(3)3 prohibited by the External Audit Act shall be deemed to apply only to the act of interference with external audit occurring in a stock company subject to external audit by an external auditor. On the other hand, Article 2 of the Act and Article 2 of the Enforcement Decree of the same Act provide that a stock company subject to external audit by an external auditor shall be deemed to be a stock company whose total amount of assets as of the end of the immediately preceding business year is at least seven billion won.

C. Conclusion

Therefore, in this case where there is no evidence to acknowledge that Nonindicted Co. 2 is “stock company with a total asset of at least seven billion won at the end of the immediately preceding business year”, this part of the facts charged constitutes a case where there is no evidence of crime and thus, it is acquitted under the latter part of Article 325 of the Criminal Procedure

3. As to the primary charges against Defendant 3

A. Summary of the primary facts charged

Around March 9, 2006, the Defendant was commissioned by Defendant 2 to conduct an accounting audit of Nonindicted Co. 2 in 2005, and conducted an accounting audit in the name of the Bad Accounting Corporation from the 10th to the 12th day of the same month, and prepared an audit report and a protocol of audit.

Around November 28, 2008, the Defendant received a request from Nonindicted 136 of the Seoul Central District Public Prosecutor's Office to submit an audit report prepared in the name of the accounting firm in relation to the investigation of the violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation of Trust) against Defendant 2, etc. in relation to the investigation of the case of violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Misappropriation of Trust), and submitted the audit report to the above accounting firm office located in Gangnam-gu, Seoul, the above accounting firm office located in Gangnam-gu as of December 31, 2005; and submitted the revised audit report to the auditor in relation to the above accounting firm as of March 10, 206, newly prepared a statement on the details of the revised matters of the company's assets, investment assets, tangible assets, capital, sales, profits and losses outside business, corporate tax, etc. as of March 10, 206; and as a result, after reviewing the contents of advance payment expenses claimed by Defendant 2 in the audit report, it stated the above.

B. Determination

(1) The prosecutor regards the defendant's act as violating Article 20 (1) 2 and Article 14-2 (3) of the Act on External Audit of Stock Companies (amended by Act No. 8314 of Mar. 29, 2007; hereinafter "the External Audit Act"), and then prosecutes the defendant as applicable mutatis mutandis provisions. This also seems to be premised on the fact that the auditor's act of forging audit protocol by an auditor who audits a company which is not subject to external audit under the Act on External Audit of Stock Companies is also a violation of the said Act.

D. Dolls, in light of the above legal principles, if a company which is not subject to external audit under the Act on External Audit and Inspection requests an accounting firm at will, it is reasonable to deem that the accounting firm cannot be deemed an auditor under the Act on External Audit and Inspection. As seen earlier, unless there is any evidence to prove that the non-indicted 2 corporation is a company subject to external audit by an external auditor, the defendant cannot be deemed an auditor under the Act on External Audit and Inspection, and there is no other evidence to prove otherwise.

C. Conclusion

Thus, this part of the facts charged should be pronounced not guilty pursuant to the latter part of Article 325 of the Criminal Procedure Act because there is no proof of crime. However, as long as the defendant is found guilty of the conjunctive facts charged, it shall not be sentenced not to

[Attachment 1 and 2]

Judges Man-Gyeong (Presiding Judge)

1) The Defendants’ defense counsel consented to Nonindicted 73’s written statement of Nonindicted 73 as evidence, but Nonindicted 73 consented to the prosecutor’s protocol, but it is not possible to have telephone conversations (see, e.g., report on the result of the commission of witness location detection on May 8, 2009). Thus, it is admitted as evidence, considering that the statement was made in a particularly reliable state, and it is proved that it was made in a particularly reliable state.

Note 2) M means the Red Marketing (Tele Mke).

(3) Defendant 2 was Defendant 1’s college line, who was known about about 15 years, and was working as executive director at the same time as Nonindicted Incorporated Company 2 was established (see, e.g., Supreme Court Decision 3No. 1401, Oct. 2, 2007). After being appointed as the representative director of Nonindicted Incorporated Company 2 around October 2007.

(4) Defendant 1 paid the full amount of the capital at the time of the establishment of Nonindicted Co. 2, and paid out the business funds to those who lent or invested in them, and the employees of Nonindicted Co. 2, who arbitrarily divided the shares, Defendant 1 could arbitrarily adjust the shares ratio of the shareholders of Nonindicted Co. 2, by means of raising the shareholder registry (However, after issuing new shares, the shares ratio of the shareholders did not have been adjusted).

(5) Defendant 2 (Share 2.5%) received shares from Defendant 1 without paying shares.

As to the developments leading up to the change in the shares of the company, Defendant 1 stated in the prosecutor’s office that “The shares of Nonindicted Co. 2 and Nonindicted Co. 4 were transferred to Nonindicted Co. 23, 4, etc., who were in possession of the company at that time by lending money to Nonindicted Co. 102 and Nonindicted Co. 2, who was operated by the company at that time, and transferred the shares of Nonindicted Co. 2 and the shares of Nonindicted Co. 103, who were in possession of the company as a collateral, to Nonindicted Co. 23, 4, etc.” (see, e.g., title 4

(7) In this case, Defendant 1 paid the total amount of KRW 50 million with capital increase.

8) Nonindicted 3 shared 8,00 shares for new shares of Nonindicted Co. 2. Of that, Nonindicted 3 transferred 2,000 shares to Nonindicted Co. 77, and continued to hold 5,000 shares in the remaining 6,00 shares under the real name of 5,00 shares, and 1,000 shares in the name of 1,00 shares (titled Nonindicted Co. 105).

주9) 공소외 2 주식회사의 2005년도 대차대조표에 의하면 자산총계가 9억 30,529,660원이고, 부채총계는 6억 80,501,495원으로서 자본잠식 상태가 되는 것은 아니지만(수사기록 1권 331쪽 참조), 실제로 뒤에서 보는 ‘Ⅰ-2-가⑵-㈐-2)’항과 같이 분식회계를 통해 자산 중 3억 21,251,893원 상당이 과다계상되었고, 퇴직급여 충당금 24,620,017원이 부채계정에서 누락된 점을 감안하면, 자산총계를 6억 9,277,767원으로, 부채총계를 7억 5,121,512원으로 정정하면 위와 같이 자본 잠식상태가 된다.

Note 10) 3 books 1360 of investigation records

Note 11) According to the electronic disclosure system, Nonindicted Co. 1 and Nonindicted Co. 3 held a board of directors on March 3, 2006 and sold Yeongdeungpo-gu Seoul (hereinafter omitted) to Nonindicted Co. 107 for KRW 2.532.4 million (see, e.g., Supreme Court Decision 9No. 3497, Apr. 26, 2006) the company’s own funds to sell its existing assets, such as the sale of the land and buildings and the land and buildings located in Yandong-si and Seodong-dong (hereinafter referred to as “Nonindicted Co. 1”) at KRW 2.90,000,000.

Note 12) See title 1, 49 of investigation records

Note 13) The purchase price of KRW 318 million for purchase of KRW 200,00 ( KRW 1590 per share) acquired on January 18, 2006 + KRW 620,1950,000 per share for KRW 350,00 ( KRW 1,777 per share) acquired on January 19, 206

Note 14) According to Nonindicted 3’s prosecutor’s statement (see, e.g., title 4, right 1722 of investigation record), Nonindicted 3 became aware of Defendant 1 by introducing Nonindicted 22, a vessel of female high school, around 200.

Note 15) At the time, the total number of shares issued by Nonindicted Co. 1 was 19,404,243 shares (see Investigation Record 1,428 pages).

Defendant 16) With respect to the process in which Defendant 1 requested Nonindicted 21 to a certified public accountant, Defendant 1 requested Nonindicted 21 to inspect Nonindicted 1 corporation at the prosecutor’s office, and Nonindicted 74 director, who is an employee of Nonindicted 3, requested Nonindicted 21 to inspect Nonindicted 1 corporation. In this case, he first became aware of the fact at the time of conducting the first visit with Nonindicted 21 corporation. Accordingly, the Defendant stated that “The Nonindicted 21 was directly selected as an accountant in charge of evaluating the value of stocks of Nonindicted 2 corporation (see, e.g., e., see 10 right of investigation record),” and Nonindicted 69, who was the former representative director of Nonindicted 1 corporation, was also aware at the prosecutor’s office of Nonindicted 1 corporation, that he had been aware of the management right at the time of Nonindicted 21 corporation’s office (see, e.g., Supreme Court Decision 210Do1314, Apr. 1, 2012).

Note 17) 3 books 1191, 1193, 10 pages 4117 of investigation records

Note 18) see 10, 450 of investigation records

Note 19) Regarding whether the above board of directors was actually held and resolved, Nonindicted 73, who was a registered director of Nonindicted Company 1 and a vice president, made a statement at the prosecutor’s office that “the Defendant did not have an official convening of the board of directors on the case of acquiring the shares of Nonindicted Company 2, and was unable to memory the meeting on that case (see, e.g., Supreme Court Decision 10Do4111 delivered on the investigation record).” As seen earlier, Nonindicted 73’s written statement as to Nonindicted 73 was admitted as evidence, but its credibility is unknown, and its admissibility is recognized.

As seen thereafter, Nonindicted Co. 1’s new shares issued with capital increase is the cash created with 3,333,333 shares issued with capital increase (14.66%) as follows.

Note 21) As seen earlier, the fourth bonds with warrants.

Note 22) 3 books 1240 to 1255 of investigation records

Note 23) Nonindicted 3 was paid a total of KRW 4.5 billion ( KRW 3.75 billion + KRW 750 million + KRW 750 million) under the pretext of the purchase price for the shares of Nonindicted 2 Co. 1,000 and shares owned in the name of Nonindicted 105, which were owned in his own name.

Note 24) A person who acquired the third preemptive right bonds is Nonindicted Co. 15 (1.3 billion won), Nonindicted Co. 30 (2 billion won), and Nonindicted Co. 116 (1.3 billion won) (see Investigation Records 1, 32, 1189, 1219, 1226).

Note 25) A person who acquired shares (two years of protection period) through capital increase with consideration for the allocation to a third party is Defendant 1 and Nonindicted 3. Defendant 1,766,67 shares (total amount of KRW 260,00,500) and Nonindicted 3 paid the amount of KRW 1,566,66 shares (total of KRW 260,00), and Nonindicted 3 paid the amount of KRW 1,56,66 shares (239,99,000) (see Investigation Record 3 Rights 1189, 1430 pages).

Note 26) old Shares 760,000 + New Shares 1,766,667 Shares (Issuance of New Shares to Third Party)

Note 27) See title 1, 196 of investigation records

Note 28) See Title 1, 299, 5, 3139 of investigation records

Note 29) See title 9, 3542 of investigation records

Note 30) The shares acquired by Defendant 4 in his name.

Note 31) As seen earlier, the sum total of assets calculated by taking into account the parts as classified in the balance sheet in 2005, 331st day of investigation records.

32) Furthermore, Nonindicted 72, the director in charge of accounting of Nonindicted 1 Company, made a statement at the prosecution that “Inasmuch as delisting of Article 38 of the KOSDAQ Market Listing Regulations is based only on the individual financial statements of Nonindicted 1 Company, and the two companies are not merged, even if the size of assets of Nonindicted 2 Company is more than seven billion won and its consolidated financial statements are prepared under the Act on External Audit of Stock Companies, the sales of Nonindicted 2 Company, the subsidiary company, is not entirely reflected in the sales of Nonindicted 1 Company (see, e.g., e., see, e., e.

33) Rather, Nonindicted Co. 1 appears to have promoted the manufacture (processing) and sales business of synthetic resin as a primary business as seen earlier.

Defendant 34) As to this, Defendant 3 made a statement to the effect that it is merely a retroactive entry to the general meeting of shareholders in order to reach the date of audit report in the prosecutor’s office and this court (see the trial record 1-2 3th trial record). However, there is no evidence supporting the fact that Nonindicted Co. 2 held the general meeting of shareholders at that time. Rather, Defendant 2 made a statement that he did not hold the general meeting of shareholders. Accordingly, it is difficult to accept the said statement.

Note 35) See title 10, 4194 of investigation records

Note 36) See title 10, 4168 of investigation records

Note 37) 6ter 3281 of investigation records

Note 38) In this Court, Nonindicted 38 and 37 testified that there was a question about whether it is appropriate to treat Nonindicted 2 Co. 2 as advance payment cost (see, e.g., the trial record No. 1-2 right third trial records).

(39) Defendant 3’s answer to the question of the defense counsel in this Court appears to have made a statement as if the accounting of advance payment expenses in 2005 were proper, but considering the fact that the cost is not connected with profits as seen thereafter, it is difficult to view that the legal statement to reverse its purport, unlike the previous prosecutor’s statement, in light of the following circumstances.

Note 40) See title 1, 393 of investigation records

Note 41 See Note 3, 1394, 6, 3214 of investigation records

Note 42) As to the developments calculated on the basis of only one business year, Nonindicted Party 21 stated in the prosecution and this court that “in the case of Nonindicted Company 2, it shall be appraised on the basis of the accounting data of the year 2005, on the basis of the accounting data of the year 2005, it shall not be deemed that it had been engaged in a business early in 204,” (see Investigation Record 3: 1394; 1-2: trial records).

Note 43) Nonindicted Co. 2 commenced the complex M business around April 2006.

Note 44) means the performance of December 2005, January 2006 and February 2 of the same year.

The Defendants and the defense counsel asserted that, even if the amount of advance payment, allowance for severance benefits, and depreciation costs of the financial statements in 2005 were to be divided, they would not affect the appraisal of stock value. However, the sales for the next two years should be presumed through the sales for the year 2005 at the time. As such, as long as each of the separate accounting items adversely affect the sales for the year 2005, which serves as the basis of the estimated sales, it is reasonable to view that the aforementioned arguments affect the estimation of profits for the next two business years. Accordingly, all of them are rejected.

46) As seen earlier, Defendant 1 paid all the subscription money for new shares.

Note 47) The amount obtained by deducting the depreciation costs (45,690,373 Won) in the net income (90,341,662 Won) expressed in 1379 of investigation records.

48) As of January 11, 2006, Nonindicted Co. 2’s net asset value per share as of March 31, 2006 is the amount calculated by dividing the net asset value per share as of March 31, 2006 by the 2,633 won [the net asset value (4,410,235,00 won) / the number of issued stocks (1,675,000)] 15,001 won [the net asset value as of December 31, 2005 by the 250,028,165 won (this part is not deducted) plus the 50,000,000,000 won for capital increase as of January 11, 2006 by the number of issued stocks (20,000 won)]; Nonindicted Co. 2’s value as of May 8, 2018; and

Note 49) Nonindicted 3 stated in the prosecutor’s office that KRW 100 million out of the loans 60 million from the Defendant and received KRW 8,000 shares of Nonindicted Co. 2 in lieu of the remaining KRW 500 million. In light of the surrounding circumstances and the purport of the entire statement, it is reasonable to regard Nonindicted 3 as repayment of KRW 600 million in light of the surrounding circumstances and the purport of the entire statement. Moreover, deeming as KRW 600 million as favorable to the Defendants in calculating the amount of damages thereafter, it is reasonable to regard

The Defendant borrowed operating funds of KRW 250 million from Nonindicted 4, and delivered KRW 700,000 to Nonindicted Company 2. However, as seen earlier, Nonindicted 4 stated in the prosecutor’s office and this court that the above KRW 250,000,000 is not a loan but an investment amount. Furthermore, the Defendant stated that the receipt of Nonindicted Company 2’s shares in relation to the above KRW 700,00 is entirely impossible (see the Investigation Record No. 4979, July 7, 2171, and the trial record No. 8, the trial record No. 4). Considering that the Defendant did not state that Nonindicted 4 delivered shares to Nonindicted 4 in return for the above KRW 250,000,00,000, it is difficult to view it as a normal transaction that the Defendant delivered shares to Nonindicted 3 and Nonindicted 4.

Note 51) The summary of this part of the facts charged is as follows: “The Defendant conspired to commit a breach of trust as described in paragraph 1 of the judgment, thereby causing a property damage equivalent to a maximum of KRW 14.16,520,000 to Nonindicted Incorporated Company 1, which is the principal, at least 13.5 billion.”

Note 52) See title 13, 4247 of investigation records

53) The above share sales contract is a separate contract from the share sales contract as seen earlier. On the same day, two shares sales contracts are deemed to have been formulated.

Note 54) The above receipt is a document separate from the above receipt.

Note 55) According to the Customer Director of Nonindicted Co. 5 (see, e.g., Supreme Court Decision 6No. 249, Jul. 14, 2006; 11.30 million won from Nonindicted Co. 5, Sept. 9, 2006; 29.5 billion won on Jan. 2, 2007; 1.7 billion won on Jan. 2, 2007; 1.7 billion won on Aug. 2, 2007; 200 million won on Jan. 5, 2007; and 200 million won on Aug. 14, 2006; and 3 billion won on Feb. 25, 2005 (see, e.g., Supreme Court Decision 200 million won on Jan. 2, 2007). However, each of the above facts of borrowing witness is reasonable; and all of the remaining loans are not repaid on Nov. 29, 2006.

Note 56) After the change of a trade name “Nonindicted 87 Co., Ltd.”, but it is referred to as “Nonindicted 7 Co., Ltd.” at the time of the case.

57) Although Nonindicted 3 stated in this court that the defendant proposed to acquire shares of Nonindicted Co. 7 in this case for the joint management of Nonindicted Co. 7 in this court, the previous prosecutorial statement was reversed. However, as seen thereafter, the defendant actually acquired shares of Nonindicted Co. 7 and did not have participated in the management. Nonindicted 3 used the phrase of joint management even though there was no participation in the management even when he acquired shares of Nonindicted Co. 1 as shares in favor of the defendant. In fact, after the defendant, Nonindicted Co. 9, who newly acquired the management right of Nonindicted Co. 1 in this court from the defendant, demanded Nonindicted Co. 3 to sell shares of Nonindicted Co. 7 in this court by adding legal interest to the existing purchase price, which reflects the management interest rate of Nonindicted Co. 10, which reflects the management interest rate of Nonindicted Co. 3, but was rejected, the statement made in the previous prosecutorial office was in conformity with the facts and empirical rules at the time, on the other hand, the statement made in this court did not explain to obtain the reversal of the previous prosecutorial statement.

Note 58) With respect to the process of accounting as advance payment, Nonindicted 49 stated, “Nonindicted 12 received a request from the Defendant for an amount of KRW 300 million to Nonindicted Company 1, and directed the Defendant (Nonindicted 49). Of the company’s funds, Nonindicted 124 Co. 123 (Nonindicted 123 Co. 123), the Defendant issued a check in the form of advance payment and paid it to Nonindicted 20. The president of Nonindicted 12 also reported that Nonindicted 12 would be paid to Nonindicted Co. 1 in the form of advance payment and issued a check (see, e.g., Disposition No. 99, 3507 of Investigation Record). Nonindicted 49 may not account for the above KRW 300 million in the form of a loan, but may be considered as an advance payment in the form of convenience (other than in the form of advance payment).

(59) At the time, the Defendant continued to hold the office of representative director of Nonindicted Incorporated Company 1 (the Defendant will resign from the office of representative director on June 22, 2007).

Note 60) See title 9, 3516 of investigation records

Note 61) See title 9, 3519 of investigation records

The following reasons are the reasons why the Defendant borrowed the name of the company. In other words, around January 16, 2006, the Defendant received a loan from the branch of the new bank under the name of the Defendant on the security of the real estate owned by the Defendant and the Defendant’s co-owned by the Defendant and the Defendant. When the maturity of the loan has occurred, the Defendant was requested to change the name of the loan holder as a juristic person to the name of the loan holder in order to raise the performance from the new bank sub-branch to the new bank sub-branch, and the name of the loan holder was changed to the non-indicted 5, a juristic person upon the request. However, even if the Defendant had such motive, as seen earlier, if the Defendant did not follow the company’s ordinary procedure and voluntarily withdrawn the loan under the name of the company and used it at will, the crime of embezzlement is established.

Note 63) As of May 30, 2008, Nonindicted 14 filed a complaint against the Defendant for fraud in this case (see, e.g., Investigation Record 6, 293 pages).

Note 64) Nonindicted Co. 53 used the amount equivalent to KRW 15.6 billion raised through capital increase with the above capital increase for the acquisition fund of Nonindicted Co. 16 (see, e.g., title 14, 519).

Note 65) The indictment states that Nonindicted 15 held shares 2,080,628 shares of Nonindicted 53 Stock Companies (23.12%). This is clear that it is a clerical error since it is the figures including Nonindicted 15 and other specially related persons (see, e.g., Investigation Record 14, 222).

Note 66) see, e.g., 16 1565, 1626 investigation records

Note 67) Nonindicted 125’s shares 927,242 + Nonindicted 126’s shares 35,500 shares

Note 68) See title 14, 125 of investigation records

Note 69) Total number of shares issued by Nonindicted Incorporated 16 is 4,347,00 shares (see Investigation Record 14,159 pages).

Note 70) Investigative Records 16, 1618, 1619, 14, 468 pages, etc.

Note 71) See 16 1596, 1597 of investigation records

Note 72) Evidence No. 39 of March 13, 2009, 3 rights to trial records

Note 73) Of them, the amount that restricts the withdrawal of modern securities to Nonindicted Co. 53 on the ground of security for subscription price for shares is KRW 13 billion 4.58 billion (see Investigation Record 16, 1605 pages).

around May 30, 2007, Nonindicted Co. 53 purchased the shares of Nonindicted Co. 16 in KRW 27,006 per share that reflects management premium.

Note 75) Total sum of 6,098,560 shares of new shares and old shares 37.07% of the total amount of 6,098,560 shares (see Investigation Record 14, 275 pages).

Note 76) Nonindicted 132 Business Start-up Co., Ltd. (see Investigation Records 16No. 1128 pages)

77) The vice president of Non-Indicted 133 was the vice president, and at the time, he was posted the third statement of the candidate's intention (or the vice president).

Note 78) 14, 324, 17, 1678 to 1831, 2152, 2023 to 2031 of the investigation records

Note 79) The above ratio is the sum of new shares and old shares. The same applies to the foregoing ratio.

Note 80) Investigative Records 16, 1640 to 1644, 17, 2267 pages

Note 81) Investigative Records 17No. 2266, see trial records No. 3, 5, 17

Note 82) In relation to this, Nonindicted 17 and 18 also stated in this Court that “The reason why the transfer was delayed is the part of the investment method in Nonindicted 129 Co., Ltd., and the interest rate on Nonindicted Co. 53’s loan, etc., are not agreed with the Defendants, so that the transfer is deferred because the part was not confirmed,” (see, e.g., the 5th trial record No. 3rd trial records and the 4th trial records).

Note 83) Of the amount of KRW 5.2 billion withdrawn as above, KRW 200 million was returned from August 22, 2007 to the above new bank account in the name of Nonindicted Incorporated Company 16.

Note 84) See title 14, 283 of investigation records

In light of the fact that Nonindicted 17 and 18 alleged that they did not hold a board of directors during the above time period in this court, the board of directors’ meeting minutes appears to have been held during the above time period; that Nonindicted 51 stated that they were aware that the board of directors was held during the above time period; and that Nonindicted 17 did not make any statement that stated the date and time of the board of directors’ meeting minutes differently from the actual date and time of the meeting; it is deemed that the board of directors’ meeting minutes were held during the time period specified in the board of directors’ meeting minutes.

Note 86) The 5 billion won against Nonindicted Co. 53 was disputed in this court as to who actually participated in the case. Furthermore, the time when the board of directors of this case was held is about 14:00. Furthermore, Nonindicted Co. 17 and 18 did not have credibility; according to the rules of employment of Nonindicted Co. 16 Co. 16, the payment of wages was made not at the time of withdrawal, but at the time of payment of wages was made 25 days prior to the date of withdrawal. In fact, in light of the fact that all employees of Nonindicted Co. 16 were not paid at the time of withdrawal, but at the time of payment of wages was executed in accordance with 25 days, not at the time of withdrawal, in light of Nonindicted Co. 17, 18, and 95’s benefits, not at the time of withdrawal, but at the time of Nonindicted Co. 16’s direct remittance from the above Nonindicted Co. 16 to 436:146, 2007.

Note 87) See title 19,768 of investigation records

Note 88) The prescribed number of directors under the articles of incorporation is three.

In addition, around October 29, 2008, Nonindicted Co. 53 announced that Nonindicted Co. 15 and two other persons, the representative director of Nonindicted Co. 5, committed the crime of unauthorized withdrawal of cashier’s checks, embezzlement of short-term loans, embezzlement of trust, etc. from the funds held by the company, etc. should file a civil or criminal complaint against Nonindicted Co. 15, etc. in the future (see, e.g., evidence Nos. 18-3, No. 19, Feb. 27, 2009).

At the time of May 29, 2007, the closing price of the shares of Nonindicted Co. 16 was KRW 11,050.

91) Even if 6.43% of the shares held by modern securities are included together, it is merely 13.93% of the shares held by modern securities, and thus, it is not more than half of the shares held by the company.

Note 92) On October 5, 2007, the name of the company was changed to “Nonindicted 100 Co., Ltd.” and registered as “Nonindicted 19 Co., Ltd.” (hereinafter “Nonindicted 19 Co., Ltd.”)

Note 93) However, in this Court, Nonindicted 49 testified that Defendant 1 did not receive the instant loan in consideration of the fact that Defendant 1 was given a loan in the name of his wife (see, e.g., the 7th trial record) and denies all substantial authenticity of the prosecutor’s statement related to this part. However, in light of objective circumstances, in light of objective circumstances, it is presumed that the private purpose of the Defendant’s offering the instant loan in consideration of the use of name to Nonindicted 49.

Note 94) The period of exercise is limited to one year in accordance with the Protection Deposit Regulations.

Note 95) Evidence No. 77 submitted on April 2, 2009 of the trial record No. 4, 2009

As seen earlier, around December 31, 2005, the total amount of assets is limited to KRW 69,277,767 (see, e.g., Supreme Court Decision 75,121,512, the total amount of assets at the time is merely KRW 75,121,512, and the total amount of net assets is merely KRW -95,843,745, and the net income at the time was entirely covered by the total amount of capital at the time is recorded -72,869,000,000 won around December 31, 2006. In light of this, it is clear that the total amount of assets at this time does not exceed KRW 7 billion.