1. The defendant's appeal is dismissed.

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

Purport of claim and appeal

1..

1. Basic facts

A. The Defendant’s representative director C transfers his management right to D) 1) The Defendant is an agricultural partnership that runs a business such as manufacturing agricultural food and agricultural products, and the Defendant’s corporate register is registered as the representative director from February 15, 2008 to the date of registration as the Defendant’s corporate register. Article 1 C (hereinafter “A”) intends to transfer the whole assets and liabilities (hereinafter “transfer”) on the account books of B agricultural partnership, which was operated by the Plaintiff, to D (hereinafter “D”), and Eul will take over the same. The sales price of Article 4 is KRW 1.35 billion, and the terms and conditions of payment are as follows.

2. The first intermediate payment: 20 million won, and payment on December 31, 2013;

3. The second part: 180 million won, and the payment on June 30, 2014;

4. Balance 200 million won: Payment on December 31, 2014;

50,000,000 won in remaining 750,000 won shall be paid the down payment under Article 10 of the Succession (in the event of failure to perform the above term contract terms, it shall be restored to its original state simultaneously with the cancellation of the contract, and in the event of damage to the factory, equipment, etc., the liability shall be borne by B), and shall proceed in the operation of the company under the responsibility of B from the day following the date of the contract,

The agreement between A and B shall proceed as soon as possible.

When all balance is paid to A, A shall immediately succeed to all equity shares.

2) D) On July 25, 2013, an agreement on the transfer of equity shares with respect to C’s equity shares, assets, and debts to the Defendant (hereinafter “instant transfer agreement”) that takes over the total amount of KRW 1.35 billion from C to KRW 1.35 billion (hereinafter “instant transfer agreement”).

(C) Around February 1, 2016, the Plaintiff concluded the instant transfer contract and paid KRW 3855 million for down payment and intermediate payment. The main contents of the instant transfer contract are as follows. C) on September 15, 2017, issued to D a certificate of content that D would cancel the instant transfer contract on the ground that D did not pay any balance.

B. The Plaintiff’s loan process of KRW 30 million is the Jeju Bank under the name of the Defendant.