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(영문) 대구지방법원 2020.01.15 2019나310373
손해배상(기)
Text

1. The defendant's appeal is dismissed.

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

Purport of claim and appeal

1..

Reasons

1. Basic facts

A. around 2005, Defendant and C established D Co., Ltd. (hereinafter “D”) that is engaged in the business of manufacturing and selling health assistive foods, and immediately after which they were in charge of the duties of joint representative director.

On August 23, 2011, after deleting the above business purpose, "the pharmaceutical raw materials and pharmaceutical products using plant stem cells, plant stem cells, etc. have been added to the business purpose", and on October 27, 2012, C resigns from the office of representative director, and the defendant is solely responsible for the position of the representative director.

B. Around 2010, the Defendant and C agreed to sell KRW 18,000 per share among D’s shares held by them at KRW 500,000,000 per share. In the event that the share purchaser and the share purchaser file an application by the end of July 2013, the Defendant and C agreed to repurchase KRW 1,00,000 per share by the end of October 2013 (hereinafter “brate options agreement”).

C. On June 11, 2010, the Plaintiff purchased D-registered common shares of KRW 24,000 per share of KRW 50,000 per share, and paid the purchase price of KRW 12,00,000 per share (hereinafter “the first contract”). On July 1, 2013, C agreed to re-purchase the shares of KRW 1,00,00 per share by the end of October 201, when the Plaintiff requests C to purchase the shares so acquired, as above, by the end of July 2013.

On October 24, 2011, the Plaintiff purchased KRW 7,500,000 from the Defendant as registered common shares of KRW 50,000 per share of KRW 150,000 per share (hereinafter “the second contract”), and paid the price to the Defendant.

E. On November 28, 2012, the Defendant acquired all D’s shares from C from C, and also assumed C’s obligations with respect to C’s obligations and obligations with respect to PP options agreements in 2013.

F. On December 1, 2012, the Defendant proposed four options as follows to the D’s shareholders holding the right to demand the purchase of shares in accordance with the B/L options agreement prior to the holding of the temporary shareholders’ meeting held on December 1, 2012. The Plaintiff on May 2014.

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