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1. The merger of the Defendant’s absorbing C Stock Company on March 17, 2016 shall be null and void.
2. The costs of the lawsuit are assessed against the defendant.
Reasons
1. Basic facts
A. The Plaintiff is a corporation with the purpose of preserving and managing collective investment property, and is a trustee company of D and E (hereinafter “instant fund”).
The defendant is a juristic person with the purpose of civil engineering and construction business.
B. On August 19, 2008 and November 27, 2008, F loaned a total of KRW 31,000,000 to G Co., Ltd. (hereinafter “G”), and transferred the above loan claims (hereinafter “instant loan claims”) to the Plaintiff as follows. G consented to the assignment of claims around that time.
On August 25, 2008, August 2008, 2000, August 20, 2008, August 20, 2008, when the transfer date of credit (the amount of the original credit transfer date) the transfer date of credit reaches the 31,000,000,000 on December 1, 2008, when the transfer date of credit reaches the 200,000 on August 20, 2008.
C. On August 20, 2008 and November 27, 2008, G entered into a contract with the Plaintiff on the establishment of a pledge right on 60,000 shares (the total number of shares issued and the shares did not have been issued) owned by G in order to secure the instant loan (hereinafter “instant pledge contract”).
The following was stipulated in the instant pledge contract.
If the time limit for the loan claim of this case arrives or the time limit is lost, the party who created the right of pledge can execute the right of pledge if the party who created the right of pledge is required to perform the secured obligation.
A pledgee may acquire the shares of the defendant in lieu of the repayment of all or part of the debt by the method, time, price, etc. as generally deemed reasonable.
If the defendant's shares are acquired as above, the pledgee shall immediately notify G and the defendant, and the defendant shall immediately, upon receipt of such notice, enter the person notified by the plaintiff as the shareholder in the register of shareholders, and take necessary measures for the transfer of shares.
G was unable to repay the instant loan claims by February 18, 201, the due date, and on February 18, 2012.