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1. The plaintiff's appeal is dismissed.
2. The costs of appeal shall be borne by the Plaintiff.
The purport of the claim and appeal is the purport of the appeal.
Reasons
1. The reasoning of this court’s explanation is as follows, except for the case where the 3th page No. 4 of the judgment of the court of first instance is dismissed and the reasoning of the judgment of the court of first instance is the same as that of the judgment of the court of first instance. Thus, it is cited as it is in accordance with
2. Article 530-9(1) (amended by Act No. 13, Dec. 1, 2015) of the former Commercial Act (amended by Act No. 13, Dec. 1, 2015) provides that “A company established by division or merger after division or a company surviving division or merger after division is jointly and severally liable for the obligations of the company before division or merger after division.”
This is a statutory liability imposed in order to protect creditors who are put disadvantageous to the collection of claims due to a change in the debtor's responsible property due to corporate division. Barring special circumstances, it is difficult to view that there is a subjective joint relationship between the divided parties with respect to the statutory joint liability. Thus, the divided party company is in in a non-joint and several relationship with respect to obligations other than those which are originally borne by the respective division plan or written agreement.
(See Supreme Court Decision 2009Da95769 Decided August 26, 2010. The term “debt to be borne by each party to a division” refers to the obligation under Article 530-9(1) of the Commercial Act where the written agreement stating the purport that the company of the divided party is exempted from joint and several liability pursuant to Article 530-9(1) of the Commercial Act and only the company is responsible for the invested property out of the company’s obligations to be divided by division and merger (Article 530-9(3) and (2) of the Commercial Act, the latter part of Article 530-9(2) of the Commercial Act, and Article 530-3(1) and (2) of the Commercial Act, with the approval of the general meeting of shareholders (Article 530-9(1) of the Commercial Act). Except in cases of forming the divided debt relationship, the company of the divided party shall be jointly and severally liable pursuant to Article