In a case where Gap Housing Redevelopment Promotion Committee received written consent from the owners of land, etc., along with a certificate of personal seal impression attached to the written consent form for the establishment of the Promotion Committee, and the above written consent stated that "I will consent to promote the selection of a rearrangement project management contractor," but the Promotion Committee held a residents' general meeting pursuant to the operational regulations to select Eul corporation as a rearrangement project management contractor for the rearrangement project and concluded a contract for specialized management services with Eul company, the case holding that the above contract was null and void in violation of Article 14 (3) of the former Act on the Maintenance and Improvement of Urban Areas and Dwelling Conditions for Residents, which is a mandatory provision, since the Promotion Committee did not obtain written consent from the majority of owners, such as

The Committee for the Promotion of the Establishment of the Housing Redevelopment Project Group A received written consent from the owner of the land, etc. with a certificate of personal seal impression attached according to the form of written consent for the establishment of the Promotion Committee, and the above written consent stated the phrase “I consent to the Promotion Committee to promote the selection of a rearrangement project management contractor.” However, the promotion committee held a residents’ general meeting in accordance with the operational regulations and decided B to select a rearrangement project management contractor as a rearrangement project management contractor of the Housing Redevelopment

Article 14(3) of the former Act on the Maintenance and Improvement of Urban Areas and Dwelling Conditions for Residents (amended by Act No. 8852 of Feb. 29, 2008; hereinafter “former Act”) provides that a rearrangement project management contractor shall comply with strict requirements and procedures for the selection of a rearrangement project management contractor is designed to protect residents’ rights and interests in the rearrangement project and promote a project in a transparent and objective manner. According to Article 69(1) of the former Act, a rearrangement project management contractor requires a Mayor/Do Governor to obtain registration or registration for modification of the standards for capital, technical personnel, etc. prescribed by the Presidential Decree to meet the standards for a rearrangement project management contractor, and it does not constitute a mandatory provision of Article 14(3) of the former Act on the Maintenance and Improvement of Urban Areas and Dwelling Conditions for Residents (amended by Act No. 8852 of Feb. 29, 2008; hereinafter referred to as the “former Act”), which does not require a majority of the landowners’ written consent to the selection of a rearrangement project management contractor or a rearrangement project management contractor’s agreement.

Article 14 (1) 2 (see current Article 32 (1) 1), (3) (see current Article 32 (4)), Article 17 (see current Article 36 (4)), and Article 69 (1) (see current Article 102 (1)) of the former Act on the Maintenance and Improvement of Urban Areas and Dwelling Conditions for Residents (Amended by Act No. 8852, Feb. 29, 2008); Article 23 (1) 2 (a) of the former Enforcement Decree of the Act on the Maintenance and Improvement of Urban Areas and Dwelling Conditions for Residents (Amended by Presidential Decree No. 2072, Feb. 29, 2008); Article 28 (4) (see current Article 36 (1) and (2) of the current Act on the Maintenance and Improvement of Urban Areas and Dwelling Conditions for Residents)

Sc&D Co., Ltd. (Law Firm Jungwon, Attorneys Lee Sang-soo, Counsel for defendant-appellant)

The Housing Redevelopment and Improvement Project Association (Attorney Kim Sung-sung, Counsel for the plaintiff-appellant)

Daegu District Court Decision 2016Gahap2998 Decided September 14, 2017

June 29, 2018

1. The judgment of the first instance, including the conjunctive claim added at the trial, shall be modified as follows:

A. The plaintiff's main claim is dismissed.

B. The Defendant shall pay to the Plaintiff 286,00,000 won with 5% interest per annum from February 28, 2017 to August 31, 2018, and 15% interest per annum from the following day to the date of complete payment.

C. The plaintiff's remaining conjunctive claims are all dismissed.

2. Of the total litigation costs, 50% is borne by the Plaintiff, and the remainder 50% is borne by the Defendant, respectively.

1. Purport of claim

Main and Preliminary Defendant shall pay to the Plaintiff the amount of KRW 715,00,000 as well as the amount of KRW 6% per annum from January 8, 2015 to the delivery date of a copy of the complaint of this case, and 15% per annum from the next day to the day of full payment (the Plaintiff filed a claim for the amount of the agreement of the primary claimant at the first instance court and the claim for the return of the amount of the conjunctive unjust enrichment, and added the conjunctive claimant at the trial).

2. Purport of appeal

The judgment of the first instance is revoked. The plaintiff's claim is dismissed.

1. Basic facts

A. The Plaintiff is a specialized management businessman of the rearrangement project who completed registration pursuant to the Act on the Maintenance and Improvement of Urban Areas and Dwelling Conditions for Residents (hereinafter “Urban Improvement Act”); the Defendant is a cooperative established pursuant to the Urban Improvement Act on January 11, 201, and is implementing a housing redevelopment improvement project (hereinafter “instant rearrangement project”) in the building zone of Daegu-gu, Seocheon-dong and 281-1, and 130 lots.

B. On January 18, 2008, before the Defendant was established, the Defendant’s establishment promotion committee (hereinafter “Defendant’s promotion committee”) held a general meeting of residents among 58 owners of the land, etc. (150 owners of the entire land, etc.) who agreed to establish the Defendant’s promotion committee, among 87 owners of the land, etc. (150 owners of the entire land, etc.) who agreed to establish the Defendant’s promotion committee, and decided

C. On January 22, 2008, the Defendant Promotion Committee: (a) appointed the Plaintiff as a specialized manager for the improvement project of the instant case; and (b) paid service costs to the Plaintiff; and (c) concluded a contract with the Plaintiff to provide specialized management services for the improvement project for the Defendant Promotion Committee (Evidence A; hereinafter “instant contract”); and (d) the main contents of the instant contract are as follows.

In order to conclude and prove a contract for a specialized management service contract for rearrangement projects, such as authorization and permission, etc., for implementation of a housing redevelopment project, the Defendant Promotion Committee of Japan and the Plaintiff, No. 281-1, Nam-gu, Daegu-gu, Daegu-dong, Daegu-dong, Seoul-dong, 281-1, which are included in the main sentence, shall prepare two copies of this contract in order to conclude and verify the contract as follows: The name of the Defendant Promotion Committee and the Plaintiff shall keep one copy after signing and sealing each of the following:

(1) In principle, the defendant promotion committee shall pay the plaintiff the progress payment for the service expenses in accordance with the following payment timing and rate. (2) The defendant promotion committee shall not delay payment if the plaintiff requests progress payment for the service expenses according to the following payment period: (3) The defendant promotion committee may request delay of payment; and (4) the time and rate of payment shall be set as follows. The plaintiff shall be determined to settle part of the contract within 15 days after the commencement of the contract within the period of 15 days after the commencement of the contract, or within the period of 15 days after the commencement of the contract, if the plaintiff fails to inform in writing of the fact that the ground for cancellation of the whole or part of the contract was due to the lapse of 10 days after the completion of the designation of the second time of payment of rearrangement zone. (2) The plaintiff may, within the period of 15 days after the commencement of the contract or within the period of 15 days after the expiration of the period of 10% after the commencement of the contract due to the reasons for cancellation of the contract.

D. On May 2, 2016, the Defendant decided to terminate the instant contract at the residents’ general meeting held on May 2, 2016. On August 2, 2016, the Defendant notified the Plaintiff of the termination of the instant contract under Article 10(1)(b) and (d) of the instant contract.

E. The contents of the Act on the instant case and the Operational Rules of the Defendant Promotion Committee are as stated in attached Table 1.

[Reasons for Recognition] Facts without dispute, Gap evidence Nos. 1, 2, 4, 5, 7, 11, Eul evidence No. 1, and the purport of the whole pleadings

2. Parts of the main claim;

A. The plaintiff's assertion

Since the contract of this case is effective, the defendant is obligated to pay the plaintiff the payment for the service cost of KRW 715,000,000 and the delayed payment for the service cost of this case pursuant to Article 8 of the contract of this case

B. Amount of service charges to be paid upon termination of the instant contract

1) Legal principles

According to Article 15(4) of the former Act on the Maintenance and Improvement of Urban Areas (amended by Act No. 8852 of Feb. 29, 2008; hereinafter “former Act on the Maintenance and Improvement of Urban Areas”), a maintenance and improvement project association shall comprehensively take over the rights and obligations related to the duties performed by a promotion committee organized to establish a maintenance and improvement project association.

According to the provisions of Article 69 of the Defendant’s articles of incorporation (Evidence A39), acts performed by the promotion committee regarding the establishment of an association and the implementation of an association before the date of authorization for establishment of the association shall be deemed to have been succeeded to within the scope

According to Article 71 of the former Act, except as otherwise provided for in this Act, the provisions on delegation in the Civil Act shall apply mutatis mutandis to the relationship between a management entity specialized in improvement projects and a person who has entrusted or requested to provide advice.

In the absence of a special agreement, a mandatary is not entitled to demand remuneration from the mandator (Article 686(1) of the Civil Act); if a mandatary is remunerated, he is unable to demand remuneration from the mandator until the entrusted affairs are completed; if remuneration for the period is fixed, he may demand it after the period expires (Article 686(2) of the Civil Act); if a mandate terminates due to any cause not attributable to the mandatary in the course of performing the entrusted affairs by the mandatary, the mandatary may demand remuneration in proportion to the affairs already managed (Article 686(3) of the Civil Act); and the delegation contract may be terminated at any time by each party (Article 689(1) of the Civil Act).

Where a delegation contract is terminated during the commission, in determining the remuneration for the relevant affairs, in cases where the remuneration has been determined by the period under the proviso of Article 686 (2) and (3) of the Civil Act, a claim for the agreed remuneration corresponding to the part for which the period of performance expires until the time when the affairs are actually performed, may be made. Even in cases where the contract for lump sum payment is made, or where the period of payment is determined, the claim for remuneration according to the ratio of the affairs already performed by the mandatary is limited to cases where the entrusted person terminates without any cause attributable to him (see Supreme Court Decision 200Da19342, Aug. 22, 200).

2) Facts of recognition

According to the above facts, the following facts are acknowledged according to the statements of Gap evidence, Gap evidence 3, 8-1 through 4, Gap evidence 12 through 23, 39 through 42.

① The instant contract (Evidence A) is a contract that selects the Plaintiff as a specialized manager for the improvement project in the instant case, and pays the service cost to the Plaintiff, and the Plaintiff is a contract that provides specialized management services for the Defendant Promotion Committee.

② According to Article 8 of the instant contract, the service cost to be paid by the Defendant Promotion Committee to the Plaintiff is KRW 1.3 billion (excluding value-added tax); KRW 10 billion (10%) within 15 days after the contract was concluded; KRW 10% (15 days after the completion of the designation of the rearrangement zone); KRW 10% within 15 days after the authorization was granted for the establishment of the rearrangement zone; KRW 20 (4) within 15 days after the authorization was granted for the establishment of the rearrangement zone; KRW 10% within 15 days after the authorization was granted for the establishment of the rearrangement zone; KRW 10% within 15 days after the authorization for the establishment of the rearrangement zone; KRW 10 (6) within 15 days after the completion of the relocation; KRW 5 (8) after the commencement of the rearrangement zone; and KRW 5 (9) after the completion of the liquidation, the Defendant Promotion Committee may not demand delayed payment of the service cost (Article 3(4)).

③ After entering into the instant contract with the Defendant Promotion Committee on January 22, 2008, the Plaintiff requested the head of the Daegu Metropolitan City south-gu Seoul Metropolitan City to formulate a rearrangement zone designation on April 23, 2008. On December 2, 2008, the Plaintiff submitted a topographic map, etc. to the head of the said office. The Daegu Metropolitan City Mayor publicly announced the designation of the rearrangement zone and the topographic map on December 10, 208 regarding the instant rearrangement project.

④ On September 18, 2009, the Plaintiff held an inaugural general meeting for the establishment of the Defendant, and the head of the Daegu Metropolitan City Southern Metropolitan City authorizing the establishment of the Defendant on December 17, 2009.

⑤ On January 13, 2010, the Plaintiff held the site site conference to select a contractor, and held the residents’ general meeting to select a contractor on December 23, 2014. The Defendant concluded a construction contract on June 2, 2015 with Thaiman Co., Ltd. selected as a contractor by the above resident general meeting on December 23, 2014.

④ On June 3, 2015, the Plaintiff requested the Korea Cadastral Corporation to conduct a boundary survey on certain parcels of land in its project area, applied for authorization for the establishment of an association, and received notification of acceptance of the change, including the change of the number of consenters from the head of Daegu Metropolitan City on August 4, 2015, and prepared the Defendant’s board of directors and the board of representatives several times.

3) Determination

A) The following circumstances acknowledged by the above facts are as follows: (a) the Plaintiff, under Article 8 of the contract of this case, may claim the Defendant Promotion Committee by dividing the service cost into nine times; (b) the Plaintiff may also claim statutory interest for delay if the payment period exceeds the payment period; (c) the Plaintiff is deemed to fall under the case where the remuneration is determined; (d) the Plaintiff provided the management business for the improvement of the rearrangement project by performing the contract of this case; and (e) the instant rearrangement project caused the occurrence of the damages to the Plaintiff by the period of time set under Article 8(4) of the contract of this case, up to four times during the selection of the contractor and the conclusion of the contract, barring any special circumstances, the Defendant succeeding to the status of the Defendant Promotion Committee has the obligation to pay the Plaintiff KRW 50% (i.e., the first 10% + the second 10% + 3rd 10% + 4th 20%) x 1.05% (including service cost) x 1.005%).1).

B) As to the relationship between the promotion committee of the rearrangement project and the rearrangement project management contractor, the provision on delegation under the Civil Act applies mutatis mutandis (Article 71 of the former Urban Improvement Act), and the delegation contract can be terminated at any time by the parties. Thus, the instant contract was terminated by the Defendant’s notification of termination on August 2, 2016, who succeeded to the status of the Defendant Promotion Committee.

In cases where a delegation contract is terminated during the Do, if remuneration is determined for the period, a claim for the agreed amount corresponding to the part during which the period has arrived at the time when the duties were actually performed, and barring any special circumstance, the Defendant is obligated to pay the Plaintiff KRW 715,00,000 to the service cost for which the said period has expired pursuant to Article 8 of the instant contract.

However, as seen later, the instant contract violates the mandatory provisions and becomes null and void, and thus, the Plaintiff’s assertion of service costs is without merit.

B. Whether the contract of this case is valid

1) Parties’ assertion

A) The plaintiff's assertion

The Defendant Promotion Committee obtained written consent pursuant to the written consent (Evidence A No. 11) for the establishment of the Promotion Committee, including the business that Defendant Promotion Committee selects the management entity specialized in improvement projects from the owners, such as land, and thus the instant contract is valid.

B) Defendant’s assertion

The Defendant Promotion Committee violated Article 14(3) of the former Act and concluded the instant contract without the written consent of the land owners. Thus, the instant contract is null and void. Accordingly, the Defendant did not have any obligation to perform the instant contract.

2) Where there is no written consent prior to the instant contract, invalid (esteem)

A) Legal principles

The Housing Redevelopment Improvement Promotion Committee shall obtain the consent of the owners of the land, etc. in excess of the ratio prescribed by the Presidential Decree before performing its duties, where performing the duties of selecting a specialized management businessman of rearrangement projects under Article 69 of the former Urban Improvement Act (Article 14(1) of the former Urban Improvement Act), and where the details of duties of selecting a specialized management businessman of rearrangement projects are accompanied by the bearing of expenses by the owners of the land, etc. or cause changes in rights and duties (Article 14(3)

According to Article 23(1)2(a) of the former Enforcement Decree of the Urban Improvement Act (amended by Presidential Decree No. 20722, Feb. 29, 2008; hereinafter “former Enforcement Decree of the Urban Improvement Act”), when selecting a specialized manager of a rearrangement project under Article 69 of the former Enforcement Decree of the Urban Improvement Act, an association establishment promotion committee for a rearrangement project shall obtain the consent of a majority of the owners of the land, etc. who consent to the organization of the promotion committee, and according to Article 28(4) of the same Enforcement Decree, the consent of the owners of the land, etc. under Article 14 of the former Enforcement Decree of the Urban Improvement Act shall be accompanied by a written consent using a seal imprint.

Article 14(1)2 and (2) of the former Act provides that when an association establishment promotion committee for housing redevelopment project selects a rearrangement project management contractor, it shall be conducted through competitive bidding prescribed by the operating regulations. Articles 14(3) and 17 of the former Enforcement Decree of the Act on the Maintenance and Improvement of Urban Areas and Article 23(1)2(a) and Article 28(4) of the former Enforcement Decree of the Act on the Maintenance and Improvement of Urban Areas and the delegation of the above provisions provide that a majority of owners, such as the land, etc., who agreed to organize the promotion committee before performing the above duties, affix their seal impression and obtain written consent accompanied by a certificate of seal impression. Unless the consent of Article 14(3) of the former Act is legally obtained, it shall not be conducted to enter into a selection contract with a rearrangement project management contractor (see Supreme Court Decision 2010Da5705, Sept. 13, 2012).

The purpose of Article 14(3) of the former Act is to protect the rights and interests of residents in a rearrangement project and promote the project in a transparent, objective and objective manner. ② According to Article 69(1) of the former Act, a specialized manager of a rearrangement project requires a specialized manager of a rearrangement project to obtain registration or registration of modification to a Mayor/Do Governor who has equipped with the standards for capital, technical human resources, etc. prescribed by Presidential Decree, and ③ The Promotion Committee for the Establishment of a specialized manager of a rearrangement project cannot perform its duties, such as concluding a contract with a specialized manager of a rearrangement project without the consent of Article 14(3) of the former Act, taking into account the following: (i) the former Act’s strict requirements and procedures for the selection of a specialized manager of a rearrangement project; and (ii) the former Act’s Article 69(1) of the former Act requires that the specialized manager of

B) Facts of recognition

According to the above-mentioned facts and the statements in Eul evidence No. 1, the following facts are recognized:

① The instant contract (Evidence A) is a contract that selects the Plaintiff as a specialized manager for the improvement project in the instant case, and pays the service cost to the Plaintiff, and the Plaintiff is a contract that provides specialized management services for the Defendant Promotion Committee.

② According to the provisions of Article 8(1)2(b) of the Operational Rules of the Defendant Promotion Committee (Evidence No. 1) (Evidence No. 1), in selecting a specialized management businessman for rearrangement projects, the promotion committee shall obtain written consent with a seal impression affixed from a majority of the owners, such as the land that consented to the composition of the promotion committee and the certificate

C) Determination

The instant contract is a contract under which the Defendant Promotion Committee selects the Plaintiff as a specialized manager for the instant rearrangement project, and pays the service cost to the Plaintiff. As such, it constitutes “the selection work of a specialized manager for rearrangement project” under Article 14(1)2 of the former Act and “the case involving the bearing of expenses by the owners of land, etc.” under Article 14(3) of the former Act, the Defendant Promotion Committee must obtain the consent of a majority of the owners of land, etc. who agreed to the formation of the Defendant Promotion Committee and obtain the written consent using a reduction place.”

Therefore, the instant contract is null and void where the Defendant Promotion Committee did not obtain written consent from the majority of the owners, such as the land, etc. which consented to the composition of the Defendant Promotion Committee, before entering into the instant contract.

3) Whether there was a written consent prior to the instant contract (unlawfully)

When an association establishment promotion committee of housing redevelopment project selects a specialized management businessman of rearrangement projects, where the details of the selected business are accompanied by the bearing of expenses by the owners of land, etc. or cause changes in the rights and duties, the consent of the owners of land, etc. in excess of the ratio prescribed by Presidential Decree shall be obtained before conducting such business (Article 14(3)

In full view of the above quoted evidence and the following circumstances acknowledged by the above facts, it is reasonable to view that the defendant's promotion committee did not obtain written consent from the majority of the owners, such as the land, etc. which agreed to the formation of the defendant's promotion committee, before entering into the contract of this case, the contract of this case is null and void. Therefore, the defendant's allegation of invalidation

① The Defendant Promotion Committee received written consent from the owners of the land, etc. before entering into the instant contract. The consent form is as shown in the attached Form 2 as “written consent to establish the Promotion Committee for the Establishment of the Association” (Evidence 11), and it did not obtain a written consent regarding “business to select a specialized management business entity for rearrangement projects,” in addition to the above written consent.

② The above written consent (Evidence 11) contains the phrase “4. consent” stating that “I shall constitute a Housing Redevelopment Promotion Committee as the chairperson, vice-chairperson, auditor, and promoters as specified in subparagraphs 3 (a) and (b), and that I consent to the promotion of the business affairs as specified in subparagraph 3 (c).” The phrase “I shall include the following: (a) the selection of a rearrangement project management contractor; (b) the preparation of a general project implementation plan; (c) the preparation for obtaining authorization for the establishment of an association; (c) the preparation for the establishment of a committee; (c) the preparation for the establishment of a committee; (d) the preparation for the implementation plan; (e) the preparation for the establishment of a committee; (c)

However, the above written consent does not stipulate specific selection criteria such as capital, size of assets, number of employees, business performance, etc. of the management entity specialized in improvement projects, as well as the specific trade name of the management entity specialized in improvement projects, which can be known by the defendant promotion committee who is the representative

③ In light of the fact that “promotion of business selecting a specialized management contractor” includes “business that does not involve bearing expenses by the owners of land, etc.,” or “business that does not cause changes in the rights and obligations of the owners of land, etc.,” such as “business that does not involve bearing expenses by the owners of land, etc.,” prior to the selection of a specialized management contractor for rearrangement projects, it is reasonable to view that the term “promotion of business that selects a specialized management contractor for rearrangement projects” is limited to “business that does not entail bearing expenses by the owners of land, etc.,” or “business that does not cause changes in the rights and obligations of the owners of land, etc.,” such as “business that selects a specialized management contractor for rearrangement projects on the condition that the specialized management contractor for rearrangement projects will pay the specialized management contractor for rearrangement projects” as well as “business that selects a specific management contractor for rearrangement projects,” the term “matters of consent” as “business that does not result in changes in the rights and obligations of the owners of land, etc. or “business that choose a specialized management contractor for rearrangement projects.”

4) Whether it is valid by a resolution of the residents' general meeting (unlawful)

The plaintiff's assertion is valid since the contract of this case was ratified by a resolution of the residents' general meeting on January 18, 2008.

An null and void juristic act shall not take effect even if ratification is made. However, if the parties have ratified it with the knowledge that it is null and void, the ratification of the null and void act shall take effect only after the cause for invalidation has ceased to exist (see Supreme Court Decision 95Da38240, Dec. 12, 1997, etc.). According to Articles 8(1)2(b) and 21(1) of the Operational Rules of the Defendant Promotion Committee (Evidence No. 1) of the Defendant Promotion Committee (Evidence No. 1) and Article 8(1)2(b), and Article 21(1), the Promotion Committee shall go through a resolution of the

Where the operating rules of the promotion committee under the former Act provide for the selection of a management entity specialized in improvement projects as a resolution of the residents' general meeting, such resolution of the residents' general meeting is a procedure separate from the consent of the owners of land, etc. under Article 14(3) of the former Act. Thus, such resolution of the residents' general meeting is sufficient only to satisfy the requirements for resolution under the operating rules of the promotion committee, and unlike others, the requirements under Article 17 of the former Act required for consent under Article 14(3) of the former Act and Article 28(4) of the former Enforcement Decree of the Act on the Maintenance and Improvement of Urban Areas and Article 28(3) of the former Enforcement Decree of the former Act, i.e., the seal imprint seal imprint affixed and the written consent accompanied by the certificate of seal imprint is not necessary. However, without the consent of Article 14(3) of the former Act, the agreement with the management entity specialized in improvement projects cannot be concluded (see, e.g., Supreme Court Decision 2010Da5705

As seen earlier, the Defendant Promotion Committee decided to select the Plaintiff as a specialized management businessman at the residents’ general meeting on January 18, 2008, which was prior to the conclusion of the instant contract. However, according to Article 14(3) of the former Act, the Defendant Promotion Committee’s selection of a specialized management businessman of rearrangement projects requires the written consent of the owners of the land, etc. in addition to the resolution of the residents’ general meeting under the Operational Rules of the Defendant Promotion Committee. In the absence of such written consent, the selection contract entered into with the specialized management businessman of rearrangement projects is null and void.

3. The part concerning the claim for damages among the conjunctive claims;

A. The plaintiff's assertion

According to Article 11(2) of the contract of this case, where the defendant promotion committee is unable to carry out a project due to a cause attributable to the defendant promotion committee, or where it is long-term unpaid, the defendant promotion committee shall be liable for damages according to the payment ratio under Article 8(4) of the contract of this case only to the

The Plaintiff was able to obtain revenue equivalent to the service cost according to the instant contract, but the Defendant was unable to obtain revenue equivalent to the service cost due to the termination of the instant contract. As such, the Defendant is obligated to compensate the Plaintiff for damages equivalent to the completed portion of the service cost that the Plaintiff performed pursuant to Article 11(2) of the instant contract (including the total service cost of KRW 1,300,000,000) ¡¿ 1.1 (including value-added tax).

B. Determination

The defendant is obligated to perform the provisions of Article 11(2) of the contract of this case only when the contract of this case is valid. As seen earlier, since the contract of this case is null and void, the plaintiff's assertion of damages premised on the validity of the contract of this case is without merit.

4. Part of the claim for return of unjust gains among the conjunctive claims.

A. Return of unjust enrichment

1) Legal principles

A person who without any legal ground derives a benefit from the property or services of another and thereby causes loss to the latter shall return such benefit (Article 741 of the Civil Act).

“The benefit of another person’s property or labor,” which is the content of unjust enrichment, is already attributable to the property of the other person as well as the benefit from the property that should naturally belong to the other person’s property, namely, the case where the other person obtains benefit from the property that the other person acquired as a matter of course and does not increase the other person’s property, and as a matter of course, the benefit was gained even in the case of passive increase of the property that arises from the reduction of the property even though there are grounds for the decrease of the property, such as the case where the return cost to be paid from the one’s own property is exempted or the one where the other does not bear the original obligation (see Supreme Court Decision 71Da1610, Dec. 14, 1971, etc.).

The rights and duties related to the duties performed by the promotion committee, which is non-corporate association, shall be comprehensively transferred to all associations established as a juristic person after obtaining an approval for establishment of the promotion committee under Article 16 of the former Act, even if the duties performed by the promotion committee do not fall under the scope of duties of the promotion committee after the relevant Acts and subordinate statutes are later interpreted (see Supreme Court Decision 2010Da10986, Apr. 12, 2012

2) Determination

A) According to the above facts and the above quoted evidence, ① the Plaintiff was aware that the contract in this case was valid from the date of concluding the contract in this case (on January 22, 2008) until the date of termination of the contract in this case (on August 22, 2016), and the Plaintiff performed certain services in the process of designating a rearrangement zone, approving the establishment, and selecting a contractor, etc. ② the Defendant Promotion Committee and the Defendant obtained profits from requesting other rearrangement project management contractors to provide services or not directly performing their duties with respect to the business falling under the part of the service performed by the Plaintiff, ③ the Defendant Promotion Committee and the Defendant are recognized as having obtained profits and inflicted losses on the Plaintiff, and thus, the Defendant, who succeeded to the obligation of the Defendant Promotion Committee, obtained profits equivalent to the service performed by the Plaintiff and caused

(b)the amount of profit and loss;

If it is deemed that the fact that the damage occurred, but it is extremely difficult to prove the specific amount of the damage due to the nature of the case, the court may determine the reasonable amount as damages by taking into account the overall purport of the pleading and all the circumstances recognized as the result of the examination of evidence (Article 202-2

In full view of the following circumstances recognized as above, evidence of the above recognition, evidence of evidence of Gap 29, evidence of Eul 29, evidence of Eul 22, and evidence of Eul 2 and the purport of the whole pleadings, it is reasonable to view that the profits and the amount of damages suffered by the plaintiff are 286,00,000 won (==(1,300,000 won x 0.2) x 1.1) equivalent to 20% of the service cost stipulated in the contract of this case.

① The period during which the Plaintiff performed services as a rearrangement project management contractor in relation to the instant rearrangement project is from January 22, 2008 to August 2, 2016, which is the date of termination of the contract, from January 2, 2008. A housing redevelopment improvement project under the former Urban Improvement Act is implemented following the procedures, such as designation of a rearrangement zone (Article 4), establishment of an association (Article 13), designation of a contractor (Article 11), authorization for the implementation of a management and disposition plan (Article 28), authorization for the implementation of a project (Article 48), authorization for the completion of a management and disposition plan (Article 52). The Plaintiff performed services on the designation of a rearrangement zone, establishment of an association, and the selection of a contractor.

② 피고는 원고가 용역업무를 수행하는 기간 동안 주민총회를 개최하기 위하여 2014. 12. 19.과 2015. 12. 19.에 주식회사 주원도시정비와 주식회사 힐탑앰앤씨와 사이에 총회대행업무용역계약을 별도로 체결하였다.

③ As a result of the Plaintiff’s performance of service, the Defendant is a person who has obtained a benefit equivalent to KRW 260,000,000 (=1,300,000,000) out of the service cost of the instant contract x 0.2).

C. Scope of return of unjust enrichment

If a beneficiary becomes aware that there is no legal ground after receiving the benefit, he shall be liable for return of the benefit as a malicious beneficiary from that time, and if a bona fide beneficiary loses it, he shall be considered as a malicious beneficiary from the time of filing the lawsuit (Article 749 of the

Since the defendant shall be deemed the beneficiary in bad faith from the time when the lawsuit for the claim for return of unjust enrichment was filed, the defendant shall be obligated to pay to the plaintiff delay damages calculated at the rate of 286,00,000 per annum as stipulated in the Civil Act, from the day following the day of service of the preparatory document as of February 24, 2017 ( February 28, 2017), stating the purport of the claim for return of unjust enrichment, until August 31, 2018, which is reasonable to dispute over the existence and scope of the defendant's obligation to pay to the plaintiff, 5% per annum as stipulated in the Civil Act, and 15% per annum as stipulated in the "Act on Special Cases concerning Expedition, etc. of Legal Proceedings," from

The plaintiff's assertion is that the amount of the claim for return of unjust enrichment against the defendant is KRW 715,00,000 [the total service cost of KRW 1,300,000 x 0.5] x 1.1 (including value-added tax).

The written evidence Nos. 44, 46, 47 1 through 9, and 45 1 through 45 is insufficient to recognize that the defendant obtained a profit equivalent to KRW 715,00,000 and suffered a loss equivalent to the same amount as the plaintiff due to the plaintiff's service performance. The plaintiff's assertion in excess of the above recognized amount is without merit, since there is no other evidence to support it.

(d) Whether the extinctive prescription for a commercial matter expires;

1) The defendant's assertion

The Defendant’s claim for return of unjust enrichment against the Plaintiff is subject to the five-year commercial prescription period, and the Plaintiff’s claim for return of unjust enrichment accrued from the time when the Plaintiff performed the service by the due date prescribed in Article 8(4) of the instant contract, and the extinctive prescription period of each claim for return of unjust enrichment accrues from the pertinent work in consecutive order. As such, the Defendant’s claim for return of unjust enrichment expired the five-year extinctive prescription period, which was served on the Defendant on February 24, 2017, which indicated the purport of the claim for return of unjust enrichment,

2) Legal principles

A claim arising out of a commercial activity shall be extinguished by prescription, unless it is exercised for five years, unless otherwise provided for in the Commercial Act (Article 64 of the Commercial Act). “Acceptance of a contract for work or labor service” constitutes a commercial activity (Article 46 Subparag. 5 of the Commercial Act).

Although the running of the extinctive prescription period is not an obstacle to the running of the extinctive prescription period even if the existence of rights or the occurrence of rights was occurred from the time of establishment of the pertinent claim, in principle, even if the existence of rights or the occurrence was not known, it would not interfere with the running of the extinctive prescription period. However, as the right to claim a return of unjust enrichment by a third party arising from the absence of the resolution of the board of directors by the corporation, the internal legal relations of the corporation or the company are involved and it is difficult for the claimant to objectively understand the existence of rights, and even if the claimant was unaware of the existence of rights without any negligence, deeming that the extinctive prescription period run immediately from the time of establishment of the claim does not accord with justice and equity, and it cannot be deemed that the existence of the extinctive prescription system accords with the reasons for the extinctive prescription system. In such a case, the extinctive prescription period is running from the time when

3) Determination

The following facts are acknowledged based on the above facts: (a) it is difficult to recognize the occurrence of the obligation to return unjust enrichment and the amount of the obligation recognized as null and void if the commercial contract were made; (b) the Defendant Promotion Committee did not obtain written consent from the owners of land, etc. before entering into the instant contract in violation of Article 14(3) of the former Act; (c) there is insufficient objective evidence to recognize that the Plaintiff was aware of the aforementioned circumstances; and (d) the Plaintiff was aware that the instant contract was null and void until August 2, 2016 when the Defendant was partially implemented the instant contract from the date of conclusion ( January 22, 2008) to August 2, 2016, and suffered damages therefrom; and (d) the Plaintiff did not know that the instant contract was null and void for the first time after being served with a preparatory document as of January 18, 2017, the Plaintiff’s allegation that the instant contract was null and void.

5. Conclusion

Therefore, the plaintiff's primary claim is dismissed as it is without merit, and the plaintiff's primary claim shall be accepted within the scope of the above recognition with merit, and the remainder shall be dismissed as it is without merit. Since the judgment of the court of first instance which concluded a different conclusion is unfair, the judgment of the court of first instance shall be modified including the conjunctive claim added at the court of first instance and it is so decided as per Disposition

[Attachment 1] Relevant Statutes: omitted

[Attachment 2] Written Consent to Establishment of the Promotion Committee for the Establishment of the Consolidation Project Association: Omitted

Judges Jin Sung-chul (Presiding Judge)