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1. The plaintiff's claims against the defendants are all dismissed.
2. The costs of lawsuit shall be borne by the Plaintiff.
Reasons
1. Details of the disposition;
A. On September 25, 2009, the Plaintiff entered into a management right acquisition agreement with F, etc. (hereinafter “instant first acquisition agreement”) under which the Plaintiff would have management rights with F, etc., by acquiring 470,000 million won (15,106 won per share) of E’s shares from shareholders F, G, and H, a KOSDAQ-listed corporation (hereinafter “E”).
At the time, F transferred 340,000 shares out of 1,500,000 shares to hold 1,160,00 shares, and was the largest shareholder around that time.
B. After December 23, 2009 and December 1, 29, 2009, E offered new shares for public offering. D, C, and B (hereinafter “the instant directors”) as an executive officer of the Plaintiff acquired 357,929 shares by participating in the foregoing new shares offering. The current status of shares held by each shareholder after the first and second new shares offering is as listed below [Attachment 1].
The number of shares held by the Plaintiff 491,671 and persons specially related to the Plaintiff 1,449,540 D 133,291 C 133,291 B 91,347 I 59,940 F 1,160,00 [Attachment 1]
C. On March 24, 2010, the Plaintiff and the instant directors concluded a contract with J to transfer 11.1 billion won (hereinafter “the instant secondary acquisition agreement”) among the shares owned by the Plaintiff 491,671 shares and the shares owned by the instant directors to J 114,829 shares of KRW 606,500,000 (18,391 shares per share) and to transfer the Plaintiff’s management right to J. (hereinafter “the instant secondary acquisition agreement”). According to the said agreement, the Plaintiff and the instant directors’ shares owned by E were changed as stated in [Attachment 2].
[Attachment 2] The number of stocks held by the Plaintiff 491,671,671 491,6710 D 133,291,2779,014 C 133,291 38,276 B 91,3475,014 C 133,291 38,276 B 91,3475,276 38,276 53,071 totaling 849,606,50234,100
D. On June 3, 2013, the Director of the Regional Tax Office of the Defendant Central Tax Office: (a) on the Plaintiff, at the time of the instant secondary acquisition agreement, the market price of E shares was KRW 2,300,00; (b) the instant directors were the directors.