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(영문) 서울고등법원 2016.01.14 2014나2037291
주식반환청구
Text

1.The judgment of the first instance, including any claims modified and added in the trial, shall be modified as follows:

Defendant.

Reasons

1. Basic facts

A. A Party B Co., Ltd. (hereinafter “Defendant Company”) is a company established for the purpose of development, production, sale, etc. of computer and telecommunications-related parts, and Defendant C is a person who serves as the representative director from September 2009 to B.

(2) The Plaintiff and the designated parties indicated in Articles 1 through 4, 8 through 15 of the List of Appointeds (hereinafter “Plaintiffs”) are those who were F members, the largest shareholder of the Plaintiff Company D (hereinafter “D”) at the time of entering into the instant acquisition of the right of management, at the time of entering into the instant acquisition agreement.

In addition, the designated parties listed in paragraphs 8 through 10 of the attached list of the designated parties are those who have been transferred the status of members from some previous members.

B. 1) The Defendants entered into a contract for acquisition of management rights with the intent to acquire management rights of D on May 3, 2013, with the intent to acquire management rights of D, and the share certificates listed in the separate sheet of stock certificates from the Plaintiff (hereinafter “instant share certificates”).

) A management acquisition agreement was concluded with respect to the acquisition of shares given by the company (hereinafter “instant acquisition acquisition agreement”).

The main contents of the instant acquisition agreement are as follows. Article 4 (The Plaintiff’s shares in partnership and the transfer of subject shares) Section 1.B of the F Share and the acquisition of management rights agreement are 695 shares in total, and the subject shares are 1,263,401 shares in total.

2.B shall enter into this Agreement and at the same time make the actual share certificates of the subject stocks to the law firm designated by A.

3. B shall submit a actual share certificate to A at the same time as the receipt of any balance from A on the payment date for the transfer price under Article 6;

In order to do this, the members of the Gap and the related union will enter into a separate sales contract, respectively, before paying the balance of transfer price.

4. Gap and Eul:

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