Plaintiff (Law Firm Gyeong, Attorneys Jeong Jong-sung et al., Counsel for the plaintiff-appellant)

Samsung Head of Samsung Tax Office

September 21, 2018

Seoul Administrative Court Decision 2017Guhap75897 decided June 15, 2018

1. The plaintiff's appeal is dismissed.

2. The costs of appeal shall be borne by the Plaintiff.

The judgment of the first instance shall be revoked. The defendant shall revoke the disposition of imposition of KRW 1,057,866,750 (including additional taxes) of the gift tax of KRW 1,057,86,750 (including additional taxes) for the plaintiff on January 14, 2015.

1. Quotation of the reasons for the judgment of the first instance;

This judgment is based on the reasoning of the judgment of the court of first instance, except for dismissal or addition of the following: therefore, it is based on Article 8(2) of the Administrative Litigation Act and the main text of Article 420 of the Civil Procedure Act.

○ 5, 8, and 9 shares of the non-party company’s equity at the time of the acquisition of the instant convertible bonds, “A related party was not a specially related person by holding less than 30% of the equity shares of the non-party company even at the time of the conversion of the instant convertible bonds.”

After the ○ 7th page 9’s “Conclusion” was added to “(the Plaintiff had approximately 39% of the shares in its own name, other than the shares)”.

○ 7 pages 10 " from the plaintiff, etc." shall be raised to "the plaintiff, etc."

○ 8 13 pages 13 adds the following to “those subject to taxation”:

In order to fall under a gift under Article 2(3) of the former Inheritance Tax and Gift Tax Act, at least a critical element that a donor transfers to a donee at no charge or at a low price, or gives rise to an increase in the property value, the donor’s act does not constitute a gift under Article 2(3) of the former Inheritance Tax and Gift Tax Act solely on the ground that a certain act without such “transfer intention” or “influence intention” resulted in an increase in the property of another person. However, there is no particular ground to view the act as alleged above by the Plaintiff. However, the non-party company appears to have intended to divide the management performance of the non-party company to the Plaintiff through the issuance of convertible bonds of this case, and thus, the Plaintiff’s above assertion cannot be accepted).

○ 10 pages 21 shall be referred to as “whether or not”.

○ 11. 12. 12. 12. 12. 12. 1.2.2.2.2.3.2.3.

According to the above facts, as the representative director and the largest shareholder of the non-party company at the time of the conversion of the instant convertible bonds, the Plaintiff was exercising de facto influence over the management of the non-party company through exercising the right to appoint and dismiss officers and determining business policies, etc. Accordingly, at the time of the conversion of the instant convertible bonds, the Plaintiff was related to the non-party company and the non-party company under Article 12-2(1)3 of the former Enforcement Decree of the Inheritance Tax and Gift Tax Act (the Plaintiff recognized that the Plaintiff was related to the non-party company at the time of the conversion of the instant convertible bonds). Accordingly, Article 42(3)

(3) Even if the plaintiff and the non-party company did not have a relation with the plaintiff, in light of the circumstances as seen in Article 42 (3) of the former Inheritance Tax and Gift Tax Act, it is reasonable to view that there is no justifiable reason in light of the transaction practice under Article 42 (3) of the former Inheritance Tax and Gift Tax Act.

2. Conclusion

Therefore, the plaintiff's claim of this case is dismissed as it is without merit, and the judgment of the court of first instance is just, and the plaintiff's appeal is dismissed as it is without merit. It is so decided as per Disposition.

Judges Lee Jae-young (Presiding Judge)