Cho Jae-2012-west-1382 ( October 16, 2012)

Whether the market price at the interest rate for subordinated loans is appropriate in applying the provisions of the wrongful calculation of wrongful acts

Since Article 89(3) of the Enforcement Decree of the Corporate Tax Act appears to be calculated in the case of a general loan between related parties, it is difficult to apply uniformly to a loan between all related parties, and 20% of subordinated loan interest rate cannot be deemed to be higher than the market price.

2013Guhap5036 Revocation of Disposition of Corporate Tax Imposition

AAFwawa Co., Ltd.

Head of Seocho Tax Office

October 30, 2013

November 29, 2013

1. The Defendant’s corporate tax amounting to KRW 57,798,539 (additional tax) for the business year 2009 to the Plaintiff on November 23, 2011

b) revoke each disposition of imposition of corporate tax of KRW 618,419,440 (including additional tax) for the business year 2010.

2. The costs of the lawsuit are assessed against the defendant.

Cheong-gu Office

The order is as follows (the corporate tax of 2010 KRW 618,367,040 shall be written in writing).

1. Details of the disposition;

A. On September 9, 1998, the Plaintiff is a corporation established under the Private Investment Act of Korea (hereinafter “Private Investment Act”) for the purpose of constructing and operating a public-private partnership project in the 00 mountain tunnels.

(b)The Board of Audit and Inspection shall make a private investment in the manner of guaranteeing minimum import from September 15, 2010 to November 5, 2010.

The status of the follow-up management of the project shall be audited by the National Tax Service, and subordinated loans of private investors;

It was required to investigate whether autonomy is appropriate.

C. Accordingly, the Defendant around July 201, 2009 and 2010 business year for the Plaintiff.

Examining whether the calculation of interest on subordinated loans is appropriate, and "the plaintiff shall be from the shareholders of January 16, 2009"

26..6 billion won in borrowing the agreed interest rate of 20% is a special exclusion lacking economic rationality.

The Defendant determined that it was a multilateral transaction. The Defendant was the Plaintiff on November 23, 201, the Corporate Tax Act (Law No. 30 December 30, 2010).

The business year of 2009 and 2010 shall apply mutatis mutandis to Article 52 (Amended by Act No. 10423, hereinafter the same shall apply)

Of interest expenses for subordinated loans in the business year, the amount exceeding 8.5% of the interest rate on the current loan (209 business year):

2,933, 287, 671 and 2010 won for each business year: 3,059,00,000 won for each deductible expense; corporate tax for the business year 2009 761,786,630 won (including additional tax); and corporate tax for the business year 2010 812,755,450 won (including additional tax) was imposed on the Plaintiff (the Defendant initially imposed corporate tax for the business year 2009 774,669,050 won; corporate tax for the business year 2009 774,669,050 won; corporate tax for the business year 2010 816,319,560 won for each corporate tax for the business year 209 ; but

D. On February 17, 2012, the Plaintiff filed an appeal on February 17, 2012. On August 16, 2012, the Tax Tribunal rendered a decision to re-examine whether the agreement on subordinated loans is subject to the wrongful calculation under Article 52 of the Corporate Tax Act and subsequently corrected according to the result.

E. During the re-audit process, the Plaintiff: (a) the base interest rate of 7.65% to 8.5%; (b) maturity premium; (c) priority loans

1.26% of the risk of the borrowing period as the borrowing period is longer long as the borrowing period is more than the senior loan, subordinate

1.62% of the risk premium (risks arising out of the holding of the order of payment of the priority loan), priority

The borrowed loan is more than the subordinated loan (the senior loan is more than the subordinated loan than other private investment projects).

amount, priority interest and principal to be paid prior to the payment of subordinated interest shall be increased.

1.22% of the minimum operating profit security rate (minimum profit security rate reduces to 79%)

The defendant claimed 2.59% and 5.66% of the toll earnings refund premium (risk from the strict provision of the toll earnings refund clause rather than other private investment projects). However, on November 19, 2012, the defendant claimed 7.65% of the base interest rate (the fixed interest rate of the existing loan at the time of the later priority loan), 1.26% of the maturity premium, 1.62% of the subordinated risk premium, 11.35% of the senior loan, 203,98,094, 2010, 194, 336,012 of the corporate tax for the business year 209, 2009, 57, 798, 939, 194, 2010, and 11.35% of the senior loan, and 200,000 won of the corporate tax (including the additional tax for each business year 209,579,939,14).

[Reasons for Recognition] Uncontentious Facts, Gap evidence Nos. 9, 10, 11 (including paper numbers), Eul evidence Nos. 1, 2, 8, and 17, the purport of the whole pleadings

2. Whether the instant disposition is lawful

A. The plaintiff's assertion

(1) In order to apply Article 52(1) of the Corporate Tax Act, the pertinent transaction is performed between persons with a special relationship, the pertinent transaction’s price, etc. should be higher or lower than the market price, and the pertinent transaction should be unjustly reduced due to an abnormal transaction lacking economic rationality in light of sound social norms.

(2) However, since the 00 mountain tunnel management and operation project requires a large-scale infrastructure of the road and tunnel construction, the enormous initial cost of KRW 1,40.1 billion from 197 to 2003 is invested, while the recovery period reaches 30 years to 203, the amount of operating expenses is enormous; the 00 mountain tunnel project shall belong to the State or a local government at the time of the completion of the 00 mountain tunnel and the construction of the road; and the ownership of the facilities shall belong to the State or a local government at a certain period of time; the 100 mountain tunnel management and operation risk shall be borne by the project implementer; the minimum operating security of the Seoul Metropolitan Government shall be compensated not only for the investment profit but also for the use fee of the subordinated loan; the investment risk is still limited compared to the priority loan of the Seoul Metropolitan Government; the principal and interest rate of the subordinated loan shall not be calculated at a reasonable rate of 15% from the loan to the 2003rd commercial bank; and it shall not be calculated at an appropriate rate of interest rate of the first 15% from the loan.

(3) In addition, the determination of economic rationality should be based on the whole transaction. The fact that the construction of the basic plan is completed and its operation is permitted to reduce investors' shares and increase loans through refinancing. The plaintiff reduced 26.6 billion won and converted the same amount into subordinated loans. As such, the shareholders' equity investment and subordinated loans should be considered as one fund investment method and the appropriate interest rate is to be examined. The plaintiff's shareholders' profit rate is less than 8.03%, the plaintiff's profit rate is less than 20%, the Seoul Special Metropolitan City presented 20% interest rate on subordinated loans through practical negotiations. The Seoul Special Metropolitan City presented 20% interest rate on subordinated loans through approval of the Seoul Special Metropolitan City, and the competent authority and the project operator shared profits from refinancing. The Seoul Special Metropolitan City has to reduce the minimum operating guarantee rate from 85% to 79% according to the plaintiff's refinancing and to reduce the financial burden of KRW 5.1 billion.1 billion in the process of financing the loan to lower the economic rationality rate of 20%.

(b) Related statutes;

It is as shown in the attached Table related statutes.

(c) Fact of recognition;

(1) Conclusion of concession agreement and amendment agreements

(A) Conclusion of concession agreements on private capital inducement projects for 00 mountain tunnels construction projects

On May 19, 1998, the Plaintiff entered into a concession agreement with Seoul Special Metropolitan City on May 19, 1998 on the project for the inducement of private capital for the 00 mountain tunnels construction. The Plaintiff completed the construction work for the 00 mountain tunnels, donated it to the Special Metropolitan City, and commenced the operation of the 00 mountain tunnels from January 6, 2004.

Article 1 (Purpose)

(1) In implementing projects for the inducement of private capital in infrastructure (hereinafter referred to as the "Private Capital Inducement Promotion Act"), the Enforcement Decree of the same Act, the master plan for the inducement of private capital, and the master plan for the inducement of private capital in 00 mountain tunnels construction in accordance with the master plan for the inducement of private capital, this Convention aims to designate a project operator for the projects for the inducement of private capital in 00 mountain tunnels construction, and to provide for matters agreed between the Special Metropolitan City and

Article 3 (Designation of Project Executors)

00 Special Metropolitan City shall designate a stock company with 00 mountain development as a project implementer for the project at the same time as this Convention is concluded in accordance with the Private Investment Inducement Promotion Act, the Enforcement Decree thereof, the instruction for proposal, and this Convention, and shall establish and grant the project implementer the rights to manage and operate

Article 4 (Qualification, Authority and Rights of Project Implementer)

(1) The Special Metropolitan City shall establish and grant the qualifications, authority and rights to perform the following acts to a project implementer under the Private Investment Inducement Promotion Act, the Enforcement Decree thereof, the master plan for facilities project, and the management and operation rights prescribed in Article 3 of this Convention:

1. Design and construction of implementation plans and facilities for the maintenance, repair, management and operation of the roads and the roads in accordance with this Convention;

2. Free use of the site of this road for the construction of this road as referred to in subparagraph 1;

3. Free use of this road constructed under subparagraph 1 under the Promotion of Private Investment Act and the Enforcement Decree of the same Act.

4. Maintenance, repair, management, operation and imposition and collection of tolls under the management and operation rights;

Article 5 (Duties of Project Implementer)

2. Except as otherwise provided for in this Convention, the Project Operators shall, in accordance with this Convention,

in principle, it shall be performed at the expense of the department. The proviso is omitted.

Article 6 (Reversion of Ownership and Termination of Management and Operation Right)

(1) The ownership of roads and traffic auxiliary facilities shall, upon completion, be the basic limits for the promotion of the inducement of private investment, the Enforcement Decree of the same Act

The provisions of this Convention shall be reverted to Seoul Special Metropolitan City.

(2) A project operator shall determine the operation period of the main road under Article 31 and Article 37, but terminate the period of free use.

At the same time, management and operation rights of roads under this Convention shall be transferred to Seoul Special Metropolitan City.

Article 7 (Change of Investors, etc.)

(1) When an investor who holds a shareholding ratio in excess of five percent in the project implementer, changes the equity ratio in the project implementer, or changes the equity ratio in the project implementer who has an investor, the project implementer and the relevant investor shall obtain prior approval from the Special Metropolitan City Mayor.

Article 31 (Operating Period)

The operation period is the period for which the management and operation rights continue to exist, and shall not be extended or reduced in accordance with this Convention.

(2) The project implementer shall be deemed to have the same period of free use as the period of free use, and during that period the project implementer shall

The management and operation rights shall be held.

Article 37 (Period of Gratuitous Use)

(1) The period of free use under Article 4 (1) 3 may be used and profit-making free of charge to a project implementer.

Except as otherwise provided for in the relevant provisions such as the Promotion of Private Capital Inducement Act and this Convention, it shall be for 30 years from the starting date of operation.

Article 39 (Collection of Tolls)

(1) A project operator shall collect tolls from vehicles that drive on any road section during the operation period pursuant to this Convention.

Article 44 (Financial Support)

00. The Special Metropolitan City Mayor may provide financial support within budgetary limits under the provisions of the Private Capital Inducement Promotion Act and the Enforcement Decree thereof, where it is inevitable to prevent dissolution of a corporation and it is inevitable to maintain the reasonable level of user fees.

Article 49 (General Reasons and Effect of Termination of Agreement)

(1) The Convention shall expire upon the expiration of the period of free use, unless early termination is made in accordance with Article 50, and in such case, the rights of management and operation of the project implementer shall expire.

Article 54 (Borrowing of Funds)

(1) The Special Metropolitan City shall confirm the fact that a loan is made in accordance with a loan contract to be entered into between a lender who makes a domestic bank as a major bank in the course of carrying out the project of a project operator and the project operator, and that such loan is an essential element for the smooth implementation and success of the project.

(b) Conclusion of an agreement to modify a 00 mountain tunnel private investment project

On April 18, 2003 and March 2, 2005, the Plaintiff entered into an agreement with Seoul Special Metropolitan City on the modification of public-private partnership projects of 00 mountain tunnels, including the following contents:

The amended Convention on April 18, 2003

Article 43 (Guarantee and Redemption of Tolls)

(2) Where the actual toll revenue in each business year falls short of 90% of the estimated toll revenue or exceeds 110% in accordance with the Private Investment Act, the Enforcement Decree of the Private Investment Act, and the annual plan, the Special Metropolitan City shall guarantee the shortage or recover the excess.

The Convention on the Change of Persons, etc. as of March 2, 2005

Article 43 (Guarantee and Redemption of Tolls)

(2) Where the actual toll revenue generated during the period from July 1 (the first year, beginning date of operation) to June 30 of the following operating year in accordance with the Private Investment Act, the Enforcement Decree of the Private Investment Act, and the annual plan, etc. falls short of 85% of the estimated toll revenue generated during the period from July 1 (the last year, beginning date of operation) to June 30 of the following operating year, the Special Metropolitan City shall guarantee the shortage thereof, or recover the excess if the actual toll revenue generated during the period exceeds 90% of the estimated toll revenue earned during the period

1. From Above 4. Each subparagraph is omitted.

§ 60bis. Alteration of refinancing and/or capital structure

(1) Where a project operator’s profits accruing from refinancing of funds or a change in the structure of capital exceeds 5%, whichever is the reduction of the revenue guarantee standard of estimated tolls guaranteed by the Special Metropolitan City for a project operator pursuant to Article 43(2) of this Convention, the Special Metropolitan City and the project operator shall share 50% each interest in excess.

(2) The procedures, etc. for calculating profits resulting from refinancing and/or a change of capital structure shall comply with the annual plan for public-private partnerships in 2004 and detailed guidelines published in the future, and the procedures may be adjusted after consultation between the parties to

(2) Change of shareholders

한국000 주식회사, xx건설 주식회사, ss건설 주식회사, qq개발 주식회사, tt건설 주식회사, ii토건 주식회사, vv건설기계산업 주식회사는 2005.11. 22. AA한국인프라투융자회사(이하 'AA'라 한다), 대한@@@회, 한국###에 원고의 주식을 양도하고, 실시협약 및 변경협약 제7조 제1항에 따라 출자자 변경에 관한 00특별시의 승인을 받았다. 이에 따라 AA(36%), 00특별시도시개발공사(이하 'BB공사'라 한다)(25%), 대한@@@회(24%), 한국###공제회(15%)는 원고의 주주가 되었다.

(3) Conclusion of agreements on refinancing and amendments thereto

(A) According to the annual plan as publicly notified by the Ministry of Strategy and Finance under Article 7 of the Private Investment Act, in order for a private investment project executor to implement refinancing, the following procedures must be followed:

(1) A project operator shall submit to the competent authority a master plan for re-financing and financial agreement documents (integrated of all loan agreements and accompanying documents entered into prior to the re-financing), a re-financing plan (including the schedule and progress of the re-financing promotion, structure, financial conditions, methods of calculating an increase in expected profits of investors, methods of sharing profits of the competent authority and the project operator, etc.).

(2) After determining whether a plan for re-financing satisfies the competent authority's policy, the competent authority shall request the Public Investment Management Center of the Korea Development Institute to examine the plan for re-financing, including the preparation of a financial model, calculation of sharing profits, appropriateness of methods for using shared profits, etc.

(3) If necessary after holding consultation with the competent authority on the overall financing plan, a concessionaire shall enter into an amendment agreement through deliberation by the Private Investment Project Deliberation Committee. In this process, the concessionaire shall obtain consent of the competent authority on the details of final financing and submit data necessary for determining profits from re-financing to the competent authority.

(4) A project implementer shall enter into a financial agreement immediately after concluding an amendment agreement and notify the competent authority of the results thereof.

(B) On December 9, 2006, the Plaintiff sought an increase or decrease in the capital as specified below in the Special Metropolitan City of 00 on December 9, 2006, paid early redemption of the existing senior loan, and submitted a draft draft funding plan to newly borrow the senior loan and the subordinated loan.

Before refinancing (total of KRW 1,67.2 billion)

After refinancing (total of KRW 1,79.1 billion)

○ Capital: 53.2 billion won (32%)

○ Preferential Loans: KRW 1,053 billion (63%)

○ Government-Unpaid Funds: 8.7 billion won (5%)

○ Capital: 26.6 billion won (12%)

○ Preferential Loans: KRW 1,55.9 billion (72%)

○ Priority Loans: 26.6 billion won (12%)

- Interest rate for subordinated loans: 12%

○○ Unpaid Government: 8.7 billion won

(C) On July 3, 2007, the Special Metropolitan City questioning about the meaning of equity capital, which has been made to operate at least 10% of the balance of the management and operation rights when refinancing a public investment project to the public investment management center. On January 7, 2008, it is reasonable to regard equity capital as the total amount of equity capital (capital, capital surplus, earned surplus, and capital adjustment) under the accounting principles, but in special circumstances where it is difficult to comply with the equity capital ratio under the basic plan for private investment because it is difficult to comply with the equity capital ratio due to the continuous occurrence of losses at the initial stage of construction period and operation, it is also possible to consider the actual paid-in capital (capital after adding the amount exceeding the capital stock, deducting the discounted stock discount, and lowering or lowering the capital transaction items, such as capital increase and decrease in capital gains and profits and losses. In this case, it has received a reply to the following.

(D) From September 1, 2008 to December 12, 2008, the Plaintiff made a practical negotiation on the re-financing with Seoul Special Metropolitan City as follows, and obtained approval of the draft basic plan for re-financing from Seoul Special Metropolitan City.

Name of document

Details

Original

Results of practical negotiations

September 1, 2008, Seoul Special Metropolitan City

Requests for confirmation of consent to the results of negotiations on refinancing

○ Increase 190%

○ Gross Average Capital Costs Non-Decree

○ Minimum operational revenue guarantee rate

85% ? 79.8%

○ 12% of the later interest rate

00% of the premium rate 100%

○ Reflection of the effects of heavy average capital cost

○ Minimum operational revenue guarantee rate

85% ? 79%

○ 20% of the later interest rate

○ Effect of reducing minimum operational revenue guarantee rate

The applicable point of time is retroactive to July 1, 2007.

○ Additional clauses secured by public interest: future

Tolls for actual toll revenue estimated;

from 79% to 85% of the revenue

For only sections, the tax administration division shall be

excluding gold, the relevant toll revenue;

Part Payment in Cash in Seoul Special Metropolitan City

Plaintiff on September 19, 2008

Matters to be verified by the project implementer

○ Minimum import guarantee ratio: 85% ? 79%

○ Preferential Loan Interest Rate: CD91-day +1.5% (7.15%)

○ Interest rate on the subordinate loan: 20% of the fixed interest rate during the preceding period.

○ Rate of an increase or decrease 100%

Plaintiff on October 1, 2008

Notification of the results of practical negotiations on financing;

The application time of reduction adjustment of the minimum operating guarantee rate shall be retroactive to October 1, 2007.

○ From 79% to 85% of the estimated toll revenue for the actual toll revenue after the expiration of the period.

In the case of below, the Seoul Metropolitan Government's profit-sharing except taxes and public charges shall be guaranteed.

Plaintiff on December 1, 2008

Requests for final confirmation as a result of negotiations on refinancing

○ Consultation on the terms and conditions of withdrawal on December 10, 208 with the due date on December 10, 208

December 5, 2008, Seoul Special Metropolitan City

osan tunneling of opinions on negotiations for refinancing

○ Coordination of Application of Minimum Operating Revenue Guarantee Standards

- From October 1, 2007 to December 31, 2023: 79%

- From January 1, 2024 to December 31, 2033: 78%

Plaintiff on December 10, 2008

osan tunneling of opinions on negotiations for refinancing

Answer

By December 18, 2008, the consent is premised on the conclusion of the amendment agreement.

(E) On September 30, 2008, Seoul Special Metropolitan City requested an accounting firm to review the feasibility of refinancing funds for private investment projects and received a review report containing the following:

○ When assumed at 3% of the inflation rate, 79% of the minimum operating guarantee rate, 7.15% of the interest rate on senior loans, and 20% of the interest rate on subordinated loans, 29.82% of the interest on refinancing shall revert to the project implementer, and 70.18% to the Government.

The financial burden of the competent authority under the minimum operational guarantee level (85% to 79%) due to the re-financing shall be mitigated. In addition, as the reduced minimum operational guarantee level is retroactively applied from October 1, 2007, the financial burden for the year concerned (average of 2.3 billion won, approximately 5.9 billion won for 26 years) shall be mitigated.

It is introduced without the financial support of the competent authorities that is essential for the revision of the Act and subordinate statutes, the improvement of traffic volume, the enhancement of user convenience, and the settlement of civil petitions.

In order to reinforce the safety of ○ business, it is necessary to provide joint and several suretiess with respect to the loans from the increase or decrease in the amount of compensation for the purpose of enhancing the safety of ○ business, and the amount of the paid reduction shall be reduced from 190% to 100%. As a result of reviewing the cash flow of the project operator and the possibility of repayment of the loan, it seems that the safety of the

(F) On December 18, 2008, the Plaintiff entered into an amendment agreement with Seoul Special Metropolitan City on the change of otksxjsjs as follows (hereinafter referred to as the "Amendment agreement on December 18, 2008").

Article 43 (Guarantee and Redemption of Tolls)

(2) If the actual toll revenue generated during the period from July 1, 200 of the following operating year to June 30, 200 of the following operating year (the beginning date of the operation in the first year) in accordance with the Private Investment Act, the Enforcement Decree of the same Act, and the annual plan, etc. falls short of 79% of the estimated toll revenue generated during the period (78% from January 1, 2024 to the end of the operating period), the Seoul Special Metropolitan City shall guarantee the shortage thereof, or recover the excess if the actual toll revenue exceeds 90% of the estimated toll revenue, as follows:

1. If the actual toll revenue generated during the period from July 1 (the beginning date of the operation for the first year) of any operating year to June 30 (the closing date for the last year) exceeds 90% of the estimated toll revenue for the period and does not exceed 97%, 40% of the excess, if the actual toll revenue exceeds 90% of the estimated toll revenue for the period.

2. The total amount of the actual toll revenue generated during the period from July 1 (the beginning date of the operation in the first year) to June 30 (the last year shall end of the operation period) of the following operations year exceeds 97% of the estimated toll revenue for the period in which the actual toll revenue exceeds 103% and does not exceed 103%, the amount calculated in subparagraph 1 above and 60% of the amount exceeding 97%.

3. If the actual toll revenue generated during the period from July 1 (the beginning date of the operation for the first year) to June 30 (the last year shall end of the operation period) of the following operating year exceeds 103 per cent of the estimated toll revenue generated during the period, and does not exceed 110 per cent, the sum of the amount calculated under the foregoing subparagraph 2 and 80 per cent of the amount in excess of 103 per cent.

4. If the actual toll revenue generated during the period from July 1 (the beginning date of the operation for the first year) to June 30 (the last year shall end of the operation period) of the following operating year exceeds 110 per cent of the estimated toll revenue for the same period, the amount calculated under the foregoing subparagraph 3 and the total amount in excess of 110 per cent.

(3) Where the shortage of tolls revenue under paragraph (2) occurs, the Seoul Special Metropolitan City shall concurrently examine the adjustment of the period of tolls or free use, or financial support in accordance with the methods and procedures prescribed by this Convention and resolve the shortage of project operator's operating funds.

(4) In principle, the excess of tolls revenues under paragraph (2) shall be recovered in Seoul Special Metropolitan City, but if the parties so recognize, it may be disposed of in any of the following manners in lieu of such excess:

1. Appropriations made by the Seoul Metropolitan Government to the project operator in accordance with this Convention, the due date has arrived;

2. Where it is necessary to maintain or reduce the level of tolls at an appropriate level, the reduction of tolls or gratuitous use period;

(8) The standards for guaranteeing and recovering tollss under this Article shall apply from the toll earnings accrued after October 1, 2007.

(4) Plaintiff’s refinancing

(A) Procurement of senior loans

On December 12, 2008, the Plaintiff entered into a senior loan agreement with e bank, Dap Life Insurance Co., Ltd., d life insurance company, r life insurance company, and r life insurance company as follows:

The borrower is in consultation with Seoul Special Metropolitan City and Seoul Special Metropolitan City, which is the competent authority of the Doosan Tunnels, to repay existing loans and to change the capital structure of the borrower.

Accordingly, the borrower intends to borrow from the lender to the extent that the total amount of principal does not exceed 122,30,000,000 won in order to raise funds necessary for the exchange of existing loans, the payment of capital reduction, and the raising of funds for temporary shortages, etc.

Article 1 Definitions

Definitions 1

The term "standard interest rate" means the interest rate which serves as the basis for determining the interest rate applied to long-term A-1 loans, long-termB loans and credit extension loans, which is calculated by applying the average of the final call value of three months in the certificate of deposit in Korean won (91 days) published by the Korea Securities Dealers Association for the period from one business day to three business days (including both days) immediately preceding the date of the determination of the interest rate of the relevant loans.

Article 2 Loan Agreements

Relation to Paragraph 5 5 Retroactive Loan Agreements

(B) The subordinated loan lender is in a subordinated position as described in this Agreement with respect to (a) all rights of the borrower held by the subordinated loan lender and all obligations of the borrower to the subordinated loan lender. (b) In addition, the lender is not able to repay the subordinated loan early unless the borrower has prior written consent from all the lender, (a) in financial documents, all rights concerning the principal and interest of the borrower whose payment has become due until the due date for the lender, senior security holder, or the borrower held by the subordinate security holder, and (b) all obligations with respect to the principal and interest of the loan whose payment has become due until the due date for the lender, senior security holder, or the next subordinate security holder, as provided in this Agreement. (b) The subordinated loan lender shall be paid or repaid in accordance with the terms and conditions set forth in the subordinated loan agreement only if the conditions set forth in this Agreement are met. In addition, the majority of the lender is not able to repay the subordinated loan early unless the lender becomes void and the lender becomes able to make an early repayment to the subordinated loan lender pursuant to this agreement.

Article 4 Security

Paragraph 1. Mortgage for Management and Operation Right

The borrower shall enter into a contract to establish a right to manage and operate a mortgage in the form of a different form from the person with a senior security and the person with a subordinate security, and shall perform all necessary procedures and other duties to enable the person with a senior security to set a senior security, and the person with a subordinate security to set a second priority security, and submit a certified copy of the management and operation right register to the substitute bank immediately after obtaining a certified copy of the said register from the competent authority.

Paragraph 2. Pledge of Shares

A borrower, in the form of a senior mortgagee, a senior mortgagee, and a form of a letter of intent, shall enter into a contract to establish a senior mortgagee, a senior mortgagee, a second subordinate mortgagee, a second subordinate mortgagee, and a contract to establish a pledge of shares, and shall require the borrower to perform all procedures and other obligations necessary for the establishment of a pledge of shares, as provided in the contract to establish a pledge of shares; hereinafter this shall apply.

Paragraph 3. Right of pledge on the deposit account

A borrower shall enter into a contract to establish a pledge of deposit with a first priority holder, a second priority holder, and a second priority holder, in the form of a third priority holder and a second priority holder, and shall perform all procedures and other obligations necessary to establish a pledge of deposit with a third priority holder, as provided by the contract to establish a pledge of deposit.

Paragraph 4. Establishment of a pledge of rights under an insurance contract

The borrower shall enter into an insurance pledge agreement in the form of a senior mortgagee and a subordinate mortgagee and in the form of Ma, which covers the next senior mortgagee as a senior pledgee, 2, and shall implement all the procedures and other obligations necessary to establish an insurance pledge agreement in accordance with an insurance pledge agreement.

Security on the right to claim the return of the concession agreement, capital reduction, and stock retirement under paragraph (5)

The borrower shall enter into each contract for the transfer of security with the priority security holder and the next priority security holder and each contract for the transfer of security (Provided, That the transfer of security contract under Ff-1 shall be the first transferee both the senior security holder and the next priority security holder), and shall perform all procedures and other obligations necessary for the establishment of the transfer of security in accordance with each contract for the transfer of security.

Guarantee pursuant to the letter of guarantee under paragraph 6

A borrower shall conclude a guarantee agreement with a long-term borrower, guarantee bank, or second guarantee institution in the form of an infant, with the content of guarantee, the principal and interest of which are guaranteed for a long-term loan, and shall require an agent bank to submit it.

Article 5 Interest

The interest rate and calculation under paragraph (3)

1.The interest rate applicable to long-term A-1 loans shall be the rate calculated by adding 2.1% to the standard interest rate applicable to long-term A-1 loans on the date of determination of the relevant interest rate;

2.The interest rate applicable to long-term A-2 loans shall be 7.65% per annum.

3. The interest rate applicable to long-termB loans shall be the rate calculated by adding 1.9% to the standard interest rate applicable to long-termB loans on the date of determining the relevant interest rate.

4.The interest rate applicable to credit extension loans shall be the rate calculated by adding 2.45% to the standard interest rate applicable to credit extension loans on the date of determining the relevant interest rate.

Article 6 Repayment

Paragraph 1. Repayment of long-term loans

1. A borrower shall make an equal repayment of each long-term loan 4 times in total on 11 occasions from the date of the initial repayment of each long-term loan for 11 years from the date of the initial repayment of each long-term loan, and on the date of the payment of each interest of each long-term loan that comes later, in accordance with the schedule of installment repayment in attached Table 3, and shall make the full repayment of the relevant long

Paragraph 2. Repayment of Credit Extension Loans

The borrower shall repay the full amount of the relevant loan by the date on which two years elapse from the date of withdrawal of the relevant loan: Provided, That where the date of repayment of the long-term loan arrives before the date of repayment of the respective amount of the loan, the borrower shall repay the full amount of the loan by the date of repayment of the long-term loan.

Article 14. passive Obligations

The borrower shall comply with the following provisions until the full amount of the loan is repaid:

Paragraph 6 Restrictions on Payment

2. The borrower shall not pay interest on subordinated loans or subordinated loans unless the following conditions are satisfied or the prior written consent of the agency bank is obtained:

(a)the total amount of the long-term loans to be repaid and the Seoul Special Metropolitan City loans to be fully accumulated and maintained within nine months from the date of payment of interest on subordinated loans or subordinated loans in the deposit account for debt redemption;

(b) The interest on subordinated loans or the interest on subordinated loans under this subparagraph shall be able to meet the conditions under item (a) even after the interest on such loans has been paid.

(c) The cumulative debt repayment ratio of the fourth quarter immediately preceding the date of payment of interest, including the quarter immediately preceding the date of the relevant interest, shall be at least 1.2;

(d) The ratio of simple debt repayment shall be at least 1.0.

(e) The principal and interest of the loan shall not remain outstanding;

(f) The principal and interest on a long-term loan whose payment has arrived shall be fully repaid;

(g) Not to continue to exist due to the occurrence of the cause for loss of benefit of time;

3. A borrower shall be prohibited from repaying the principal of a loan borrowed under subordinated loans or junior conditions unless the following conditions are satisfied (excluding the cases under Article 5 (2) (a) (2) of the Agreement on Subordinate Loans):

(a) The principal and interest of loans and the Seoul Special Metropolitan City loans have been fully repaid;

B. The conditions under the above subparagraph 2 have been satisfied.

(c) There shall be no interest in the repayment of subordinated loans;

4.The borrower shall not pay dividends to the contributors unless all of the following conditions are satisfied or the prior written consent of the agency bank is obtained:

(a) There shall be no person who has failed to pay subordinated loans or subordinated loans;

B. The conditions under the above subparagraph 2 have been satisfied.

(B) Procurement of subordinated loans

On December 30, 2008, the Plaintiff entered into a subordinated loan agreement with shareholders as follows.

In order to raise funds required for the project in accordance with the concession agreement, the borrower entered into a loan agreement on July 2001 with d Bank Co., Ltd., d Co., Ltd., d Co., Ltd., d Co., Ltd., d Co., Ltd., d Co., Ltd., and d Co., Ltd., 15,000,000,000 to obtain the loan within the extent that the total principal amount does not exceed 15,00,000,000 won.On the other hand, the borrower is scheduled to pay the proceeds for the reduction of capital for the retired stocks due to the capital reduction to the investors of the borrower including subordinate owners.

On December 12, 2008, in order to obtain loans within the scope not exceeding 122,300,000,000 won for funds necessary for capital reduction and for repayment of existing loans, d Bank, Meart Life Insurance Co., Ltd., d Bank, Alanz life insurance, Samsung Life Insurance Co., Ltd., Ltd., and 122,30,000,000 osan Infrastructure Infrastructure Private Investment Project Loan Agreements (hereinafter referred to as 'the 'the 'the 'the 'the 'the 'the 'the 'the 'the 'the 'the 'the ')' were concluded.

In order to raise funds necessary for the operation of the Project, the Borrower requested subordinate owners to grant a loan to the extent that the total amount of principal does not exceed 26,600,000,000 won (hereinafter referred to as "total amount") and the subordinate owners decided to grant a loan.

Article 1 Definitions

Definitions 1

The term "fixed interest rate" means the interest rate of 20% per annum which is applicable to subordinated loans, and the repayment date means each due date for each interest payment that arrives for three years after the expiration of fifteen years from the date of withdrawal under this Agreement, which is specified in Appendix II, as the respective repayment date in the repayment schedule; hereinafter the same shall apply.

Paragraph 4 Sub-paragraph 4

Notwithstanding the provisions of this Arrangement, the borrower is in a subordinated position as stated in this Arrangement with respect to all rights of the borrower and all obligations of the borrower to be borne by the subordinate borrower to the subordinate borrower under the subordinate contract. The borrower is entitled to reimburse the principal and interest of the subordinated loan only when the conditions for payment of the principal and interest of the subordinated loan set forth in the subordinate loan agreement are satisfied.

In addition, the borrower can not repay the subordinated loan early before the full repayment of the senior loan without the prior consent of the majority of the lender pursuant to Article 2 (5) of the senior loan agreement, and even if the grounds for loss of the profits under the senior loan agreement occur, the senior lender may not declare the loss of the profits due to the due date without the consent of all the senior borrowers under Article 2 (5) of the senior loan agreement, unless the senior lender declares the loss of the profits due under the senior loan agreement.

Article 4 Interest and Fees

The repayment of interest under paragraph (1) and interest rate

(a) The Borrower shall pay the interest calculated at a fixed rate from the date of its withdrawal until the full amount is repaid on the date of each interest payment, provided that the interest shall be paid in the order of withdrawal from the operating account as stipulated in section 13(6)(3) of the prior loan agreement only if the conditions set forth in section 14(6)(2) of the prior loan agreement are met.

(b) If the borrower is unable to pay the interest to be paid on the date of payment of interest calculated pursuant to subparagraph (a), the interest shall be extended until the operating account is deposited in the operating account in compliance with the conditions under Article 14(6)(2) of the Agreement on Priority Loan and the amount that can be withdrawn from the operating account in the order of withdrawal of the operating account under Article 13(6)(3) of the Agreement on Priority Loan. However, with respect to the interest whose payment has not been paid on the date of payment of interest and whose payment has been postponed, the interest shall accrue pursuant to the interest rate under this Agreement, except where Section 2 of

Paragraph 2 Overdue Interest

Article 5 Repayment and Early Redemption

Paragraph 1. Repayment

The borrower shall collect subordinated loans from the date 15 years have elapsed counting from the date of withdrawal, and in the event that the conditions under Article 14 (6) 3 of the senior loan agreement are met on the date of each interest payment on the date of the expiration of the grace period of three years, the subordinated loans shall be repaid in installments, and specific repayment schedule shall be in accordance with the repayment schedule specified in Appendix II; hereinafter the same shall

Paragraph 2. Repayment before the due date

(a)to repay in full at the request of the borrower;

(1) Method of repayment before maturity

Notwithstanding paragraph (1) above, where the borrower has repaid the full amount of senior debts, he/she may repay all or part of subordinate loans before the due date only on the date of payment of each interest on the premise of the consent of the majority subordinate owners.

Article 6 Subordinated Security

Paragraph 1 1 Subordinated Security Agreement

In order to secure a subordinated security obligation, a borrower shall enter into a subordinated mortgage contract, a subordinated deposit pledge contract, a subordinated mortgage contract, or a subordinated security transfer contract in the order following the security interest of the senior stockholders according to the relevant preferential loan agreement by collateral at least five business days prior to the scheduled date of withdrawal, and deliver such contract to the subordinated agency in the future for the subordinate stockholders; hereinafter the same shall apply.

Article 11 passive Matters to be Observed

Paragraph 6. Limited Payment

(A) Unless otherwise provided in this Agreement or in a prior loan agreement, the borrower shall not pay interest on subordinated loans under this Agreement unless the conditions under Article 14(6)2 of the prior loan agreement are met, and shall not pay dividends to the shareholders unless the conditions under the prior loan agreement are satisfied.

(b)The Borrower shall not pay dividends to the shareholders of the Borrower, if any, to the shareholders of a subordinated loan.

(5) Capital reduction for consideration and borrowing of funds

On January 16, 2009, according to the refinancing plan (the premium rate of 100%), the Plaintiff arranged to increase or decrease the amount of 26.6 billion won equivalent to 1/2 of the total capital of 53.2 billion won, and to borrow the total amount of 26.6 billion won from shareholders as follows (in conclusion, the Plaintiff returned the amount of 26.6 billion won out of the capital of the country, and arranged the amount of 26.6 billion won equivalent to 100% of the premium rate as subordinated loans).

Sub-heading Notes

Subordinated borrowings;

o

9,576,000,000

e Corporation

6,50,000,000

u Republic of Korea

6,384,000,000

Korea www Mutual Aid Association

3,990,000,000

Total

26,600,000,000

(6) Other

(A) The Plaintiff’s operating income, etc. from 2007 to 2010 are as follows.

Transfer of Funds Procurement

After refinancing:

Business year

2007

208

209

2010

2011

2012

Business Profits; and

21,632,475,693

21,553,076,235

21,306,892,476

21,593,112,807

21,015,401,069

19,878,626,116

Operating expenses

9,967,673,895

11,573,486,367

10,042,458,660

9,515,212,673

9,287,764,725

9,517,055,109

Interest Expenses

7,076,120,676

7,584,842,587

11,780,170,180

11,841,111,580

12,331,655,783

12,228,942,458

net income

5,230,329,405

3,265,239,219

167,192,224

72,150,513

-2,423,194,314

-870,061,578

(B) On May 201, 201, the Board of Audit and Inspection's request for disposition of audit results, the current status of shareholders' loans of private investment project implementers, and the details of four outstanding risk analysis of loans are as follows.

The current status of loans borrowed by stockholders of a private investment project operator.

Project name (project implementer)

The interest rate on subordinated loans

1

Incheon International Airport Expressway (New**weweg corporation)

13.9% per annum

2

osan Tunnels (Plaintiff)

20% per annum

3

D. Dsan Tunnels (Dsan Tunnels Co., Ltd.)

20% per annum

4

Literature Tunnels (x Development Co., Ltd)

13.1% per annum

5

Boan Expressway Highway (Acheon e Expressway Ltd.)

연 6%1) ˜ 20%

6

Daegu Busan Highway (q. Highway Corporation)

12% ˜ 40%

7

Gwangju 2 cycle 1 Section 2 (zz stock company)

10%

8

Corcho-liver roads (Tgu Dongkkk Co., Ltd.)

17%

9

U.S. Sin-si roads (PP stock company)

연 7%2) ˜ 65%

10

Mapo overseas Port 1-1 (t Stock Company)

연 7.5%3) ˜ 27.4%

11

Mapo-1-2 (RR Co., Ltd.)

8.5%4) ˜ 11%

12

Mangsan (www Co., Ltd.)

6%5) ˜ 20%

1) The interest rate of less than 10 per annum (2), (3), (4), and (5) shall apply only to the initial short-term period of the loan.

The risk analysis of outstanding loans of four private investment projects (the unit: the cost of detention).

Project Name

Minimum Operating Revenue

Guarantee Criteria 1)

Termination Time

Payments 2)

Long-term

(3) Borrowings

Borrowings

Repayment Schedule

1

Incheon International Airport Expressway

90% / 80% for 20 years

Termination of guarantee: 2020

14,028

6,008

-Order of priority (3,86.4 billion won): completion of repayment in 2014;

-Order of priority (2,14.4 billion won): 2015-2017

2

o Industrial Tunnels

(Plaintiff)

85% per 30 years ? 79%

Termination of guarantee: 2034

1,751

1,389

-Order of priority (1.12.3 billion won): 2012-2023 installment payments

-Order of priority (26.6 billion won): 2023 to 2026 installment payments

3

Water-Adjustment Tunnels

90% per 25 years

Termination of guarantee: 2027

516

768

-Order of priority (57.5 billion won): Completion of repayment in 2018

-Order (19.3 billion won): Repayment upon the expiration of the year 2018;

4

Literature Tunnels

90% per 20 years

Termination of guarantee: 2022

657

269

-Order of priority (26.9 billion won): Completion of repayment in 2019

(1) The period during which the minimum operating revenue is guaranteed, the termination of the guarantee, the rate of guarantee, or any change in the capital structure shall also be indicated as well as the rate of guarantee before and after the change.

(ii) Where the concession agreement is terminated by the concessionaire's return during the operating period, payment at the end of 2010, as calculated by the method computed by the concession agreement as outlined in the concession agreement.

3) The balance of long-term loans on the audit report in 2009 includes senior loans from financial institutions, etc. and subordinated loans from shareholders;

(C) On August 2009, the Plaintiff received a review report on the transfer price of the interest rate on the subordinated loan from the z accounting corporation. The zzz accounting corporation borrowed the arm’s length price calculation method under Articles 5 and 6(1) of the Enforcement Decree of the Adjustment of International Taxes Act to select the company bonds and the asset-backed securities as a transaction subject to comparison with the company bonds and the asset-backed securities by borrowing the arm’s length price calculation method, and then calculated the appropriate scope of the interest rate on the subordinated loan from 12.9% to 20.2%, after excluding the company bonds, the guaranteed and secured company bonds, the asset-backed assets are the investment certificates, the asset-backed securities whose type of bonds is not general bonds, the asset-backed securities whose type of issuance is private placement

On September 2012, the Plaintiff was subject to the market price assessment by the yy accounting corporation. y accounting corporation selected the transaction of asset-backed securities as a transaction subject to comparison, and calculated the adequate interest rate of subordinated loans from 17.79% to 22.63% by adjusting the payment order and the difference between maturity.

[Grounds for recognition] The descriptions of Gap evidence Nos. 1 through 7, 10, 12, 13, 14, 18 through 23 (including paper numbers), Eul evidence Nos. 5, 10, 12, 14, and 17, and the purport of the whole pleadings

D. Determination

(1) Article 52(1) of the Corporate Tax Act provides that "where it is recognized that the calculation of a domestic corporation's act or income amount has reduced unreasonably the tax burden on the corporation's income due to transactions with a specially related person, the income amount of the corporation for each business year may be calculated regardless of the calculation of the corporation's act or income amount (Calculation by Wrongful Acts)." Paragraph (2) of the same Article provides that "the market price which is applied or deemed as applicable to sound social norms and commercial practices and normal transactions between unrelated parties" shall be calculated. Further, Article 88(1)7 of the Enforcement Decree of the same Act (amended by Presidential Decree No. 22577 of Dec. 30, 2010; hereinafter the same shall apply) provides that "any of the acts of wrongful calculation by a person with a special interest rate of 30 or more than the market price of the corporation's income shall be determined based on an unfair calculation method, and that the tax evasion rate of 10 or more reasonable market price of the corporation's income is determined as an unfair trading method."

(2) As above, it is recognized that the Plaintiff reduces the amount of capital to an increase or decrease in the amount of capital after refinancing, and that there was a net loss as of 2012 due to the increase in interest expenses, and that the Plaintiff’s shareholders receive interest on subordinated loans and actually recover the investment return.

However, in full view of the following circumstances, it cannot be readily concluded that 20% of the interest rate on subordinated loans is abnormal in light of sound social norms and commercial practices, and thus, the instant disposition based on such premise is unlawful.

① The method of calculating the interest rate: (a) the interest rate is to be determined by adding the maturity premium and the risk premium to the interest rate that did not put up any risk; (b) the maturity premium is to have a high possibility of changing the value of the credit; and (c) the risk premium means to demand an additional return rate on the uncertainty due to the obligor’s credit or the terms and conditions of the contract on the bonds, etc.; (d) the risk of default (the risk that the obligor is unable to pay the interest and the principal) (the risk that may not sell the bonds within a short time at an appropriate price); (e) liquidity risk (the risk that may not sell the bonds within a short time due to the change in the asset value due to the change in the interest rate), and (e) senior loans are transactions of the same type other than the difference in the repayment of principal and interest and the order of providing collateral; and (e) the calculation of the interest rate is also more likely to have been made on the grounds that the repayment terms, etc. of subordinated loans are higher than the senior loan; and (e) the prior interest rate is not reasonable in calculating the existing interest rate based on the prior loan.

② The legality of re-financing: (a) the basic plan for private investment is to maintain the equity capital ratio of a concessionaire during the construction period of a private investment facility in order to ensure the stable promotion of the project. In general, when the private investment facility is completed, the concessionaire shall attract new investors, at the same time reduce the capital, and procure subordinated loans replacing the same. In this process, subordinated loans are opened at the time of redemption or collateral rather than the senior loans procured from financial institutions, and dividends cannot be paid before the principal and interest of subordinated loans are repaid. As such, the interest rate on subordinated loans is higher to induce the investment of the investors who are the lender of subordinated loans (see Article 11(6) of the subordinate loan agreement, the interest rate on subordinated loans can not be paid unless the requirements set forth in each subparagraph of Article 14(6)2 of the subordinate loan agreement are met or the proxy bank’s prior written consent is not given; and (b) as long as the investors are unable to pay interest on subordinated loans after the early reduction of the investment losses, the Plaintiff’s capital reduction in order to recover the investment losses after the early reduction of the investment losses.

(3) Status of subordinated loans: In full view of the provisions of Articles 2(5), 4, and 14(6) of the senior loan agreement, and Articles 1(4) and 11(6) of the subordinate loan agreement, the lender of subordinated loans may not receive interest unless certain requirements, such as repayment of senior loans, are met. The weighted average maturity of senior loans is 8.5 years, while the weighted average maturity of subordinated loans is 8.5 years, the weighted average maturity of subordinated loans is 2 times in 16.5 years. Even if a cause for loss of profits under the subordinate loan agreement occurs, the lender of subordinated loans may not declare loss of profits under the due date or all consent of the lender, such as the time for repayment of principal and interest, and the security priority order, are in any position unfavorable to the lender of subordinated loans.

④ Article 4 of the Adjustment of International Taxes Act provides that the taxation adjustment for international trade with a foreign related party shall be made based on “normal arm’s length price”. Article 5 of the same Enforcement Decree provides that the comparable third party’s price method, resale price method, cost plus method, profit division method, net trade profit ratio method, etc. shall be determined based on the arm’s length price calculation method. Article 6(1) and (7) of the same Decree provides that the taxpayer’s business environment and special relation analysis, the taxpayer’s arm’s length price method, the choice of and profit from data on internal and external comparable transactions, the computation method, the calculation of prices and net trade profits, the selection of comparable transactions, and reasonable difference. The normal interest rate of fund transactions shall be calculated based on the amount of debt, maturity of debt, debt guarantee, debtor’s credit level, and so, it is difficult to reasonably determine the investment rate that is applied or deemed to be applied to the ordinary fund transactions between unrelated parties, in light of the principle of comparison of the Adjustment of International Taxes Act, and thus, it is difficult to reasonably determine the asset-backed trading rate of 2.

⑤ The addition of the premium: (a) the Defendant was fully or partially recognized as the maturity premium and the subordinated risk premium; (b) the minimum operating guarantee premium was reduced; (c) however, the Defendant did not recognize as the premium. The Defendant rejected the Plaintiff’s claim of 2.59% of the minimum operating guarantee rate for the Incheon International Airport Expressway on the ground that “The minimum operating guarantee rate was reduced from 90% to 80%; (d) the Plaintiff’s minimum operating guarantee rate was reduced from 85% to 79%; and (e) the Plaintiff’s minimum operating guarantee rate was reduced from 85% to 10%, and thus, it is unreasonable to not recognize the minimum operating guarantee rate at all. In addition, in the case of the Incheon International Airport Expressway, the difference between the interest rate of the senior loan and the subordinated loan was higher than 4.9%, but the difference between the Plaintiff’s redemption interest rate and the subordinated loan on the ground that it did not constitute a strict redemption on the ground that there was a difference between the Plaintiff’s redemption and the 12.3.5% refund interest rate on the grounds of the difference.

6) Approval, etc. of Seoul Special Metropolitan City: The Plaintiff entered into an agreement on the change of December 18, 2008, based on the agreement that the reduction rate is 100%, 78-79%, and 20% of the interest rate on subordinated loans. The initial subordinated interest rate was proposed to be 12%, but the premium rate at the time of reduction of capital was 190% from the initial 190% to 10%, and the minimum operating guarantee rate from 85% to 79.8%, in the course of practical negotiations, the lower-ranking interest rate is 20% to recover the investment profits of investors.

In addition, the Seoul Special Metropolitan City has received answer from e accounting corporation that "the 70.18% of the profits from the sharing of subordinated loans belongs to the Government, 29.82% of the profits from the financing, and as additional facilities such as electronic payment system are installed at the plaintiff's expense, it is appropriate to raise funds, such as sharing profits from the financing." The Seoul Special Metropolitan City has introduced subordinated loans to attract investors by allowing them to recover investment profits early in part and early in advance.The interest rate of subordinated loans was 20% determined through negotiations between the senior lender and the stockholders, and the senior lender decided that the interest rate of subordinated loans was not detrimental to their principal and interest recovery.In determining the interest rate of subordinated loans, the rate of return on investment can be realized early, and the profits from financing in Seoul Special Metropolitan City are increased, and the profits from financing can be shared in the Seoul Special Metropolitan City.The Seoul Special Metropolitan City's additional accounting corporation's funds increase due to the consultation(e.g., the e., Seoul Metropolitan City's additional financial guarantee).

7. Interest rate on overdraft loans under Ordinance of the Ministry of Strategy and Finance: The Enforcement Decree of the Corporate Tax Act provides for the interest rate on overdraft loans or the weighted average loan interest rate as determined by Ordinance of the Ministry of Strategy and Finance at the time of lending or borrowing money to prevent wrongful calculation. However, the above provision provides for general loan loans between related parties, and it is difficult to apply uniformly in cases of lending or borrowing of money between all related parties in consideration of diversity of transactions

3. Conclusion

Therefore, the claim of this case is reasonable, and it is decided as per Disposition.