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1. The defendant's appeal is dismissed.
2. The costs of appeal shall be borne by the Defendant.
Purport of claim and appeal
1...
Reasons
1. The reasoning of the judgment of the court of first instance citing the instant case is as stated in the reasoning of the judgment of the court of first instance, except where the court added a judgment on the Defendant’s assertion to the court of first instance as set forth in paragraph (2) below, thereby citing it as is in accordance with the main sentence
(2) The grounds for appeal by the Defendant at the trial are different from the contents of the first instance court except for the following grounds: (a) the Plaintiff exercised the appraisal right with respect to 3,500 shares; and (b) the evidence submitted by both parties to the first instance court and the evidence additionally submitted by the Plaintiff are not different from the fact-finding and judgment by the first instance court; and (c) the Defendant’s additional determination as to the Defendant’s assertion by this court.
A. Defendant’s assertion 1) Where a change of holders is identical to a request for change of holders and a request for approval of a transferee of shares is required to obtain approval from the board of directors, the person who acquired shares may file a written request for approval of acquisition of the shares with the company, stating the type and number of shares. The request for approval of the transferee of shares is in the nature that it cannot be deemed that the act was conducted as an act entirely different in terms of its purpose, content, requirements, effect, remedy methods, etc. Therefore, even if it is assumed that the Plaintiff filed a request for change of holders through I, the Plaintiff’s request for approval of change of holders cannot be deemed a request for approval of the Plaintiff under Article 335-7(1) of the Commercial Act. Ultimately, the Plaintiff’s acquisition of shares without approval from the Defendant’s board of directors is invalid in accordance with the Defendant’s articles of incorporation.