1. The plaintiff's claim is dismissed.

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

Basic Facts

On January 15, 2016, the Plaintiff signed and sealed A’s certificate No. 1 as the representative director in the Defendant’s letter of understanding with C, which is the Defendant’s major shareholder, as well as C, as the Defendant’s representative director. However, the Plaintiff made it clear that “C, a major shareholder of the Defendant, agreed to transfer the Defendant’s shares to the Plaintiff as follows, and entered into a letter of understanding with the Plaintiff.” This appears to have not been disputed by the Plaintiff.

The following MOU has been concluded:

The Plaintiff shall accept 60,000 shares of the Defendant (amounting to 5,000 won) owned by C in KRW 300,000,000, and the down payment of KRW 30,000,000 shall be paid in advance at the time of conclusion of a written understanding of understanding, and the remainder of KRW 270,00,000 shall be paid after the Defendant’s general meeting of shareholders.

(Article 3). The Plaintiff shall conduct a detailed inspection on the Defendant’s important business and financial status, and the actual inspection period shall be determined within two weeks from the date of conclusion of a letter of understanding.

(4) Article 4). The Plaintiff deposited down payment of KRW 30,000,000 into the Defendant’s account on January 15, 2016, which was the date of conclusion of an understanding letter with C.

After that, the plaintiff unilaterally requested that the share purchase price be reduced to 200,000,000 won as the plaintiff's president's story and did not reach the conclusion of this contract.

[Reasons for Recognition: Evidence Nos. 1, 2, and 1, the purport of the entire pleadings, and the purport of the whole pleadings] The plaintiff is the cause of the claim in this case. It was true that the plaintiff prepared a memorandum of understanding at the stage prior to the conclusion of the share acquisition agreement with the defendant's representative director and the major shareholder C. However, since the defendant is neither a company nor a company of C, it was actually no different, the plaintiff agreed to preferentially pay 30,000 won of the down payment of the share acquisition agreement to the defendant company. Since a contract for share acquisition is no longer concluded, the defendant company gains profits without any legal cause.