1. The plaintiff's appeal is dismissed.

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

The purport of the claim and appeal is the purport of the appeal.

Basic Facts

Around October 2012, the Plaintiff’s investment Defendant recommended the Plaintiff to “to make an investment in coffee shop business by establishing a corporation.” Accordingly, the Plaintiff decided to invest KRW 400 million and concluded the following investment contract with the Plaintiff on October 4, 2012:

(hereinafter “instant investment contract”). The main contents are as follows:

The defendant of the investment contract is currently trying to establish and operate C in the second floor (three and fourth floor) of the building located in Seongdong-gu Seoul Metropolitan GovernmentJ.

Accordingly, the plaintiff (A) intends to make an investment in the machinery and equipment funds necessary for the above business to the defendant (B) as follows.

Article 1 Section A shall invest 400 million won in the machinery and equipment funds of this project, and Section B shall pay Section C 30% of the shares of Section C to Section A.

Article 2 Section B provides A with 10% of its shares as security in order to guarantee the obligation to distribute profits to A, and if the total amount of dividends paid by A exceeds the investment principal, A shall be transferred immediately to B.

(hereinafter omitted) The proceeds from the investment in the project of section 3 shall, in principle, be distributed quarterly, but shall be adjusted under mutual circumstances.

Article 4 Section B shall ensure that A’s total amount of dividends exceeds the investment principal, but at least 5% per annum on A’s investment amount.

On the same day, the defendant made an agreement to the effect that "B shall pay the principal in full even if there is an investment loss with respect to 400 million won invested by A, and the said agreement shall be deemed to have ceased to exist when the principal of the investment is recovered due to dividends and other investments." and delivered to the plaintiff.

(hereinafter “this case’s investment principal guarantee agreement”). Since then, between October 5, 2012 and December 31, 2012, the Plaintiff paid a total of KRW 400 million to the Defendant on several occasions as an investment deposit.

The defendant of incorporation and operation of C Co., Ltd. shall be a stock company on October 9, 2012.