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1. The plaintiff (Counterclaim defendant) shall:
A. Defendant (Counterclaim Plaintiff) C issued D Co., Ltd. on 145.
Reasons
1. Basic facts
A. The Plaintiffs and Defendant C’s acquisition of shares and management rights are also contracts 1) Defendant D is a company whose main business purpose is the railroad track construction business. Defendant C is 170,000 shares, which are 10% of the shares issued by Defendant D (hereinafter “instant shares”).
(2) On January 29, 2016, the Plaintiffs concluded a contract for acquisition of shares and management rights to acquire shares of this case and Defendant D from Defendant C to KRW 2,639,760,000 (price 15,528 per share) (hereinafter “instant acquisition”).
The main contents of the contract for the transfer of this case related to this case are as shown in the attached Form.
3) On January 29, 2016, the Plaintiffs and Defendant C acquired 145,00 shares out of the instant shares from Defendant C, from Defendant C, for KRW 2,251,560,00, and KRW 7,000 shares out of the instant shares from Plaintiff A, for KRW 108,696,00, and KRW 18,000 shares out of the instant shares from Plaintiff B’s spouse, for KRW 279,504,000 (hereinafter “instant separate acquisition agreement”).
(4) On January 29, 2016, the Plaintiffs and Defendant C entered into a separate agreement setting forth the acquisition price actually paid by the Plaintiffs to Defendant C in relation to the instant contract (hereinafter “the instant additional agreement”) with the following: (a) the acquisition price per share under the instant contract is the same as that of the instant contract; and (b) the date of payment of acquisition price for the shares 25,000 shares in E’s name is March 4, 2016; and (c) the acquisition price per share under the instant contract is the total acquisition price actually paid by the Plaintiffs to Defendant C in relation to the instant contract; and (d) a separate agreement setting forth the payment schedule (hereinafter “instant additional agreement”); and (e) a separate agreement setting forth the payment schedule, etc. by referring to each contract, etc. related to the transfer of shares.
The main contents of the instant additional agreement are as follows.
3. The Plaintiffs are as of the date of the transfer of assets and liabilities, excluding assets and liabilities for major businesses owned by Defendant D.