Cho Jae-2015-west-2642 ( October 13, 2017)

In light of the relevant criminal judgment and written agreement, it is recognized that the person with special interest has gained the benefit of debt exemption in return for a high-priced transfer of stocks.

In light of the relevant criminal judgment and written agreement, it is recognized that the person with special interest has gained the benefit of debt exemption in return for a high-priced transfer of stocks.

Article 94 of the Income Tax Act: Scope of Transfer Income

Inheritance Tax and Gift Tax Act Article 35(1) of the Inheritance Tax and Gift Tax Act: Donations of profits from transfer at low price

2017Guhap8381 Revocation of Disposition of Imposing capital gains tax, etc.

Do○

○ Head of tax office

September 20, 2018

November 8, 2018

1. All of the plaintiff's claims are dismissed.

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

Cheong-gu Office

The Defendant’s imposition of KRW 00 (including additional taxes) of the transfer income tax for March 9, 2015 (including additional taxes), KRW 000 (including additional taxes) of the transfer income tax for the year 2012, KRW 000 (including additional taxes) of the securities transaction tax for October 2012, and KRW 000 (including additional taxes) of the gift tax on March 10, 2015 shall be revoked.

1. Details of the disposition;

A. On March 27, 2007, the Plaintiff: (a) established JA and plant stem cell cultivation technology (hereinafter referred to as “ XX”); and (b) took office as a joint representative director of JA on March 27, 2007; and (c) resigned on October 27, 2012. The Plaintiff was registered as the largest shareholder of XX from around 2006 to November 28, 2012.

B. The Plaintiff and JinA sold to ordinary investors 18,00 shares out of their shares in 2010 (up to 3% of their shares) for KRW 500,00 per share. However, if the purchaser files an application for re-purchase of shares after 3 years, the Plaintiff would include the so-called so-called 'BubbbbckOp' that the Plaintiff would purchase at KRW 1,00 per share in the stock sales contract. Accordingly, the Plaintiff and JinA again sold to ordinary investors 4,36 shares out of their shares in XX around June 2010 and around August 2010, the Plaintiff filed an application for re-purchase of shares for KRW 70,000,000,000 per share to KRW 4,336 shares (Plaintiff), 12,059 shares out of their shares, until the end of July 2013.

C. On November 28, 2012, the Plaintiff and JinA drafted a written agreement (No. 42, hereinafter referred to as the “instant agreement”) with the following contents (hereinafter referred to as the “instant agreement”), and on the same day, according to the instant agreement, the Plaintiff and JinA entered into a change in the name of the Plaintiff corresponding to 41% of the total number of issued and outstanding shares (hereinafter referred to as the “instant shares”).

1. The Plaintiff confirms that the total amount of obligations with respect to XX is 879, ----, - won (including the borrowed loan from the next BB), and the amount of the BuyBak option guarantee obligation in 2013 is 18, 18--, ---, -- won (the price when the above shareholder exercises options).

2. The JA takes over the entire obligation under paragraph 1 from the Plaintiff, and the Plaintiff transfers to JA all shares (referring to shares entered in the name of the Plaintiff in the register of shareholders as of November 28, 2012) held by the Plaintiff against JA.

3. The JA shall not impose civil and criminal responsibilities on the plaintiff.

D. After the agreement of the instant case, JA sent a notice to the share purchaser of b.17,173 shares out of 2010 + KRW 12,059 shares in JA 201 + KRW 17,173 shares in 201 + KRW 5,312 shares in JA ＋ + KRW 11,61-3-1 shares in 201-5 shares in 201-5 shares in 362 shares, which were sold by the Plaintiff and JA 201 to JA 362 shares in 17,457 (=36 shares in 2010 + KRW 4,336 shares in 200 + KRW 12,062 shares in 20, KRW 5,312 shares in JA ＋-1,61-8-A shares in 20-1-5 shares in total, and the total sale price-1-5 shares in --7 shares in -1-5 shares.

E. From December 15, 2014 to January 16, 2015, the Defendant conducted a tax investigation with respect to the Plaintiff, and confirmed that the Plaintiff’s obligations to XX-1 at the time of the instant agreement do not exist. At the time of the instant agreement, the Plaintiff, the largest shareholder of XX, as the representative director of the former Inheritance Tax and Gift Tax Act (amended by Act No. 1357, Dec. 15, 2015; hereinafter referred to as the “former Inheritance Tax and Gift Tax Act”) was 4,---, ----, - - - - - - 2 of 0 of 2 of 0 of - - 3 of 2 of 20 of - - 1 of 0 of - 3 of 2 of - - 1 of 0 of - 2 of 0 of - 1 of - 3 of 0 of - 2 of - 3 of 0 of - 5 of -1 of - value of - - - of - - - 7 of .

F. The Plaintiff appealed to each of the instant dispositions and filed an appeal with the Tax Tribunal, but was dismissed on October 13, 2017.

[Ground of recognition] Facts without dispute, Gap 2, 3 evidence, Eul 42 to 59 evidence (including each number), the purport of the whole pleadings

2. Whether each of the dispositions of this case is legitimate

A. The plaintiff's assertion

For the following reasons, each of the instant dispositions is unlawful. ① The actual owner of the instant shares is not the Plaintiff, and ② even if the instant shares are recognized as owned by the Plaintiff, the Plaintiff was required to waive all of the instant shares from stuff substantially controlled by XX and to leave, and there is no fact that it was transferred to JA.A. In light of the fact that the agreement includes a provision that JA would not be held liable for civil or criminal liability against the Plaintiff, and ③ even if the Plaintiff is recognized to transfer the instant shares to JA, the actual transaction value of the instant shares should be deemed to have been determined for the purchase price of the Plaintiff’s shares, the total purchase price of the shares was 7,---, ---, almost similar to the purchase price of the Plaintiff’s shares, the total purchase price of the shares was 7,2--2,-7-1, the purchase price of the shares, the purchase price of the Plaintiff-2, the purchase price of the shares in fact equivalent to the ratio of the Plaintiff’s purchase of the shares in fact.

B. Relevant statutes

It is as shown in the attached Form.

(c) Fact of recognition;

1) At the time of the instant agreement, XX is a company with a cause of 3.3 billion won capital, and the market price per stock applying the supplementary valuation method (net profit and loss value and the weighted average method of net asset value) of unlisted stocks as stipulated in Article 54(1) and (2) of the former Inheritance Tax and Gift Tax Act is 17.-- won, and the acquisition price of the instant shares acquired by the Plaintiff was 2,---,----,--, and- won (=(00 won x 000 note + average 000 note x 00)).

2) On December 31, 2014, the ○○ District Prosecutors’ Office prosecuted the Plaintiff, YA, the head of the YJJJ Association, as the YGN Association, as the YA, as the representative director of the YGN Association, and the head of the JJ Council, YA, and KimE-E of the head of the finance office in collusion with each other, and subsequently prosecuted the Defendant against the believers by fraud of the KRW 00 million.

On September 21, 2015, the ○○ District Court (2014 Gohap00, 2015 Gohap00) sentenced the plaintiff and JAA to the suspension of execution of 4 years and 3 years and 2 years and 3 years of imprisonment for KimE, respectively, and acquitted the plaintiff as to GAD on September 21, 2015, due to the violation of the Act on the Aggravated Punishment, etc. of Specific Economic Crimes (Fraud), the violation of the Financial Investment Services and Capital Markets Act, the violation of the Commercial Act, the violation of the Commercial Act, the crime of false entry in the original copy of the authentic deed, and the crime of uttering of the original copy of the authentic deed, etc.

○ Criminal facts against the Plaintiff

The plaintiff, in collusion with JA and KimE, has a face value of 5,00 won or more, and the net asset value was (-) in a situation where the capital has been completely impaired due to severe loss, and the sales have been increased by appropriating false account account accounts for 10 billion won to obtain loans from banks, etc. and to extend existing loans. It seems that the poor financial status of 10 billion won has increased continuously, and as such, the "ZZ, which is only food," was the most valuable value of 20 billion won or more, the new shares of the missionary Association and the minority shareholders of 200 billion won or more, and the total shares of 8-A-B from around March 2005 to around 2013, there were no profits from 10 billion won or less, and there were no losses from 200 billion won to 200 billion won or more, and there was no significant amount of losses from 200 billion won or more.

○ Facts constituting the offense against Park DoD

ParkD, in collusion with the plaintiff, JAA, and KimE, received a total of 14,------, ----, ---in total of 487 times from May 19, 2008 to August 21, 2013 by means of the above-mentioned method, and had the transferor, etc. obtain property benefits by means of a total of 11,---, ---, --- in total of 728 occasions, and a total of 11,00,00 won, brokerage, and issuance of new shares.

JA and KimE filed an appeal on the grounds of mistake of facts, misunderstanding of legal principles, and unfair sentencing, on the grounds of the judgment of conviction against the plaintiff, JAA, and KimE, on the grounds of unfair sentencing, on the grounds of erroneous determination of facts and misapprehension of legal principles. In this regard, the prosecutor presented one of the grounds that the prosecutor, in fact, was established with the direction and intervention of Park DoD, and the establishment funds was procured with the approval of Park DoD, and Park Do-D was also procured through the approval of the International Youth Union (IYF). He presented that Park Do-D held shares through the International Youth Union (IYF) and directly dismissed the plaintiff while actually controlled and operated the LD through the payment of capital increase with capital increase, and that Park Do-D was committed in collusion with the plaintiff, JAA, and Kim E-E.

On September 13, 2016, the ○○ High Court (○○○) (○○) reversed the violation of the Capital Markets Act amended by the appellate court on the violation of the Commercial Act, violation of the Commercial Act, false entry in the authentic copy of the authentic deed, and the exercise of the authentic copy of the authentic deed, but maintained the sentence identical to that of the first instance court by recognizing all the modified charges against the Plaintiff, JAA, and KimE, and rendered a verdict of not guilty of all the modified charges on the changed charges of Park D, while maintaining the judgment of the first instance court that acquitted the remainder of the charges, while maintaining the first instance court that acquitted the Plaintiff, etc. of the facts presented by the prosecutor on the grounds that Park Do in collusion with the Plaintiff, etc., the Plaintiff, JAA, KimE et al., and the Plaintiff did not appear to have asserted that Park Do was an owner of the shares in the name of YF or acted on the premise that Do was an owner of the shares in the name of YF.

The judgment of conviction against the plaintiff is finalized as it is, and the prosecutor filed an appeal against the judgment of innocence against ParkD, but the Supreme Court (2016Do0000) decided that the judgment of acquittal against ParkD was final and conclusive by dismissal of the appeal on July 11, 2017.

[Ground of recognition] Facts without dispute, Gap evidence 2-2, Eul evidence 60, 61, and 64, the purport of the whole pleadings

D. Determination

1) Determination on the first argument

The Plaintiff asserted that the actual owner of the instant shares is ParkD, but there is no evidence to acknowledge it, and rather, according to the above facts of recognition, it can be known that the prosecutor’s assertion that ParkD held shares in the relevant criminal case as a tea was not recognized. Therefore, the Plaintiff’s assertion on this part is without merit.

2) Judgment on the second argument

Article 88(1) of the former Income Tax Act (amended by Act No. 14389, Dec. 20, 2016; hereinafter the same) provides that “transfer of an asset subject to capital gains tax” refers to the actual transfer of an asset at cost due to sale, exchange, investment in kind in a corporation, etc., regardless of the registration or enrollment of the asset. Meanwhile, in cases where a contractual content is written between the contracting parties as a disposal document, the objective meaning of the language is clear, the court shall recognize the existence and content of the declaration of intent in accordance with the language stated in the disposal document, unless it is clear and acceptable to deny the content of the disposal document (see, e.g., Supreme Court Decision 2016Da238540, Dec. 15, 2016).

With respect to this issue, the facts that on November 28, 2012, the Plaintiff and JinA made the instant agreement with the Plaintiff to take over the Plaintiff’s guarantee obligation from the Plaintiff, and at the same time, that the Plaintiff transferred the instant shares to JinA at the same time. In addition, after the agreement of this case, JinA notified the purchaser of the shares holding the LinA options to take over the guarantee obligation of the LinA’s options, and accordingly, the purchaser of the shares took over the guarantee obligation of the LinA’s re-purchase by exercising the LinA options against JinA, and accordingly, the Plaintiff did not claim against JinA or XX for the performance of the guarantee obligation of the purchase obligation of the shares. According to the evidence No. 62, the Plaintiff did not have asserted against JinA or XX the right to the instant shares until the instant disposition was made, and there was no claim from the stock purchaser to discharge the guarantee obligation.

In light of these facts, the Plaintiff is sufficiently recognized that on November 28, 2012, the Plaintiff transferred the instant shares to JA, and as a price therefor, JA took over the Plaintiff’s obligation to XX and the obligation to guarantee the Defendant’s loan. Of the circumstances cited by the Plaintiff by asserting that the instant shares are not transferred, the Plaintiff’s demand for departure from JD is merely the circumstance during which the Plaintiff entered into the instant agreement with JA, and that the circumstance that the parties to the agreement would not be held liable for civil and criminal liability upon entering into a certain agreement is nothing more than the fact that the agreement would normally extend the relevant legal relationship among them. Accordingly, this part of the Plaintiff’s assertion is without merit.

3) Judgment on the third argument

According to Article 96 (2) of the former Income Tax Act, the transfer value of shares shall be based on the actual transaction value between the transferor and transferee at the time of the transfer of shares. In full view of the facts acknowledged earlier, the aforementioned evidence and the following circumstances revealed by the entries of No. 49, and the purport of the pleading as a whole, the Defendant cannot be deemed to have committed any error in determining the actual transaction value by deeming that the Plaintiff received the benefit of the exemption from the obligation following the transfer of shares as the Plaintiff’s actual transaction value among the shares for which the Bab option was exercised.

① The instant agreement specifies the subject-matter of the guaranteed obligation as “bag option” in 2013. However, the Plaintiff and JA appears to have been to have sold 18,000 shares equivalent to about 3% of the issued and outstanding shares to bag option. However, even if the Plaintiff included the number of shares sold to bag option in 2014, it does not exceed 18,000 shares, and the instant agreement was made in order to completely adjust the relationship with the Plaintiff, and instead, it appears that the Plaintiff agreed not to bear any guaranteed obligation, including money related to XX, in consideration of the fact that the Plaintiff did not bear any guaranteed obligation more than the amount of the guaranteed obligation at the time of the instant agreement. According to the tax judgment, according to the tax judgment, it is reasonable to view that JA’s total amount of the guaranteed obligation at the time of the purchase of shares based on the option agreement was 17,-----3-1, 201 and total number of shares sold from the Plaintiff 2010.

② In light of the financial status and stock value of XX at the time of the instant agreement that can be known in the relevant criminal judgment, and the role and proportion of the Plaintiff and JAA in XX, the Plaintiff and JAA had been able to exercise the options in question for about one year after the agreement of this case, the value of the instant shares did not reach approximately KRW 1 million, which is the re-purchase price, so it seems that most of the stock buyers holding the bred options would have been able to have been able to exercise the options. In fact, 362 persons (17,173 share purchase price) such as the strongCC, etc. (362 persons (17,173 share purchase price) exercised the options in total 17,7---, ------, and ---.

③ In accordance with the instant agreement and the instruction of the JA, the share buyers, who held Bag option, exercised the option against the Plaintiff, and were obliged to enter into the re-purchase agreement and pay the re-purchase price. Accordingly, the Plaintiff appears to be out of the liability and liability for the Bag option. Thus, insofar as the Plaintiff was to take over the Bag option guarantee obligation according to the instant agreement, and the Plaintiff was out of the said guaranteed liability, the extent of the purchase price actually paid by the JA to enter into the re-purchase agreement with the share buyers is not affected in calculating the interest of the guaranteed obligation that the Plaintiff was exempted.

④ Since the Plaintiff bears a surety obligation for re-purchase of the stocks sold by JinA with respect to the stocks sold by JinA, the Plaintiff would be a total of 17,---,---,--, and-wons with respect to the obligation to pay for re-purchase of the stocks that the Plaintiff would have incurred if the instant agreement had not been reached. Accordingly, the amount of the surety obligation exempted from the Plaintiff’s transfer of the instant stocks to JinA through the instant agreement would be 17,----,----,---, and--wons with respect to the stocks sold by JinA in 2010. However, there is no evidence to find that the Plaintiff received the amount of the surety obligation from JinA while paying for re-purchase of the stocks sold by JinA with respect to the stocks sold by JinA, 2010. Accordingly, the actual amount actually acquired by the Plaintiff as a result of the transfer of the instant stocks to JinA, 17,173 shares for which the Plaintiff had exercised options, excluding the remainder 18-16-1-2-1-5, -3-1-1-, -1-1-3-3-

4) Sub-committee

The Defendant considered the fixed amount of the purchase price of the shares sold by the Plaintiff as the actual transfer price of the shares, and calculated the market price per share according to the supplementary assessment method under the former Inheritance Tax and Gift Tax Act, and then calculated each disposition of this case by calculating the value of the shares donated and the capital gains. Each disposition of this case is legitimate and all of the allegations by the Plaintiff are without merit.

3. Conclusion

Therefore, all of the plaintiff's claims are dismissed, and it is so decided as per Disposition.

Relevant statutes

【National Tax Basic Act

Article 14 (Real Taxation)

(1) If the title to the income, profit, property, act or transaction subject to taxation is merely nominal, and a person to whom such title belongs exists, tax-related Acts shall apply to such person to whom such title belongs as a taxpayer.

(1) The former Income Tax Act (Amended by Act No. 14389, Dec. 20, 2016)

§ 88. (Definition of Transfer)

(1) Where a donee takes over any obligation of a donor of an onerous donation (excluding cases falling under the main sentence of Article 47 (3) of the Inheritance Tax and Gift Tax Act), regardless of registration or enrollment of any assets in connection with transfer under Article 4 (1) 3 and this Chapter, such assets shall be actually transferred for price due to sale, exchange, investment in kind in a corporation, etc. In such cases, where a donee takes over any obligation of a donor of an onerous donation, the portion equivalent to the amount of such obligation in the amount of such donation shall

Article 94 (Scope of Transfer Income)

(1) Capital gains shall be the following incomes, generated in the relevant taxable period:

3. Income generated from transfer of stocks or investment shares falling under any of the following items (including preemptive rights to new stocks, and securities depository receipts prescribed by Presidential Decree; hereafter referred to as "stocks, etc." in this Chapter):

(b) Stocks of corporations which are not listed corporations.

Article 96 (Transfer Price)

(1) The transfer value of assets under the subparagraphs of Article 94 (1) shall be the actual transaction value between a transferor and a transferee at the time of transfer of such assets (hereinafter referred to as "actual transaction value").

Article 98 (Time of Transfer or Acquisition)

In calculating gains on transfer of assets, the time of acquisition and transfer shall be the date of liquidation of the price of relevant assets, except in cases prescribed by Presidential Decree, such as cases where the date of liquidation is unclear. In such cases, if the transferee has agreed to pay capital gains tax and additional tax on capital gains tax on the transfer of relevant assets, the relevant capital gains tax and additional tax on capital gains tax shall be excluded from the price of assets

【Enforcement Decree of the Income Tax Act

Article 162 (Time of Transfer or Acquisition)

(1) "Cases prescribed by Presidential Decree, such as where the date on which the price has been paid is unclear" in the former part of Article 98 of the Act means the following cases:

1. Where the date on which the price is settled is not certain, the date of registration, receipt of registration, or transfer date entered in the register, registry, list, etc.;

2. Date of receipt of the registration entered in the register, register, list, etc. where the transfer of ownership (including the registration and the opening of the name) has been made before the price is settled;

(1) The former Inheritance Tax and Gift Tax Act (Amended by Act No. 13557, Dec. 15, 2015)

Article 35 (Donation, etc. of Profits from Transfer at Low or High Price)

(1) When the relevant property is acquired or transferred to any of the following persons, an amount equivalent to the difference between the price and the market price, which is equivalent to profits prescribed by Presidential Decree, shall be deemed the value of donated property:

2. In case where the property is transferred to another person at a price above the market price, the transferor of such property;

(2) In applying paragraph (1), where property is acquired or transferred between persons who are not specially related persons prescribed by Presidential Decree, without justifiable grounds, by transfer or transfer of property at a price significantly lower than the market price or at a price significantly higher than the market price in light of transaction practices, the amount equivalent to profits prescribed by Presidential Decree shall be presumed to have been donated to the person who has acquired such profits, as

(3) In applying paragraph (2), the scope of significantly low or high values shall be prescribed by Presidential Decree.

(1) The former Inheritance Tax and Gift Tax Act (amended by Act No. 11845, May 28, 2013)

Article 63 (Evaluation of Securities, etc.)

(1) Securities, etc. shall be appraised by any of the following methods:

1. Appraisal of stocks and investment shares:

(a) The average amount of stocks and equity shares of a stock-listed corporation traded on the securities market under Article 9 (13) 1 of the Financial Investment Services and Capital Markets Act shall be the average amount of the final market value (not based on whether there is a transaction record) of the Korea Exchange every two months before and after the evaluation base date: Provided, That in calculating the average amount, where it is inappropriate to make it as the average amount for two months before and after the evaluation base date due to reasons such as capital increase or merger, etc., it shall be the average amount of the periods calculated, as prescribed by Presidential Decree, between two months before and after the evaluation base date;

(b) item (a) shall apply mutatis mutandis to the stocks and equity shares prescribed by Presidential Decree among the stocks and equity shares of a corporation listed on the KOSDAQ market under Article 9 (13) 2 of the Financial Investment Services and Capital Markets Act;

(c) Stocks and equity shares other than those under item (b), which are not listed in the Korea Exchange shall be appraised by the methods prescribed by Presidential Decree in consideration of the assets, profits, etc. of the relevant

2. Other securities, such as State bonds and public bonds, other than those referred to in subparagraph 1, shall be assessed according to methods prescribed by Presidential Decree in consideration of the type, size, transaction status, etc. of the relevant assets.

(3) In the application of paragraphs (1) 1 and (2) and Article 60 (2), stocks, etc. (excluding stocks, etc. of a corporation with losses under Article 14 (2) of the Corporate Tax Act, which are prescribed by Presidential Decree, continuously from three years or less before the business year in which the appraisal base date falls) of shareholders or investors falling under the largest shareholder, largest investors, and their specially related persons prescribed by Presidential Decree (hereafter referred to as "major shareholder, etc." in this paragraph) shall be added to the value assessed under paragraphs (1) 1 and (2) or the value recognized under Article 60 (2) (10/100 in cases of small and medium enterprises prescribed by Presidential Decree) of the value assessed under paragraphs (1) 1 and (2), or 20/100 (10/100 in cases of small and medium enterprises prescribed by Presidential Decree) of the value of stocks, etc. of the relevant corporation. In such cases, where the largest shareholder, etc. holds in excess of 50/100 of the total number

(1) Enforcement Decree of the former Inheritance Tax and Gift Tax Act (amended by Presidential Decree No. 25195, Feb. 21, 2014)

Article 12-2 (Scope of Specially Related Persons)

(1) "Special person prescribed by Presidential Decree with the principal" in the proviso to Article 16 (2) of the Act means a person in any of the following relationships with the principal. In such cases, the principal shall be deemed a specially related person of a specially related person pursuant to the latter part of Article 2 (20) of the Framework Act on National Taxes:

1. A paternal blood relative within the second degree of relationship between a person falling under any of subparagraphs 1 through 4 of Article 1-2 (1) of the Enforcement Decree of the Framework Act on National Taxes (hereinafter referred to as a "relative") and his/her spouse;

2. Any person, other than an employee (including any employee of a corporation controlled through investment; hereinafter the same shall apply) or employee, who maintains his livelihood with his own property;

6. A corporation which invests 30/100 or more of the total number of stocks issued or total amount of money invested (hereinafter referred to as "total number of stocks issued, etc.") jointly by the principal, persons under subparagraphs 1 through 5, or persons under subparagraphs 1 through 5

(2) "Employees" in paragraph (1) 2 means executives, commercial employees, or any other person in an employment relationship.

(3) "Corporation controlled through investment" in paragraph (1) 2 and Article 39 (1) 5 means any of the following corporations:

1. A corporation falling under paragraph (1) 6;

Article 26 (Calculation Method, etc. of Profits Arising from Transfer of Low Price or High Price)

(2) The term "high value" in Article 35 (1) 2 means the value obtained by subtracting the market price from the price of transferred property (excluding those falling under any subparagraph of paragraph (1)) is 30/100 or more of the market price or the difference is 300 or more million won.

(3) "Profit prescribed by Presidential Decree" in the part other than the subparagraphs of Article 35 (1) of the Act means the difference between the price calculated pursuant to paragraphs (1) and (2) and the market price, minus the lesser of the following values:

1. Where the value obtained by subtracting the price from the market price is at least 30/100 of the market price or at least 30/100 of the market price, the value equivalent to 30/100 of the market price;

2. Three hundred million won.

(4) "Related persons prescribed by Presidential Decree" in Article 35 (2) of the Act means those who are in a relationship falling under any subparagraph of Article 12-2 (1) with the transferor or transferee.

Article 54 (Appraisal of Unlisted Stocks)

(1) Stocks and equity shares not listed on the Korea Exchange under Article 63 (1) 1 (c) of the Act (hereafter in this Article and Article 56-2, referred to as "non-listed stocks") shall be the weighted average value of the net asset value per share of the values appraised (hereinafter referred to as "net profit and loss value") in accordance with the following formula and the net asset value per share of 3 and 2: Provided, That in cases of a real estate-listed corporation (referring to a corporation falling under Article 158 (1) 1 (a) of the Enforcement Decree of the Income Tax Act), the ratio of the net value of the profit and loss per share and the net

The value per share = The weighted average amount of net profits and losses per share for the latest three years ± the interest rate determined and publicly announced by the Minister of Strategy and Finance in consideration of the circulation rate of three-year corporate bonds guaranteed by the financial institutions (hereinafter referred to as "net profit and loss exchange rate").

(2) The net asset value per share under paragraph (1) shall be the value appraised by the following formula:

The value per share = the net asset value of the corporation ± the net asset value of the corporation ± the total number of outstanding stocks (hereinafter referred to as “net asset value”).