사설 바카라

①Case background

A company, which engages 사설 바카라 manufacturing and processing materials for display devices, attempted to merge with a famous entertainment company as part of its efforts to diversify business. The company newly set up an entertainment business division 사설 바카라 March 2015.

사설 바카라 the same month, the merging company executed an exclusive contract with Mr. K who was an officer of the entertainment company, under which Mr. K would be paid a certain salary (about KRW12.5 million) for his service at the entertainment division on a monthly basis for the term of three years. The merging company made an advancement payment of KRW200 million for the execution of the exclusive contract.

Four months later, the merging company terminated the exclusive contract due to Mr. K’s failure to perform his obligation to submit a business plan under the exclusive contract.

②Lawsuit

사설 바카라 2018, Mr. K filed a lawsuit for damages against the company on the ground that he had been subject to unreasonable termination of the exclusive contract. 사설 바카라 the lawsuit, Mr. K claimed that the company should pay KRW400 million (which was equivalent to salaries for 32 months) for the remaining term of the exclusive contract. The company filed a counterclaim against Mr. K, 사설 바카라 which it demanded him to return KRW170 million that was equivalent to the amount for 32 months out of the advance payment of KRW200 million on the premise that the exclusive contract was still valid.

The district court accepted all the claims made by Mr. K on the basis of its conclusion that the termination of the exclusive contract was unreasonable, given that the parties had agreed to replace the business plan with the appraisal report prepared for the merger deal, and therefore, Mr. K had not needed to submit a business plan to the company

③사설 바카라 (attorneys Lee Chul-Kyu and Na Hwang-Young) represented the company who lost the lawsuit at the district court.

The main issue 사설 바카라 this case was the legal nature of the exclusive contract executed by Mr. K. He had encouraged the district court to strictly interpret the contract 사설 바카라 relation to the legality of the termination of the contract, arguing that the exclusive contract had constituted an employment contract.

Further, 사설 바카라 relation to the existence of termination events under the exclusive contract, we needed to challenge the existence of an agreement that the parties would replace the semi-annual business plan with the appraisal report prepared for the merger deal because the district court had considered there had been such agreement between the two parties 사설 바카라 the light of the contents of the appraisal report even through there had been no clear evidence demonstrating the existence of the agreement.

사설 바카라 intensively argued that even though Mr. K had appeared to be granted the status of an officer engaged in a business division of the merging company, and accordingly, Mr. K had appeared to be subject to labor related rights and obligation, Mr. K had never reported to work for the merging company, had not received any instructions and directions from the business division of the merging company, and had autonomously managed the merged company. We successfully obtained a decision from the high court that the exclusive contract constituted a delegation contract.

사설 바카라 relation to the existence of the agreement under which Mr. K agreed with the merging company that the business plan would be replaced by the appraisal report, we obtained a decision from the high court that such agreements could not exist from the beginning, arguing and substantiating the following matters: the forecasts of the company indicated 사설 바카라 the appraisal report had been made for some regular businesses 사설 바카라 order to apply the discounted cash flow method for the purpose of appraising the shares or the value of the merged company, and the appraisal report was essentially different from a business plan of which subjects should be a specific management plan for the entire business operation of a company and plans to implement proposed business projects.

Determining that the exclusive contract had been validly terminated, the high court dismissed the claim filed by Mr. K against the merging company for the payment of outstanding wages and accepted the counterclaim filed by the merging company against Mr. K for the return of the advance payment.

Mr. K filed an appeal with the Supreme Court of Korea, but the high court’s decision was conclusively entered as the Supreme Court of Korea decided not to proceed with hearing.

A merging company often executes a contract under which an officer of a merged company is affiliated with the merging company with intent to have the merged company managed 사설 바카라 a stable manner. The interpretation of such contracts could be escalated into a labor dispute between the officer and the merging company.

The appeal court delivered an interpretation that was different from that delivered by the district court 사설 바카라 relation to the nature of the contract 사설 바카라 the case above. The case shows that businesses should be careful when they draft similar contracts.

사설 바카라 addition, we can reaffirm from the case that businesses should pay attention to the interpretation of documents drafted by experts engaging 사설 바카라 non-legal fields such as accountants. The case shows that it is especially necessary for litigants to persuade judges on the basis of deep understanding of the intent of documents and the characteristics of accounting techniques used to draw a conclusion under the documents 사설 바카라 order to respond to attacks launched by the opposite party of litigation based on documents drafted by non-legal experts.