Background
Two tenant companies that had purchased sites sued our client, the business cooperative that developed and sold the industrial complex, claiming that "the cooperative agreed to bear the development charges" and seeking return of approximately KRW 160 million in development charges already paid, as unjust enrichment. Changchun represented the cooperative (the defendant).
The Issue — Who Agreed to Bear the Development Charges?
Through the original sale contract and subsequent amendments and supplementary agreements, the contractual wording changed — the phrase "development charges included" was dropped, among other things — giving rise to a dispute over who bore them. The tenant companies argued that the final contract, re-executed with the development charges added to the purchase price, was a declaration of intent not truly intended, or made under duress.
How Changchun Helped
Changchun (attorney Donghwan Shin) proved ① that the development charges were calculated and levied by resolution of the cooperative's extraordinary general meeting, and ② that the amount was reflected in the purchase price and the tenant companies themselves re-executed the final sale contracts and paid the settlement amounts. Invoking the principle that the "true intent" in a declaration not truly intended means not what the declarant genuinely wishes but "the intention to make a declaration of that particular content" (Supreme Court 2000Da47361, among others), we made clear that a contract entered into out of necessity to avoid greater loss does not lack true intent.
Outcome
The court dismissed the tenant companies' claims in full. Our client was freed entirely from any burden of refunding the development charges.
Even where repeated changes to contractual wording make the position look unfavorable, precisely proving "what the parties ultimately agreed" and the effect of that agreement can defeat a large refund claim. (Outcomes may differ depending on the facts of each matter.)