Court Grants Min Hee-jin's Injunction to Prohibit Voting Rights Exercise
Min Hee-jin Retains Position as ADOR CEO
HYBE May Reshuffle Board Excluding Min Hee-jin
Min Hee-jin, CEO of ADOR, is making a statement on the 25th at the Korea Conference Center in Seocho-gu, Seoul, regarding the conflict with the parent company HYBE. Earlier, HYBE announced the results of an interim audit on ADOR's management, including CEO Min Hee-jin, and stated that they would file charges against them for breach of duty and other allegations. Photo by Kang Jin-hyung aymsdream@
Min Hee-jin, CEO of ADOR, has made a comeback. She won a court injunction prohibiting the unfair dismissal attempt by HYBE, which is currently pushing for her removal. Although she will retain her position as ADOR CEO, it is expected that there will be significant challenges in maintaining management control, as HYBE is likely to appoint new ADOR executives.
The Civil Division 50 of the Seoul Central District Court on the 30th accepted Min’s injunction request against HYBE to prohibit the exercise of voting rights. The court ruled that, according to the interpretation of the shareholders’ agreement between the parties, HYBE is contractually obligated not to exercise voting rights at the shareholders’ meeting to dismiss Min unless there are valid reasons for dismissal or resignation.
The court explained the reason for acceptance, stating, "Whether there are grounds for dismissal or resignation of CEO Min requires thorough evidence investigation and careful consideration in the main trial. Based on the claims and materials submitted so far, the reasons for dismissal or resignation asserted by HYBE have not been sufficiently proven."
However, the court also stated, "It is clear that CEO Min took NewJeans out of HYBE’s control scope or pressured HYBE to sell its shares in ADOR, thereby weakening HYBE’s control over ADOR and seeking ways for Min to independently control ADOR."
Min’s legal representatives said in a statement that day, "HYBE failed to prove any grounds for Min’s dismissal or resignation, which is the core reason why this injunction was accepted."
They added, "Since HYBE’s illegal audit began, materials obtained through this illegal audit have been leaked without filtering. However, only some private KakaoTalk chats that could be maliciously edited to witch-hunt CEO Min appeared, and no evidence supporting HYBE’s claims was found."
Although Min succeeded in her comeback, it is expected that there will be difficulties in maintaining management control going forward. Since the legal effect applies only to Min, HYBE is likely to dismiss ADOR’s current executives close to Min, such as Vice President Shin and Director Kim. In other words, Min will have to fight alone within the board. In fact, HYBE reportedly planned to form a new ADOR board at the ADOR extraordinary shareholders’ meeting scheduled for the 31st, appointing three of its own executives: Lee Jae-sang as CSO, Kim Ju-young as CHRO, and Lee Kyung-jun as CFO.
Min’s legal representatives seemed aware of this, stating, "As there are no grounds for dismissal of CEO Min, there are also no grounds for dismissal of the two inside directors on Min’s side. Therefore, if HYBE dismisses these directors, it will clearly be a dismissal without just cause and in disregard of the court’s decision."
HYBE issued a statement that day saying, "We respect the court’s judgment on the injunction lawsuit filed by CEO Min and will not exercise voting rights in favor of ‘the dismissal of inside director Min Hee-jin’ at this extraordinary shareholders’ meeting."
However, HYBE also stated, "Since the court’s decision clearly stated that ‘CEO Min Hee-jin took NewJeans out of HYBE’s control scope or pressured HYBE to sell its shares in ADOR, thereby weakening HYBE’s control over ADOR and seeking ways to independently control ADOR,’ we plan to proceed with follow-up procedures within the legal framework in the future."
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