It has been reported that Min Heejin, CEO of ADOR, a subsidiary that is in conflict with HYBE over management rights, reportedly demanded the "authority to terminate the NewJeans exclusive contract" by the CEO alone without going through the ADOR board meeting earlier this year.
According to the related industries on the 2nd, Min's law firm sent a revised contract between shareholders to HYBE in February this year. The timing was after the two sides engaged in a tug-of-war at the end of last year over 'put back option multiple of 30 times' and 'applying put back option to additional 5% of shares'.
HYBE reportedly rejected the offer because they thought it was unreasonable.
From the standpoint of a music agency, the exclusive contract right of the singer can be seen as a key asset necessary for the operation of the company. For this reason, usually major entertainment companies require exclusive contracts to go through the consent of the board of directors.
BTS and Blackpink also announced the conclusion of the contract by saying, "We have completed the resolution of the board of directors to sign a contract for the exclusive contract" or "We have completed the resolution of the board of directors in the case of signing a group exclusive contract."
If CEO Min's request was accepted, NewJeans would be able to end the exclusive contract with CEO Min's will without going through the involvement of the board of directors or HYBE. Under the current shareholder contract. It is reported that it is required to obtain approval from the board of directors just like other entertainment companies that have exclusive contracts for artists.
Currently, the board of directors of ADOR is composed of three members, and Min herself and her close associates, Deputy CEO Shin and Director Kim, who all have voting rights, so CEO Min's is in effect in control.
However, with the current structure, when such a movement is detected, HYBE, which owns 80% of ADOR shares, can convene an extraordinary shareholders' meeting to replace the board members of ADOR to prevent the singer from leaving. If Min gets the right to terminate her exclusive contract, HYBE will have no way to prevent her singer (NewJeans) from leaving.
HYBE is known to suspect that Min's request is in line with the transcript of "ADOR becomes an empty shell" released in the interim results of the audit of the 25th of last month.
According to the interim audit results at the time, Mr. A, a close associate of CEO Min, suggested measures such as "Exit of put option exercise on January 2, 2025 → ADOR became an empty shell → seeking financial investors → recommendation to sell ADOR to HYBE at an affordable price → CEO Min suggested acquiring ADOR shares with money from ADOR CEO + cash out."
However, representative Min's side claims that this plan is 'at the level of Saddam'. At a press conference on the 25th of last month, CEO Min said, "I am not interested in exploiting management rights. I really don't know (about exploiting management rights)," she claimed. She also mentioned, "Considering NewJeans, of course we have to do it together (with NewJeans members)."
Source: kmib