ADOR’s detailed response to HYBE’s claims, NewJeans’ contract rights battle, and coming board meetings

Join Our Telegram Channel

While I thought the news on the HYBE/ADOR internal war front might slow down a bit as things got more into the legal side of things, that has not been the case, as both sides continues to wage their war in the press as well.

This time it’s about contract rights to NewJeans, ADOR’s rebuttal to HYBE rebuttal to Min Hee Jin‘s press conference, and the timeline of the board meetings that will decide Min Hee Jin’s fate.

——

The latest news are reports emerging claiming that Min Hee Jin was trying to obtain the rights for ADOR to unilaterally terminate NewJeans’ contract, essentially framing this as a precursor to her takeover/escape plan. Citing “industry insiders”, the report alleges Min Hee Jin sent an edited shareholders’ contract to HYBE in February. This was rejected and apart of what HYBE alleges was intentionally absurd requests designed to either secure her vision of leaving ADOR as an empty shell and buy it back later after it becomes a money sink, or to use the rejection as a justification for trying to exit the company with NewJeans.

Predictably, because the optics of this would be terrible if uncontested at all, ADOR released a lawyer-y statement through lawyers.

“Min requested to HYBE CEO Park Ji-won, in a face-to-face meeting, that she be given the right to make important decisions regarding the contracts [with NewJeans] and other subcontractors,” Shin & Kim said in a news release Thursday. That meeting was held on Jan. 25, according to the law firm.
“It came as a means to protect the independent management rights of the label and resolve the unfair interference [from HYBE] that came during the debut process of NewJeans.”

That’s not really a denial, and seems intentionally vague. Whether HYBE is behind this report or not, it seems to be the most effective thing to halt Min Hee Jin’s momentum so far, as it refocuses the discussion around money instead of personal attacks. It seems to be proving effective so far.

Guess we’ll find out soon if it’s true.

——

Additionally, ADOR released their rebuttal to HYBE’s rebuttal of Min Hee Jin’s press conference, so we’re really getting circular now. It’s also a long read, which you can do if you want, but I’ll again do my best to summarize.

Denying Management Rights Takeover Attempt Again

ADOR reiterate that there was no specific plan or any execution associated with this, and that what HYBE made public was simply private complaining about unfair treatment from a boss, essentially.

They do add an interesting detail related to this, however, saying that an ADOR exec approached HYBE management to request things be kept private for Min Hee Jin’s sake, and HYBE coerced him with statements “if you get sued and your tie gets cut off for being the person in charge, how are you going to cover the damages you have to pay?”, “think about your family”, and “there will be no issues if you cooperate with us”. They say his compliance with the audit was coerced, and the exec was not named as a defendant in HYBE’s complaint, so that info going public was simply an invasion of privacy. They also explain that the text convos were maliciously edited, including the direction from Min Hee Jin that the convo be noted as casual.

Correcting Financial Compensation Claims Regarding Min Hee Jin

ADOR clarify that Min Hee Jin never said her salary was two billion won, just that her incentive was. Her problem with the incentive was the criteria for it and the lack of transparency behind it, not the amount, and say HYBE spread this misunderstanding with the intent of painting her as greedy.

Clarifying The Response To The Internal Complaint

ADOR claims the response to the internal complaint was the audit, demand for resignation, and smear campaign that all followed in prepared succession. They also question the purpose of disclosing the details of an internal audit with the public as a listed company, the inference being that they put trying to ruin Min Hee Jin over the best interest of their shareholders.

Additionally, they dispute HYBE’s claim that the execs who had laptops confiscated were allowed to take work materials, which did impact comeback preparations.

Clarifying That HYBE Did Promise NewJeans Would Be Their First Girl Group

ADOR says HYBE publicly declared this since they held the global audition for the group, saying the parents of NewJeans members and ADOR employees all witnessed it. They called HYBE’s excuse that the delay was due to establishing ADOR a “lie”.

Rebutting That It Was Necessary To Not Promote Debut Of NewJeans

ADOR says that HYBE’s claim of wanting to prevent information on the composition of NewJeans going public after Sakura joined Source Music doesn’t make any sense. They don’t understand what problems saying NewJeans would be all rookies could cause.

They outright deny that promotional periods were set beforehand, saying that HYBE CEO Park Ji Won personally asked Min Hee Jin to not promote NewJeans (claim confirmed through records), and that the goal of silence was to make the public think LE SSERAFIM was Min Hee Jin’s group.

Clarifying That It Was A Slave Contract

ADOR acknowledges that non-competes are standard, but explain that the period of prohibiting competition must be reasonable. Their position is essentially exactly what Seoul Economic Daily analyzed, which is that the non-compete is in effect as long as she holds shares, and HYBE control her ability to sell. They also add that revisions to this were only received in mid-March despite being asked about since December.

Correcting Record On Shareholders’ Agreement

ADOR claim HYBE are distorting info around this through the media. They explain that the put option increase was a proposal connected to adding value through a future boy group, and a response to unreasonable clauses (like above, I assume) on HYBE’s side as part of negotiation. ADOR also say HYBE promised Min Hee Jin 10% more stake in stock options, but it was revealed later that wouldn’t be legally possible, which caused a lack of trust. Finally, they deny Min Hee Jin rejected HYBE proposals to remove the non-compete, saying HYBE proposed an eight-year tenure and a one-year non-compete after resignation, with the options to be exercised in stages, and since then there has not been communication due to the internal complaint.

Clarifying That The Shaman Is A Friend

ADOR say their success is due to rational business decisions, not mystical stuff, and claim HYBE is trying to personally defame Min Hee Jin with an issue unrelated to that in hand.

Claiming HYBE Had No Regard For NewJeans’ Comeback

Well, I think it’s best to experience the meat of this section in all its glory, especially since it includes part of Min Hee Jin’s internal complaint.

ADOR concludes by saying, “If HYBE truly wishes to protect the IP as claimed and considers the shareholders’ interests, we hope they will stop spreading the unconvincing malicious propaganda and show a reasonable attitude by supporting ADOR so we can showcase full dedication to creation.”

Kinda completes their framing of this as a crazy creative against business overlord fight.

——

Regarding the points about wanting to confuse the public about LE SSERAFIM being Min Hee Jin’s group, netizens went back and found media articles that did exactly that, and without HYBE correcting things it certainly seems to validate ADOR’s stance on that issue. Also, even the renegotiated terms of the non-compete (if true) are insanely restrictive.

That said, one thing I think they are consistently more vague about than the rest of the issues are those related to money, and things like confirming it’s true that she asked for the put option increase certainly doesn’t help perceptions. It’s inherently difficult for me to believe that a person who gets to a CEO position does so without consideration for return, and these negotiations likely never happen if it wasn’t about money to some extent. Also, while the shaman stuff doesn’t bother me any more than consulting another religious leader, it seems telling that they don’t address the alleged leaking of personal information and what not part of that.

Personally speaking, as I watched this entire saga unfold, I thought it was remarkable that Min Hee Jin basically beat HYBE single-handedly at the PR game. The point of that, I assumed, was so she would continue on with her career elsewhere with public support even after losing a legal battle. Surprisingly though, it seems many lawyers don’t think HYBE have much of a breach of trust case based on what we know at the moment. The explanation is essentially that thought crimes aren’t applicable for a property offense, and the conspiring part of things don’t reach criminal action of actual damage. One expressed skepticism of claims about a manager usurping management rights and conspiracy behind seeking outside investors in a company. However, they do caution their analysis is based on public information, and note that if things like Min Hee Jin’s contract leaks are true, that would open up new legal possibilities. So why do it? Well, reportedly they can purchase her shares for three billion won instead of 100 billion won if they can prove she breached trust, so there’s financial incentive.

Interesting. Honestly assumed HYBE was gonna run roughshod over her at the outset of this, but turns out it could be intriguing after all.

——

Speaking of the legal battle, a court heard HYBE’s argument for holding an extraordinary general meeting, and it was approved as expected, which starts the process of removing Min Hee Jin and two executives from the board. This will inevitably pass because HYBE holds 80% of the voting power and it needs just 67% approval. This action follows Min Hee Jin’s refusal to convene an ADOR board meeting, likely because of what’s about to happen. Her argument for not doing that was the request to replace her was illegal and the auditor’s request was outside of the scope of the audit, but HYBE says ADOR’s articles allow for this.

In response, ADOR’s side shared that they will hold a board meeting on May 10 and the general meeting by the end of May. They add the results of the board meeting and the date of the general meeting will be revealed by May 13.

Despite this proving a lot of amazing content for me, I could use a break from the news until May 10, so I’m quite frankly praying for that at this point.

Here’s another meme for making it through this: