EX-99.2 3 ex99_2.htm EXHIBIT 99.2

 

Exhibit 99.2

 

Exhibit 99.2 Hanryu Holdings, Inc.(KOREA) 160, Yeouiseo-Ro Youngdeungpo-Gu, Seoul Republic of Korea, 07231 ???? : ????? 20240226-001 ???? : 2024? 2? 26? ??? : HANRYU HOLDINGS,INC ???? ? ? : HANRYU HOLDINGS,INC ?? ??? ????? ?? ?? ?????? ?? ????? CEO?? ????? ??? ?? ?? ??????. ?? 12:00PM(????) ?????? ?? ?? ????? ?? ??? ??? ???. ?????? ??? ????? ??? ?? ???? ? ??? ?? ? ??? ??? ?? ?? ???? ????? ??? ???? ? ?? ????? ?? ?? ? ??? ???????. ??? ???? ?????? ??? ? ??? ??? ??? ??? ????? ?? ???? ????? ???? ? ???? ??? ?? ?? ???? ??? ??? ????? ????. ?? ?? ?? ????? ? ???? ????? ??? ???? ?????? ?? ??? ?????. ? ?? ??? ??? ??? ??? ??? ???? ????? ?? ??? ??? ???? ? ??? ??? ???? Management Committee (?????)?? ????? ?? ???? ??? ???? ??? interim CEO (???? ??)? ????? ??? ????? ??????? ????? ?? ??? ??? ??? ??? ???? ???? ??? ?? interim CEO? ? CTO? "Mr. Kim"? ???????. ??? ??? ??? ?????. ??? ??? ?? ??? ?? ?? ???? ??? ????? ??? ??? Mr. Kim? ???? ??? ??? ??? ?? ??? ??? ?? ??? ??? ???? ??? ???? ??? ? ?? ?? ??? ???? ?? ??? ?? ????? ??? ??? ???? ??? ??? ???? ???? ?? ? ??? ??? ?????. ??? ? ??? ??? "?????? ?? ??? ???? ???? ??"?? ??? "???? ???? ???? ??? ??? ?

 

   

 

? ??? ??? ??" ?? ?? ???? ??? ??? ??? ???????. ??? ?? "??? ?? ???? ????? ???? ?????? ??? ???? ??? ????" ?? ????? ??? ??? ???? ??? ??? ??? ??? ??? ???? ?? ? ??? ??? ??? ??? ???? ?? ???? ???? ?????? ???? ??? ???? ??? ??? ??? ???? ???? ?????? ??? ???? ????. ???? ? ??? ??? ????" Management Committee? ????? ??? Corporate Governance Committee?? ?????"?? ?? ?? ?? ??? ???? ?? ??? ??? "?? ???? ???? ??? ??? ? ??" ?? ??? ??? ???? ?? ??? ??? ??? ?? ???????. ? ??? John Morris??? ????? ? ??? ?????? ?? ??? ??? ??? CTO? ????? ?? ????? ???? ?????. ??? ??(???)? ???? ??? ?? ??? CTO? ??? ????? ?????? ??? ??? ???? ???? ????. ??? ?? ???? ?? ?? 10-K(??? ????????? ? ?????)? ??? ?? ??? ????? ?? ????? ??? ??? ?? ?? ???? ?? ???? ?? ? ??? ???? ???????? ??? ??? ???? ?? ??? CEO? ????? ???? ? ?? ??? ? ? ??? ?????? ???? ?????. ?? ?? ?? ?????? ?????? ???? ????. ??? ??? ????? ??? ?? ??? ??? ?? ??? ???? ??? ??? ??? ?? ? ??? ??? ????? ? 10-K??? ??? ??? ?? ?? ??????. ????? ??? ?? ??

 

   

 

Hanryu Holdings, Inc.(KOREA) 160, Yeouiseo-Ro Youngdeungpo-Gu, Seoul Republic of Korea, 07231 Doc No.: Hanryu Holdings 20240226-001 Date: Feb 26, 2024 To : Shareholders of HANRYU HOLDINGS,INC Re: Notice to Shareholders of HANRYU HOLDINGS,INC Dear Shareholders of Hanryu Holdings, Inc, I am Changhyuk Kang, CEO and director of Hanryu Holdings. I would like to share information with our shareholders regarding an emergency BOD meeting scheduled for today at 12:00 PM (Korean time). Regarding the current management issues facing Hanryu Holdings, I have promised to take strong measures upon identifying the situation and discovering the problems. I have requested the BOD to investigate and audit the subsidiary's financial records and expenditure. However, directors John Morris and Woo Jihyung Woo, excluding independent director Aram Ahn, refused to even consider the matter, showing no interest in understanding the situation or rectifying it, but rather focused on discussing my removal as CEO. Feeling responsible for the current state of affairs at Hanryu Holdings and its subsidiaries, I expressed my intention to resign as CEO. Subsequently, Jihyung Woo raised issues based on incorrect information. When I attempted to correct the misinformation, John Morris suddenly convened a non-existent Management Committee and proposed a resolution to dismiss me as CEO and appoint an interim CEO, and the management committee insisted that I had no voting right because I could not be a part of Management Committee as a current CEO. Director Morris recommended Mr. Kim, the current CTO, for the interim CEO position, without even knowing his full name. Upon hearing this, Aram Ahn agreed in principle to my removal as CEO but expressed concerns about voting on the appointment of Mr. Kim without knowing his qualifications or vision for the company. He suggested establishing clear legal grounds first to ensure transparency and accuracy in the BOD's proceedings. However, John Morris changed his stance from "I had no voting rights because I was not a part of Management Committee" to claiming that "I had no voting rights due to conflicts of interest because I should not decide on whether to terminate

 

   

 

myself from the CEO position." I asked Mr. Morris how there can be conflicts of interest when I already stated my resignation and Mr. Ahn repeated requested for a clear legal basis for the decision to exclude my votes in appointment of interim CEO, but John Morris proceeded with the vote, distorting Aram Ahn's statements and attempting to force a decision against Mr. Ahn's opposition. Eventually, Director Morris admitted that the Management Committee did not exist and proceeded with the resolution under a Corporate Governance Committee instead. Aram Ahn declared that he would no longer participate in this illegal proceeding and I also declared the board action invalid before leaving the meeting. Shortly after, John Morris sent an email to Hanryu Holdings and its subsidiaries' employees, falsely claiming that I had resigned and that Taehoon Kim, the CTO who had never even been to the company's offices, had been appointed as CEO. I wrote the shareholder because I couldn't stand idly by while two independent directors spent the entire board meeting trying to appoint as an interim CEO a man whose name they couldn't even get right, ignoring procedures and laws rather than discussing how to prepare the audit and the 10-K (Fiscal report and business plan in Korea). I would like to reiterate that my intention is not to keep the position of the CEO. I promise that the new CEO should be appointed as soon as possible after a thorough career verification and review of his vision for the company, and until then, I will do my best to normalize the company's management and prepare the 10-K report. Sincerely, Changhyuk Kang, Director of Hallyu Holdings Lim Jae-Hyung / Certified Translator Certification No. 132E3064 License No. A010-61743 The Korean Society of Translators International Interpretation & Translation Association