Attached files
file | filename |
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8-K - MAN SHING AGRICULTURAL HOLDINGS, INC | v206574_8k.htm |
EX-99.1 - MAN SHING AGRICULTURAL HOLDINGS, INC | v206574_ex99-1.htm |
Exhibit
99.2
To: Mr.
Eddie Cheung and Mr. Ji Yang,
RE: Man
Shing Agricultural Holdings, Inc.
Our firm
is engaged by Man Shing Agricultural Holdings, Inc (“Man Shing”) to respond on
its behalf to your letter of resignation.
Man Shing
regrets deeply to have received your letter of resignation but has to accept
it. Man Shing does not agree to the characterization of the three
matters causing the Board unable to function effectively and exposing the Board
members to significant personal risk, as such characterization is completely
contrary to facts.
As
directed by Man Shing, hereby state and point out:
(1) Man
Shing has been taking seriously, and paying close attention to, the matter
regarding the claims against Weifang Xinsheng Food Co., Ltd. for service fees by
Excel Linker Capital (Asia) Ltd. (“Excel Linker”) through Patrick Mak & Tse,
Solicitors, and has been taking actions to respond. Man Shing further
has engaged our firm to issue this response letter pointing out that, as Excel
Linker did not fulfill its obligations under the Service Agreement by
successfully bringing in investors for investment and/or such financing has not
been consummated at all or the transaction procedures have not been completed,
it has no right to receive service fees pursuant to the Service
Agreement. Further, Excel Linker’s registration in Hong Kong was
deregistered and Excel Linker was dissolved on November 13, 2009; therefore its
allegation is completely without merit and groundless.
(2) Regarding
the wiring out of US$1,100,000.00, it was done based on actual need and on the
general premise of protecting Man Shing’s interest and it was a corresponding
action taken when Man Shing received the investor’s request; and it was made
known to Mr. Cheung after Man Shing’s Mr. Liu received the request notice (Mr.
Eddie Cheung was copied on the notice) issued by the investor on December 7,
2010. Further, Mr. Liu has been trying, unsuccessfully, to get into
contact with Mr. Cheung since November 2010, during which time Mr. Cheung has
not been fulfilling his duties as a Director and as Chief Executive Officer,
refusing to receive phone calls or e-mails and paying no attention to Man
Shing’s operations. It is not until December 5, 2010, through Mr.
Liu’s arrangement to have his colleague in China to go to Hong Kong to find Mr.
Cheung, that Mr. Cheung was found; thereafter, Mr. Liu has made several attempts
to call Mr. Cheung and was not able to reach him. Therefore, your
allegations that some board members were not aware of this matter and that Mr.
Liu handled the wiring out mentioned above are contrary to the
facts.
(3) Man
Shing has been taking seriously and handling the issue of directors’
remuneration, and your allegation that remuneration were in arrears is
completely groundless and unreasonable.
As stated
above, Man Shing accepts your resignation but solemnly state and point out that
there is no legal ground nor any right in your resignation to pursue or file
claims against Man Shing and that Man Shing has no liabilities, or no instances
of arrears on the part of Man Shing, arising from your resignation.
Finally,
Man Shing reserves the right to take legal action regarding your resignation and
your failure to perform your duties as Directors and as Chief Executive
Officer.
Sincerely,
/s/ Yu
& associates, Solictors
Yu &
Associates, Solicitors
December
22, 2010