Chapter 65: Why Didn't You Get Cut?

After talking about the intention to acquire shares, what remains is the issue of Gu Yongjiang's personal ability proof. At this moment, there is nothing to hide and tuck, so I have to shake some dry goods out.

Gu Yong refilled his teacup with water, and said tentatively: "Hatsune Group's two-level offshore company structure in the Bahamas and Grenada, as well as the follow-up supporting equity incentive plan, should have been designed by Ye Weilun for you, right?" I came into contact with it when I was in the capital and knew that this was his style. ”

It seems that Gu Yong will have done his homework in advance, and has had a certain amount of investigation and analysis of the finances and equity of the Hatsune Group.

Gu Mojie took two acerola cherries, didn't spit out the skin, and said while chewing: "It's not a secret, it happened more than a year and a half ago." Why, do you think that from the perspective of a professional CFO, there is something wrong with Ye Weilun's original frame construction? ”

IF GU YONG DIRECTLY SAID THAT THERE WAS A PROBLEM, GU MOJIE WOULD DEFINITELY HAVE A PIMPLE IN HIS HEART - YOU HAVEN'T WORKED FOR LAO ZI YET, SO YOU POINTED FINGERS AND SAID THAT THE ORIGINAL PEOPLE UNDER MY COMMAND CAN'T DO THINGS, YOU-CAN-YOU-UP!

Therefore, with Gu Yong's emotional intelligence mixed up in the investment circle, he will definitely not say such provocative words.

Gu Yongjiang waved his hand casually and said very easily: "No, no, no, I didn't mean that." In mid-2005, there was no problem with this building, it was very precise, and it fit Hatsune's situation and needs very well. But the situation is going to be, and Ye Weilun can't have the foresight to know what deviant things you will do in the next year and a half. ”

Gu Mojie's attitude finally straightened up: "Oh? Tell me, then, what deviant things did I do? ”

Gu Yongjiang: "So far this year, except for Ye Weilun, all of which are the shares of the group company, the other following Zou Sheng, Chen Shijun, and Sheng Wei ...... And the project managers who voted with you earlier, but whose qualifications can only be regarded as middle and upper-middle, they still take the equity of each subsidiary separately, right? ”

Gu Mojie: "Yes, Zou Sheng and Chen Shijun take the equity of Hatsune Entertainment, Sheng Wei takes the equity of Hatsune Network Technology, and Diao Ye and Zhang Tuohai take the equity of Hatsune Intelligence. I can't remember the other people below, but they are from various subsidiaries anyway. ”

Gu Yong will show a smile of "sure enough": "So I sometimes really doubt that either you are too charismatic, or your people are too optimistic about the future of your company, so even if you temporarily infringe on so many interests, you can bear it." ”

Gu Mojie's expression was stern: "Let's be specific." ”

Gu Yongjiang: "Hatsune Group, in the past year and a half, the main cash cow is Hatsune Entertainment, right?" Although Hatsune Entertainment can be powerful, the core soul still depends on you, Zou Sheng and Chen Shijun are just helping you run your daily work, but after all, from the perspective of outsiders, they are doing the work.

And what about Hatsune Smart? This department, which started as a smart hardware and is going to make mobile phones in the future, as far as I know, if it weren't for Meng Xing's creation of concepts and hype concepts, I'm afraid it would already be losing money. And you're taking a lot of money from the entertainment division, making it to hardware and security browsers, and emailβ€”what kind of concept is that?

To put it bluntly, Zou Sheng worked hard to make Hatsune Entertainment's plate bigger, and the main thing he himself took was Hatsune Entertainment's equity incentives, and then you transferred Hatsune Entertainment's money away, and transferred it to a parallel group subsidiary that 'even if it gets bigger, it has nothing to do with him', and supports the 'pro-son industry', do you think he can bear it? ”

Gu Mojie saw a little sweat on his forehead, and when General Gu Yong said that he found that he had indeed violated the legitimate interests of many people in the dictatorship. He rubbed his head, put on a sincere expression, and laughed at himself, "It's my fault about this." Tsk, in other circumstances, my actions are a picture of 'major shareholders using the company's control and related party transactions to infringe on the interests of minority shareholders'. ”

"It's best if you can figure it out." Gu Yong persuaded Gu Mojie to see the words just now, and he was also quite relieved, and his worry about whether his "pretending words" might provoke the other party dissipated. It seems that Gu Mojie is at least not as rampant as other young aspirants, so self-respecting.

In Gu Mojie's self-deprecating passage, the so-called behavior of "major shareholders using their control over the company and related party transactions to infringe on the interests of minority shareholders" is generally expressed as follows:

For example, if a company A has two shareholders, the majority shareholder A has 75% of the shares, and the minority shareholder has only 25% of the shares.

Then the other company, B (which does not belong to the same industry as company A, so there is no non-competition prohibition and shareholding prohibition) is the upstream industry of company A's supply chain, that is, it can be a supplier of A. In Company B, it is assumed that A is 100% wholly owned or owns more than 95% of the shares.

At this time, A may allow A and B to have related party transactions that are completely controlled by him - in any case, he holds absolute majority shares in both companies and has absolute decision-making power. It is possible for company B to sell things to A at a high price several times the market price, and company A's money will continue to flow to B - because only 75% of the money in A belongs to A, and 100% of the money in B belongs to A. Of course, A tends to make his dictatorial B, who is richer, and A, who lets him share the benefits with B, get poorer and poorer. Company A's minority shareholder B can only watch his own interests suffer.

Before 2006, minority shareholder B was almost legally defenseless.

However, perhaps it was the imperial court that also found that with the increasing arrogance of the Internet-related economy, there were more and more such situations, so on October 27, 2005, at the 18th meeting of the 10th National People's Congress, the Standing Committee, and the 18th National Committee, the Second Amendment to the Company Law was completed, which came into force on January 1, 2006.

The reason why Gu Mojie is so clear about these is because he is still a law student. I copied the answers to the relevant questions during the final exam last year, so I accidentally memorized them.

In other words, if Zou Sheng really doesn't want to do anything with him, and wants to cash out and take the money ashore, according to this year's legal basis, he has the right to sue Gu Mojie:

Your Hatsune Entertainment earns more than 100 billion 2 billion a year, so why do you use all of it to subsidize the "pro-son industry supported by the group"? Although in Hatsune Entertainment, you Gu Mojie absolutely hold a large share, and you should personally account for 95% of the billions of income transferred, but you should leave the remaining 5% in Hatsune Entertainment to distribute dividends or increase capital to the minority shareholders of Hatsune Entertainment!

The reason why the minority shareholders of the subsidiaries of the capital exporters, represented by Zou Sheng, have not yet turned their faces is because this law was implemented on January 1, 06, and now the 06 year has not yet passed, and the year-end dividend plan has not yet come out.

Although he knew that even if his rights and interests were violated for a year or two, Zou Sheng might not dare to turn his face, and maybe he would endure more and wait and see, but Gu Mojie didn't want to leave these hidden dangers.

It's dangerous!

"So what do you think should be changed now?" Gu Mojie's tone became modest.

"Replace and upgrade the equity of a part of the minority shareholders of the subsidiaries to the equivalent group equity in batches. Especially the shareholders of those subsidiaries that are currently used by you as cash cows and export capital to independent brother industries. And before the replacement, you'd better strip off this year's earnings internally, and divide the dividends in cash first.

As for the minority shareholders of the subsidiaries that are still accepting your blood transfusion and their own hematopoietic function is insufficient, you can not replace them for the time being, and when you enter each new external fund, you must do a good job of increasing the capital to ensure that your personal equity in these subsidiaries is continuously strengthened and the original managers are constantly diluted - this is also what it should be, after all, the development of these companies depends on your personal continuous investment of new money, not the people of these subsidiaries earn it themselves, and they dare not complain, and it can also show the fairness of the group. ”

The family business has become bigger, and finally it can't escape the distribution of shareholdings at the group level. Gu Mojie had long expected that there would be this day, but if he thought about it carefully, now that this day has arrived, it is already within the acceptable range.

After all, the plan mentioned by General Gu Yong will not be released and implemented until at least the Spring Festival at the end of the year.

When Ye Weilun told him that the structure was implemented last summer, the market value of Hatsune Group was estimated to be less than 20 billion.

AFTER MORE THAN A YEAR, BY THE MIDDLE OF 2006, HATSUNE HAD A MARKET VALUE OF 300~40 BILLION YUAN, RELYING ON THE CONTINUOUS DEVELOPMENT OF HARDWARE, THE CONTINUOUS DEVELOPMENT OF ANIME AND GAMES, AND THE CONTINUOUS EXPANSION AFTER THE SALE OF YOUTUBE. Now in November, Hatsune Singer 2.0, virtual concert, "Qin Shi Mingyue", and BANDAI fandom IP cooperation...... Under various business expansions, Hatsune's market valuation has further risen to 50 billion. At the end of the year, it will be announced that the annexation of Youku Tudou and even the email business and browser business will be officially stable, and it is estimated that 60 billion is not a dream.

Therefore, the postponement of the distribution of equity at the group level for 20 months is still very beneficial to Gu Mojie. At least he is currently holding a plate of five or six billion yuan to talk about equity replacement, not one or two billion plates like last summer. Even if Zou Sheng, Chen Shijun, and Sheng Wei slowly change their holdings of the group, the "extra" money will already be two-thirds less than the restructuring 20 months ago -- the so-called "extra" refers to the company's over-accelerated development brought about by Gu Mojie's uncertain factor.

From mid-'05 to the end of '06, Hatsune's size tripled in 20 months. It's almost doubling every year. Once the scale of the company approaches the $10 billion mark, the subsequent growth rate will be much slower, and the probability of having to introduce huge financing will become greater and greater for the major events to be done in the future.

However, with a personal asset of more than 50 billion, to contact the capital market, at least it will not suffer too much loss + After all, at this time, even if others throw in 10 billion yuan in cash, they will only share less than 20% of the company's small equity, not to mention that Gu Mojie is still unwilling to let others smash so much in one step, it must be how much to melt, so that people can send money step by step. (To be continued.) )