Chapter 324: "Succession"

It would take a while for Prince Metbu to arrive, so he simply asked the driver to pull over to the side of the road and talk to Jiang Meimei and Chen Wushou about the true purpose of his trip.

"Looking back, I should really be grateful to the last president of the United States, and it was the Presidential Medal of Freedom that he awarded me a wake-up call, to my brother-in-law, to Mr. Wu, Mr. Xu and all the directors. He reminds us of Wang An, and can't help but think about the 'leader of the office revolution', the corporate empire that once owned nearly $1.6 billion worth of shares on a par with IBM, for what reason led to the end in such a bleak and helpless way. ”

After working together for so many years, Jiang Meimei has never seen him so serious as today, and every word seems to be well thought out.

Wang An's company just filed for bankruptcy protection last year, and Wang An's entrepreneurial history and the reasons for Wang An's company's decline are full of last year's big newspapers and tabloids. Especially in Silicon Valley, a place known for its high-tech startups, almost everyone knows it.

Chen Wushou was not ignorant of this, and sighed lightly: "The newspaper commented that his company is not like a modern enterprise, but a traditional Chinese family, he is a father, he knows everything, and you have to do whatever he asks you to do." Authoritarian governance, not taking the initiative to accept change, the wrong choice of successor, inevitably goes into decline. ”

The charter nodded slightly, and said solemnly: "The reasons for the decline experienced by the Chinese wealth family are different, and the succession is likely to be the most important reason. As you know, my brother-in-law and I have been trying to 'familialize' over the years. Since the company has put talent and system first since its inception, relatives and friends have also become accustomed to this type of governance.

In a variety of ways, family members' shareholdings are limited to four companies: NB Electrician, NB Electric, NB Aviation, and NB Electronics. And in a very active way, he left the management positions of various companies one after another. At the parent company level, only me, my brother-in-law, and my eldest sister remained. ”

Bring these up. Jiang Meimei said sincerely: "Mr. Ding, Mr. Zhang, Mr. Wu and Xiaolian are all very reasonable. ”

"You can't just change other people's lives, not your own."

He closed the car window, looked at a few pedestrians walking with strollers on the side of the court, and said in a low voice: "And it's not that NB Electric has developed to this point, it is not only NB Electric of me, my brother-in-law and my eldest sister, but NB Electric, including thousands of researchers in the NB laboratory. Even the three of us will also face the problem of succession in the future.

If you're like Wang An, you're deeply influenced by traditional Chinese ideas, 'because I'm the founder of the company.' I'm going to maintain my full control of the company so that my children can have the opportunity to prove that they have what it takes to run the company." ”

Expert group control, employing excellent management, this is what NB Electric has been doing, basically in line with the modern corporate governance model, and there is no family management method.

Jiang Meimei believed that NB Electric would not be as "short-lived" as Wang An's company, so she patted him on the arm and said with a smile: "Classmate Zhang, Liu Dong is only in his 40s, and you are younger." Isn't it a bit early to think about these now? It's like making a will, as for it? ”

The charter shook his head. He said meaningfully: "If I wait until the day I make my will to try to change, then I dare to conclude that NB Electric will never become a century-old enterprise." Because of the culture and our shareholding structure, it is determined that NB Electric does not have that gene. Since we know that there is no such gene, why don't we get a gene therapy as soon as possible, and use 30 or even 50 years to give the company the ability to self-correct, self-supervise, and self-develop in any situation? ”

Chen Wushou reacted and blurted out: "Now that it's rectified, can you keep an eye on it?" ”

"Yes, with my current health, I can keep an eye on it for at least 40 years, right? Even if something goes wrong, you can adjust it in time. And 40 years is enough to establish a healthy corporate culture and a relatively complete governance system. This kind of matter should not be done sooner or later, otherwise it will not be possible to change it when the time comes. ”

He didn't treat himself as an outsider, and Jiang Meimei wouldn't treat him as an outsider, and after thinking about it, he said bluntly: "Charter, the problem is the management structure you just introduced, I feel very confused. ”

"Are you referring to the introduction of two-thirds of the non-executive directors to oversee the company's operations, which is a common practice in large American companies, and there is no need to have a supervisory board like a German company?"

"Isn't it?"

The charter smiled and patiently explained, "At first glance, it seems that there is an overlap of powers, but this is completely out of the question. If it is simply copied, the future board of directors of NB Electric will be elected by shareholders, like the boards of directors of many large American companies, to supervise the behavior of the company's management, to pay careful attention to and ensure the long-term interests of shareholders, and to play the role of 'supervisor' and 'caretaker'.

It is even possible to set up committees such as 'audit', 'management development and compensation', 'nomination and corporate governance', as large US companies do. To put it more formally, it would be possible to require that the 'Audit Committee' and 'Nominating and Corporate Governance' must be held by outside directors.

But NB Electric is a company registered in Hong Kong, and most of its managers and front-line workers are Chinese. At the same time, our shareholding structure is not as dispersed as that of large American companies, so that no single shareholder can control the company. ”

Jiang Meimei asked again: "Isn't the company implementing the 'Employee Stock Expansion Plan'?" According to the timetable, by the end of this year, it will be expanded below the senior management level and the number of shareholding employees will be increased by 50%. ”

"Employee stock ownership is to enhance the cohesion of the company, in order to allow more employees to enjoy the dividends of the company's development, even if you count those cross-held with more than 20 large groups in Hong Kong last year, the proportion of the company's total share capital is very low, even less than 14%."

After a pause, the bylaws continued: "There is another problem, the board of directors is elected by the general meeting of shareholders, and the shareholders are mostly employees of the company. In other words, it is easy for a company's senior management to influence the selection of directors, and it is conceivable that the board of directors created in this way can play a supervisory role.

For the future of the company. We have to add one more layer of insurance. Senior accountants, lawyers, and entrepreneurs who have no connection with the company are hired as supervisors of the company. Establish several committees. Specifically oversees the selection of the Board of Directors and the functioning of the Board of Directors.

To this end, Yung Barrister, together with more than 30 legal experts, conducted an in-depth study on whether there was any conflict between the contractual nature of the company's new articles of association and the legal provisions. It took more than half a year to design a relatively complete supervision mechanism. ”

Chen Wushou asked curiously, "How to supervise?" ”

"First of all, with the approval of the general meeting of shareholders, a 'permanent supervisor fund' will be established. Opening an account in a Swiss bank, managed by a team of professionals who have nothing to do with the company, is similar to the Nobel Fund, and even I have no right to intervene after it is established. ”

The charter handed them a copy of the information. He continued, proudly, "We will sever our relationship with the company's management in terms of funding sources, and then we will search for candidates for supervisors worldwide in accordance with the articles of association of the Supervisory Board, and submit the nominations to the general meeting of shareholders for election. If the required number of votes is not reached, the 'Permanent Supervisory Foundation' will make another list of nominations until 12 members of the Supervisory Board are elected.

Like German companies, the supervisory board is a superior body with the power to remove incompetent or independent directors. However, new directors and independent directors are nominated by the board of directors and elected by the general meeting of shareholders. They are only responsible for supervision and do not interfere in the company's operations. and is full-time for a five-year term. Cannot be re-elected. ”

The supervisory boards of German companies are mostly made up of shareholders, employees and people from outside the company's business, banking or education sectors. He's good, he doesn't have a relationship with the company, and he's still hired around the world.

Chen Wushou was completely convinced, and couldn't help but smile and ask: "What if the members of the board of supervisors or even the chairman of the board of supervisors are incompetent?" ”

"The board of directors can file a complaint in accordance with the articles of association, and the judge will temporarily appoint one from the list of nominees of the 'Permanent Supervisors Foundation', and then be elected by the annual general meeting of shareholders," the charter laughed. ”

The Chinese are too smart to really work without a few insurances.

Thinking of his good intentions, Jiang Meimei snorted and said: "I have to accept the supervision of both the board of directors and the board of supervisors, Mr. Wu is really good." ”

In fact, on the contrary, the establishment of the board of supervisors was proposed by Mr. Wu after he went to Germany to inspect NB industrial manufacturing. In his words, what he can do for NB Electric is to improve the governance structure during his tenure. Mr. Xu and Mr. Yan are the same, with the main task of improving personnel management and financial management respectively.

As a shareholder, I am glad to have such professional managers as them. Twenty years later, looking back, they have made as many outstanding contributions to the company as our founders. ”

Don't look at so many big companies in Hong Kong, they have all kinds of "will", but those "will" can really play a role, but very few of them. For example, Mr. Li and Mr. Gu are very successful, their group is very large, and the management structure is also very well-established. And in the end, it is the two founders who really have the final say, family-style management, and they are still far from being controlled by the expert group.

Liu Siwei retreated bravely and diluted his influence in the company in an extremely proactive way.

This trip to the United States, Europe, and Africa does not need to be asked to greet the management of each branch to ensure that the next adjustment is carried out smoothly.

It is said that you can afford to take it and put it down, but how easy is it to really "put it down"?

Jiang Meimei looked at him with a sincere look on her face, and said softly: "Charter, don't tell me, you don't want to do it anymore, the director of the Department of Technology Application!" ”

"Sister Jiang, who knows me."

The charter gave a thumbs up and said with a smile: "My son is about to be born, and I don't want to be an incompetent father." As you might expect, I will resign as the head of the Division of Technology Application when I go back this time. ”

"You're leaving, who are those old guys going to play with?"

"Play is play, work is work, these are two different things."

The charter put away the information, and added with a pitiful face: "Besides, you don't know, I started to make money when I was 15 years old, and I worked hard for nearly seven years, even if the machine should be stopped and maintained." Not to mention that I don't even have a junior high school diploma now, if I don't mix it with a proper diploma, how can I be qualified to teach children in the future. ”

Jiang Meimei was made ridiculous, poked his forehead and said, "Diploma, what are you kidding?" If you want HKU, PolyU, or CUHK, tell me and I'll help you. ”

"The diploma is a joke, but it's true that I want to take a break."

The charter glanced back. Seeing that the prince's convoy had not yet arrived. Then he said, "Wait until you're done with what you're doing." I need to plan my life well. At the same time, I also took advantage of this opportunity to give Mr. Wu, Mr. Xu, and the new board of directors and board of supervisors room to play as my brother-in-law did before. In short, I want to fade not only from the public eye, but also from you. Strive to make people outside the company forget about me within three to five years. ”

When I got married last year, I was still in high spirits, but now I want to live in seclusion. This change is also too big, Jiang Meimei asked casually: "Charter." Treat me as your own and tell me the truth, did something happen to you? ”

She really said that something happened.

On the way back to Hong Kong from visiting relatives in Nanbin's hometown, there was news from Hujiang that Dongmen decided to increase investment in China and prepare to jointly produce medical imaging diagnostic equipment with Hujiang. At the same time, it has frequent contact with the power sector and has won several large orders of hundreds of millions of yuan.

Competition is normal, when their competition is too fierce, they actually climb into the sky!

Although Tengxi didn't say who that person was, he was a heavy worker. You don't need to ask about the charter, you know that no one can afford to mess with that person. In contrast, Zhang Guangming is like a clown jumping beam.

The old man is very old. If nothing else, I am afraid that even the wish to go to Hong Kong and see it will not be realized. If you fight for a moment of righteousness, when his old man is gone, the importance of NB Electric's political position after 97 will not be as important as before, and it will inevitably be violently suppressed.

Before the situation is pressing, it is time to taoguang and obscurity. Besides, the Chinese market is so big, they can't eat it all in one go.

You always have to pay it back when you come out to mix, NB Electric is like this, and so are they.

Feng Shui takes turns, waiting for Dongmenzi to be listed on the New York Stock Exchange, and waiting for Germany to formulate and enact laws and regulations against overseas corruption, NB Electric has the opportunity to let them spit it all out.

I can't afford to hide, I don't want to touch that mold, and I won't easily reveal these worries, so I smiled mysteriously and said: "Thank you for your concern, it's really something, I seem to be suffering from an expectant father's 'prenatal phobia'." ”

Jiang Meimei smiled and trembled, held her chin and asked, "Really?" ”

"Really, and it's serious, I have to see a psychiatrist when I have time."

"I've studied psychology, tell me, what are the symptoms?"

"You know psychology?"

Jiang Meimei's face was straight, and she said with a serious attitude: "Have you forgotten what I am doing?" I study artificial intelligence, if I don't know a little bit about psychology, how can I make a computer look a little smart? ”

"What kind of theory is this, Dr. Chen, why don't I feel very reliable?"

Chen Wushou pretended to ponder for a moment, and said to himself: "It's the first time I've heard of it, but it seems to make some sense. ”

"Isn't it, it makes sense," Jiang Meimei urged vigorously: "Tell me quickly, what are the symptoms of the father-to-be's 'prenatal phobia'." ”

Under the arrangement of the eldest sister Zhang Hui and brother-in-law Liu Siwei, I listened to the expert lecture, which was really difficult, he sighed lightly, and said with a serious face: "There are really a lot of symptoms, there are about four in summary, one is afraid that I will be overwhelmed when Xia Yao gives birth, you know, she wants me to be by her side, I am worried that she and the child will have an accident, I am worried that I will see her in pain but I can't help it, and I am most worried about seeing her bleed." ”

Jiang Meimei nodded and said, "Is it easy to conceive in October, you have a little conscience." ”

"Is there a psychiatrist like you?"

"Then I'll show you when I'm done."

"Okay."

Charter took a sip of mineral water and continued: "The second is the fear of death, the reality of the child's imminent arrival reminds me that I am no longer the youngest, that my "substitute" is coming, and if everything is normal, I will "walk" ahead of my child. Although I know very well that birth, old age, sickness and death are natural laws, and it is not subject to people's subjective consciousness, they can only go with the flow, and there is no need to have fear of aging and death. ”

Chen Wushou nodded again and again: "I have also had this fear, just before my baby was born, I couldn't sleep well every day, and I closed my eyes and thought about these things." ”

Jiang Meimei stroked her chest and sighed lightly: "It's terrible, what else?" ”

"Worried about the safety of Xia Yao and the child, to be honest, this is simply a nerve-testing thing! It happens to your most beloved person, you may lose your child, it may be your wife, and it is even possible to lose both your wife and your child at the same time. ”

Jiang Meimei patted him on the arm and said with a smile: "Now that medicine is very developed, and the test results are normal, you can rest assured that they will not be in danger." ”

"Thank you."

"No thanks, your prince friend is almost here, hurry up and talk about the last one."

"The last is the fear of" third party ", although the arrival of the child is a happy thing, but it also brings me a new kind of trouble, if Xia Yao has a baby, put the love for the baby above all feelings, ignore my love, then the whole life will be completely different."

The world of two people suddenly became a world of three people, Jiang Meimei believed that this was his heartfelt words, and after thinking about it, she comforted her softly: "This worry is also superfluous, Xia Yao has received higher education, and knows very well that for the baby, both parents are indispensable, and each of you will bring strength to the baby." ”

Chen Wushou is a person who has come over, and he echoed very authoritatively: "Generally speaking, the safety, comfort and warmth of the baby usually depend on the mother; And through the father, the baby will have the opportunity to see a new world, and he will feel a sense of strength and confidence. These qualities can only come from one of you, not from one side alone. ”

"Hearing you say this, my heart is much better."

The articles of association changed sharply, and then talked about business: "The two of you may not have noticed that there are no Ansoft, Mosoft and Shengsoft among all the subsidiaries after the adjustment. These three software companies, like the investment department, will also be separated and temporarily held under the custody of 'Diamond Capital'. As for how it will be operated in the future, I hope that the computer center will be able to play a role. ”

There was no doubt that he was saying this to himself, and Jiang Meimei asked eagerly, "What do you mean?" ”

"Professional people do professional things, and if they divest all the investment and software businesses, the company can travel lightly and focus on a few core businesses wholeheartedly. The company's demand for this is limited to software for industries such as smart grids, process control, banking, and healthcare, and is carried out in the form of commissioned R&D. The board and I agreed that these three companies could only be truly promising if they were put in the hands of the most suitable people. ”

"Hire a professional from Silicon Valley to manage?"

"It's not just about hiring professionals, it's about choosing a few directions."

Jiang Meimei realized that he had told him about the company's good intentions, and was silent for a while before asking in a low voice: "Then who will these three companies be responsible for in the future?" ”

The charter said with a smile: "I am responsible for the shareholders, there are not many shareholders at this stage, just me, my brother-in-law, my eldest sister, Andong Institute of Technology and some friends in Russia. But with future equity incentives and financing, there will be more and more shareholders. Go back and ask the big guy if he is interested, if he is interested, he can participate in a career. ”

"How to participate, how to do?"

"I left a proposal at Diamond Capital, so you can check it out when you have time. By the end of this year at the latest, they will all be separated. In addition, I will keep a sum of money, and everyone will be happy if I do a good job, and if I don't close the door well, the company will not interfere, let alone make additional investment. (To be continued......)