Chapter 245: Miki Network
Li Chuan and Jiang Zeyu chatted from 8 o'clock in the evening to 11:30 in the evening, and after three and a half hours, they finally discussed a reasonable equity structure.
Based on the results of their discussions, Miki Media will be reorganized into Miki Network.
Why change "media" to "network"?
This move is to prepare for a possible listing in the future.
As we all know, the price-earnings ratio of Internet companies is much higher than that of other types of enterprises, and although the price-earnings ratio of Internet companies in later generations is gradually decreasing, it is also much higher than that of ordinary enterprises.
Miki Media reorganized itself into Miki Network in order to define itself as an Internet company in order to strive for a higher price-to-earnings ratio in the market...... A higher P/E ratio means a higher market capitalization, and the higher the market capitalization, the more wealth they have in their hands.
However, it is worth noting that Miki Media is a reshuffle, not a name change.
After the establishment of Miki Network, Miki Media will not disappear, but will belong to Miki Network and continue to be used.
The specific operation method is as follows: Li Chuan transferred 100% of his shares in Miki Media to Miki Network, and then spun off the business...... The e-commerce business was spun off and placed under Miki Network, while the entertainment live broadcast business and short video business continued to be retained and belonged to Miki Media.
This means that in the future, Miki Network will be responsible for the e-commerce section, Miki Media will be responsible for the entertainment live broadcast and short video section, and Miki Media will be 100% controlled by Miki Network...... In this way, it is clear that the e-commerce section is the core business of the "Miki Department".
In addition, two companies will be established under Miki Network.
1. Sanmu Agricultural Technology Co., Ltd.
The company is mainly responsible for the selection, purchase and sale of agricultural products, as well as cooperation and agency with other agricultural product companies.
Why should agricultural products be listed separately?
There are three main reasons for this:
1. "Agricultural product sales" has great potential for development.
What is Agricultural Product?
Juices, sausages, sauces?
Fruit juices, sausages, sauces and other things, strictly speaking, belong to agricultural and sideline products, not real agricultural products.
What is a real agricultural product?
It's fresh fruits and vegetables!
Needless to say, how big the market for fresh fruits and vegetables is, if you have to be more serious, those trillions are less.
2. The agricultural industry is supported by national policies.
In 2017, in the report of the 19th National Congress of the Communist Party of China, the "Rural Revitalization Strategy" was proposed.
How to revitalize the countryside?
"Agricultural sales" is one of the most important links!
With a huge market and national policy support, the development potential of the agricultural industry is obvious.
3. The business model of "agricultural product sales" is different from ordinary e-commerce categories.
In ordinary e-commerce categories, Li Chuan signs a "sales sharing contract" with manufacturers and brands, and every time he sells a commodity, he can extract the corresponding profits from it, but agricultural products are different.
The distribution of agricultural products is relatively scattered, and there is no fixed set of industry standards, if you want to ship a large number of products in a short time, you need to spend a long time to select products, and then organize your own manpower to purchase, and later delivery, after-sales, but also to arrange your own ...... This is similar to a self-operated model.
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The self-operated model is much more troublesome than agent sales, and the shelf life of agricultural products is shorter, and if you are not careful, you will be heavy, and the post-processing is very cumbersome.
To sum up, the agricultural industry is not suitable for mixed management with ordinary e-commerce business.
Li Chuan and Jiang Zeyu will list them separately, also to make it easier to manage in the future.
2. Sanmu Engineering Construction Co., Ltd.
The purpose of the establishment of the company is to develop the No. 16 plot of the future science and technology city Haichuang Park, and to build the headquarters building and live broadcast base of Miki Network.
The original Miki Media and the soon-to-be-established Miki Network did not have qualifications in real estate development and construction, so they needed to re-establish a company to do these things.
The above two companies are 100% owned by Miki Network.
The result is a simple underlying design...... Miki Network includes three wholly-owned subsidiaries: Miki Media, Miki Agriculture, and Miki Construction.
Later, with the expansion of the business, Miki Network may also establish a new wholly-owned subsidiary, but that is a later story, at this stage, it is enough to retain the established underlying design.
In terms of mid-level design, they have also made some adjustments.
100% of the shares of Miki Network will be vested in a company called "Miki Holdings".
Miki Holdings, whose full name is "Miki Holdings Co., Ltd.", is nominally an investment company.
According to the plan, Sanmu Holdings will also be divided into three wholly-owned subsidiaries, namely: Sanmu Network, Sanmu Supply Chain and Sanmu Fund.
Miki Network, the full name of "Miki Network Technology Co., Ltd.", this is the most important operating entity, which has been introduced before.
Miki Supply Chain, full name "Miki Supply Chain Management Co., Ltd.", is also an important operating entity.
The function of Miki Supply Chain is similar to a shareholding platform, which is mainly responsible for building a complete supply chain system.
How to set it up?
Specifically, we select high-quality small brands and manufacturing plants, collect their shares in the name of "agency sales", or inject capital into them in the name of "investment...... After occupying the shares, they form a fixed voice internally, control the quality of their goods, and meddle in their brand operation.
Li Chuan's previous acquisition of Guanfeng luggage products factory is one of them.
According to the established plan, the 66% shares of Guanfeng Luggage Products Factory will be transferred to Sanmu Supply Chain.
Some people may ask, why is Miki's supply chain owned by Miki Holdings, and not under Miki Network?
This question involves the future strategy of the "Miki system".
The core of live streaming is the supply chain, a complete and mature supply chain, and the energy exerted is much greater than that of an M company.
Once the Miki supply chain is formed, it will be high in the sky, and the sea will be wide and the fish will leap, and there is really no need to be limited to the cage of the Miki network.
According to Li Chuan and Jiang Zeyu's strategic vision, after the formation of the Sanmu supply chain, to serve multiple customers, the Sanmu network may be the most important one, but it is definitely not the only one.
Therefore, in order not to restrict the development of Miki's supply chain, they did not classify it under Miki Network, but under Miki Holdings, and became an existence alongside Miki Network.
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Miki Foundation, full name "Miki Charitable Foundation".
Li Chuan considered the matter of "establishing a charitable fund" last year...... At the time, he just had an idea, but he never had time to implement it; Now, coinciding with the adjustment of the equity structure, he brought up the matter.
As things stand, the establishment of a charitable fund is a good move.
Since Mr. Sen has grown up, he has become the top anchor in the live broadcast industry, with popularity and influence, and now the most important thing is character design and word of mouth.
Although the establishment of a charity fund will be said by many netizens to avoid taxes, as long as you really do charity and carry out appropriate publicity, you can set up a character in front of the public and gain a better reputation.
Jiang Zeyu listened to Li Chuan's exposition and felt that it made sense, so he immediately took the initiative to take the "establishment of a foundation...... Jiang Zeyu is an investment banker, and it is not difficult for him to "set up a foundation".
Similar to the underlying design, Miki Supply Chain and Miki Fund will also be 100% owned by Miki Holdings.
Three wholly-owned subsidiaries of Miki Holdings, namely Miki Network, Miki Supply Chain and Miki Fund...... This is the mid-level design of the "Miki series".
In terms of top-level design, Li Chuan and Jiang Zeyu used the "limited partnership structure" they discussed earlier.
Miki Holdings is held by two companies, namely "Huangshui Investment Co., Ltd." and "Chujiang Investment Co., Ltd.", of which Huangshui Investment Co., Ltd. holds 25% of the shares and Chujiang Investment Co., Ltd. holds 75% of the shares.
Some people may be curious, how did the words "Huangshui" and "Chujiang" come about?
This stems from Li Chuan's name.
Li Chuan's name has the word "Chuan", and "Chuan" means "river".
What are the two most famous rivers in the country?
Undoubtedly, it is the Yangtze River and the Yellow River.
"Huangshui" is another name for the Yellow River, and "Chu River" is another name for the Yangtze River...... This is the origin of the words "Huangshui" and "Chujiang".
The GPs of Huangshui Investment Co., Ltd. and Chujiang Investment Co., Ltd. are both served by an entity called "Yichuan Investment Co., Ltd."
Why is it called "Yichuan"?
Li Chuan originally wanted to be called "Baichuan...... The sea is inclusive, it sounds good, and it has a special meaning.
However, after some inquiry, he found that the word "Baichuan" had been registered, and it was also an A-share listed company...... There was no way, he had to choose something else.
"Qianchuan" is also good, but Li Chuan didn't check this word, so he gave up directly.
Why?
Because he knows what "Qianchuan" is.
Qianchuan, also known as "Huge Qianchuan", is a comprehensive e-commerce promotion platform officially launched by Douyin, dou+, Luban, feed, etc., which will be gradually integrated into the Qianchuan platform in the later stage...... When the time comes, Miki Network will definitely be able to use it as well.
Therefore, the word "Qianchuan" belongs to the official Douyin, and Li Chuan doesn't want to grab it, and he can't grab it.
"Baichuan" and "Qianchuan" are not good, but what about "Wanchuan"?
"Wanchuan" is a bit awkward, not very good-sounding, and like a personal name.
What about "Hachikawa" and "Kukawa"?
Yes, but it's too small.
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After thinking about it repeatedly, Li Chuan became a "Yichuan".
As soon as "Yichuan" came out, "Baichuan" and "Qianchuan" were covered, and it was also relatively good.
According to the plan, Li Chuan will hold 100% of the equity of Yichuan Investment Co., Ltd., and with the help of Yichuan Investment's GP status in Huangshui and Chujiang, he can indirectly control Miki Holdings, and then enjoy absolute control of Miki Network.
However, Yichuan Investment's shareholding in Huangshui and Chujiang is not 100%.
According to the plan:
Yichuan Investment will hold 0.5% of the shares of Huangshui Investment Co., Ltd. and 0.1% of Chujiang Investment Co., Ltd.
That is to say, Li Chuan only indirectly holds 0.25% of the shares of Miki Holdings through Yichuan Investment.
Although the small number of shares does not affect Li Chuan's absolute control over Miki Holdings, if the shares are too small, it will also affect his profits...... It is also very uncomfortable to only work to make money, and not to take money from it.
How is this matter resolved?
It is also simple to solve, Li Chuan only needs to set up two more companies, and take shares in Huangshui and Chujiang respectively, so that he can reap profits openly.
However, these two companies can't do it casually, because it involves the distribution of interests, and if they mess around, it will seriously affect the future development of the "Miki system".
Li Chuan and Jiang Zeyu discussed this issue for more than an hour, and finally came up with a set of plans.
They first identified the attributes of the two companies, Huangshui and Chujiang.
Huangshui Investment Co., Ltd. will be positioned as an employee stock ownership platform...... if the internal employees of the "Miki system" hold shares, they will be divided from Huangshui Investment Co., Ltd.
Chujiang Investment Co., Ltd. will be positioned as an external financing platform...... External capital wants to finance the "Miki system" and will split the shares from Chujiang Investment Co., Ltd.
What if Miki has neither employee stock ownership nor external financing?
Of course, the framework is built first, and then we will use it later.
On the side of Huangshui Investment Co., Ltd., they will set up a formal employee stock ownership platform called "Tonghui Investment Co., Ltd."
The meaning of the word "Tonghui" is relatively simple, that is, the meaning of being brilliant together and stepping into the pinnacle of life together.
Tonghui Investment Co., Ltd. will hold 99.5% of the shares of Huangshui Investment Co., Ltd...... These shares are the option pool established by the "Miki Department", and all of them will be rewarded to the employees of the "Miki Department" in the future.
However, until the employees officially get the options, these shares will be held by the general manager.
Li Chuan is now the general manager, so he will hold the 99.5% of the shares on his behalf.
However, there is a constitution in Tonghui Investment Co., Ltd., that is, before the formal distribution of shares, the income obtained can only be used for the development of the company, and cannot be collected by private individuals.
Therefore, Li Chuan can only hold it on behalf of him, but he cannot use these shares to harvest profits.
If he wants to reap profits, he can only go through the framework of Chujiang Investment Co., Ltd.
Chu Jiang Investment Co., Ltd. is an external financing platform, and Li Chuan will set up a "family trust" in Hong Kong to enter the market in the form of "external capital" and reap profits.
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Why Hong Kong?
Because trusts in the mainland are easy to penetrate, and those in Hong Kong are not easy to penetrate.
What does it mean to be "knocked through"?
To put it simply, it is to be collected.
The biggest role of the trust fund is that it will not be collected by a third party when an accident occurs in the outside world...... The trust in the mainland is really not doing well in this regard, so if Li Chuan does not want to go abroad, he can only choose Hong Kong.
After the establishment of Li Chuan's family trust, it will occupy 99.9% of the shares of Chujiang Investment Co., Ltd.
This is because there has been no external capital injection so far, so Li Chuan's family trust can get all the remaining shares, and if there is an external capital injection in the future, Li Chuan's family trust will also reduce the proportion of shares.
The above is the top-level design of the "Miki series".
The bottom, middle, and top floors all have their own set of designs, which seems quite complicated, but in fact, the effect is still similar to before...... Li Chuan still occupies 100% of the shares of the "Miki Department" and enjoys absolute control of the company, but through this move, he effectively avoided his own risks, and also laid the foundation for the future development of the "Miki Department".
Of course, that's all for later.
At present, Li Chuan and Jiang Zeyu have only determined the equity structure of the "Miki system", and it is difficult to say when it will be realized.
Because the equity adjustment is too large, there are many processes that need to be followed, and there are still some troubles.
What's the trouble?
Normal industrial and commercial registration is not troublesome, it can be done in a day or two, but the Miki Fund and the family trust are really troublesome.
Sanmu Fund can take its time, this is not in a hurry, it will not be done well for a while, and it will not affect the overall equity structure adjustment, but the family trust is different, the family trust is a top-level design, and if it is not done well, there is no way to make follow-up adjustments.
In this regard, Li Chuan was also a little panicked.
"Alas~, I have to go to Hong Kong."
Li Chuan shook his head helplessly, and said, "In two days, I will broadcast live, and the company has a lot of things, so I ...... I can't go for a while, and it seems that I will have to wait for a while longer for the equity adjustment. ”
"I'll go for you." Jiang Zeyu suddenly spoke.
"Huh?"
Li Chuan raised his eyebrows and said, "Can this work?" ”
"It should be possible...... The trust fund can also be handled on behalf of the agency, but it will be more troublesome, but it doesn't matter, I have lived in Hong Kong, I am familiar with it, and I can handle it. ”
"If that's the case...... That's great! ”
Li Chuan said with a smile on his face: "What materials do you need?" ”
"I don't know, I'll call tomorrow and ask."
"Okay."
Li Chuan nodded and said, "Then this matter will be handed over to you first, what materials do you need, even if you tell me that if you have any follow-up problems, you must also communicate with me in time, if it really doesn't work, I can also take a few days out to go for a special trip." ”
"Okay, no problem."
"Hmm."
“……”