American Fortune Life

Andy actually understands that Jack Ma used a three-step strategy to annoy Yahoo Yang Jerry and Softbank Masayoshi Son, separated third-party payment, made them fly solo, and completed the transfer of foreign capital holdings to domestic capital, which is also helpless for Jack Ma.

The security of payment data is something that no country will give up easily. It is a security issue rather than an ethnic issue.

All big companies hope to face the world with openness, but the future era is data competition. And Jack Ma's Ali has the country's economic data. This is undoubtedly unacceptable for any country to be controlled by foreign capital. In the United States, the same problem will still be encountered, or even more troublesome.

Understanding is understandable, but Jack Ma has always been a very respected entrepreneur in Rabbit Country, and Ali is also one of the largest Internet companies in Rabbit Country. The price of this mistake is not only the personal international reputation accumulated over the years, but also Ali’s potential long-term development opportunities.

At the same time, the incident of flying solo (separating from the two major shareholders of Yahoo and Softbank) has triggered discussions on the spirit of entrepreneurial contract and integrity.

However, what Andy did not expect was that the most important question Li Xiaoying had to ask during this video connection was that Jack Ma had just raised the issue of payment licenses at the board of directors. Through the feedback from many parties, foreign capital may eventually Unable to get a license in the first batch, so the first step strategy that hides the purpose of separation for third-party payment is proposed.

70% of the shares paid by the third party were transferred to a domestic company under the name of Jack Ma at a low price, and a very confusing and deceptive condition that made Softbank and Yahoo stumble was Jack Ma's so-called agreement control.

The so-called agreement control model originated from the creation of Jiulangwang when it was listed on Nasdaq 12 years ago, and it has been widely used in the overseas red-chip listing of enterprises in industries such as the Internet and publishing that "foreign capital is prohibited from entering".

It is to set up a wholly foreign-owned enterprise in the name of an overseas company controlled by it, and control all the business activities of the domestic enterprise through exclusive contracts such as management consulting or technical service agreements, and then obtain the main income and profits of the domestic enterprise.

Through the above series of arrangements, although on the surface, the domestic enterprise is still an independent domestic-funded enterprise, in fact, all the operations of the enterprise and its corresponding assets, income and profits belong to the overseas company and are actually controlled by the overseas company.

At this time, the statements of both parties should be consolidated. Consolidated statements are the accounting premise for realizing overseas listing of domestic equity.

Yahoo and Softbank’s financial reports were also implemented in this way at the beginning of the agreement. However, Jack Ma continued to transfer the remaining 30% of the equity in August 2010. The third step was to terminate the agreement control with Ali Group in the first quarter of 2011. Jack Ma Without the approval of the board of directors, the agreement control was terminated, and the personal holding of the third-party payment was completed.

then,

After passing the central bank's investigation and getting the license, he turned around and proposed to negotiate a compensation agreement with Yahoo and Softbank. However, Masayoshi Son of Softbank directly refused, and the compensation negotiations between Jack Ma and Yahoo also fell into a quagmire.

No matter what the reason is, no matter how powerful the background situation is whitewashed, it cannot escape the conflict of interests and the integrity of the spirit of the contract.

To be strong, bigger, and go global, an enterprise must be honest. Since all enterprises in the world do business under the framework of a contract spirit, everyone must abide by and maintain this framework. This is a responsibility and is also for their own interests. Protect.

However, the more complicated background is Jack Ma's belief in Ali's absolute control and his efforts to repurchase the controlling stake in the past two years. In a group with less than 10% of personal shares, Jack Mark has always maintained a situation of weak board of directors and strong management.

When an evil result has been planted, ten thousand good reasons cannot cover it up. If it insists on this, it is hypocrisy.

Of course, at the same time, it must be admitted that modern payment is a new financial reshuffle that transcends bank and credit card payments. In this regard, Rabbit Country is much more advanced than European and American countries. There is no way to learn from it. This is Rabbit Country’s lead. The world must pass as a pioneer.

Andy couldn't be sure whether Jack Ma had no choice but to decide to do it after deliberation. The matter had nothing to do with himself, but now it fell on him, so things became less wonderful.

In fact, the simple conflict of interests is still easy to resolve. The compensation agreement should be very generous. Otherwise, Yahoo would not agree to negotiate. The reason why Masayoshi Son of Softbank refused may be because of conceptual differences with Jack Ma. Disagreement, perhaps this Korean-born footbath has some more obscure and elusive thoughts in his heart.

Andy knows that if Ali Group can really bring him huge benefits, then the issue of third-party payment cannot be stuck on the neck of Jack Ma. This is something that foreign investors like them cannot decide, and no country will This kind of instrument that involves national financial security is allowed to be controlled by foreign capital.

The long time of contemplation made the whole room fall into an eerie silence, whether it was Li Xiaoying on the other end of the video or Ivana who had put down her work and looked at him curiously.

"We are not the largest shareholder. We don't need to rush to express our position. After all, it is not the time to make a real decision. Our interests cannot be damaged. At the same time, we must also consider the reality. The issue of paying licenses will not be a problem in any country. A small problem, Ali's shareholding ratio, it is difficult to gain the trust of the country, this is the reality." Andy finally raised his head and broke the silence.

Li Xiaoying agrees with this conclusion very much, and also sincerely admires her young boss's understanding and rationality of the Rabbit Country culture.

"Maybe I need to meet with Jack Ma, but unfortunately it is not allowed now. If Jack Ma comes to the United States, I hope to meet him."

Li Xiaoying nodded and said: "I will bring the message to Jack Ma when I see him next time. Also, boss, I have already contacted Zhou Hongwei of Qihoo 361. I will fly to the capital tomorrow. I want to think about it." Zhou who wants to expand will not reject our investment."

"Very good, Emily, I am very satisfied with how quickly you entered the state and opened up the investment breakthrough in the rabbit country's Internet market. The list I gave you, I hope you can realize it one by one." Andy said with a face He praised with a satisfied smile.

"According to our understanding, Youku is planning a third round of financing of 25 million US dollars; Dangdang, Tudou, I have sent people to investigate and understand. As for the game company that you let me pay attention to, boss, I think it is the most promising at present. There are only two companies with potential for development, one is Changyou and the other is Shengda..."

Andy patiently listened to Li Xiaoying's report, thinking quickly. Although he knew the names and main businesses of these companies very well, in his previous life he was just a technical geek after all, and he didn't focus on the company itself. More is to focus on their business and merchandise.

"Youku's 25 million US dollars in financing will be eaten up, and its shares will be acquired as much as possible, as well as Tudou.com, the Internet user base of Tuguo is very large, and the development speed of video websites is very fast, which is special. Under the national conditions, it has almost been decided that they will not have powerful enemies from outside, and will basically be fighting internally. Tudou, one of the earliest online video sites in the world, and Youku, which is developing strongly, are undoubtedly the best among them. These two horns, let them have enough ammunition to destroy their opponents, and when only these two are left, no matter who wins or loses, I will be the beneficiary."

"I understand the boss, but I hold shares in two companies with the same business at the same time. Boss, are you sure you want to give up the voting rights in the board of directors?" Li Xiaoying is still very opposed to this point. After all, voting rights can protect interests. It is undoubtedly unwise to give up power easily.

"Sure, but you have to specify in the agreement that no matter which company acquires the other party, our voting rights will be restored as soon as possible." Andy decided to give up voting rights because he didn't want to arouse the suspicion of the two companies and their investment banks. Yes, impartiality, only for profit, perhaps this can also make the founder team more at ease.

"So, what about the last one left, Penguin?" Andy had a bad feeling, because when Li Xiaoying left, Ali and Penguin were the ones he had specially told to pay attention to. From the beginning until now, Li Xiaoying has never mentioned penguins.

"I'm sorry, boss, I'm afraid I'll disappoint you. Since Penguin was listed in HK in 2004, the stock price has maintained a steady growth, and now Penguin's internal equity structure is very stable. I'm afraid we won't be able to get shares unless we are willing to spend Big money..."

Sure enough, Andy couldn't help but smiled wryly, and said, "Tell me about Penguin's shareholding structure."

"In 2002, entrepreneurs accounted for 46.3%, South African MIH accounted for 46.5%, and IDG accounted for 7.2%. By 2003, the founder team and MIH each accounted for 50%. Increase share capital to dilute the proportion of original shareholders. The 12 natural persons and the South African MIH’s Penguin holdings were reduced from 50% to 37.5%. On August 31 of the same year, the South African Bank announced that it held 185 million Penguin stocks, accounting for 20% of the issued shares. 10.43%. The rest are tradable shares!"

"This South African MIH..."

Li Xiaoying quickly resolved Andy's doubts, "This is a group controlled by NL Company - Standard Bank of South Africa. Its main business is media, TV stations, and the Internet. It is a listed company with a current market capitalization of US$4 billion.”

Andy nodded, looked at the pretty face on the monitor with burning eyes and asked, "Do you have any suggestions?"

After pondering for more than ten seconds, Li Xiaoying said: "Boss, if the subprime mortgage crisis in the United States really sweeps the world, I think the Standard Bank of South Africa will also suffer losses. Maybe we can use this opportunity to contact them and see Is it possible to buy some shares? If not, the global stock market will be hit hard under the crisis, and we can also use low prices to attract a large amount of money in the market. This kind of tradable stock may be more suitable for us. A two-pronged approach, Nasda MIH, which is listed on grams, and Penguin, which is listed on HK, are both raising money at a low price. If it exceeds 5%, we can announce it to the public. I think that these two companies will have to absorb us into the board of directors. "