super comprehension

According to the advance notice, the board of directors was to convene at nine in the morning. However, at 8:30, Xiangyun Holdings sent a fax saying that they had a similar proposal for the establishment of a venture capital company, and suggested that

They were discussed together at this board meeting.

According to the charter of the board of directors of Hexiang Co., Ltd., if a director wants to propose a proposal related to the final proposal at this meeting, he or she can join the discussion and vote at the meeting without submitting it in advance. Because such a proposal can be used as a supplement to the final proposal or as a supplement to the final proposal.

It is recommended to deal with it.

After receiving this fax, Ling Zifeng realized that he had indeed forgotten a very important thing. That is, when Chen Fang asked Chen Fang to send a proposal notice about the establishment of a venture capital company, he forgot to include the sentence "If board members have related proposals,

Please register two days in advance." Now, Kazuki Qingkawa simply didn't even send the content of the related proposal, and directly sent the "notice" half an hour ago.

"What should we do? Now we don't even know what kind of related plan they are going to propose, how to deal with it?" Ling Zifeng called Lin Nayi and Chen Fang to his office to discuss how to deal with Qingchuan Kazuki's related proposal.

"From the current analysis, unless Xiangyun Company puts forward a more constructive proposal, it should not be a problem for our proposal to be passed by a majority of votes." Chen Fang considered it from the perspective of the secretary of the board of directors. He felt that it would be enough to have majority support.

"But have you ever considered what if Xiangyun Company's proposal is more constructive and makes the other directors feel that their proposal is more beneficial to the company's development?" Lin Nayi doesn't think so, "I feel that they should

From the perspective of maximizing the company's interests, from this time

Start with the partners who established the venture capital company and put forward more attractive conditions. For example, partner qualifications, investment amount, shareholding ratio distribution, business scope, personnel arrangements, etc. Once the majority of directors feel that their plan is more beneficial to the company

, who will agree to vote on your plan?”

"Ah!" Ling Zifeng and Chen Fang shouted almost at the same time, "We forgot that they do this professionally."

"Yes, this is the consequence of you underestimating the enemy." After Lin Nayi hit the nail on the head, she could only spread her hands. "It's too late now. We can only wait for others to show their cards before the troops come to block the water and flood it."

"The main responsibility for this lies with me. I did not consider these factors at the time and focused all my attention on the venture capital company's business model." Chen Fang began to blame himself.

"If the partner changes hands in the end, your efforts will naturally bring benefits to our company, but half of your work is to serve as a wedding dress for others. The core problem is that once the partner has ambitions, it may

It has sown bad consequences." Lin Nayi said when it comes to work.

She has always been merciless with her words. Although Chen Fang had already blamed herself, she still said if she had anything to say, "I think you have time to find your own problems, so why not concentrate on thinking about the other person's possible problems?"

There are existing problems, so we should be mentally prepared when the time comes."

"Yes, what Mr. Lin said makes sense." Chen Fang was a little bit more impressed by Lin Na and responded, "We should think more about the advantages of our partners and the possible problems of Xiangyun itself. By the way, Xiangyun Holdings

Although it is a professional venture capital company, they have few successful cases in the pharmaceutical industry. Including their wholly-owned subsidiary, Xiangyun Traditional Chinese Medicine Co., Ltd., which has been in serious losses for more than four years since its establishment."

"What about Liu's Construction?" Obviously, Lin Nayi is a master whom no one knows outside her own home. She also doesn't know much about one of the top listed construction companies in China. She only knows that Liu's Construction is quite famous. "They are very good in this regard.

Have you made any achievements?"

"This is completely different, Mr. Lin." Chen Fang became excited when he thought of this, "In fact, our cooperation with Liu's Construction is not that we came to them, but they came to us. In recent years, Liu's

The company is actively investing and developing in the pharmaceutical industry, and has invested in the establishment of four or five Chinese and Western medicine companies, one of which is already waiting in line to be listed."

"Then why does such a powerful company still think of Hexiang?" Lin Nayi was a little puzzled. At this time, she also thought about it. Liu's Construction seemed to be one of the top fifty companies in the country, in the construction industry.

They are second to none in the industry, and their billboards are all over the streets.”

"Hey, people are not interested in our century-old brand. Their chairman said that in the traditional Chinese medicine industry, anyone can do without it, but Hexiang cannot be left behind. Hexiang must be cultivated into a world-class traditional Chinese medicine company.

"Chen Fang has negotiated with representatives of Liu's Construction many times, and also directly contacted the directors of Liu's Construction

Liu Shujun, the manager, has been interviewed, so he speaks clearly and clearly, "Liu's Construction has four main advantages as a partner: first, experience in venture capital in the pharmaceutical industry; second, marketing channels in the finished drug market; third, promising capital injection

The company’s convenience in cultivating and transporting talents; the fourth is the company’s own strength.”

"Yes, we are also the chief partner of the largest Chinese Medicine University in China, sponsoring millions of yuan every year to support talent training programs in the Chinese medicine industry." Ling Zifeng also added.

"Oh, there's this other thing?" Lin Nayi graduated from the University of Chinese Medicine. She naturally has a good impression of companies like Liu's Construction that actively support the work of her alma mater. "But your board of directors' proposal did not include these advantages.

Written in, it just briefly introduces the financial strength of Liu's Construction. In fact, as a partner, the financial requirements are not very important.

Yes, as long as the directors think that they can not lag behind in the follow-up development capital investment, if the capital power is too strong, everyone will worry about being usurped by the guest and losing the right to speak in the venture capital company. Moreover, the funds are really insufficient.

, you can also solve the problem by issuing additional shares. In a word, money is not a problem, the core is the business development advantage."

Therefore, under Lin Nayi's reminder, Chen Fang used the fastest speed to write out a "Supplementary Note on the Establishment of a Venture Capital Company for the Development of the Chinese Medicinal Materials Industry", which provided detailed information on the advantages of the partners mentioned earlier.

.

At nine o'clock sharp, the board meeting officially begins.

After Chen Fang, secretary of the board of directors, read out the agenda of the temporary meeting, Kazuki Qingkawa calmly came up with a related proposal: "As a director, after receiving the proposal "About the establishment of a venture capital company for the development of the Chinese herbal medicine industry" proposed by general manager Liu Xiaojun,

, our Xiangyun Company attaches great importance to it. Under the personal instruction of Mr. Fei Zhixing, the chairman of the group company, we have also put forward a related proposal, and please everyone to apply for it together with the proposal of General Manager Liu Xiaojun."

After the proposals he brought were distributed to all participants, Kazuki Qingkawa once again took the initiative to speak: "I would like to make a few explanations about Xiangyun Holdings' related proposals: First, we think that General Manager Liu Xiaojun's views on establishing the development of the Chinese herbal medicine industry

The suggestions from the venture capital company are very good. Please note, directors, what we mentioned here is that we support Mr. Liu’s suggestions, but we are not criticizing his suggestions.

All contents of the case are unconditionally supported. Secondly, as the largest venture capital company in China, we combined our industry advantages and put forward a proposal for a venture capital company that we think is more suitable for the development of the Chinese herbal medicine industry. In this proposal, we started from

More detailed assessments and suggestions were made in terms of partner qualifications, capital contribution amount, shareholding ratio, business scope, personnel arrangements, etc."

Seeing that the eyes of the participants were all focused on him, Kazuki Qingkawa spoke more passionately: "As we all know, the venture capital industry is a very professional industry, and our Hexiang Co., Ltd. is in the field of traditional Chinese medicine.

We are more familiar with the materials industry business itself, but lack case experience in venture capital. Therefore, it is particularly important to find a partner with rich venture capital experience.”

"As the largest venture capital company in China, Xiangyun Holdings has currently injected capital into more than 100 companies, more than a dozen of which have completed A-share listings. It can be said that throughout the country, no company can be more successful than Xiangyun Holdings.

Authoritative."

"Secondly, we considered that Hexiang is a century-old brand and its brand itself is an asset. Therefore, we made a disruptive innovation in the proportion of investment and shareholding. Xiangyun Holdings invested 60%, but as long as

Forty-nine percent of the shares. In other words, for the basic registered capital of 100 million yuan, Xiangyun Holdings will contribute 60 million yuan. If there is subsequent investment in the future, the capital share will be apportioned according to the shareholding ratio. This means,

Xiangyun Holdings gave Hexiang Co., Ltd. a one-time brand subsidy of 11 million yuan----"

Just when Qingchuan Kazuki was boasting, Ling Zifeng raised his hand and interrupted his speech: "Excuse me, Director Qingchuan, are you attending this meeting on behalf of Xiangyun Holdings or as a director of Hexiang Shares? I

Looking at you talking about us, it seems that you represent Xiangyun Holdings, so I'm sorry, the board of directors did not invite representatives of the partners to attend the meeting."

Qingchuan Kazuki was excited just now and made many slips of the tongue during his speech, which gave Ling Zifeng an excuse. However, when he was about to apologize for this and continue to speak, Ling Zifeng did not give him this chance. Because he

Knowing that after he had found a reason to embarrass Harukawa Kazuki, he had to strike while the iron was hot and quickly instill his opinions into the directors attending the meeting.

"I just made a joke with Director Qingchuan, please don't mind. Just now Director Qingchuan talked about Xiangyun Company's related proposals first. Although this is slightly inconsistent with the board of directors' reporting and voting procedures, I still thank Qingchuan very much.

Director Chuan and Xiangyun Holdings have made great efforts for the development of Hexiang." Ling Zifeng asked Chen Fang

He also distributed the supplementary explanation he brought to everyone, "In fact, regarding the creation of this venture capital company, it was not our company's or my own idea at the beginning. It was Liu's Construction who took the initiative to come to us as a partner.

. Now, I will give you a brief explanation of the relevant situation."

"Dear directors, there is one sentence that I don't need to mention, that is, what kind of venture capital partner we are looking for?" Ling Zifeng slowed down his speech, "In order to show the Liu family we plan to cooperate with this time,

Regarding the construction-related situation, we have specially extracted a few key points. Please take a closer look. At the same time, with reference to the related proposals of Director Gang Qingchuan, I suggest that you first discuss the partners with whom we intend to jointly establish a venture capital company.

Take a vote."

"Wait a minute!" Just when Ling Zifeng put forward his opinion with confidence, someone suddenly stood up. This person turned out to be Chairman Xu Lijian.

Ling Zifeng panicked when he heard Xu Lijian stopping his proposal at this time.