Global monopoly of technology

Chapter 147 [Corporate Control Rights Reinforced]

Luo Sheng paused for a moment and drank saliva to moisten his throat and continued to speak: "In addition, the shareholders of Bluestar Technology Group should jointly pass a new agreement today. We must jointly agree on the stocks that were issued before the A round of financing, namely B shares have 30 voting rights per share, and later called A shares also include all publicly traded, 1 share and 1 voting right. B shares cannot be circulated in the market and can only be sold by replacing them with A shares, while A shares It can never be converted back to B shares."

The majority of Bluestar Technology Group’s Class B shares are in the hands of the founders and executives. It is worth mentioning that 12% of the Class B shares are held in SoftBank Capital, Goldman Sachs Capital, Venture Capital, IDG. Fund, JP Morgan, and Huajin Securities have six hands.

They each hold 2% of Class B equity.

Only when capital is increased and shares are expanded, the Class B equity held by the founder team will automatically be converted to Class A equity.

And the 2% of the equity held by each of the six major VCs was originally transferred and bought directly from Luo Sheng. It was a transfer, so it is still a Class B equity, with 1 share and 20 voting rights.

In theory, after the equity of the founder team of Bluestar Technology Group is continuously diluted, this 12% equity may shake Luo Sheng’s control of the company, because after the IPO, the equity of each shareholder will be further diluted. Sheng wants to cash out himself, and the team members who follow him must also cash out if they have allotted shares, so the realizing dilutes the equity.

In fact, at the beginning, Luo Sheng transferred 12% of his personal equity to cash out, except that he played a trick to make VCs trapped by Bluestar Technology have to pay to prevent him from messing about the company’s assets. There are also other considerations, that is, the stocks that have taken a fancy to this transfer are Class B shares.

As long as the 12% Class B equity holds more than 34% of the voting rights in the company on a certain day, Luo Sheng cannot absolutely control the Bluestar Technology Group, because resolutions on major issues require more than 67% to be passed to take effect, otherwise as long as there are 34 % Objects will not be passed.

Therefore, when the six major investors heard what Luo Sheng said, their expressions changed.

I was very angry, because at this time they held 12% of the Class B shares and other VCs held Class A shares, and the voting rights were not even 15%, so Luo Sheng could not be stopped at all.

I thought that this was a foreshadowing, and it might happen someday in the next decade, decades later.

But now, upon hearing Luo Sheng’s proposal, the six major investors suddenly felt that it was a bait to them. At first, it was because of a big factor that they were interested in class B equity and they were willing to give Luo Sheng money so that he could successfully cash out the amount. 100 million U.S. dollars, only had the capital to create the Blue Coast Company.

I thought I wanted to dig a hole for Luo Sheng, but I didn't expect it to be clever but was mistaken by cleverness. The six major investors were amazed. This young man was really smart to his bones, and he was no worse than those old foxes at a young age.

What a little clever ghost!

"Mr. Luo, I really can’t understand it. This is considered a repeated waste of resources. While you are requesting to jointly establish a limited partnership enterprise, the Bluestar Technology Group, you must be a GP. Controlling the power of Bluestar Technology, why bother to reshape the equity structure of Bluestar Technology Group? What is this is not a waste?” Paul Watson, who came to attend the shareholders meeting on behalf of Goldman Sachs, said, even though he knew Luo If Sheng is determined to do this, everyone can't stop it, but I still have to say something.

In order to express the person in charge, Luo Sheng also explained: "Mr. Paul, I do not agree with you. The purpose of jointly establishing a limited partnership is to isolate some malicious people before the IPO. Once the company is listed, the stock will be in the second place. Level market circulation, none of us knows who owns the shares of Bluestar Technology Group. If this group of people asks to check the company’s accounts today, tomorrow 10% will join forces to apply for the company’s dissolution. This is a purely disgusting thing. We want to isolate."

"The agreement just now is also to avoid excessive external interference after the company goes public and affect the company's development. This is to ensure that the interests of all the beneficiaries of the Bluestar Technology Group are not harmed."

Paul Watson was expressionless and stopped speaking. Although he was reluctant, there was no way at this time to prevent Luo Sheng from strengthening his control over the company.

Other shareholders looked at each other, whispered to each other, or shrugged with helpless expressions.

When Luo Sheng proposed that agreement, it meant that 12% of the Class B equity would also be converted into 1 Class A share with 1 voting right.

And Luo Sheng's proposal made the famous investors present instantly think of a company-Berkshire Hathaway.

Obviously, Luo Sheng is learning the routine of the stock god Barfet. Paul Watson and the others also discovered that Luo Sheng is a person who pursues long-term interests rather than immediate interests. In this regard, he is exactly the same as Barfett.

This is the result of Qin Weimu's help behind Luo Sheng's staff planning. He is only the planner, but it cannot be denied that Qin Weimu also refers to the structure of Buffett's Berkshire Hathaway.

This is very necessary. Luo Sheng knows very well that Wall Street will find ways to intervene and control any listed company. It is best to kick the founder out of the company and constantly require the company to meet the revenue expectations of each quarter.

When Wall Street people have a large say in a listed company, they will even ask for the removal of the entire board of directors to be directly managed by them. Such tragedies can be described as numerous.

A similar major incident occurred just last year. Wall Street’s replacement of Yahoo’s board of directors caused a lot of noise in 2004. This is the most typical example that happened recently.

Before deciding on this new top-level architecture design, Qin Weimu carefully studied the successful experience of Bafit, and found that one of them was that the people inside the company must have an absolute say.

That is the right to vote.

Subsequently, the shareholders' meeting began to vote, and the result was a smooth vote without suspense.

It's just a process.

Qin Weimu had already drafted the company law articles of association and shareholder agreement, and signed it on the spot after voting.

Luo Sheng does not give them any opportunity to repent and react. When someone refuses to sign, although it will not fundamentally change anything, disputes are always very annoying, and you have to separate your energy to deal with these shit things.

After the re-agreement, the face value of Class B shares of Bluestar Technology Group is 30 times that of Class A shares, but the voting power is 200 times that of Class A shares. A shares can never be converted into B shares, and B shares can be transferred at any time Into A shares.

Not only has the 12% equity of the six major investors been recovered, it has also further strengthened Luo Sheng's control over the company. As a result, after the strengthening of B shares, the value of each share is as high as tens of thousands of dollars.

This is not only unavailable for retail investors, but also unavailable for dynamic management funds. No matter how many Bluestar technology stocks an investor buys from the market, as long as Luo Sheng holds no less than 9% of the stocks, he can have an absolute majority of voting rights. .

As a result, coupled with the limited partnership structure, Bluestar Technology Group is listed, and it is basically impossible for Wall Street to directly interfere with the company's development.

And this kind of equity control method of Luo Sheng to Bluestar Technology Group will become the target of many start-up companies to imitate in the future.

There is even a ridiculous sentence widely circulated in the industry: If you are an entrepreneur, if you are confused on the road to entrepreneurship, please study the Bluestar Technology Group, and he will tell you how to do it. This is a long-sighted and shrewd company. If you can learn a three-pointer from the company, it will benefit infinitely.

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