The Pentium Era - South to North

Xiaofang saw that Zhang Chen agreed reluctantly and knew that he still had concerns. Xiaofang asked Zhang Chen: "My dear, what are you worried about? You look so reluctant?"

Zhang Chen told Xiaofang his thoughts.

Xiaofang laughed after listening to Zhang Chen's words. She said:

"What did I think? It turns out that you are worried about the loss of power. Don't worry, this problem can be solved. We can modify the company's articles of association and rules of procedure, and set up a safety valve in the articles of association. The problems you are worried about will never happen."

"How to do it?" Zhang Chen asked.

Xiaofang said: "Dual-class shares can be set up, which is a binary system of shares. For ordinary companies, the shareholding system is a unitary system, that is, the same shares have the same rights, and one share equals one voting right.

"The dual-class structure setting is the opposite, with different rights for the same shares. The company's shares are divided into two classes, AB. The management team holds Class B shares. For this part of the stock, one share is equivalent to 2 to N voting rights.

"On the contrary, for other stocks, that is, Class A stocks, one share is equal to one vote, or there is no voting right. The advantage of this setting is that it can ensure the long-term stability of the company's operations. The shares in the hands of the management team, because of the Financing will definitely be diluted, but their voting rights will not be diluted, so that the company's operating activities will remain relatively stable and will not be changed.

"Of course, there will be certain restrictions on Class B shares, that is, there will be many restrictions on circulation. This is also easy to understand. If you are given such high voting rights, you have to work hard and don't think about it easily. I just want to reduce my holdings and cash out. At the same time, once the shares are circulated and sold, Class B shares will become Class A shares, and the voting weight will be cancelled.”

"There's no problem with that." Zhang Chen said, "Anyway, I just got involved with 'Food and Drink' and I never thought about cashing out and leaving."

Xiaofang nodded and continued:

"The Hong Kong Stock Exchange in Hong Kong and our mainland implement the same shares with the same rights. If the company has a dual-class share structure, it will not be allowed to be listed in Hong Kong and the mainland, but it can be listed in the United States. Our goal is to be listed in the United States. Therefore, there is no problem in setting up a dual-class share structure. Many companies, such as JD.com and Teacher Ma, have similar shareholding structures.

"There can be a simpler way to set up dual-class shares, that is, in the company's articles of association, limit the number of voting directors on the company's board of directors to always nine or eleven people, and other directors shall be elected according to the amount of capital contribution or by shareholders Produced, and 'Half Acre Field' always enjoys the qualification to send five or six people, ensuring an absolute majority.

"In this way, no matter how the shares of 'Food and Drink' change, or how your equity is diluted, you will still firmly have the right to decide on major matters of the company.

"By the way, you can even be given a veto power. That is, if there is any major decision, even if the other directors of the board of directors pass it unanimously, you can also veto it. Of course, while giving you more rights, there are also restrictions on you. There will be more.”

"What are the restrictions?" Zhang Chen asked.

"The main thing is the restrictions on stock circulation. Since you have been given such great rights, you must always be responsible to the company. For example, your stocks will not be allowed to be pledged, and will not be transferred or sold without the consent of the entire board of directors. When shares are transferred and sold, other shareholders have priority in the transfer.

"When the company goes bankrupt, other shareholders' shares have priority over yours and have the right to participate in the distribution of the company's residual value, etc."

"Okay, there is no problem with this. Anyway, I had no intention of escaping. Since I am in charge of this company, of course I have to take full responsibility for it." Zhang Chen said.

"Have you thought about it?" Xiaofang asked.

Zhang Chen nodded and said: "Think about it, if you can do this, I fully support financing."

"Okay, I'll go discuss it with Sister Liu Yun and Xiaohu tomorrow, as well as the seniors, and then make a plan." Xiaofang said to Zhang Chen, and Zhang Chen agreed.

"One more thing." Xiaofang said.

"What's the matter?" Zhang Chen asked.

"If this is the case, the 'Diet Man and Woman' company may also have to carry out a dual design, that is, on top of 'Diet Man and Woman', it will also need to set up a company overseas, and this company will 100% own 'Diet Man and Woman'." Xiaofang said.

"Why do you do this?" Zhang Chen asked.

"Because our country's Company Law stipulates that equal shares have equal rights, the establishment of dual-class shares can only occur in countries or regions where the law allows this, such as the Virgin Islands, and then let this company become' Catering Men and Women's parent company, through such treatment, achieves an actual dual-class share setup." Xiaofang said.

Zhang Chen nodded and understood.

The next day, Xiaofang went to discuss the matter with Liu Yun early in the morning. Liu Yun said, of course there is no problem here.

Called Xiaohu, Xiaohu said: "Who can be more reassuring than Beibei's father in charge of 'eating and drinking'? If I leave it to someone else, I will have to think about it. If I give it to him, I don't need to think about it. It's the same sentence." It’s up to you to decide.”

Xiaofang and Liu Yun discussed a rough plan, then called the senior and told him the matter. The senior was not surprised at all. Anyway, many of the companies he invested in were handled this way, and he was also surprised. No wonder.

The senior held the phone and thought for a while, and told Xiaofang that I was originally planning to do value investing and had no interest in participating in management of the company's specific operations. However, Xiaofang, if this is the case, I have a condition.

"What conditions?" Xiaofang asked.

"My shares want to reach 15%. I will pay 187.5 million instead of the original 12.8." The senior said.

Xiaofang said yes, and that was settled.

After Xiaofang's plan was made, Zhang Chen, Liu Yun, Xiaohu, and the seniors all saw it and thought it was okay. Next, Zhang Chen continued to work on his own, and Xiaofang would handle other things.

"Eating and Drinking Men and Women" has introduced two investors in its A round of financing. One is of course Xiaofang's senior, who holds 15% of the shares, and the other is a sovereign fund from the Middle East, which holds 5% of the shares.

"Diet Men and Women" began to recruit people on a large scale to make early preparations for expansion across the country. Jiubao Company's training base was soon no longer enough. Zhang Chen could only rent a classroom from Lin Shuwan to meet his urgent needs. At the same time, he established His own vocational school is imminent.

Zhang Chen decided to place the site of the vocational school in the Yongcheng Logistics Base. In the future, "Zhai Xian Delivery" will move there, and the headquarters of "Catering Men and Women" will definitely move there as well.

To run a school, you need to obtain a qualification certificate. Zhang Chen called Sun Jin and told her about his plan to open a vocational and technical school for "food and beverages for men and women" in Yongcheng. He asked her about the relevant procedures. What should I do?

Sun Jin is a member of the Standing Committee of the Yongcheng City Party Committee and Minister of Propaganda. The local Education Committee belongs to the propaganda system and is the unit in charge of Sun Jin.

Sun Jin listened to Zhang Chen and said to him, "Zhang Chen, how about I give you an idea?"

"Okay, what can you do to help me?" Zhang Chen asked.

"We are now also concentrating the vocational classes originally held in middle schools in various towns and villages to the city. Do you know the vocational school at Wang's house across the river at the train station? Yes, that's right. It's the one that originally trained drivers, chefs and The vocational school for kindergarten teachers has now been expanded.

"Zhang Chen, you don't want to open any new vocational school. Just this vocational school. How about your company co-organizing it with the city? If you need chefs and waiters, just open classes for chefs and waiters. That will solve the problem. The issue of the future for our students.”

When Zhang Chen heard this, he thought this was a good idea, as it would save him a lot of trouble, but...

"I currently have a serious shortage of people. I can't afford to wait for you to train them in a few years," Zhang Chen said.

"If you want to build a school, you can just draw on paper with a pen. It doesn't take any time?" Sun Jin asked, "What are you going to do now?"

"The chefs I'm recruiting now are all chefs who already have chef certificates. After our short-term training, they start working directly." Zhang Chen said.

"Zhang Chen, thanks to your business being so big, why can't you turn your head? The new teaching building of the vocational school is there. It's a cooperative school. Can't you use a few classrooms for short-term training? By the way, there are good performers. Chefs and waiters can also stay and work as teachers in vocational schools, so that the combination of short-term training and long-term teaching can completely solve your company's employment problem."

Sun Jin said, Zhang Chen burst out laughing. He held the phone in one hand, patted his head with the other, and said with a smile:

"Yes, yes, I am really being ridiculous. My brain is short-circuited, but you are still a wise leader."

Sun Jin smiled and said: "Okay, don't put your hat on me, Zhang Chen, if you have this intention, I will call the director of the Education Committee over, discuss it with him, and then put this matter to the Standing Committee for discussion. .”

Zhang Chen said yes, thank you!

…

From that day when Zhang Xiangbei sent her the recording of Lawyer Yu, Zhou Yan kept quiet. After a few days, she sent Zhang Xiangbei a "Thank you, Mr. Zhang!" After that, there was no movement from Zhou Yan. Zhang Xiangbei did not delete her, but he had almost forgotten about her.

This person who had been silent for a long time suddenly made news today and sent a message to Zhang Xiangbei. The content of the message was very simple, just four words and two punctuation marks:

"Mr. Zhang, be careful!"

Zhang Xiangbei replied: "What should you be careful about?"

The other party then fell into a long silence and did not reply any message to Zhang Xiangbei. Zhang Xiangbei was confused, so he called Wu Huan and Zhou Ruoyi to the office and showed them WeChat. Zhou Ruoyi yelled as soon as he saw it:

"What the hell, is she threatening you?"

Zhang Xiangbei looked at it and said, "It doesn't look like it. If it was a threat, she wouldn't have said 'Mr. Zhang, be careful', but would have written 'Mr. Zhang, be careful'."

Wu Huan and Zhou Ruoyi both laughed. They also felt that what Zhang Xiangbei said made sense. This WeChat message did seem to be a reminder, not a threat. But what was Zhou Yan reminding, and what did she want Zhang Xiangbei to be careful about? , the three of them muttered for a long time, but didn't understand.

"Never mind him, the soldiers will stop us and the water will cover us, so we shouldn't scare ourselves." Zhang Xiangbei said to Wu Huan and Zhou Ruoyi.