Vanke Independent Dong Huasheng talks about why he doesn't support the opinions of major shareholders.

The Battle of Vanke Baoneng: Three Anxiety in Capital Market

Xinhua News Agency today published an article commenting on the Vanke War, pointing to the triple anxiety of China's capital market. Anxiety 1: Which is better, rules or reason? Anxiety 2: Who will safeguard the rights and interests of the "minority"? Anxiety 3: Who is in charge of ups and downs, physical or virtual?

In an exclusive interview with Xinhua Viewpoint recently, Wang Shi said that from the perspective of Baoneng Department, it has gradually separated from the entity and become a capital operator. "This makes Vanke management nervous."

Yesterday, Xinhua News Agency shouted out the dispute of Vanke, and the capital market should not be "willful".

Mutual understanding is the greatest wisdom. "Baoneng Department", China Resources Group, Wang Shi team and minority shareholders should join hands, restrain unnecessary willfulness, understand and compromise each other, and seek the greatest common denominator in the interests of major shareholders, minority shareholders and the public. Whether it is the battle of Wanbao or other competitions and struggles in the capital market, if enterprises want to develop healthily and create benefits, they must bid farewell to the gunpowder smell of "willfulness".

The original text of Xinhua News Agency is as follows:

Vanke's equity war is evolving into a "national debate" on the capital market. The opinions and viewpoints of all parties are in fierce conflict. A person from the State Council SAAC said, "As long as it is conducive to the development of Shenzhen and the development of enterprises, we SAAC will support it."

A legal takeover has triggered a fierce public opinion war, and what lies behind it is the triple anxiety of China's capital market.

Anxiety 1: Which is better, rules or reason?

Recently, China Resources and Baoneng successively indicated that they would vote against Vanke's restructuring plan, and Baoneng even indicated that they would remove Wang Shi, Yu Liang and other Vanke management. "A stone stirs up a thousand waves", and experts from academic, business and legal circles have voiced their voices. Two factions can be roughly seen in the noise.

According to the "Rule School", it is a normal market right for Baoneng to acquire the equity of Vanke from the secondary market and express its opinions on the company after becoming the largest shareholder. We should respect the will and right of capital to "veto reorganization" and "recall Wang Shi".

"Since the main operators of the company have not raised enough funds to buy enough stocks before, they must accept the rules of the game in the capital market." Li Daokui, director of Tsinghua University China and World Economic Research Center, said. Many experts believe that no matter whether the stock goes up or down after Wang Shi leaves, this is a rule that must be accepted. The Battle of Vanke Baoneng: Three Anxiety in Capital Market #e#

The "Reasoning School" said that Wang Shi and other Vanke company management have shaped Vanke culture, and are the founders and leaders of Vanke, which has grown into a large enterprise with a market value of over 100 billion for more than 30 years, and has always brought good returns to shareholders. Obviously, this is impolite.

Statistics show that Vanke's operating income in 2000 was less than 4 billion yuan, and it was close to 200 billion yuan in 20 15, with an increase of about 50 times in 15.

In fact, in the generalized capital market, the conflict between rules and rationality has been staged. It is reasonable for some companies with poor long-term performance to withdraw from the market, but due to the imperfect construction of relevant systems, they have become "immortal birds" in the stock market and have been criticized by all parties; Many financial innovations are conducive to solving the financing difficulties and expensive financing, but in practice they are in the embarrassment of "violation" or "non-standardization".

"You have to respect the rules when playing games." Li Daxiao, chief economist of Ying Da Securities, said, "But we can think about whether we can reach a certain degree of reconciliation between rules and rationality in a reasonable way. Or at a deeper level, whether more reasonable elements can be integrated into the rules through the optimization of the rules, such as studying the establishment of AB shares and different voting rights for the same shares. "

Anxiety 2: Who will safeguard the rights and interests of the "minority"?

Vanke's equity war is actually a dispute between major shareholders and minor shareholders: Baoneng demanded the removal of all seven directors, three independent directors and two supervisors of Vanke; China Resources issued a statement saying that "it is highly concerned about corporate governance issues such as insider control of Vanke"; The shareholders' meeting rejected the reports of the board of directors and the board of supervisors. Source:/gupiao/jiaoyizhinan/50978.html

The data shows that in Vanke's current shareholding structure, Baoneng Department and China Resources * * * hold nearly 40%. If there is no accident, once the shareholders' meeting is held, the management of Vanke, represented by Wang Shi, is very likely to "defeat Waterloo".

This incident caused a great shock to Vanke and was regarded as the "willfulness" of major shareholders. Many people think that Vanke's management team has performed well and it may be possible to remove Wang Shi. Obviously, they have not taken care of the development of the company, which will have a great impact on the operation of the enterprise, thus damaging the interests of minority shareholders.

At the Vanke shareholders' meeting held on the 27th, many minority shareholders held slogans and seized every opportunity to express their voices. "We don't want to show off, we just want a chance to speak." A minority shareholder told reporters, "But in fact, many times we can only pray that the contradictions will not intensify and the company can operate smoothly."

In this "war", the major shareholders showed great strength. Zhai Jingyang, a minority shareholder of Vanke and general manager of Banyan Tree Investment Management Co., Ltd., said that Vanke's partner holding platform Anying Partnership holds 4. 14% of Vanke's shares. Although their opinions can't represent the rest of the minority shareholders, in this round of equity war, the management shareholders with greater voice have no effective means to restrain the major shareholders, let alone other minority shareholders.

In China and even in the world capital market, interest disputes between major shareholders and minor shareholders have been emerging one after another. For example, in the history of capital market development, the dividend issue of listed companies has aroused great concern. Dong Dengxin, director of the Institute of Financial Securities of Wuhan University of Science and Technology, said that the major shareholder said that for the company's development, it would not pay dividends for several years or even seven or eight years. According to the existing rules, although there are legal remedies, minority shareholders can't actually vote.

Zhang, managing partner of Beijing Wentian Law Firm, said that the Vanke equity war once again reminded us to pay attention to the protection of minority shareholders' rights and interests in the capital market. "We must' force' the board of directors to truly represent the interests of all shareholders in corporate governance through highly intelligent institutional innovation." Zhang believes that in the capital battlefield, the power boundary of major shareholders should be delineated, which not only protects the rights of the majority, but also protects the voices of small and medium-sized retail investors from being completely drowned.