Wednesday, December 15, 2010

GOME: Huang Chen today decisive raises the industry "earthquake"

"We did for the worst, if ' 9 · 28 ' shareholder motion vote was not adopted because the majority shareholder has lost the trust of the Chen, 1 November, the shareholder will recover from the hands of listed previously delegated to a public company operating non-listing of 370 stores management.

But if the shareholder vote on the motion is passed, the largest shareholder will accelerate non-listed companies move into stores. "" People of the faith in their hearts, hold fast, specifications, abstinence, AWE, chastity, and so on, anyone who has ever had basically been swept through the value of the coordinates, or simply be cold Festival in textbooks. Only Western rule without Eastern morality, our development is not a walk to the wrong path like? "is finally Chen defeat to go or to capture, to the capital market is the last of the imagination: want to know is that institutional investors give Chen or commitment behind capture support, how to have disputes over interests of interest?, or right of speech is divided into people will wait and see who is the winner?!--voted to

Time: September 28, 14: 30.

The time for family, for Xiao Huang guangyu, for all those interested in GOME people, is an almost out of living breathing moment, "100 m showdown, finally hit the line at that moment, success is interpreted within a short period of time.

1. re-election of Mr. Zhu as non-Executive Director of the company;

2. re-election of Ian A ndrew R eynolds as non-Executive Director of the company;

3. re-election of wangli hung as non-Executive Director of the company;

4. immediate revocation of this company to 2010 may 11 to convene the annual general meeting of the allotment and issuance and sale of the company shares generally;

5, instant revoke Mr. Chen as our Executive Director and Board President of the Office;

6, instant revoke official Ting as Executive Director of the Office;

7, instant appointed Mr Zou xiaochun as Executive Director of the company;

8, instant appointed Ms. Huangyan Rainbow as Executive Director of the company.

This is forthcoming in Hong Kong 88 Yee Wo Street, Causeway Bay, the Regal Hotel, basement Regal Ballroom complete 8 motion, it is anticipated that the entire voting process can be completed within 10 minutes, the voting results will be 28, 19: 00 Xu released.

Huang guangyu in November 2008 by the Beijing Municipal Public Security Bureau take investigations, GOME strife had already begun to ferment.

May 11, 2009 Annual General meeting of shareholders of GOME, Huang Chen on both sides of the conflict.

At that time, Huang guangyu Party voted against the United States's second-largest shareholder support for the proposal of Bain Capital tool deployed by three non-executive directors. Due to the yellow party votes more than half of the shareholders present, Bain's three directors appointed rejected.

In the evening, Chen-led United Board of Directors voted to confirm immediately three persons appointed as non-executive directors.

According to the United States Constitution, the Board of Directors of the company have the right, without the consent of the shareholders, appointed non-Executive Director — although this is not common.

In this sense, the United States is becoming rare Chinese enterprises, the decision by the public shareholders of the company's future and the governance of the company.

Whether it's last Chen defeat to go or to capture, to the capital market is the last of the imagination: institutional investors give Chen or commitment behind capture support, how to have disputes over interests of? or speech right into? people will wait and see!

Huang guangyu camp: we did for the worst

The more yellow-fo fight to the last decisive moments, the more we become silent, the two sides have been gathered in Hong Kong.

"The vote has been cast, the two sides of the voting results should be similar, the only change is the 28 day onsite voting, this is going to last. "In the interview a number of bodies to issue such a sound.

The media said the United States presidential election ballot will be 14 million shareholders decide the outcome, so the turnout rate high, Chen wins big; voter turnout is low, Huang guangyu win big.

"Capital is able to produce social resource, so it benefits, it's properties is chasing this profit. Often does not make a moral judgment, but rather that I put my vote for who I am by what way to go to business can get a higher return. Now these foreign institutional investors, such as Morgan Stanley, JP Morgan, Bain, and so on, their hands on self-provided, in accordance with the normal logic must have and maintain a good relationship between both sides, so that the critical period, it can play a key role, Mr. this crucial role of Mr. a is the trend of the company is decisive, the second and future leader has a very good relationship. "Well-known financial review's Wei Tian Cheng said," this is watching the process. So this is also similar to the two sides in La votes, struggle, in the performance of the show, which we see is the company's right is not between the political trickery, but rather a rule, so to solve it, this is a method. "" We do the worst, if ' 9 · 28 ' shareholder motion vote was not adopted because the majority shareholder has lost the trust of the Chen, 1 November, the shareholder will recover from the hands of listed previously delegated to a public company operating non-listing of 370 stores management. But if the shareholder vote on the motion is passed, the largest shareholder will accelerate non-listed companies move into stores. "Huang guangyu camp was repeatedly emphasized. "Board of Directors currently has 11 members, Bain Capital accounted for only 10% of the shares, that is, appointed three non-executive directors, and binds the three Executive Directors, the nomination of one independent directors, namely 7 people associated with them. Shareholder's voice is not a fair hearing. "Zou xiaochun told reporters," listed company has been a shareholder of most of the main carrier of property, shareholder since 1987 from 1 stores, so many years, companies like his children or a part of life. But anyway, if you want to start over,From 370 stores do far better than starting from 1. ”

Bain Capital: attitude becomes ambiguous like

15 September evening announcements, Bain Capital is held by 15.9 billion RMB debt investment through equity has become the second largest shareholder in the United States.

On the same day, Huang guangyu also released a new version of the five-year development plan for investors throw fatal temptation two "," in addition to the commitments will be non-listed companies assets into public companies, future store expansion will not take additional measures to protect the rights of existing shareholders. While Huang guangyu, press spokesman, told reporters wangyongfeng is admitted: "we will have the next card. ”

"I am confident capable of GOME Executive Director of the post, although I am in the appliance industry's background as Mr. Chen and official Mr. Ding, but I have nearly 20 years of experience and 10 years in the Chinese capital markets hard experience; in addition, my young, energetic, strong motivation and high spirits.

Trust me to join the Board of Directors would strengthen the leadership of the United States. "Interviewed by a reporter in Zou xiaochun tone gentle," if I were elected, I will be fair to each shareholder, listen to their comments and suggestions, protect their interests, we work together to contribute to the development of the company, I have this confidence!

Bain's attitude throughout the United States equity dispute plays an important role, but in a decisive moment for usher, its attitude to become ambiguous, and journalists the latest information received, until the last moment of the CSA has not waived the communication with Bain.

Bain also stated publicly that will select the most favorable to their own transactions, but what is most beneficial to them, it is not clear.

Chen's "equity promise"

Polio's Chen was born in cold hard, tough, not only to manage the details of the control is very human.

Shanghai Chen's smart and the perseverance in Chaoshan people to capture, in the process of negotiations saw type, get the most of the play.

Circle widely circulated a few piles of Chen Huang second person anecdote: when the block driver to capture is lengthened Benz 600, later (one way) when bought two capture Maybach, where a car was given in order to display the tool; Chen, Huang guangyu in GOME headquarters to arrange a tool and his Office the same room, on the same floor, the same size, same decoration style.

Previously, GOME top management to and Chen "stick together" is the latest tool out of a card.

Recently, including Li Tao, official to Ding, Mu your first, he yangqing four Vice President and Chief Financial Officer, party of five high-Wei management team represents the collective debut, with the President of the Chen to present Board stick together. The implication, if Chen was expelled from the Board of Directors, GOME current top management will be with him.

Many people put the GOME executives "pulled out" attributed to Chen through equity incentive for them to build a "golden handcuffs".

In fact, even Huang guangyu win, executives are collectively doing and access to the incentive stock options are not necessarily linked.

So this kind of speculation and unreliable. Another way to speculate, "stick together" is the executives on Chen to enterprise management and personal charm affirmative. But when performing the Yongle electronics sold to Huang guangyu thus make up GOME management layer, fighting with him many years of senior management and to no one and he "stick together".

Business ethics is again in the

"Chen and seize the success also, if it fails, will face greater professional crisis.

Just imagine, shareholders and professional managers, so game between who dare trust had been ' anti ' phage boss's professional managers? a loss contract integrity of professional managers, and to institutional investors bring much confidence? "Wei Tian Cheng said, on the protection of equity, to capture not only need to reexamine within the United States, more needs to be the community's understanding and acceptance. Huang guangyu on its equity interest in the maintenance, itself is not difficult to understand, but when the moral evaluation and personal conduct these non-commercial considerations were repeatedly zoom in and impose upon the parties, is easy to overlook Huang guangyu protection itself the rationality of ownership and legitimacy.

But anyway, there are two things that cannot be denied.

First, there is the United States to capture the largest shareholder, remains with the company law and GOME conferred by the articles of association the right to speak and vote; and second, even if the "ones" capture become, our Constitution has given a prison officer, enjoy the rights and interests of legitimate property and protection of rights.

"Company is an organization, a system, a kind of culture, the company is a way of life, is also a way of life.

Company life, capital of civilization, it must be founded on moral principles and business ethics. Only individual States on the moral principles and understanding of business ethics may not be the same. "GOME an anonymized serving executives in the interview, said that the 5000 years of Chinese history of precipitation, build the Chinese nation's own moral laws. "People of the faith in their hearts, hold fast, specifications, abstinence, AWE, chastity, and so on, anyone who has ever had basically been swept through the value of the coordinates, or simply be cold Festival in textbooks. Only Western rule without Eastern morality, our development is not a walk to the wrong path like? "

In the interview a investment agency CEOs to journalists raised three issues:

1. If you are the boss, you will employ Chen such people management enterprises? 2, if you are a small shareholders, Chairman and largest shareholder of interest daring sacrifices, you believe that the company will protect the interests of small shareholders?

3. If you are an employee, you'll be loyal to a betrayal of the boss's boss?

Now it seems that far-reaching.

Battle just started

"We all know, the company is owned by the shareholders of investors.

The Board of Directors is an executive body, the Manager is a business management bodies. GOME Chairman, this is a professional identity, decides he must represent the interests of the company, stand in the position of the shareholders,To all shareholders, and reflect on all the shareholders responsible for the implementation of the flag is the general meeting of shareholders, in the articles of association within the provisions of the legal rights of the exercise of the Board of Directors; the company's shareholders is a capital, with individual color, on the general meeting of shareholders to exercise their lawful rights, this is anyone not to deprive of anyone not to blame, he can and any shareholder for Union with greater force indicate he insist on what and what the shareholders voted against it; the Director, this is a representative nominated by the shareholders is represented in the Board of Directors of expression is held up to the shareholders of the company spokesman, participation in decision-making. After the general meeting of shareholders after the election to confirm on behalf of all shareholders, as the spokesman of the shareholders, but it is undeniable that he first represents a substantial shareholder elected him. "Investors Ouyang snow told reporters, when we used to be to capture and Chen war is positioned as the largest shareholder and professional managers struggle, we are taking the will of the capital. The company is controlled by capital, shareholders control the company is perfectly justified, as the representative of the capital strength, he's all acts to represent capital talk, otherwise it is on capital will not respect. "We have to be clear, the general meeting of shareholders is one of the countless of general meeting of shareholders, as long as you wish, you can capture the future countless such Assembly become yellow Chen warfare. Therefore, even if you were lucky enough to win this time tool, but he could not capture outgoing, there are many similar to the general meeting of shareholders, a similar internal friction, Chen, too tired, because he cannot guarantee that the immortal time-time to help him. "Huang is there hope that revitalized GOME, return to the leader of the bit. Such as Chen, major shareholders will not be easy to throw in the towel, GOME split almost a foregone conclusion, but the "Chen GOME" inevitably expanse and new GOME oppressive competition fainting.

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