Grab the business license scene
Radar Financial Articles | Edited by Zhang Zhaodan | Deep Sea
At about 11 a.m. on May 8th, when Bitmain’s major shareholder Zhan Ketuan obtained a business license at window 52 on the second floor of the Administrative Service Center of Haidian District, the business license was snatched from a group of unidentified Dahan from the business administration staff.
According to media reports, there are more than 60 unidentified big men, including Liu Luyao, the former legal representative of Beijing Bitmain, who is on the scene. Liu Luyao is Wu Jihan’s high school and undergraduate classmates.
According to public information, Zhanke Tuan and Wu Jihan are the co-founders of Bitmain. The Zhanke Tuan system holds 36% of the shares as the largest shareholder, holding more than 25.25% of Wu Jihan and 4.18% of Ge Yuesheng.
At 3 pm, Bitmain issued an official statement stating that the Zhan Tuan no longer held any position in “Beijing Bit”, and the company will not admit any acts that the Zhan Tuan impersonated as a “Beijing Bit” legal representative to engage in illegal activities.
Several lawyers told Radar Finance that if they were authorized by the shareholders’ meeting to take away their business license, although the means were fierce, they were not illegal.Whether the Jenke regiment can regain control of the shares depends on the shareholders’ meeting. With majority support, it can regain control of Bitmain.
It is worth mentioning that there are voices that shareholder infighting may affect the listing process of Bitmain.
“Fighting Two Tigers” staged “Quan Wu Xing”
In October 2013, Zhanke Tuan and Wu Jihan co-founded Bitmain, co-chairing the company’s co-chairman and co-CEO, responsible for the company’s overall strategic planning and business policies, operating in a “dual CEO” mode.
However, due to the difference in technical fields, the conflicts and differences between the two have a long history.
According to senior veterans in the currency circle, “Wu Jihan started as a mining machine and mining company, and he is more inclined to this one, while the Jenke group hopes to do technology and lead the AI project of Bitmain.”
In the dual-CEO mode, the two people’s different opinions on the development direction have hidden hidden dangers for the company’s seizure of power.
At the end of 2018, Zhanke Tuan and Wu Jihan resigned as co-CEOs at the same time.This is due to the differences between the two people on the company’s development, which led to the company’s management being out of focus, and Bitmain was also frustrated in the bear market due to the failure of research and development.
On March 26, 2019, Bitmain ended the “dual CEO” model, with Wang Haichao as the company’s CEO, Zhan Ketuan as the company’s chairman, and Wu Jihan as the company’s director.Since then, Zhanke Tuan continued to lead the company’s research and development of AI chip business, and Wu Jihan was dedicated to the new company Matrixpoty, which is committed to the construction of blockchain infrastructure.
At this point, Bitmain ushered in a short era of the Jenke group.
However, on October 28, 2019, Zhanke Tuan was suddenly removed from the position of executive director and legal representative. Wu Jihan became the new executive director and served as the legal representative of Beijing Bitmain.
Regarding the removal of the relevant positions of the Zhanke regiment, Bitmain stated in a statement: “In order to correct the Jangke regiment’s arbitrariness and major errors in the company’s operation and management”.
The next day, Wu Jihan issued an internal email, “No employee of Bitmain can no longer execute the instructions of the Jenke regiment or participate in the meeting convened by the Jenke regiment. If there is a violation, the company will consider the termination of the labor contract according to the seriousness of the circumstances.”
On November 7, 2019, the Jenke Tuan, who was silent for more than a week, stated: “I have been immersed in technology, products, and business. I have to start learning legal thinking to think. It is embarrassing. As the founder of Bitmain, the largestAs a shareholder, I never knew that the legal representative registered in the government department would be suddenly changed without a knowledge of his business trip. ”
But the road to deportation of the Jenke regiment did not end.
According to Tianyanzhan, on November 5, 2019, the outgoing position of the Zhanke regiment was replaced by Wu Jihan, the co-founder of Bitmain.
On January 2, 2020, the legal representative of Beijing Bitmain became Liu Luyao, and he served as the company’s general manager.
According to people familiar with the matter, Bitmain’s current CFO Liu Luyao Wu Jihan made a special trip to “please” from CICC, the main purpose is to help Bitmain go public, and the two are classmates of Peking University and Chongqing Nankai Middle School.
On February 12, 2020, Zhan Ketuan filed an administrative review with the Beijing Haidian District Judicial Bureau, applying for the cancellation of the change of legal representative in January 2020 and restoration of his legal representative.
On April 28, 2020, the Haidian District Justice Bureau issued a reconsideration decision to revoke Liu Luyao ’s legal representative status, but did not restore the legal representative status of the Zhanke regiment.
On the evening of April 29, 2020, Bitmain issued a statement saying that the reconsideration decision does not affect the fact that the Zhan Tuan is not the legal representative of Beijing Bit. In response to the possible destructive actions taken by the Zhan Tuan below, in order to protect the common interests of the company and all shareholders and employees, the company hasBe fully prepared and stay in line.
The Bitmain statement speculates that the possible measures taken by the Zhanke regiment include:
1. Shock the office of Beijing Bit, gather people to disrupt social order during the epidemic;
2. Sign a contract or transfer assets as a legal representative of Beijing Bit;
3. Threatening employees of the company by impersonating the legal representative of Beijing Bit;
4. Disseminate false news publicly or privately among the employees of the company, instigating the separation of employees;
5. Inciting media hype, vilifying the company’s current management, and damaging the company’s image.
However, the Jenke regiment has not yet taken measures, but Wu Jihan staged “All Martial Arts”.According to the introduction of the Zhanke regiment, on May 8, 2020, it went to the Haidian District Municipal Supervision Bureau to handle the matters related to the implementation of the administrative reconsideration decision.’S business license, and then the business license was robbed by Liu Luyao and about 60 unidentified persons.
Bitmain issued a statement saying that the Zhanke regiment no longer holds any position in “Beijing Bit”.The public registration of the market supervision department shows that the Jenke delegation is the legal representative of our country, which is a registration error and seriously violates the provisions of the “Company Law”.Liu Luyao is the current legal representative of “Beijing Bit”.
The statement also pointed out that Beijing Bit is only one of dozens of subsidiaries within and outside Bitmain. Even if the Jenke group is mistakenly registered as the legal representative of Beijing Bit, it will not have a significant impact on the normal operation of Bitmain within and outside the country.
Lawyer: Whether the actual control right can be regained depends on the shareholders’ meeting vote
Lawyer Liu Huahao of Guangdong Huanyu Jingmao Law Firm told Radar Finance that in accordance with Article 7 of China’s “Regulations on the Registration of Legal Representatives of Corporate Legal Persons”, the replacement of legal representatives of a limited liability company or a joint stock limited company requires the shareholders ‘meeting, shareholders’ meeting orIf the board of directors convenes a meeting to make a resolution, and the original legal representative cannot or fails to perform his duties, resulting in the shareholders ’meeting, the shareholders’ meeting or the board of directors being unable to be convened in accordance with legal procedures, more than half of the directors may elect a director or be the largest investor or hold the largest shareThe voting shareholders or their appointed representatives convene and preside over the meeting and make resolutions according to law.
“At present, it is not clear whether the Jenke Group has submitted the resolution materials of the shareholders ‘meeting or the board of directors, and whether the legal representative’s behavior is effective depends on the resolutions of the shareholders’ meeting or the board of directors.” Liu Huahao said.
Attorney Wang Zhibin of Shanghai Minglun Law Office told Radar Finance that if “more than 60 big men” snatched their business licenses, there was a resolution of the shareholders’ meeting. Although the methods were fierce, it was not illegal.
Lawyer Wang Weiwei, a legal adviser of Radar Finance and a partner of Beijing Zhongwen Law Firm, believes that the robbing of business licenses and official seals are particularly common in disputes over the control of the company. Generally, as long as there are no public security disputes such as fighting, there are few public security departments.Intervention will consider this to be a civil dispute within the enterprise.
Regarding whether the Zhanke regiment can regain control of Bitmain, Wang Zhibin and Wang Weiwei both said that although the Zhanke regiment is currently the largest shareholder, it has not formed an absolute shareholding. In order to regain control, it needs to be supported by other shareholders and win the vote of the shareholders’ meeting.
Infighting may affect the company’s listing process
At present, the internal fighting between Wu Jihan and Jenke Tuan has already involved many subsidiaries of Bitmain.
In April this year, China Judgment Documents Network issued a judgment showing that the original ruling was upheld in the case of disputes between the appellants Fujian Zhanhua Intelligent Technology Co., Ltd., Beijing Bitmain Technology Co., Ltd. and the appellee Zhan Ketang ’s shareholder qualification confirmation.According to Tianyanzhan, Zhanke Tuan is still the legal representative of Fujian Zhanhua Intelligent Technology Co., Ltd.
Fujian Zhanhua is an important subsidiary of Bitmain. In the previous prospectus issued by Bitmain, Fujian Zhanhua was defined as Bitmain ’s “mining hardware sales center” in China, and Bitmain ’s two major sales channels, Ant Mining.The pre-sales and after-sales WeChat accounts were previously owned and operated by Fujian Zhanhua.
Currently, Bitmain is seeking to go public.In September 2018, Bitmain submitted an IPO application to the Hong Kong Stock Exchange, but it was shown to be invalid in March 2019.Since then, it has been reported that Bitmain submitted a prospectus to the US Securities and Exchange Commission (SEC) in October 2019, and plans to complete its listing in 2020, raising a maximum of US $ 500 million.
Many lawyers believe that there is more internal fighting and the legal publishers change continuously. It is easy for the Exchange to determine that the internal governance is flawed or affect the listing process.
Note: This article is original from Radar Finance (ID: leidacj).Unauthorized reproduction is prohibited.