cloud network hunting on March 13 news
“sent investors last letter, hope to have an answer to all of you here at the end of 2008 red children don’t think we appropriate management, the kind we handed over power to enterprise development, four years of time, the reigning enterprises into falling rapidly, more unacceptable is you sold the child and didn’t notice the founder, even the signature to imitate, the moral bottom line? Justice may be late, but never miss.
this tweet from Wang Shuang (red one of the founders of the child, the child founder li Yang’s wife). After Wang Shuang has taken the business partner to court. The finger and aimed at investors again. At the same time, suning have to face the embarrassment of acquisition of sloppy.
, tencent technology reported earlier, before Wang Shuang has red children CEO Jiang Fengyun Xu Peixin’s wife, children, co-founder of Yang tao to court, said on his unwittingly, the red children stakes in June 2009 was transferred to the Yang tao. Wang Shuang v., said at the time of the transfer agreement, “Wang Shuang” signature is fake, so the transfer is not legally binding.
on September 24, 2012, suning announced a $66 million takeover of mother-to-child vertical electric ShangGong child category. , according to people familiar with the matter in li Yang was shocked when he heard the news, he was not aware, has never been told red children are sold, sell how many money, as well as to how much money.
red child, a total of 5 companies, red information on children, children are interconnected, red children view advertisements, tianjin macro logistics trade, tianjin red children.
according to su ning on September 24, 2012 published the suning appliance co., LTD. Business and assets announcement about buying red baby, suning appliance and tianjin red children trade co., LTD., tianjin macro logistics co., LTD., Beijing red children interconnection technology co., LTD. (hereinafter referred to as “red children connected), Beijing red children view advertising co., LTD., Beijing red children information technology co., LTD. (the above called the” red children “) and registered in the British cayman islands of CHINA business SERVICES co., LTD. (CHINA COMMERCE SERVICES LIMITED, CCS) signed a purchase agreement, full takeover red children companies in CHINA’s domestic sales, brand and related assets.
according to the insider described, red children and associated company are as follows: the relationship between China’s commercial service co., LTD. (CCS) is set up in the cayman company; red children Red children information catalog sales, with overseas companies signed the VIE agreements; Red children view ads is a advertising company, red child information connected to the red after children; Red children interconnection, founded in 2007, is preparing to move into e-commerce; Tianjin red children trade, tianjin macro logistics business services companies holding company is China.
Wang Shuang Sue Jiang Fengyun, Yang tao, focused on red children interconnection. According to the announcement, suning appliance purchase is tianjin red children macro logistics, commerce, tianjin children view advertising information of the company’s assets, red children, not to buy the shares; With red children interconnection, suning first acquisition Xu Peixin and concerted action person control of the company equity, and by the company to buy the red child business, brand and related assets of the company.
Wang Shuang was red children interconnection of one of the shareholders. According to people familiar with the offer of a “Beijing red children change table of interconnect technology co., LTD. Shareholders, according to a November 28, 2007, red children interconnected set, shareholders Jiang Fengyun (Xu Peixin’s wife), Yang tao (red one of the founders of children), Wang Shuang (Li Yangzhi wife, one of the founders of red children), the shareholding ratio of 34%, 33% and 33% respectively. In April 2008, red children connected after completion of a capital increase, three shareholding ratio change was 33.6%, 33.2% and 33.2%, respectively.
but on July 21, 2009, red children connected shareholders from three to two people, namely Wang Shuang disappeared, Jiang Feng clouds and Yang tao in the shareholding ratio of 50%. On September 24, 2012, suning announced on the day of red child, red children changed again for Jiang Feng clouds and Xu Peixin interconnection of shareholders, the shareholding ratio was 50%.
for equity changes occur in the summer of 2009, Wang Shuang said they did not know, always think of themselves or the shareholders of a company. Allegedly, until September 24, 2012, li Yang, Wang Shuang couple learned suning bought red children news through the media. Then, two people go to the industrial and commercial bureau to verify, just discover Wang Shuang as early as three years ago, has been “out”.
, dramatic changes in see shareholders on June 23, 2009, based on which the Wang Shuang and Yang tao paid transfer agreement signed, Wang Shuang said the agreement “Wang Shuang” signature is fake, not its sign.
so Wang Shuang Jiang Fengyun, Yang tao argued that shareholder power. , according to people familiar with the Yang tao side, said the company had left the capital contribution transfer agreement to li Yang, Wang Shuang, the next will be recovered in agreement signed with Wang Shuang name, are supposed to be Wang Shuang signed by me. But Wang Shuang, Li Yangze said, two people left has never been to a company, had never received the agreement, su ning announced acquisition of red before the child did not know their own shares were transferred.
key VIE agreements
red children was established in March 2004, by li Yang, Yang tao, Xu Peixin Wang Shuang couples and guo tao and others, at that time, li Yang is responsible for the operation, Wang Shuang responsible for and the supply chain. In 2006-2007, red children enter the peak period.
however, due to reasons, such as after shareholders differences in October 2008, li Yang out of the red children daily management, Wang Shuang also leave. In January 2011, red children perform general manager Yang tao also exit in the form of “leave” for a long time, founding team Xu Peixin was left alone.
in 2008, li Yang Wang Shuang leave, is no longer in the daily management of the line, but still Wang Shuang is one of the largest shareholder red children interconnection (was 33.2%). Li Yang is still is one of the largest shareholder of red child information company, red child information five natural person shareholders li Yang has a 28.88% stake, Yang tao has a 28.88% stake, guo tao holding 19.25, JiYunHua has a 3.75% stake, Jiang Fengyun 19.25% stake.
, according to people familiar with the red children have to put the vehicle in front of the buyout by suning, employee contracts, warehouse leasing all interconnected all red children. In addition, red children have all Internet sales licence, entity qualifications, are interconnected by children in red, this also means that red children interconnection is suning to buy children at the core part of the deal.
but the crux of the problem may be that, red children exists VIE control protocol of the Internet. Jiang Fengyun, Yang tao, one party thinks that Wang Shuang, Yang tao, Jiang Fengyun is the generation of China’s commercial service co., LTD., red children interconnected equity stakes, red children interconnection is actual holdings by China’s commercial service co., LTD. Therefore, red child Internet company shareholder rights, owned by China commercial service co., LTD. Because li Yang since February 18, 2009 as China’s commercial service co., LTD., vice President and director. Therefore China’s commercial service co., LTD., has been relieved and Wang Shuang generation relationship.
Wang Shuang, said she had never signed the agreement, red children didn’t sign a VIE control interconnection agreement, this is a local company is composed of three natural persons.
shareholders in commercial service co., LTD., China have not been made public.
li Yang and tencent technology attachment, said: “the sign to pretend to be wrong, I do to love the enterprise, and when I do the best to me to leave, finally to do business in a big mess, and so on sale, don’t let me know. In the method, in the mood.” Li Yang, said Xu Peixin is “cherry-picking”.
suning to buy red children after the gradual integration, the current red child Beijing warehouse has all turned to suning Beijing logistics base, the two sides personnel unified deployment and management, financial system, and back-end systems have docking, although the deal has not yet completed the final delivery, but has been basically completed the DE facto merger integration.
red children how much equity disputes between founding shareholders will influence the deal is unknown. This pile stake disputes due to occur in more than three years before, just red children disputes between shareholders and is not directly associated with suning to buy red child. But if Wang Shuang li Yang couple wins, suning or will face an embarrassing problem: its red child before, whether the due diligence review past red child’s stake in history.
court sentenced results had not yet been Wang Shuang and directed at this time the investor, red children equity mystery is heated up.