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Chapter 222 Don't Transfer Equity

It was 9:25 pm when Guan Sha returned home. She was holding a large pile of information. Without thinking, she pushed open the bedroom door and ran into Xiao Jie sitting at the desk, staring at the computer. Guan Sha was just about to retreat and not disturb Xiao Jie's work, but how could she hear Xiao Jie say, "Come in."

"You're going home early today..." Guan Sha said with a smile. She took off her coat and put down the information. When she jumped to Xiao Jie, Xiao Jie happened to turn off the screen of the laptop.

"What? I'm afraid I'll see your Jin Quan's secret information?" She pressed her hands on Xiao Jie's shoulder to help him with a shoulder and neck massage.

"I heard you are going to give the company's equity to a designer named Qiao Sen?" Xiao Jie made it straight to the point.

Guan Sha stopped hearing this, "What's wrong?"

Xiao Jie turned his face and his eyes were deep, "Why didn't you tell me about this?"

Guan Sha didn't know what was wrong, but Xiao Jie's attitude was like she did something wrong. "You don't ask about the former shareholders of our company... and you don't invest."

"That was before." Xiao Jie said, "We were just ordinary friends before."

Guan Sha's eyes lit up when she heard Xiao Jie's words, "So it's not ordinary now? How unusual is it?" As she said that, she bent down and hugged Xiao Jie's neck directly, "How extraordinary is it, you say, you say!"

Xiao Jie's serious expression did not ease, "Do you know that every time a company's equity change is recorded, everyone who has entered will leave their names, and not everyone can be a shareholder."

Guan Sha was stunned for a moment, "I...I don't have anyone to put in... Hashimori is a designer, a top designer! If my apartment style is designed by him in the future, then you will definitely not have to worry about no one coming to rent it. Look at it..."

Guan Sha said as she started to point fingers to Xiao Jie, "Sister Shen Li likes it, Ren Tianxing likes it, Guan Zhenzhen likes it, I showed it to our mother and she also like it (the "mother" here naturally refers to Xiao Ganxing). Oh, by the way, there are also the fat security guard downstairs, Lei Biao, the village chief Uncle Lei, and your aunt, who have all seen it and they all said it looks good! I really went to find Qiao Sen myself after seeing it! Your aunt still regrets that her house is not a rough one, otherwise she would be happy to decorate according to Qiao Sen's design and decoration! There is also Sister Tian..."

"You show him his design..." Xiao Jie interrupted Guan Sha.

Guan Sha immediately took the bag over and took out the tablet computer, operated it twice, and handed it to Xiao Jie. When Xiao Jie looked through Qiao Sen's design drawings one by one, Guan Sha said, "Didn't you see it? Each picture is alive, not rigid at all, not just color, Qiao Sen's works have souls! This design is put online..."

"I don't think it looks good." Xiao Jie raised his head and said in a low tone.

"ha?"

"I said I don't think it looks good."

"You are lying!" Guan Sha had a stern face.

"A wall that is all white is the best." After Xiao Jie said that, he handed the tablet back to Guan Sha.

Xiao Jie can actually give any comments, but his attitude of browsing Qiao Sen's works casually and losing interest after a quick glance made Guan Sha uncomfortable.

"You didn't even look at it!" Guan Sha plucked the tablet in Xiao Jie's hand and muttered, "Anyway, my tenants are not people like you, you..."

"If you really like it, you can pay." Xiao Jie said, "A transaction counts once, don't give equity easily."

"I don't want to do it either!" Guan Sha felt extremely aggrieved when she mentioned this. "The money I have to decorate and take into account sales and operations. It is impossible to pay all the design fees. If I had money, I would have..."

"I'll give it to you." Xiao Jie said.

"ah?"

"I'll give it to you." Xiao Jie pointed to the pile of information brought back by Guan Sha. "If the "Share Transfer Agreement" has been printed, I will take it to the company tomorrow and use a paper shredder to deal with it."

Guan Sha: "…"

Seeing Guan Sha’s confused look, Xiao Jie stood up and patted Guan Sha’s back, "Don’t sign it."

"No... do you know how expensive Hashimori?"

"800,000." Xiao Jie didn't think about it, and this number was naturally what Chen Li told him.

"Yes, 800,000, are you sure you give me so much money?" Guan Sha was a little disbelieved.

Xiao Jie stood there, for about five or six seconds without saying anything. Just as Guan Sha wanted to say something, Xiao Jie said, "If you want to pay it back, you can do it."

Guan Sha looked very confused when she heard this, "No, I don't understand. Even if the sacrificial equity is not worth it, he is Qiao Sen. How many international awards have he won for his design? If there is him in our team..."

"A first-class designer does not mean that he knows how to operate a long-term rental apartment." Xiao Jie's eyes were cold, "If he is not a shareholder, it does not mean that you will not be able to cooperate with him in the future."

"But I didn't let him manage the company. I will definitely be in charge of it in the future. He just owns a stake." Guan Sha emphasized, "and his equity is only 25%.

"25% is enough." Xiao Jie said, "You just look at the proportion of founders' equity in some large companies. Many of them are only 20% to 30%, and some are even less. If you now have a designer account for 25%, will you be 100% sure not to lose absolute control in the future?"

Hearing this, Guan Sha thought Xiao Jie was worried, "Look, if my shares are less than 30%, he will definitely have even fewer. Every time we raise funds in the future, whether it is my direct transfer or increase or expanding the capital, the original shareholder's holdings are diluted in the same proportion..."

Xiao Jie put his hands in his belt, "What if he doesn't agree to dilution in the same proportion? What if he has the right of priority to buy every time he drives?"

Guan Sha: "…"

"First of all, the Company Law stipulates that shareholders transfer equity to the outside world in accordance with the law, and other shareholders have priority refusal under the same conditions." Xiao Jie said, "Secondly, even if the capital increase and share expansion is diluted in proportion, as the original shareholder, he can also exercise priority refusal for the newly issued shares according to the shareholding ratio, especially if there are anti-dilution clauses in your investment agreement, his equity ratio will be locked."

Guan Sha blinked several times after hearing this, "So you mean... he can buy first if I sell my own stocks or issue additional shares in the future?"

"If he wants, he can." Xiao Jie said, "especially the anti-dilution clause..."

Before Xiao Jie could finish his words, Guan Sha quickly took out her cell phone and opened her email, because just before she entered the house, Qiao Sen's studio sent their suggestions on the amendment of the "Share Transfer Agreement".

Guan Sha's fingers kept sliding on the screen. Sure enough, she saw the new terms in the agreement, among which "our company" refers to Qiaomori Studio and the company refers to Guan Sha's Yanzigu (Qingyang) Asset Management Co., Ltd.

“1, preferred equity purchase

When our company issues equity securities (except for issuing "Option Pool" shares and other practices), we have the right to purchase the corresponding number of shares in accordance with its share ratio (completely diluted).

2. Anti-dilution clauses for price reduction financing

After completing this equity transfer, before the company goes public, the company shall not issue new equity securities on conditions lower than this capital increase, including but not limited to common shares, preferred shares, convertible bonds, etc. before the company goes public unless the investor agrees to the company to issue such new equity securities. Even if the investor agrees to issue such new equity securities, the investor enjoys the right of priority subscription under the same conditions to maintain its equity ratio before the new round of capital increase or issuance.

After completing this capital increase, before the company goes public, if the price of the newly added registered capital or newly issued equity is lower than the price of the investor's capital increase, the capital increase price of the investor needs to be adjusted accordingly according to the equal weighted average method (the weighted average method is defined as: the sum of the total amount of the investor's capital increase price and the subsequent capital increase price divided by the sum of the registered capital and the newly added registered capital purchased by the investor this time, and the average capital increase price obtained). The adjustment method can be carried out by the actual controller to compensate the corresponding price difference to the investor, or by the actual controller transferring part of the equity to the investor free of charge; after completing this capital increase, before the company goes public, the proportion of the equity held by the investor's company shall be adjusted in proportion when the company is split, stock dividends, and shares are distributed, or new shares are issued at a lower than the capital increase price, and other asset restructuring, to ensure that the equity ratio of the investor is not lost."

The lines of words in the terms were all pointed out by Xiao Jie, which made Guan Sha speechless.

"He added this one." Xiao Jie knew as soon as he saw the modification traces, "He is likely not short of money now, but he has no control over running other types of companies, so he started investing everywhere. If I guess correctly, his studio must have his own lawyer and investment consultant."

"So if the equity ratio of the company's equity is not diluted in every financing in the future, then I can only dilute mine?" Guan Sha pointed at herself.

Xiao Jie just looked at Guan Sha without saying anything, and felt a little ashamed when he saw Guan Sha, "Then... okay... Then I won't give him the equity, pay cash, give the money." Guan Sha reached in front of Xiao Jie with both hands.

"I'll lend you." Xiao Jie said.

Guan Sha widened her eyes, "Didn't you just say it to me?"

"I thought about it later. After all, it's not appropriate to give you so much money."

Guan Sha hugged Xiao Jie, "What's wrong with it? I think it's very suitable!"

“Not suitable.”

At this time, Xiao Jie had been pressed onto the bed by Guan Sha. Guan Sha narrowed her eyes and smiled treacherously, "Look, Master Xiao, you must be jealous after saying so much!"

Xiao Jie: "…"

"Sister Shen Li's big mouth tells you so much, and she must have told you that Qiao Sen is going to treat me to a meal and watch a movie. Then you are jealous and don't want me to interact with him frequently, so you obstruct him in every way!"

Xiao Jie: "You're thinking too much."

Guan Sha pressed Xiao Jie's hand at this time, and the tips of the two noses almost met, "Did I think too much? Do you give me 800,000 or not?!"

"Lend you."

"Do you give me if you are a slut!"

Clang, krack, ah, uh, oh, ah... Xiao Ganxing was so shocked by the movements in the room that the dumplings that were sliding into his mouth fell off.

She looked at Chen Li, who was also helpless on the opposite side, who was also eating dumplings and whispering, "You said why did the glass in Qingyang Bay have been repaired for so many days but it has not been repaired yet! It's been more than a week, right?"

Chen Li approached Xiao Ganxing and said in a volume close to her lips, "It's not that fast. I heard that glass is out of stock, and the master who packs glass can't handle the job. The sea view room that Qingyang Bay suffered this time is a large area..."

Xiao Ganxing: "..."

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Chapter completed!
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