"What's popular what fire", which seems to be the law of inextinguishable. Even in the business of making money on the business, as well as other, a year a new pattern. In the past few years, Chinese enterprises popular "partnership system", "equity mechanism", as if the bosses overnight, have become generous up, those a "Gramps" actually inexplicable! The "Grundy's" actually inexplicably disappeared, have to pull people into the partnership, **** enjoy the wealth feast.
Did the world really change, not money really can be everyone when the boss? Not necessarily, this, among the mud, mixed fish and dragons, you need to shine your eyes, recognize the essence.
Seven years ago, a "China Partners" fire throughout the country, the storyline of China's real-life version of the entrepreneurs, New Oriental's triumvirate of Yu Minhong, Xu Xiaoping and Wang Qiang for the creation of the prototype, a real show of Chinese partners how to make the enterprise stronger and bigger up the painstaking journey.
For a while, the professional word "partner" in management science appeared in front of the public, so that today, when people talk about entrepreneurship, they invariably say "partnership" and talk about "equity". "; even this wind has blown to the level of enterprise management, "clamoring" for bosses to send what salary ah, don't send, and then send you will be out of date, as if it was another night, "partnership" and "Equity", evolved into "do not pay wages, become a partner, we give you shares", some companies even shouted "pay shame, partnership is the best" slogan, and so on and so forth. The company's main goal is to make sure that the company has the right to be a partner in the company.
Incidentally, to reveal the ugly, some sensitive training institutions, seems to have seen a hundred years of good opportunities to get rich, one by one, fabricated, unknown partner system and equity courses are staged in a different way, the slogan is to let a person can not stop, such as "do not learn that you will be out of date, miss this class is like missing a century! ", "a class that allows you to save 100% of employee wages" and so on, confusing people, indeed, these years, such courses are very popular, the training organization made a lot of money.
But if you ask these trainees, know what is partnership? What is equity? Their answer, and let you jaw-dropping, "the more you learn, the more you do not understand," which is the most trainees' evaluation. As a professional corporate governance staff, I brought the relevant courses to take a look, ban also startled, "Boy, really take off their pants farting, obviously simple and easy to understand the problem, they are a pretend God, two make ghosts, all become a blind man pointing a lamp ---- white wax."
What is the core of business operation: simple and easy to understand, fast replication. An equity design, by them into a heavenly book, and what good is it. Take against the equity design of the hundreds of billions of enterprise disk, to talk with the newly established company, is not a white show and what is it? What is it if it is not playing God? Their purpose is only one, is to make you addicted, one and three, three and again, class tuition, as for useful, or two say.
The main topic.
The company implemented the partnership system, at first glance, what a good thing ah, from playing a child shifted, instantly became a partner in the company. But if this time, your boss said, from tomorrow onwards, your salary is no longer issued, as a partner, only the year-end dividend, you will still be happy? If this is a promising company, I believe there will be people to accept, if you do not think the company? Will you still accept it? Naturally not, this is the beginning of the spoiled partner system, which is also a trick that many companies in the Chinese corporate world are playing nowadays.
Flavor of the partnership system, in fact, is devouring your right to work for the right to be paid according to the work, actually be moved to the wood, grafted beautiful coat, want to let you work for free, free to work for them, once halfway through you are not as good as their hearts, or you think it is difficult to make things happen, they will be mercilessly kicked out of you, how far away from rolling how far away.
So, you can't be a bad partner. Next, I'm going to analyze and explore in two parts what a true partnership is and what you want in a partnership firm.
First, what is the real partnership.
Second, look in the mirror: learn from Goldman Sachs, Alibaba's partnership system.
Three, what kind of partnership firm you deserve.
To get to the root of the problem, let's understand what is the real partnership system, so that we can distinguish between what is a "sheep head selling dog meat" partnership system, in order to reduce the chances of being deceived.
1. What is a partnership?
Partnership refers to two or more partners to own the company and share the profits of the company, the partners that is the owner of the company or the form of organization of shareholders. Its main features are: partners *** enjoy the business income, and business losses *** with unlimited liability; it can be by all partners *** with the participation in the operation, can also be operated by some of the partners, the other partners are only funded and self-sustaining; the size of the composition of the partners can be large or small.
1.1, on the concept of partner. Partners in jurisprudence is a relatively common concept, usually refers to its assets for partnership investment, participate in the partnership business, according to the agreement to enjoy the rights, obligations, and bear unlimited (or limited) liability for business debts of natural or legal persons. Partners shall have civil rights and behavioral capacity. In the actual legislation, the requirements of each country for the partners to invest in the partnership enterprise and operate the partnership are generally the same, while the natural identity of the partners, the form of partner's liability for the debts of the enterprise, as well as the limitation of the civil behavioral capacity are different due to the difference of the legal system and the customary difference. In terms of the identity of partners, most countries provide that partners can be natural persons or legal persons, i.e., legal persons are allowed to participate in partnerships; a few countries or regions prohibit legal persons from participating in partnerships. In terms of the capacity of the partners, all countries prohibit the participation of incapable persons in the partnership, but for the participation of persons with limited capacity in the partnership, some countries allow, some restrict or prohibit.
1.2, on the form of liability of partners. The form of liability of partners refers to the way in which the partners are liable for the debts of the partnership, which is the basic characteristic of the partnership from the legal enterprise. For the form of liability of partners, different countries have different provisions of the law, some require all partners to bear unlimited liability, some of the provisions of the partners can bear limited liability, some partners are allowed to bear limited liability on the basis of unlimited liability for business debts, some also require unlimited liability partners are jointly and severally liable for the debts of the enterprise.
China's partnership law provides that partners should bear unlimited joint and several liability for partnership debts. This point we should be clear, yo, unlimited joint and several liability is not a joke, as the saying goes, "do not meat did not eat, caused a mess", we have to be extra cautious.
1.3, on the rights and obligations of partners. As a partnership investor, the partner in the enterprise has the right, but also has the obligation. Generally speaking, the partner's right to operate the partnership, participate in the implementation of partnership affairs, enjoy the enterprise income distribution; obligation to comply with the partnership agreement, bear the business losses, according to the need to increase the investment in the enterprise. Since the partnership is a partnership enterprise, the rights and obligations of the partners are mainly stipulated by the partnership agreement, and some specific rights and obligations can also be determined by all the partners **** after the fact. However, some partners of the specific rights and obligations, the law has also carried out some of the necessary norms.
At present, China's implementation of the partnership system is basically three types of enterprises, accounting firms, law firms and consulting firms .
And the online rumors of Alibaba, millet, Huawei, Vanke, Fuxing, Guangdong Winsor and so on, in essence does not belong to the partnership system, just in the management and governance of the advantages of the partnership system, expanding the core strengths, and designing a set of incentives suitable for the enterprise, and has achieved great success. However, to a certain extent, we all take these enterprises as partnership enterprises, after all, these enterprises really let a lot of professional managers and workers become real partnership bosses, and achieve the wealth that they did not dare to reach before.
2. The advantages of the partnership system.
Because the partnership system has a unique and more perfect incentive and constraint mechanism, once considered investment banks the most ideal system. In the investment bank, the mechanism of the partnership system advantages are mainly manifested in the following aspects:
2.1, the owner and operator of the material interests of the reasonable allocation, there is a system of protection. For example, in a limited partnership investment bank, the limited partners provide about 99% of the capital and share about 80% of the earnings; while the general partners enjoy economic benefits such as management fees and profit sharing. The management fee is generally charged as a percentage of the total assets managed by the general partner, which is about 3%. In the profit distribution, the general partner can get up to 20% of the investment income distribution with 1% of the capital.
2.2, in addition to the material incentives provided by the economic benefits, the limited partnership system also has strong spiritual incentives for the general partner, that is, power and status incentives.
2.3, limited partnership because the operator is also the owner of the enterprise, and bear unlimited liability, so in the business activities of self-restraint to control the risk, and easy to get the trust of the customers; at the same time, due to the excellent business backbone has the opportunity to be absorbed as a new partner, partnership can motivate employees to forge ahead and maintain loyalty to the company, and promote the enterprise into a good performance. It is also a good way to encourage employees to be aggressive and loyal to the company, and to push the company into a positive growth path.
2.4, the institutional arrangement of limited partnership also fully embodies the principle of equal incentives and constraints.
The above is a comprehensive description of the advantages of the partnership system, which is not my conjecture, but the management of the special discussion, I moved these conceptual information here, is to cause you to understand the whole picture, can be interested in the partnership system, or is encountering the partnership friends carefully to provide help.
The partnership system is prevalent in foreign countries, and there are a large number of successful cases, such as all kinds of enterprises on Wall Street in the U.S., with Goldman Sachs as the representative. Since the rise of the Internet industry in China, business partnerships have also become a fashion, and gradually extended to various fields, becoming a popular form of entrepreneurship today. Among them, there are a large number of star enterprises with the characteristics of the partnership system, let everyone enjoy, such as Alibaba, Huawei, Xiaomi, Vanke, Haier, Fuxing, Guangdong Wenshi and so on.
Below, I will take Goldman Sachs and Alibaba as an example, and analyze the success of these two companies.
First, the advantages of the Goldman Sachs partnership system
Since the 1990s, Goldman Sachs has been known globally as the headquarters of Wall Street's "85" building, which has been the most sought-after place to work for the investment banking elite. To be a Goldman Sachs partner meant untold riches. Goldman Sachs on the partner's punishment and incentive mechanism is very clear, executives generally have a strong sense of risk and sense of responsibility. This has created a culture of long-term value and ambition that is unique to Goldman Sachs. Goldman Sachs has become the bank of choice for aspiring bankers, and working here is a status symbol. The strengths of the Goldman Sachs partnership system are:
1. Attracting talented people and stabilizing them for the long term.
Goldman Sachs has more than 20,000 employees worldwide, but only 300 partners. Partners' annual salary reaches more than a million dollars, have generous benefits, and hold shares of the firm. Therefore, it is conducive to attracting outstanding talents and maintaining long-term stability.
2. High risk awareness and strong sense of responsibility.
In the process of underwriting stocks and bonds for more than 100 years, the partnership investment banking means that the partners bear all the joint and several liabilities due to business errors or company performance decline, false performance, this heavy pressure makes the partners pay more attention to the quality of the product control and risk management, also makes the securities investors have confidence in the quality of the securities recommended by these investment banks, and then to the investment banks themselves have trust. The company has been able to create a trust in the investment banks themselves.
3, to avoid excessive compensation.
A long-term stable partner team will share the benefits from the company's profits, so there will be no excessive comparison of salaries.
Second, the partnership system and the listing of Goldman Sachs
The trajectory of the U.S. investment banks, including Goldman Sachs, is from a partnership to a public company, mainly because of the following reasons:
1. Pressure to expand the capitalization. In an era of uncertainty about interest rate movements, coupled with the increasing scale of debt or equity issuance by large corporations, a one-point miscalculation in forecasting could strain the capital chain of an investment bank and even lead to bankruptcy. Therefore, Goldman Sachs forced to expand the pressure of capitalization, had to choose the form of shareholding, through the issuance of shares and listed to rapidly increase the capital strength.
2. The risk and pressure of unlimited liability. With the Wall Street financial innovation, especially the development of financial derivatives, the size of the securities market and risk is also simultaneously amplified by the leverage effect. The likelihood of an investment bank going bankrupt because of a single failed operation has greatly increased, causing partners to worry about the bottom line of risk. As a result, partners were likely to leave firms and take large amounts of capital with them when economic growth slowed. For example, in 1994, a large number of partners left Goldman Sachs and took their money with them, intensifying the pressure from trading losses.
3. Incentive constraints and the pressure of competition for talent. The highest incentive for a partnership investment bank to reward good business people is to admit them as partners. This reward is built on the basis that the employee wants to become a partner and therefore does not care about short-term income. Companies whose shares are publicly traded do not have the temptation to become partners in their distribution system; they implement a distribution system based on earnings. As a result of innovative financial instruments, front-line business people, although many of them are not partners, are often able to generate spectacular profits for the firm. However, the likelihood of their becoming partners is extremely low. For these outstanding front-line staff, the temptation to become a partner after a long wait is more real than the short-term profit. This puts public companies at an advantage when competing with partnership investment banks for talent.
But after Goldman Sachs went public, it retained some of the characteristics of a partnership, such as the fact that partners still own a large share of the firm and continue to serve the firm based on their accumulated client resources. Every two years, Goldman Sachs conducts a selection process for its "partner pool". The selection process is based on business contributions and cultural fit.
Three , Alibaba partner system advantages
Back in the day, Ma visionary in order to control the long-term development of the company, with two shareholders, Softbank and Yahoo! American-style "different shares" (two-tier equity) system design to firmly control the development of the company's control in the hands of the company's founders and management, which can be described as brilliant, it is amazing. Because of this system design, Alibaba has today's development momentum and scale. And this system design is to ensure that Alibaba partner system consistent cornerstone.
What is the Alibaba Partner System?
1. The Alibaba Partners system is different from the traditional partnership system under partnership law, and is not equivalent to a dual shareholding structure. In the "partnership" system, the partners nominate a majority of the directors to the board of directors, rather than allocating directorships based on the number of shares.
Partner status at Alibaba is also not the same as shareholder status, and while Alibaba requires partners to hold a certain number of shares in the company, partners are required to retire at age 60 or withdraw from the partnership at the same time they leave Alibaba (with the exception of the permanent partners), which is different from being able to remain a shareholder as long as they hold shares in the company.
The core of the partnership system has nothing to do with the size of the shares, and you may have to give up your position in the company once the partners vote, which is one person, one vote, one vote.
By the way, it is mentioned that in Alibaba only Jack Ma and Tsai Chongxin are permanent partners, so I would say that in the end, the company is still Jack Ma has absolute rights. The rest are general partners, honorary partners.
Ali's partnership system, the control of the company in the form of a core executive team of about 30 people - the partners' meeting, to achieve a certain degree of collective leadership, is conducive to the company's internal incentives and initiatives to stimulate, as opposed to the company's voting rights in the hands of a few founding shareholders in the hands of a concentration of two-tier The equity structure has some positive significance.
2, the qualifications of partners
Partners must have served in Ali for five years; partners must hold shares of the company, and the limited sale requirements; nominated by the incumbent partners to the Partners Committee recommended, and reviewed by the Partners Committee agreed to participate in the election; in the one-man-one-vote basis, more than 75% of the partners The election and removal of partners is not subject to consideration or approval by the shareholders at the general meeting.
In addition, there are two additional criteria for becoming a partner: a positive contribution to the development of the company; and a high degree of identification with the company's culture and a willingness to do their best for the company's mission, vision and values.
3. Partner's Nomination and Appointment Rights
Partners have the right to nominate directors; partners nominate more than half of the board of directors, for any reason the board of directors nominated or appointed by the partner less than half of the directors, the partner has the right to appoint additional directors to ensure that more than half of the directors to ensure that the partner control. ; If the shareholders do not consent to the election of the directors nominated by the partners, the partners may appoint new interim directors until the next annual general meeting; if a director leaves the company for any reason, the partners have the right to appoint interim directors to fill the vacancy until the next annual general meeting.
The right to nominate and appoint Alibaba partners can be seen as the result of negotiations between Alibaba's founders and management and the majority shareholders. Through the setting of this mechanism, Alibaba partners have the right to nominate and appoint directors beyond the other shareholders, and control the selection of directors, which in turn determines the company's business operations.
4. Partners' right to distribute bonuses
Alibaba issues annual bonuses to the company's management, including its partners. It emphasizes in its prospectus that the bonus is a pre-tax matter. This means that the partners' right to bonus distribution will be different from the shareholders' right to dividends, which is distributed from after-tax profits, while the partners' bonus distribution will be treated as an administrative expense.
5. Composition and powers of the Partners' Committee
The Partners' Committee*** consists of five members who are responsible for: reviewing the nomination of new partners and arranging for their election; recommending and nominating candidates for directorships; and distributing the annual cash bonuses allocated by the Remuneration Committee to the partners to the non-executive partners.
The members of the Committee are elected by universal suffrage for a term of three years and are eligible for re-election. The Partners Committee is the centerpiece of Alibaba's partnership structure and oversees the vetting and election of partners.
6. The long-term and stability of the Alibaba partnership system
6.1. Changes to the Alibaba partnership system
Changes to the Alibaba partnership system need to be approved by the directors through a two-fold approval of the directors' annotations and shareholders' votes: from the director's level, any changes to the partnership agreement for the Alibaba's partnership agreement regarding the purpose of the partnership and the right to nominate directors for Alibaba Partners must be approved by a majority of the directors, who shall be independent directors as defined in NYSE Corporate Governance Rule 303A, and the unanimous consent of the independent directors is required for amendments to the partnership agreement regarding the procedures for nominating directors.
At the shareholder level, under the amended Articles of Incorporation after the IPO, amendments to the nomination rights of Alibaba's partners and related provisions of the Articles of Incorporation must be approved by at least 95% of the votes cast by shareholders present at the general meeting.
6.2, Agreements with Major Shareholders Consolidate Partner Control
Alibaba Partners has entered into a set of voting constraint agreements with SoftBank and Yahoo to further consolidate the Partners' control of the company. According to Alibaba's prospectus, the board of directors of the listed company ***9 members, the partners have the right to nominate a simple majority (i.e., 5), such as SoftBank has the right to nominate 1 director, the remaining 3 directors will be nominated by the board's nomination committee, and the aforesaid nominee directors will be elected by a simple majority in the shareholders' meeting. Pursuant to the foregoing voting restraint agreement, Ali Partners, SoftBank and Yahoo will vote in favor of each other at the AGM in a manner that ensures that Ali Partners will be able to control not only the Board of Directors, but also essentially control the outcome of the voting at the AGM.
Fourth, Goldman Sachs, Alibaba partner system of success
Goldman Sachs, Alibaba partner system of success, to the global enterprise in the governance of the exploration of the provision of new ideas and examples. The success of the inspiration brought to us: first, the enterprise has been substantially developed, and second, the enterprise certainly has a set of norms worthy of our learning and reference.
Leaving aside Goldman Sachs, let's take Alibaba as an example. In fact, the success of Alibaba's partner system is actually the overall success of Alibaba's internal culture, system and operation. Therefore, Alibaba's partner experience covers the three major elements of full shareholding, the human resource management system that goes with full shareholding, and the "Ali-style" partner system. Therefore, if a company wants to learn from the success of Alibaba's partner system, it must fully understand Alibaba. Personally, I believe that the first two aspects of the effort:
1, open mind, absorb talent.
No talent to join, the soup without medicine type of name replacement is not meaningful. Many companies want to catch the trend, the company changed to the partnership system, the results never see a few new people to stay, so what is the significance of the partnership system? Therefore, in order to truly realize the partnership system, we need to have a broad mind, absorb talent from all sides, the company should be sincere, prospects, status, etc. in exchange, so that the partnership system has a new vitality.
2, to have a good system and cultural atmosphere to leave talents.
Alibaba's full shareholding program benefits tens of thousands of employees, attracting talent to join. And this full shareholding program is the influence of the enterprise's good system and culture, to be truly implemented. Therefore, the enterprise to implement the partner system, may wish to look at themselves in the mirror, as the saying goes, to clean the house before welcoming guests, so as to leave like-minded talent.
Through the above explanation of the partnership system, and its Goldman Sachs, Alibaba's case study, we should basically understand what is the partnership, what is the surface of the partnership. Then finally, we can bluntly list what to do partnership we go home company, is that you deserve to have a partnership company:
First, talent-based, both the value of your value today, but also care about your future value of the company
Now, some people in the name of the partnership under the guise of the company, the beautiful name with a bunch of like-minded people with knowledge,*** seek development, but do not know, such as you sincerely want to work with him, in talking about the rights and obligations of both sides, the organizational framework and compensation, their fox tails will be revealed, I may as well uncover such tails, I hope that we can effectively screen:
1, they go out of their way to commit to you to a very large position, such as president, CEO, vice president, etc., office Place by you to pick, but you and your team, they do not give a penny, you self-sufficiency, dry, the benefits of the first is theirs, the second is yours, but halfway if not Dan see you not good, and so you get the foundation up, a foot will also kick you away. Such a free partner you want to do?
2, they also promised to give you shares, but there is no salary, shares also depends on your performance, the final decision. Anyway, the system is they book, how do you say, will say there is no precedent, must accept the company's system. The so-called president, founder, to the department managers, all no salary, according to the performance of the contribution, the end of the year dividends. Such a free partner you want to do?
3, they use you in a certain aspect or multi-faceted strengths, constantly brainwashing you, I hope you join, but even if you have a status, even if the professor honors in the body, the past millions of dollars in annual salary for the record, but also useless, they use some of your vanity, and constantly to give you a high hat, so that you are dizzy, thinking that it is really a character, but do not know, in their backyard, treat you as fools. They don't have to pay you a salary, so you keep selling for them, pulling heads to buy, you are getting a little commission, but the company's prospects and dangers, you are pretending not to know or may not know, just like becoming one of their pawns in the blasphemy of a friend's trust, and the lawlessness.
Second, not to ease the difficulties of the eye, but sincerely build a platform for future development
China's enterprises are indeed experiencing a lot of challenges, companies are facing unprecedented challenges, but which country's enterprises are not so? The United States has not experienced from high to low, from good to bad, from superior to difficult process? Both have. But after all these difficulties, do we need to use this kind of unseemly and nasty tactics, under the banner of "partnership and equity" to swing a scam? Obviously this is not the right way.
1. Bailouts are not for the moment, but are really about finding like-minded people
The founders of this type of company tend to be sincere, explaining their current situation and future development, and letting you make your own decisions.
I hate the face of this company, obviously is the lack of money, obviously is the hope that you join, bring resources and funds? But always big words cover the sky, said the company is the most lack of money, we are not willing to cooperate with large organizations, is to give some friends, want to have a cause of friends opportunities, so that they work with us, with small capital, prying the big market, return ten times, a hundred times, or even a thousand times more than the return, so that you want to retreat, difficult to rest, in and out of the two difficult. In fact, this is all bullshit, most of these companies do not have the conditions to cooperate with the organization, can only weave a beautiful dream, so that a number of people do not more worldly affairs cheated and fooled, anyway, such examples are common, but also afraid of me a.
2, will be in the cooperation agreement, clear you in the cooperation of the corresponding period of time for you to carry out the corresponding return and rights . That is to say, if the cooperation, everything is on paper, rather than verbal transactions, which is the key. Many companies tend to be verbal tricks, it is difficult to implement the substance. Even if the implementation of the agreement, but also the threshold design of the internal and external three layers, so that you can not agree.
So, in the face of the above, these tasteless, deteriorating partner system companies invite you to join, please always remember, discerning eyes to identify, resolutely do not do. Because you have the base to have your own capital:
1, you have the workplace experience, there are personal draping practice, by what to here have to listen to them, by what have to free labor for them. They take the law as a child's play, can still treat you as a character?
2, commercial society, market behavior, have to pay for a return, we do not have to pay in return on the future of the nebulous people and things, we only need to be down-to-earth, clear understanding of their own, to find their own platform, sooner or later will shine.
3, there is no free lunch in the world, but also no free payment. Please firmly resist those companies that do not pay your salary for no reason, set a popular saying: not pay the company is a hooligan.
You know, today you have everything for free, is based on your personal decision, but because of others, for example, I want to start a business as a boss, want to find another way, etc., in order to the future of your feet on the path of your struggles, solid and peace of mind.
Tasteless partnership, is a piece of rat shit, will be bad business rules, broken labor regulations, career in the people to keep their eyes peeled, do not fall into the "tiger's den". Please remember: a company that does not pay you basic salary, or your basic salary depends on you to pull people into the company to have cash, must be cut immediately. Do not give you a basic salary, is not to respect your current value, do not give you the book page promises dividends and equity, is not to recognize the value of your future.
Believe in their own value, will certainly find their place in this society.