Trillion Market Capitalization is not a Dream

"Trillion market capitalization is not a dream ()"

Tao Wuming, President of the First Business Unit, continued: “I haven’t finished talking about the issue of start-up capital just now.

Because if our 600 million profit can be taken out, it will be taken out one after another, and it may not be possible to recover all of it from the owners in time.

If all conventional risks are taken into account, the RMB 600 million may be discounted.

There is a half that seems to be relatively safe, maybe 300 million.

To put it this way, a more reliable figure for our start-up capital is actually 300 million. So if 300 million is divided by 10%, these start-up funds can support us and can support us at most in achieving an annual output value of 3 billion.

Of course, in this case, we can also work harder, save a little more, and collect payment in advance.

What do I think our output target is for 2012?

In terms of the supply of start-up capital, including the money raised by us and the listed company, can we use some of it?

In this way, the pressure on start-up capital is still not great, and the output value target for 2012 should be set between 3.5 billion and 5 billion.

In fact, 4 billion is a more reasonable number, because it is a doubling of development, doubled from 2011.

In this way, he does not need to double the number of personnel, but may increase the number by 50% on the existing basis.

For example, if there are 1,000 people now, then to complete the output value of 4 billion in 2012, it may only need 1,500 people, not 2,000 people.

I know this in my heart. "

Tao Wuming, President of the First Business Unit, paused for a while, took a sip of mineral water and continued: "Just now, we analyzed the two situations from the perspective of human resource supply and start-up capital supply, which is the determination of the output value indicator in 2012. 8 billion is not feasible, it is too risky.

If you take too big a step, you may pull your balls.

That would be a devastating consequence that the company cannot afford.

The possible goal is an annual output value between 3.5 billion and 5 billion. Now I continue to analyze from another aspect.

That is, can the management capabilities of our production management team keep up with the development needs of the annual output value target of 3.5 billion, 5 billion, or 8 billion?

If the number of personnel suddenly doubles, that is, 1,000 people become 2,000 people, I feel that if you want to recruit a general from the short guy, you have to pull out the tall guy and promote him.

This will cause our human resources to become quite scarce due to the rapid growth of the company's business development.

In this way, if there is a slight mistake in the sales project, our losses will be relatively serious.

Therefore, I suggest that it be prudent to promote some outstanding young cadres among our current people, focusing on promoting some who are capable, have good overall strength, and have high overall quality.

Then recruit a group of better people, so that the recruitment pressure on the human resources department will be less.

For example, adding another 500 people would be enough.

In this case, it should take him 1 to 2 months to find these 500 people. It should be possible to overcome some difficulties and it is entirely possible to achieve it with hard work.

New projects are being found one after another, and the 500 people for the expanded recruitment are also being recruited one after another.

So it is estimated that in 2012 we should have a total number of employees of 1,500.

This is more reasonable in my opinion.

And in this case, if our staff suddenly increased by 50%, I think that at least at the level of business unit president, there would definitely be no problem in managing these increased staff well.

And those vice presidents of production, I think there is no problem.

You can also ask our Vice President of Production here.

If you were given 50% more staff to manage based on the number of people you currently manage, would you be unable to manage them? If so, please raise your hand. "

Bai Qingting: "Well, I will help Mr. Tao ask this question again: All the production vice presidents, that is, at the level of regional production leaders, if the number of people under your management is increased, Is there anything you can’t manage at 50% of the volume? If so, please raise your hands.”

Tao Wuming, President of the First Business Unit, said: "Boss Bai, you see, everyone thinks that he is fully capable of managing the 50% increase in personnel under his command, and they are right in their hearts.

If you say that the manpower is suddenly doubled and the manpower is doubled or even tripled, can they handle it? Take a look, you can ask, do you want to ask? "

Bai Qingting: "Okay. I'll find someone to ask.

Zhao Manfu, the vice president of production in the Nanhai area, please get up and answer. In 2012, the number of people in your production team was suddenly doubled. Do you think there was any management problem? "

Zhao Manfu confidently replied: "Boss Bai, I only have two project departments now. They are not saturated to begin with. There are more than 10 people in one project and a few people in the other project. The total is less than 20 people. If it is doubled, it will only be 40 people. I can totally manage it.”

Bai Qingting chuckled and said: "Then it's no problem to double the number of people in your situation, because you don't have a full workload to begin with.

Of course, I didn't mean that you were lazy. It was because the company didn't arrange enough work for you and didn't allow you to operate at full capacity. "

Bai Qingting asked Song Zhiyuan, the president of the fifth business unit: "Mr. Song, the vice president of production in this area is your subordinate.

Is there any vice president of production who is in charge of three project managers, four or more project managers? If necessary, stand up and take the initiative to answer questions. "

Song Zhiyuan, the president of the fifth business unit, shouted: "Tan Yutang, don't you only have four project departments under your command? There are seventy or eighty people. Please tell me."

Tan Yutang, vice president of production in Xishan District, stood up and replied: "Boss Bai, let me tell you my feelings.

I am now the production manager of the Xishan area. My surname is Tan and my name is Tan Yutang. There are 4 project managers under us, and on average each project manager has basically two projects, which means we have almost 8 projects in normal operation.

The output value we completed this year in 2011 was roughly 160 million. I still feel that life is very tiring and I am exhausted every day.

If we talk purely about the number of management personnel, now I am managing four project managers. You can't ask me to manage all the No. 80 people below, right?

It's OK if I manage four project managers, plus a regional business person in charge. In fact, I only have four plus one person, so that's five people. This is the number of people I need to directly manage at present.

Then if you double the number of project managers and add 4 more, that will be 8 people. If you add one to 8 people, you will have 9 people. It will still be very difficult for me to manage, and I will probably not be able to stand it. It may collapse one day.

But if you say that you only add two project managers, then each project manager will also be responsible for about 20 people. The total number of people under me will increase from 80 to 120. In terms of management, it should be an appropriate increase. Pressure and be more diligent when appropriate.

Some things are common, and the shared ones can be a little more flexible. When you originally had four project managers for a meeting, you could also have six project managers for a meeting. The same thing about this kind of thing is that the level of labor has not increased that much. This is perfectly acceptable.

It's completely acceptable from an imaginative perspective.

But if the number of project managers suddenly increases from 4 to 8, I feel that this is unbearable. The probability of collapse is as high as 95%. "

Bai Qingting: "Tan Yutang, Mr. Tan, you spoke very well. Please sit down."

Bai Qingting: "Just now Mr. Tan Yutang expressed his feelings.

This also reminds me of a management course I once took that said that the normal number of people a person can directly manage is no more than seven. This number is relatively reasonable, and people's energy can be managed. So I think Tan Yutang's feeling is consistent with this theory and matches it.

Mr. Tao, you have already made three major suggestions, are there any more? "

Tao Wuming, President of the First Business Unit, smiled and replied: "That's about it, Boss Bai.

I can't take advantage of number one and list all the points I can think of in an exhaustive way, leaving the two brothers behind me speechless.

If we drink together again from now on, I will definitely stop thinking about standing up and leaving. "

Bai Qingting: "Since our President Tao is righteous and has left a way for the bosses of the two business divisions to survive, let's ask Mr. Lei Chunlei, President of the Second Division, to tell us how much our annual output value should be in 2012.

Then tell me what the reason is. "

Bai Qingting: "Explain the "First Phase Stock Option Incentive Plan (Draft) of Western Construction Co., Ltd.":

Kyoto Junbisheng Law Firm (hereinafter referred to as the "firm") is a law firm qualified to engage in legal business. Our firm accepts the entrustment of Western Construction Co., Ltd. (the "Company" or "Western Construction") to advise on the "Occidental Construction Co., Ltd. First Phase Stock Option Incentive Plan (Draft)" (hereinafter referred to as the "Incentive Plan (Draft)") and Act as a special legal advisor on related matters (hereinafter referred to as the "Incentive Plan" or "This Incentive Plan") and issue this legal opinion.

This legal opinion is based on the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law"), the Securities Law of the People's Republic of China (hereinafter referred to as the "Securities Law"), and the China Securities Regulatory Commission (hereinafter referred to as the "Securities Law"). "China Securities Regulatory Commission") "Measures for the Administration of Equity Incentives of Listed Companies (Trial)" (hereinafter referred to as the "Management Measures"), "Memorandum No. 1 on Matters Related to Equity Incentives" (hereinafter referred to as "Memorandum No. 1"), "Memorandum No. 1" for Equity Incentives

Memorandum No. 2 on Matters Related to Incentives" (hereinafter referred to as "Memorandum No. 2") and "Matters Related to Equity Incentives"

Memo No. 3" (hereinafter referred to as "Memo No. 3") and other laws, regulations and normative documents.

In accordance with the requirements of relevant laws and regulations and the company's entrustment, our lawyers reviewed the legal compliance of this incentive plan, the legal procedures for implementation, information disclosure, and the impact of this incentive plan on the interests of the company and all shareholders, and other matters, and Based on our lawyers' understanding of the relevant facts and the law, we issue legal opinions on the facts that have occurred and existed before the date of issuance of this legal opinion. Our firm is only concerned with this incentive plan

express opinions on relevant legal issues and do not express opinions on non-legal professional matters such as accounting and auditing. Our firm does not have the appropriate qualifications to verify and evaluate such content.

In order to issue this legal opinion, our lawyers have verified the relevant documents and their copies provided by the company, and based on the following guarantee made by the company to our lawyers: the company has provided the necessary, true and complete information necessary to issue this legal opinion. Original written materials, copies of materials or oral testimony, there are no omissions or concealments in these documents; all documents provided and facts stated are true, accurate and complete; documents provided by the company and the signatures and seals on the documents All are authentic; the copies or photocopies provided by the company are exactly the same as the originals.

This legal opinion will take effect after it is signed by the firm's handling lawyer and stamped with the firm's official seal. It can only be used by the company for this incentive plan and may not be used for any other purpose. Our lawyers agree that the company will use this legal opinion as an integral part of the application materials for this incentive plan, and will be responsible for the legal opinions issued in accordance with the law.

Our lawyers have verified and verified the documents and relevant facts provided by the company in accordance with the relevant legal provisions and the recognized business standards, ethics and diligence of the Chinese lawyer industry, and hereby issue this legal opinion as follows:

1. Legality and compliance of this incentive plan

(1) Qualifications of entities implementing this incentive plan

According to the "Business Enforcement of Enterprise Legal Persons" issued by the Beijing Municipal Administration for Industry and Commerce on January 3, 2001

(Registration No.: 1100000041XXXXX), the company is a joint-stock limited company (listed, natural person investment or holding) established on September 12, 1992.

According to the written explanation provided by the company and due verification by our lawyers, as of the date of issuance of this legal opinion, the company’s joint-stock company listed on the Shenzhen Stock Exchange does not need to be terminated in accordance with laws, regulations and the Articles of Association. ; There is no situation where a certified public accountant has issued a negative opinion or an audit report in which an opinion cannot be expressed on the financial accounting report of the most recent fiscal year, nor has there been any administrative penalty imposed by the China Securities Regulatory Commission due to major violations of laws and regulations in the recent year.

Based on the above, the company is a validly existing listed company, does not have the circumstances that prohibit the implementation of incentive plans as stipulated in Article 7 of the "Administrative Measures", and has the qualifications to implement incentive plans.

(2) Subject qualifications of incentive objects

1. Scope of incentive objects

According to the "Incentive Plan (Draft)", the incentive targets of this incentive plan are the company's key middle-level managers, a total of 75 people. The list of incentive targets is detailed in Appendix 1 of this legal opinion. According to the relevant documents provided by the company and due verification by our lawyers, the incentive objects have been confirmed by the company's board of directors and verified by the company's supervisory board.

2. Subject qualifications of incentive objects

According to the relevant documents provided by the company and due verification by our lawyers, the incentive targets are all Chinese nationals and have full capacity for civil conduct; the incentive targets have not been publicly condemned or declared as inappropriate personnel by the stock exchange in the past three years. Those who have been administratively punished by the China Securities Regulatory Commission for major violations of laws and regulations in the past three years are not prohibited from serving as directors, supervisors and senior managers of the company as stipulated in the Company Law; the incentive targets do not include independent directors and supervisors of the company, and Including major shareholders or actual controllers who hold more than 5% of the company's shares.

According to the written documents provided by the company and due verification by our lawyers, the incentive recipients have not participated in the stock option incentive plans of any other listed companies other than the company.

In summary, the incentive objects and the confirmation and verification methods of the incentive objects are in compliance with the provisions of Article 8 of the "Administrative Measures", Articles 2 and 7 of "Memorandum No. 1" and Article 1 of "Memorandum No. 2".

(3) Fund sources of incentive objects

According to the "Incentive Plan (Draft)", the incentive objects shall self-raise funds from the sources of exercise funds stipulated in this incentive plan. The company shall not provide loans or any other form of financial assistance to the incentive objects to obtain relevant stock options in accordance with the stock option incentive plan. funding, including guarantees for its loans.

Accordingly, the source of funds for the incentive objects determined in this incentive plan complies with the provisions of Article 10 of the "Administration Measures".

(4) Source and number of stocks involved in this incentive plan

According to the "Incentive Plan (Draft)", the company granted incentive objects 2 million stock options. Each stock option has the right to purchase one Western Construction stock at the exercise price and exercise conditions on the exercise date within the validity period of the incentive plan. After the incentive plan is approved, the company will issue 2 million company shares to the incentive targets as the source of shares for this incentive plan. The total number of stock options to be granted under this incentive plan is 2 million, and the number of underlying stocks involved accounts for 2.66% of the company's total share capital of 75,121,950 shares. The type of underlying stocks involved is RMB A-share ordinary shares. The total number of shares involved in the cumulative stock options granted to any incentive subject shall not exceed 1% of the company's total share capital.

Accordingly, the source of stocks involved in this incentive plan complies with the provisions of Articles 2 and 11 of the "Administrative Measures", and the number of stocks involved in this incentive plan complies with the provisions of Article 12 of the "Administrative Measures".

(5) Main contents of the incentive plan

The lawyer verified that the "Incentive Plan (Draft)" consists of 14 parts, including: "The purpose of implementing the incentive plan", "The management organization of the stock option incentive plan", "The basis and scope of the establishment of the incentive objects", "The stock option incentive plan" Source and number of shares”, “Allocation of stock options”, “Incentive plan validity period, grant date, vesting date, lock-up period of underlying stocks”, “Stock option exercise price and method of determining exercise price”, “ "Conditions for granting and exercising stock options", "Financial calculations for implementing equity incentives", "Adjustment methods and procedures for incentive plans", "Stock option grant procedures and exercise procedures for incentive objects", "Relationships between the company and incentive objects" "Rights and Obligations", "Changes, Termination and Other Matters of the Incentive Plan" and "Others", which cover the various contents required to be stipulated or explained in the incentive plan in Article 13 of the "Administrative Measures" and clearly stated Equity incentive accounting treatment method, calculate and list the impact of the implementation of the equity incentive plan on the performance of each period.