[Special report] NVC Lighting "Inner bucket upgrade":
Uncompromising <br> <br> when the four disputed December 2012, Wu Changjiang introduced BDO Runda (002005.SZ), the latter completed (2222.HK) 20% stake acquisition of NVC At the time, Wu Changjiang and Wang Donglei might not have thought of it. In less than two years, they turned against each other.
Nowadays, with the escalation of the war between the two sides and even the mutual control of criminal responsibility, the “family ugliness†that were once unknown to the public have surfaced. Of course, it is not easy for the public to see the truth, because these "family ugliness" have become a mystery in the debate between the two sides.
Wang Dong-lei a dispute <br> <br> Wu Changjiang can recall?
On September 11, Wu Changjiang held a media briefing in Beijing. The "gentleman's agreement", which has always been mysterious, has finally been unveiled. At the media briefing, Wu Changjiang showed through the PPT the photocopy of the "Cooperation Agreement" signed by him and Wang Donglei.
Wu Changjiang said: "We clearly agreed in the agreement that I would like to achieve the realization of management rights through Mr. Wang Donglei and Dehao Runda, so as to avoid confrontation with other financial investment shareholders. At the same time, the two parties agreed It is clearly agreed that they will not interfere with each other's operation and management, that is, the nomination of the chairman, director, president and management in NVC Lighting, and in the decision-making of operation management, strategy and planning, Wang Donglei and Dehao Runda should Agree and support Wu Changjiang's suggestions, proposals and finally submit the relevant shareholders' meeting and the board of directors to vote. Accordingly, Wu Changjiang also agreed and supported Wang Donglei's opinions in the management of Dehao Runda to ensure the smooth realization of the interests of the two companies."
Wu Changjiang firmly believes that the issue of equity and management rights, which have been stuck in the past, can be used to distinguish between right and wrong through this cooperation agreement.
Wu Changjiang’s agent, Xiong Zhi, director of Beijing Shangan Law Firm, believes that according to the agreement, Wang Donglei and Dehao Runda’s chairman, directors and management personnel based on the status of major shareholder in NVC Lighting must be Wu Changjiang appointed candidates. The former only has the possibility of voting against the interests based on the damage, and there is no right to reject the election. “Even if Mr. Wu Changjiang is found to have moral hazard, he can use the program to impeach him. I feel that Mr. Wu Changjiang is not suitable to be the chairman of the board. If there is any problem, according to the agreement, other people who are approved by Mr. Wu Changjiang can be selected. Others, 100 can not choose the 101st, until Mr. Wang Donglei believes that it is qualified, instead of disrupting all the rules and starting a new one. This does not meet the agreement and does not comply with the law."
In this regard, Wang Donglei insisted that all the agreements between him and Wu Changjiang have a premise, "no damage to the interests of shareholders." The removal of Wu Changjiang’s position as CEO of NVC Lighting, the removal of all directors of Wu Changjiang and the committees of the Board of Directors are all legal resolutions voted by the board of directors and the shareholders’ meeting, in accordance with the rules of the listed company.
Wang Donglei told reporters that "Wu Changjiang has signed a 20-year brand use agreement with the affiliated company without the consent of the directors, owed huge gambling debts, and allegedly swindling NVC lighting and other misconducts have damaged the interests of listed companies. The board found that This point, and the initiation of investigations and corresponding measures, removed a series of his duties, is completely procedural, and is in accordance with the rules of listed companies."
Controversy II <br> <br> uncompromising <br> <br> intent of related party transactions related party transactions hollowed out by NVC, has been an important weapon both sides blame each other.
Wang Donglei believes that the registration and holder of the NVC series of trademarks is Huizhou NVC Optoelectronics Technology Co., Ltd. (hereinafter referred to as “Huizhou NVCâ€), Huizhou NVC is a wholly-owned subsidiary of NVC Lighting, and the NVC brand belongs to Lei The shareholder of the company does not belong to Wu Changjiang himself. Wu Changjiang called "the founder of NVC brand", not the concept of trademark law, Wu Changjiang himself does not enjoy the ownership of the NVC brand. Therefore, he believes that Wu Changjiang has granted the 20-year NVC brand license to the three companies associated with it, Shandong NVC Lighting Development Co., Ltd., Chongqing Enweixi Industrial Co., Ltd. and Zhongshan Shengdi Aisi Lighting Co., Ltd., which violates the largest shareholder. The interest is actually the act of hollowing out NVC lighting.
However, Wu Changjiang insisted that the trademark license for the aforementioned company had already started in 2008 and 2009, and was carried out by the trademark owner Huizhou NVC as a licensor. As the chairman of Huizhou NVC, it has the corresponding rights to the production and operation decision of Huizhou NVC in accordance with the law, which is also his responsibility, and then only a legal deferral under the management and management behavior.
Wu Changjiang said at the media briefing on September 11 that "in fact, as long as it meets the fair conditions of the market, the trademark license fee is paid according to the contract, and it is ultimately reflected in the financial benefits of NVC, and in practice. In use and operation, the three companies have not used misconduct so far. On the contrary, for many years, they have objectively and realistically expanded the social influence of the NVC brand and effectively expanded the market share. This is not only a fault but also a merit."
At the same time, Wu Changjiang also pointed out that Wang Donglei transferred the production of NVC lighting's core business light source to Dehao Runda, intending to sell NVC lighting, and transfer profits to Dehao Runda, whose financial situation is bad.
Uncompromising <br> <br> when the four disputed December 2012, Wu Changjiang introduced BDO Runda (002005.SZ), the latter completed (2222.HK) 20% stake acquisition of NVC At the time, Wu Changjiang and Wang Donglei might not have thought of it. In less than two years, they turned against each other.
Nowadays, with the escalation of the war between the two sides and even the mutual control of criminal responsibility, the “family ugliness†that were once unknown to the public have surfaced. Of course, it is not easy for the public to see the truth, because these "family ugliness" have become a mystery in the debate between the two sides.
Wang Dong-lei a dispute <br> <br> Wu Changjiang can recall?
On September 11, Wu Changjiang held a media briefing in Beijing. The "gentleman's agreement", which has always been mysterious, has finally been unveiled. At the media briefing, Wu Changjiang showed through the PPT the photocopy of the "Cooperation Agreement" signed by him and Wang Donglei.
Wu Changjiang said: "We clearly agreed in the agreement that I would like to achieve the realization of management rights through Mr. Wang Donglei and Dehao Runda, so as to avoid confrontation with other financial investment shareholders. At the same time, the two parties agreed It is clearly agreed that they will not interfere with each other's operation and management, that is, the nomination of the chairman, director, president and management in NVC Lighting, and in the decision-making of operation management, strategy and planning, Wang Donglei and Dehao Runda should Agree and support Wu Changjiang's suggestions, proposals and finally submit the relevant shareholders' meeting and the board of directors to vote. Accordingly, Wu Changjiang also agreed and supported Wang Donglei's opinions in the management of Dehao Runda to ensure the smooth realization of the interests of the two companies."
Wu Changjiang firmly believes that the issue of equity and management rights, which have been stuck in the past, can be used to distinguish between right and wrong through this cooperation agreement.
Wu Changjiang’s agent, Xiong Zhi, director of Beijing Shangan Law Firm, believes that according to the agreement, Wang Donglei and Dehao Runda’s chairman, directors and management personnel based on the status of major shareholder in NVC Lighting must be Wu Changjiang appointed candidates. The former only has the possibility of voting against the interests based on the damage, and there is no right to reject the election. “Even if Mr. Wu Changjiang is found to have moral hazard, he can use the program to impeach him. I feel that Mr. Wu Changjiang is not suitable to be the chairman of the board. If there is any problem, according to the agreement, other people who are approved by Mr. Wu Changjiang can be selected. Others, 100 can not choose the 101st, until Mr. Wang Donglei believes that it is qualified, instead of disrupting all the rules and starting a new one. This does not meet the agreement and does not comply with the law."
In this regard, Wang Donglei insisted that all the agreements between him and Wu Changjiang have a premise, "no damage to the interests of shareholders." The removal of Wu Changjiang’s position as CEO of NVC Lighting, the removal of all directors of Wu Changjiang and the committees of the Board of Directors are all legal resolutions voted by the board of directors and the shareholders’ meeting, in accordance with the rules of the listed company.
Wang Donglei told reporters that "Wu Changjiang has signed a 20-year brand use agreement with the affiliated company without the consent of the directors, owed huge gambling debts, and allegedly swindling NVC lighting and other misconducts have damaged the interests of listed companies. The board found that This point, and the initiation of investigations and corresponding measures, removed a series of his duties, is completely procedural, and is in accordance with the rules of listed companies."
Controversy II <br> <br> uncompromising <br> <br> intent of related party transactions related party transactions hollowed out by NVC, has been an important weapon both sides blame each other.
Wang Donglei believes that the registration and holder of the NVC series of trademarks is Huizhou NVC Optoelectronics Technology Co., Ltd. (hereinafter referred to as “Huizhou NVCâ€), Huizhou NVC is a wholly-owned subsidiary of NVC Lighting, and the NVC brand belongs to Lei The shareholder of the company does not belong to Wu Changjiang himself. Wu Changjiang called "the founder of NVC brand", not the concept of trademark law, Wu Changjiang himself does not enjoy the ownership of the NVC brand. Therefore, he believes that Wu Changjiang has granted the 20-year NVC brand license to the three companies associated with it, Shandong NVC Lighting Development Co., Ltd., Chongqing Enweixi Industrial Co., Ltd. and Zhongshan Shengdi Aisi Lighting Co., Ltd., which violates the largest shareholder. The interest is actually the act of hollowing out NVC lighting.
However, Wu Changjiang insisted that the trademark license for the aforementioned company had already started in 2008 and 2009, and was carried out by the trademark owner Huizhou NVC as a licensor. As the chairman of Huizhou NVC, it has the corresponding rights to the production and operation decision of Huizhou NVC in accordance with the law, which is also his responsibility, and then only a legal deferral under the management and management behavior.
Wu Changjiang said at the media briefing on September 11 that "in fact, as long as it meets the fair conditions of the market, the trademark license fee is paid according to the contract, and it is ultimately reflected in the financial benefits of NVC, and in practice. In use and operation, the three companies have not used misconduct so far. On the contrary, for many years, they have objectively and realistically expanded the social influence of the NVC brand and effectively expanded the market share. This is not only a fault but also a merit."
At the same time, Wu Changjiang also pointed out that Wang Donglei transferred the production of NVC lighting's core business light source to Dehao Runda, intending to sell NVC lighting, and transfer profits to Dehao Runda, whose financial situation is bad.
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