Chapter 1003: Behind-the-Scenes Confrontation

"You guys take a break at the company first, I have something to do when I go up!"

As soon as he returned to Swire Airlines, Wade Shi Yahuai said to the seven directors of the former Cathay Pacific Airways who came back with him.

After he finished speaking, he hurriedly entered the elevator, leaving behind everyone looking at each other and feeling depressed.

Soon, Wade Shi Yahuai found his uncle Norman Shi Yahuai.

Seeing his nephew come in with an ugly look, Norman Shi Yahuai stood up suddenly and asked with concern, "Wade, how is the situation?"

Wade Shi Yahuai's anguish and grievance finally had an outlet, and he talked to his uncle incessantly.

"Uncle, the situation of Cathay Pacific is very critical now. Jiuding Industrial Group really holds 54% of the shares of Cathay Pacific Airways. Today, Werry from Hutchison Whampoa came to the meeting as the vice president of Jiuding Industrial Group. He ousted seven directors belonging to us at Swire at a general meeting, and..."

Norman Shi Yahuai listened quietly. Although what his nephew said made him very angry, he still tried his best to calm himself.

"...Uncle, there are less than three days left for us now. If even the board of directors falls, then we can only be kneaded by Xia Yu at will."

After finishing speaking, Wade Shi Yahuai stared straight at his uncle Norman Shi Yahuai, waiting for his instructions.

At this time, Norman Shi Yahuai's brows were already wrinkled.

Because Wery's series of offensives have pushed them to the brink, if no effective rescue measures are found, then Cathay Pacific will fall completely, even if they still hold 37% of the equity.

And the consequences don't stop there.

Once Cathay Pacific Airways falls, then Heung Kong Aircraft Engineering Company, which is still in fierce competition in the stock market, will also fall, even if Swire Financial grabs all the public shares that are still in circulation in the stock market, it will be useless!

From Wade Shi Yahuai's account of the betrayal of Fan Keming, the director of Heungkong Aircraft Engineering Company, it can be seen that the shareholding ratio of Heungkong Aircraft Engineering Company held by Jiuding Industrial Group is definitely not low!

After a long silence, Norman Shi Yahuai said to his nephew: "Wade, tell me in detail about the board structure and changes of Cathay Pacific Airways, as well as Cathay Pacific Airways' Charter."

Wade Shi Yahuai pondered for a moment, and after sorting out his thoughts, he immediately said: "Uncle, the board of directors originally had 26 seats, including 19 equity directors (also known as ex officio directors) and seven independent directors."

"Among the nineteen equity directors, since we originally held 42% of the shares of Swire Airlines, there are eight equity directors including me."

"HSBC holds 20 percent and has four equity directorships."

"The Song family holds 16% of the shares and has three equity director seats."

"Standard Chartered holds 13 percent of the shares and has two equity directorships."

"Heung Kong Airport Ground Service Company holds 5% of the shares and has one equity director seat."

"Then implemented Heungkong Aircraft Engineering Company, although the shareholding ratio was only 4%, but in order to better control the company, I gave the 2% equity rights of Swire Airlines to Heungkong Aircraft Engineering Company, so it also has An equity director seat."

"Because the number of director seats is even, it has been stipulated in the company's articles of association that the chairman has an additional vote."

"So among the nineteen equity directors, there are a total of 20 votes. We were able to directly control 11 votes, accounting for 40% of the 27 votes of the entire board of directors."

"And in order to firmly control the company, the company's "Articles" also clearly stipulates that the chairman's board of directors votes and needs more than two-thirds of the votes to be elected, and two-thirds of the votes are required to be overthrown before the term expires. ."

"But now our stake in Cathay Pacific is five per cent less at Swire and we've actually lost a board seat,

Coupled with the betrayal of Fan Keming and Zhang Dasheng, now there are only eight votes that can really agree with us 100%, including an extra vote for my chairmanship! "

"If we lose a seat by not transferring five percent of our Swire Pacific, or if Zhang Dasheng and Fan Keming have a no-bet, then with all the other votes facing each other, we can still have exactly one-third of the votes. ."

"but now……"

Speaking of this, Wade Shi Yahuai bowed his head in remorse and regretted in his heart.

This would not have happened if the Dongfeng Airways stake had not been replaced with a five percent stake in Cathay Pacific.

It's a pity that this is the end, what's the use of regret?

Closer to home.

In the Articles of Association of Cathay Pacific Airways, it is clearly stipulated that many important proposals, such as the company's increase or reduction of registered capital, private placement of shares, issuance of bonds, amendments to the company's articles of association, etc., must be approved by more than two-thirds of the directors present at the meeting.

Even if it is exactly two-thirds, it is not enough, the explicit requirement must be exceeded.

Therefore, if Wade Shi Yahuai controls one-third of the votes, he can firmly block all the necessary major proposals, including the proposal to remove his chairmanship before the term expires.

Of course, unlike Cathay Pacific, most companies only need more than half of the board of directors votes to elect and remove the chairman.

Swire Airlines originally controlled Cathay Pacific very tightly, but it was a pity that Norman Shi Yahuai was careless for a while. He did not expect that Xia Yu would secretly control the Hong Kong Airport Ground Service Company and the Hong Kong Aircraft Engineering Company.

The loss of a seat and the betrayal of two original subordinates happened at the same time, and Swire Airlines suddenly fell into a dilemma.

"However, there is still a chance to resist!"

Thinking of the seven independent directors, Norman Shi Yahuai narrowed his eyes, and a thought flashed in his mind.

"Wade, those seven independent directors are the key. In the time before the interim board meeting, I will act together with you, as long as you win an independent director, or let one of them abstain from voting, or let more than four With independent directors absent from the board, Jiuding Industrial Group cannot get more than two-thirds of the votes."

"It's important to keep your chairmanship first!"

Wade Shi Yahuai nodded heavily: "I understand."

...

Just as Shi Yahuai's uncle and nephew were in close consultation, Weary rushed back to Jiuding Building and Xia Yu's office after initially meeting the seven independent directors of Cathay Pacific.

"Chairman, I'm back."

"Sit down and say, is everything going well?"

"It's going well, and it's all under control. Fan Keming and Zhang Dasheng have already turned to us, and now the key is the position of the seven independent directors."

Speaking of which, Weary took a sip of tea to moisten his throat and described what happened this morning at the Cathay Pacific shareholders meeting.

Xia Yu listened, nodded slowly, and said with satisfaction: "You did a good job, the purpose of the plan has basically been achieved."

Then Xia Yu changed his words and said, "However the attitude of the seven independent directors, how did you feel after the initial contact?"

Wei Li thought for a while and replied: "According to the situation I just contacted, four independent directors have a friendly attitude, and the other three independent directors have a vague attitude. These three need to focus on their work."

Xia Yu nodded and said solemnly: "In the next two days, you will make every effort to contact these seven independent directors, I will give you whatever support you want, and try to ensure that none of them will be lost in three days. And vote yes."

"If there's one or two diehards, keep them out of the game."

"In any case, on the interim board of directors three days later, Wade Shi Yahuai's chairmanship must be removed, and you will be replaced, understand?"

Weili nodded solemnly and responded respectfully: "I understand!"

...

Xia Yu and Weili chatted for a while, and then Weili left in a hurry.

Watching Weili's back go away, Xia Yu leaned on the sofa and thought.

According to Cathay Pacific's "Articles of Association", the number of directors of Cathay Pacific is fixed at 26.

Swire Airlines now holds seven board seats but has eight votes.

As long as seven independent directors are caught this time and they agree with Weary on the board of directors three days later, Weary will have 19 out of 27 votes, a ratio of more than 70%, enough to Kick Wade Shi Yahuai from the chairman's seat.

Then there is another election, and after Wery successfully sits on the seat, the one vote that comes with the chairman position will be transferred from Swire Airlines to Jiuding Industrial Group.

In this case, even if one of the seven independent directors is ignorant of the current situation, it will not affect Wery's control of the board.

At that time, it is time to dilute the shareholding ratio of Swire Airlines through the private placement proposal, and Jiuding Industrial Group's control over Cathay Pacific will become more and more stable.

As long as the plan is successfully implemented and Cathay Pacific is controlled, the listed company Heung Kong Aircraft Engineering Co., Ltd. will naturally be in the bag.

By then, Swire Airlines had lost control of Cathay Pacific, Heung Kong Airport Ground Services and Heung Kong Aircraft Engineering, which was a bummer for the Swire consortium.

"The attitude of the seven independent directors..."

"If someone is involved in the public relations of the Shi Yahuai family, and pretends to be mean to me on the surface, and suddenly turns against the water after arriving at the scene three days later, it will be a little troublesome..."

Thinking of this, Xia Yu got up from the sofa, came to the desk and sat down, picked up the phone on the left, and dialed a secret number.

After the call was connected, Xia Yu immediately instructed the other end of the phone: "Continue to keep an eye on the seven independent directors of Cathay Pacific Airways. The Shi Yahuai family will definitely find them these days. The black material of these seven independent directors..."

"Clap!"

After hanging up the phone, Xia Yu sat in his seat for a while, raised his hand to look at his watch, and found that it was only 12:03, more than 20 minutes before the market closes at 12:30.

He got up decisively, went downstairs and drove to Jiuding Securities.

PS: ask for tickets

https://

Please remember this book's first domain name: . Apex Novel Mobile Version Reading URL: