The CEO's office.
In the CEO's office, only two individuals were present. Lu Ming, with his arm around his girlfriend, made his way to the resting sofa, suddenly wearing a mischievous smile. "Imagine if your elder brother discovered his own sister sitting on the sworn enemy's lap. What would his reaction be? Excitement, surprise, or perhaps shock?"
"Shock? This is absolutely terrifying!" An Yirou responded with an annoyed eye-roll, and after a moment, she added in a resentful tone, "I wasn't like this before... alas~~, I don't know how to face myself anymore."
"Well, it seems the training in these days has yielded remarkable results and made great progress!" Lu Ming remarked with a smile.
"You just had to mention it!" An Yirou shot him an exasperated look.
Anshi Group headquarters.
The current head of the Anshi Group, An Qilong, led a team of legal lawyers in a comprehensive study regarding the potential threat posed by Tiansheng Capital's 20% shareholding.
"Chairman, although the Anshi Group's articles of association stipulate a 30% shareholding requirement for control, it appears Tiansheng Capital has come well-prepared. I believe they have thoroughly understood the loopholes in the company's articles of association," one lawyer explained.
There were rumors suggesting that, with Tiansheng Capital's successful sixth placard, they could potentially take control of Anshi Group, an asset giant with over 550 billion.
The 30% shareholding control statement is found in Article 77 of the Anshi Group's articles of association. It outlines four conditions for a controlling shareholder:
1. The person, acting alone or in concert with others, can elect more than half of the directors.
2. The person, acting alone or in concert with others, can exercise more than 30% of the company's voting rights or control the exercise of more than 30% of the voting rights.
3. The person, acting alone or in concert with others, holds more than 30% of the company's outstanding shares.
4. The person, acting alone or in concert with others, de facto controls the company in other ways.
An Qilong immediately inquired, "What I want to know now is how much power the equity held by Tiansheng Capital can exert on the board of directors."
The leading lawyer explained, "In addition to raising the stake to 20%, Lu Ming also has a 0.46% stake in Tiansheng Value Growth Hybrid Fund, totaling 20.46%. While this might seem like only 20.46% of the weight and influence, it seriously misinterprets voting rights, especially under the cumulative voting system."
He continued, "The voting rights of the shareholders' meeting are based on the voting base of the present voting shares, not the entire public share capital. The actual situation is more complicated, considering the cumulative voting system."
An Qilong listened attentively, closing his eyes, as the lawyer elaborated on factors such as voting rights, the number of directors to be elected, and the attendance rate of the shareholders' meeting. The lawyer conducted hypothetical models based on different attendance rates.
The lawyer concluded, "It can be seen from the weighting results that, when electing 11 directors, as long as the attendance rate is below 71%, Tiansheng is guaranteed to win at least 4 director seats. If Tiansheng raises the board by 5%, with a 65% attendance rate, they can secure at least 5 director seats. If Tiansheng increases its shareholding ratio to 30%, they can still guarantee 5 directors with an attendance rate below 65%."
Anqing Lu's expression darkened as the lawyer continued, "Moreover, attempting to implement the 'poison pill plan' now is futile. As long as Tiansheng maintains a shareholding above 18%, with an attendance rate of around 65%, they can practically secure 3 board seats. Introducing the 'poison pill plan' would likely push small and medium investors, including retail investors, towards Tiansheng Capital. Even if Tiansheng opposes the plan, given their shareholding is already above 20%, it would prevent the plan from passing."
The lawyer's analysis raised a critical issue for An Qilong. Tiansheng Capital seemed poised to secure 4 board seats in reality, prompting An Qilong to question the necessity of spending extensively on the secondary market for the remaining 9.54% stake to be considered a "controlling shareholder." With a shareholding below 30%, they could maintain control outside the market without the constraints of being a "controlling shareholder."
An Qilong believed that if he could discern this, Tiansheng Capital must also be aware, possibly understanding Anshi Group's articles of association almost to the point of success.
Anticipating Tiansheng Capital's move to the secondary market next week, An Qilong feared the receipt of a notification letter calling for an immediate extraordinary general meeting and voting on the reorganization of the board of directors—a move that would intensify the battle for control.
The central battleground in this competition between the two entities was the Anshi Group's board of directors. Controlling the board meant controlling the colossal group. While Tiansheng Capital's current shareholding might not grant them absolute influence over Anshi Group's actions, the Anshi Group, with control of the board, could easily veto significant corporate proposals. The power dynamics were crucial.
On Thursday, August 13, Anshi Group's stock opened at 16.26 yuan, showing a +3.49% increase. Market fluctuations continued throughout the day, compelling the An family to once again increase their shareholding through secondary market acquisitions. In less than half an hour, the intraday time-sharing line hit the fixed price of 17.29 yuan, marking a +9.99% increase and sealing the daily limit.
Anshi Group's market narrative saw a dramatic reversal, eschewing corrections entirely. Following a direct start at the daily limit, it closed at the ceiling daily limit. On Friday, August 14, opening 8 points higher, it swiftly hit the daily limit within five minutes, reaching 19.02 yuan, a +10.01% increase. The An family continued to increase their holdings.
Over the weekend, after Tiansheng Capital completed its fourth placard, it asserted its position, hinting at potential future increases in holdings.
Amidst the escalating battle for control in the "Antian War," market attention surged. Relevant news emerged, revealing that Tiansheng Capital leveraged nearly 3 billion funds with an initial 800 million in the first half of the year, reaping a substantial profit of over 11.5 billion in just two months. The capital market and small to medium investors were abuzz with the revelations.