The Lancang North Road where Foshan Lighting is located belongs to the industrial zone of Foshan City, and large and small lighting equipment manufacturers gather. At the intersection of Minjiang North Road and Industrial Road, OSRAM (China) Lighting Co., Ltd. (hereinafter referred to as Osram China) is located here, only about 1 km from Foshan Lighting.
As a wholly-owned subsidiary of multinational German Siemens, OSRAM has established OSRAM China in Foshan for 12 years. After four capital increases and expansions, OSRAM China has become OSRAM's largest production base in the world, and Siemens lighting business in the world. Rapid expansion made a lot of contributions.
However, the domestic traditional lighting giant - Foshan Lighting in OSRAM, the performance growth has slowed down significantly, its original market advantages, brand advantages have also been weakened, had hoped to use OSRAM's technology to become bigger and stronger Foshan Lighting seems Into OSRAM's OEM labyrinth.
Become an OEM factory for foreign shareholders OSRAM?
Before October 2003, Foshan Lighting's largest shareholder was Foshan Industrial Investment Management Co., Ltd., which had a shareholding ratio of 23.97% and was a state-owned shareholding. In 2004, the Foshan State-owned Assets Supervision and Administration Commission was established. This part of the state-owned shares was transferred to the Foshan State-owned Assets Supervision and Administration Commission.
After screening, Siemens' OSRAM was selected. At the same time, Hongkong Youchang Lighting Equipment Co., Ltd. (hereinafter referred to as “Hong Kong Youchangâ€), which is the acquisition partner and the last 10 years of cooperation of Foshan Lighting, has also become the purchaser.
August 31, 2004, Foshan City, SASAC's 23.97% stake in Foshan Lighting is divided into two parts, of which 13.47% were transferred to Osram and Hong Kong Youchang just established acquisition company Osram Youchang, the remaining 10.5% is assigned to Prosperous Hong Kong, the total transfer price of 678 million yuan.
On the surface, after this acquisition, OSRAM became the actual controller of Foshan Lighting as the major shareholder of Osram Prosperity, but in fact, Osram holds a 60% stake in Osram Prosperity, the actual equity holdings of Foshan Lighting is only 8.082 %, while Hong Kong Prosperity actually holds 16% more shares than Foshan Lighting, and the actual controller Zhuang Jianyi’s affiliated company Guangzhou Youchang Lighting Equipment Trade Co., Ltd. (hereinafter referred to as “Guangzhou Prosperityâ€) also holds Foshan Lighting 2.09 at this time. % Shares, together with Zhuang Jianyi personally held part of the B shares of Foshan Lighting, Zhuang Jianyi became the majority shareholder of Foshan Lighting.
Different from the general equity transfer, Osram's admission to Foshan Lighting is far more than the transfer of funds so simple, including commitment to continue to a high percentage of dividends, to maintain the management of the core as the core of the letter unchanged, provide a part LED lighting technology and a "Framework Purchase Contract" that buys 10 million U.S. dollar lamp products each year from Foshan Lighting.
Pursuant to this purchase contract, Foshan Lighting shall manufacture lamp products in accordance with the specifications provided by Osram and sell these products to OSRAM and its affiliates for export and domestic sales; the price of lighting products sold to OSRAM shall be agreed in May each year. Beginning on October 1 each year and ending on September 30 of the following year, it will remain unchanged for 12 consecutive months. Foshan Lighting guarantees that the above fixed price will be calculated based on the lowest selling price offered by Foshan Lighting to other export or domestic customers.
"In other words, Foshan Lighting has actually become OSRAM's OEM factory. In the Chinese lighting market at that time, the cost of a lamp for Foshan Lighting was about 5 yuan, Philips was about 8 yuan, and Osram was close to 10 yuan. There is little difference in technology. OSRAM's purchasing of the Buddha's lamp, matching its own lighthouse, and affixing its own label, makes OSRAM soon have the cost to compete with Philips and lays the foundation for OSRAM's expansion in the Chinese market. A researcher revealed that in recent years, OSRAM's rapid development in China has benefited not only from the lighting industry itself, but also from its cooperation with Foshan Lighting.
The promise violated and the only loser to complete the transfer of shares, Foshan City, SASAC can be said to have done their best.
Because it involves the foreign investment and the transfer of state-owned assets, the transfer agreement signed on August 31, 2004 needs to be approved by the Ministry of Commerce and the State-owned Assets Supervision and Administration Commission, and the A-share market is in full swing during the process of waiting for approval. Split share structure reform.
On February 20th, 2006, Foshan Lighting announced the share reform program as the fifteenth batch of share reform companies. The major shareholder Foshan State-owned Assets Supervision and Administration Commission paid as much as possible and paid a total of RMB 360 million to tradable shareholders with a consideration of RMB 24.5 per cash paid for 10 shares. OSRAM and Hong Kong Prosperity were not involved. On March 15, 2006, Foshan Lighting's shareholder meeting approved the above share reform plan. On April 6, 2006, the Foshan State-owned Assets Supervision and Administration Commission completed the transfer of equity ownership, and Osram and Hong Kong Youchang successfully entered Foshan Lighting.
However, in the aforementioned additional agreement to purchase equity, OSRAM violated the product purchase agreement not only in 2006, but also violated all promised issues, which further intensified the original contradiction.
After cooperating with Osram, Foshan Lighting suddenly discovered that OSRAM China's lighting business has grown bigger, while its own brand advantages and market advantages have weakened.
There is data to explain. The main business income of Foshan Lighting in 2007, 2008, and 2009 were 1.49 billion yuan, 1.72 billion yuan, and 1.71 billion yuan, respectively, and this is the period in which China's lighting market is developing rapidly.
Compared with Foshan Lighting, Zhejiang Sunshine is a rising star. In 2007, its main business income reached 1.74 billion yuan, which surpassed Foshan Lighting. Compared with Foshan Lighting's main business for consecutive years, there is no obvious change compared to Zhejiang Sunshine. increase. Not only Zhejiang Sunshine, NVC lighting, Op lighting, etc. have surpassed Foshan lighting. In the home lighting, commercial lighting, office lighting and other fields, Foshan lighting has fallen behind.
Foshan Lighting, which originally had hoped to bring LED technology to OSRAM, was unable to obtain OSRAM's support. OSRAM promised to provide LED lighting technology to Foshan Lighting in a timely manner has not yet been achieved.
What is even more puzzling is that OSRAM has not completely fulfilled its procurement contract. In 2006, it only purchased a $7 million Fozhao product, which was originally a $10 million purchase agreement. During this period, OSRAM China succeeded in occupying market share. Its production base in Foshan has been expanded by 4 times of capital increase and has become OSRAM's largest production base in the world. “The mere acquisition of a minority stake in Foshan Lighting can further strengthen our position in the Asian market,†said Boste, who was then chairman of Osram, when the acquisition was completed.
“Perhaps from the start of the state-owned equity listing of Foshan Lighting in 2003, there was a contradiction between the management and the board of directors, such as the veteran Zhong Xincai, and the brand that was created by one hand gradually weakened after OSRAM’s arrival. This contradiction was intensified.†A staff member from Foshan Lighting told reporters.
"It now appears that Foshan Lighting has won dividends in succession. Hong Kong's Youchang has made a lot of profits. In addition to dividends, OSRAM has won the Chinese market. Of these three parties, only Foshan Lighting has lost." Said the Buddha's departure.
Foshan Lighting was forced to transform "I do not want the brand of Foshan Lighting to lose in my hand. Of course, if OSRAM is willing to expand the brand of Foshan Lighting, we are more happy. If not this idea, we will ignore him. Because of the feelings I only stayed until now.I feel the growth of Foshan Lighting every day, every day has a sense of accomplishment, a sense of cause.†In May 2010, Zhong Xincai, who had been in Foshan for 40 years and served as chairman of the board, resigned as a director. For a long time, he served as the general manager and focused on the transformation of Foshan Lighting.
Zhong Xincai, as a veteran of the lighting industry, obviously can not ignore the feelings and influence of Foshan Lighting.
Prior to this, Zhong Xin had an open position when interviewed by the media. Foshan Lighting's transition into the new energy industry was facilitated by him.
September 11, 2009, Foshan Lighting announced that through cooperation, the establishment of the Qinghai Salt Lake Fozhao Lithium Industry Co., Ltd., formally entered the new energy industry, and plans from the lithium carbonate material - cathode material - lithium battery - electric The new energy vehicle industry development chain of the vehicle powertrain.
After several capital increases, the pure electric buses jointly developed by Foshan Lighting and Dongchang Motor Co., Ltd. and Foshan Feichi Automobile Manufacturing Co., Ltd. have entered the stage of vehicle installation and commissioning.
Analysts have their own opinions on Foshan Lighting's large-scale access to new energy. "Lithium batteries and new energy vehicles have a lot of speculation." A researcher in the automotive industry said that the entire market is still in a period of cultivation and the technology is not mature enough. In the short term, it is difficult for Foshan Lighting to get a return on this project.
While entering new energy sources, Foshan Lighting's management centered on Zhong Xincai did not intend to abandon the lighting business. After the traditional lighting business entered a bottleneck period, Foshan Lighting was still unable to obtain LED technology from OSRAM and had to interact with the United States. Corporate cooperation.
"The cooperation with U.S. Preh is just an intention. At the same time, the content of the cooperation is also the design of the lamps, rather than the LED core technology. In a sense, Foshan Lighting has not made substantial progress in the LED project." Researchers in the electrical component industry believe that domestic enterprises such as NVC Lighting and Zhejiang Sunshine have started to intervene in LED lighting in real time. Foshan LED lighting has to rely on OSRAM.
However, in the joint efforts of Foshan Lighting to develop the new energy industry, on August 13, 2010, Zhuang Jianyi, the chairman of the company, was suspected of suspected insider trading. Subsequently, the entire Foshan lighting seems to be in a crisis of confidence and an information disclosure door appears. Daily information disclosure also has a low level of error.
“Oslang believes that Foshan Lighting should focus on traditional lighting in the main industry, they can't understand the changes to the new energy field, and they don’t have enough support for Foshan Lighting. With the clear prospect of the new energy development of the country, OSRAM turned it into active support. , but most people inside the board have always been supported." Zhong Xincai said.
Jun Jun Securities researcher Liu Jun in Foshan lighting on August 20, 2010 the board of directors decided to increase investment in new energy proposals after the study report that: the board of directors all the proposals were approved by 9 directors of 100%, indicating that the major shareholder OSRAM to the management team The determination to become a new energy vehicle has given great support. Management and major shareholders have dissent in the direction of the new energy vehicle. The rationalization of the relationship between the two provides a long-term commitment to the new energy vehicle industry chain. Solid protection.
Obviously, the transition of Foshan Lighting to new energy is not easy.
Foshan Lighting Investment New Energy Industry Roadmap On September 10, 2009, Foshan Lighting and other companies jointly established Qinghai Fozhao Lithium Energy Development Co., Ltd., which accounted for 38% of the shares.
On September 25, 2009, Qinghai Fozhao Lithium Energy Development Co., Ltd. and other companies jointly established Qinghai Salt Lake Fozhao Lithium Industry Co., Ltd.
On March 12, 2010, Foshan Lighting acquired a 20% stake in Hefei Guoxuan Hi-Tech Power Co., Ltd.
From August 17 to 20, 2010, Foshan Lighting and several companies jointly established Qinghai Fozhao Lithium Electropositive Material Co., Ltd., of which Foshan Lighting invested 25.5 million yuan, accounting for 51% of the total share capital.
In the same period, the Foshan Lighting Board's resolution authorizes the management to negotiate with Taigang Bixiang Industrial Co., Ltd. to negotiate cooperation matters. It is planned to jointly invest in Lithium Carbonate cathode material production enterprises, establish lithium battery manufacturing enterprises and pure electric motors together with investors such as Bixiang. Automobile production base and other cooperation intentions.
At this point, Foshan Lighting completed the new energy investment layout: lithium carbonate materials -> cathode material -> lithium battery -> electric vehicle power.
As a wholly-owned subsidiary of multinational German Siemens, OSRAM has established OSRAM China in Foshan for 12 years. After four capital increases and expansions, OSRAM China has become OSRAM's largest production base in the world, and Siemens lighting business in the world. Rapid expansion made a lot of contributions.
However, the domestic traditional lighting giant - Foshan Lighting in OSRAM, the performance growth has slowed down significantly, its original market advantages, brand advantages have also been weakened, had hoped to use OSRAM's technology to become bigger and stronger Foshan Lighting seems Into OSRAM's OEM labyrinth.
Become an OEM factory for foreign shareholders OSRAM?
Before October 2003, Foshan Lighting's largest shareholder was Foshan Industrial Investment Management Co., Ltd., which had a shareholding ratio of 23.97% and was a state-owned shareholding. In 2004, the Foshan State-owned Assets Supervision and Administration Commission was established. This part of the state-owned shares was transferred to the Foshan State-owned Assets Supervision and Administration Commission.
After screening, Siemens' OSRAM was selected. At the same time, Hongkong Youchang Lighting Equipment Co., Ltd. (hereinafter referred to as “Hong Kong Youchangâ€), which is the acquisition partner and the last 10 years of cooperation of Foshan Lighting, has also become the purchaser.
August 31, 2004, Foshan City, SASAC's 23.97% stake in Foshan Lighting is divided into two parts, of which 13.47% were transferred to Osram and Hong Kong Youchang just established acquisition company Osram Youchang, the remaining 10.5% is assigned to Prosperous Hong Kong, the total transfer price of 678 million yuan.
On the surface, after this acquisition, OSRAM became the actual controller of Foshan Lighting as the major shareholder of Osram Prosperity, but in fact, Osram holds a 60% stake in Osram Prosperity, the actual equity holdings of Foshan Lighting is only 8.082 %, while Hong Kong Prosperity actually holds 16% more shares than Foshan Lighting, and the actual controller Zhuang Jianyi’s affiliated company Guangzhou Youchang Lighting Equipment Trade Co., Ltd. (hereinafter referred to as “Guangzhou Prosperityâ€) also holds Foshan Lighting 2.09 at this time. % Shares, together with Zhuang Jianyi personally held part of the B shares of Foshan Lighting, Zhuang Jianyi became the majority shareholder of Foshan Lighting.
Different from the general equity transfer, Osram's admission to Foshan Lighting is far more than the transfer of funds so simple, including commitment to continue to a high percentage of dividends, to maintain the management of the core as the core of the letter unchanged, provide a part LED lighting technology and a "Framework Purchase Contract" that buys 10 million U.S. dollar lamp products each year from Foshan Lighting.
Pursuant to this purchase contract, Foshan Lighting shall manufacture lamp products in accordance with the specifications provided by Osram and sell these products to OSRAM and its affiliates for export and domestic sales; the price of lighting products sold to OSRAM shall be agreed in May each year. Beginning on October 1 each year and ending on September 30 of the following year, it will remain unchanged for 12 consecutive months. Foshan Lighting guarantees that the above fixed price will be calculated based on the lowest selling price offered by Foshan Lighting to other export or domestic customers.
"In other words, Foshan Lighting has actually become OSRAM's OEM factory. In the Chinese lighting market at that time, the cost of a lamp for Foshan Lighting was about 5 yuan, Philips was about 8 yuan, and Osram was close to 10 yuan. There is little difference in technology. OSRAM's purchasing of the Buddha's lamp, matching its own lighthouse, and affixing its own label, makes OSRAM soon have the cost to compete with Philips and lays the foundation for OSRAM's expansion in the Chinese market. A researcher revealed that in recent years, OSRAM's rapid development in China has benefited not only from the lighting industry itself, but also from its cooperation with Foshan Lighting.
The promise violated and the only loser to complete the transfer of shares, Foshan City, SASAC can be said to have done their best.
Because it involves the foreign investment and the transfer of state-owned assets, the transfer agreement signed on August 31, 2004 needs to be approved by the Ministry of Commerce and the State-owned Assets Supervision and Administration Commission, and the A-share market is in full swing during the process of waiting for approval. Split share structure reform.
On February 20th, 2006, Foshan Lighting announced the share reform program as the fifteenth batch of share reform companies. The major shareholder Foshan State-owned Assets Supervision and Administration Commission paid as much as possible and paid a total of RMB 360 million to tradable shareholders with a consideration of RMB 24.5 per cash paid for 10 shares. OSRAM and Hong Kong Prosperity were not involved. On March 15, 2006, Foshan Lighting's shareholder meeting approved the above share reform plan. On April 6, 2006, the Foshan State-owned Assets Supervision and Administration Commission completed the transfer of equity ownership, and Osram and Hong Kong Youchang successfully entered Foshan Lighting.
However, in the aforementioned additional agreement to purchase equity, OSRAM violated the product purchase agreement not only in 2006, but also violated all promised issues, which further intensified the original contradiction.
After cooperating with Osram, Foshan Lighting suddenly discovered that OSRAM China's lighting business has grown bigger, while its own brand advantages and market advantages have weakened.
There is data to explain. The main business income of Foshan Lighting in 2007, 2008, and 2009 were 1.49 billion yuan, 1.72 billion yuan, and 1.71 billion yuan, respectively, and this is the period in which China's lighting market is developing rapidly.
Compared with Foshan Lighting, Zhejiang Sunshine is a rising star. In 2007, its main business income reached 1.74 billion yuan, which surpassed Foshan Lighting. Compared with Foshan Lighting's main business for consecutive years, there is no obvious change compared to Zhejiang Sunshine. increase. Not only Zhejiang Sunshine, NVC lighting, Op lighting, etc. have surpassed Foshan lighting. In the home lighting, commercial lighting, office lighting and other fields, Foshan lighting has fallen behind.
Foshan Lighting, which originally had hoped to bring LED technology to OSRAM, was unable to obtain OSRAM's support. OSRAM promised to provide LED lighting technology to Foshan Lighting in a timely manner has not yet been achieved.
What is even more puzzling is that OSRAM has not completely fulfilled its procurement contract. In 2006, it only purchased a $7 million Fozhao product, which was originally a $10 million purchase agreement. During this period, OSRAM China succeeded in occupying market share. Its production base in Foshan has been expanded by 4 times of capital increase and has become OSRAM's largest production base in the world. “The mere acquisition of a minority stake in Foshan Lighting can further strengthen our position in the Asian market,†said Boste, who was then chairman of Osram, when the acquisition was completed.
“Perhaps from the start of the state-owned equity listing of Foshan Lighting in 2003, there was a contradiction between the management and the board of directors, such as the veteran Zhong Xincai, and the brand that was created by one hand gradually weakened after OSRAM’s arrival. This contradiction was intensified.†A staff member from Foshan Lighting told reporters.
"It now appears that Foshan Lighting has won dividends in succession. Hong Kong's Youchang has made a lot of profits. In addition to dividends, OSRAM has won the Chinese market. Of these three parties, only Foshan Lighting has lost." Said the Buddha's departure.
Foshan Lighting was forced to transform "I do not want the brand of Foshan Lighting to lose in my hand. Of course, if OSRAM is willing to expand the brand of Foshan Lighting, we are more happy. If not this idea, we will ignore him. Because of the feelings I only stayed until now.I feel the growth of Foshan Lighting every day, every day has a sense of accomplishment, a sense of cause.†In May 2010, Zhong Xincai, who had been in Foshan for 40 years and served as chairman of the board, resigned as a director. For a long time, he served as the general manager and focused on the transformation of Foshan Lighting.
Zhong Xincai, as a veteran of the lighting industry, obviously can not ignore the feelings and influence of Foshan Lighting.
Prior to this, Zhong Xin had an open position when interviewed by the media. Foshan Lighting's transition into the new energy industry was facilitated by him.
September 11, 2009, Foshan Lighting announced that through cooperation, the establishment of the Qinghai Salt Lake Fozhao Lithium Industry Co., Ltd., formally entered the new energy industry, and plans from the lithium carbonate material - cathode material - lithium battery - electric The new energy vehicle industry development chain of the vehicle powertrain.
After several capital increases, the pure electric buses jointly developed by Foshan Lighting and Dongchang Motor Co., Ltd. and Foshan Feichi Automobile Manufacturing Co., Ltd. have entered the stage of vehicle installation and commissioning.
Analysts have their own opinions on Foshan Lighting's large-scale access to new energy. "Lithium batteries and new energy vehicles have a lot of speculation." A researcher in the automotive industry said that the entire market is still in a period of cultivation and the technology is not mature enough. In the short term, it is difficult for Foshan Lighting to get a return on this project.
While entering new energy sources, Foshan Lighting's management centered on Zhong Xincai did not intend to abandon the lighting business. After the traditional lighting business entered a bottleneck period, Foshan Lighting was still unable to obtain LED technology from OSRAM and had to interact with the United States. Corporate cooperation.
"The cooperation with U.S. Preh is just an intention. At the same time, the content of the cooperation is also the design of the lamps, rather than the LED core technology. In a sense, Foshan Lighting has not made substantial progress in the LED project." Researchers in the electrical component industry believe that domestic enterprises such as NVC Lighting and Zhejiang Sunshine have started to intervene in LED lighting in real time. Foshan LED lighting has to rely on OSRAM.
However, in the joint efforts of Foshan Lighting to develop the new energy industry, on August 13, 2010, Zhuang Jianyi, the chairman of the company, was suspected of suspected insider trading. Subsequently, the entire Foshan lighting seems to be in a crisis of confidence and an information disclosure door appears. Daily information disclosure also has a low level of error.
“Oslang believes that Foshan Lighting should focus on traditional lighting in the main industry, they can't understand the changes to the new energy field, and they don’t have enough support for Foshan Lighting. With the clear prospect of the new energy development of the country, OSRAM turned it into active support. , but most people inside the board have always been supported." Zhong Xincai said.
Jun Jun Securities researcher Liu Jun in Foshan lighting on August 20, 2010 the board of directors decided to increase investment in new energy proposals after the study report that: the board of directors all the proposals were approved by 9 directors of 100%, indicating that the major shareholder OSRAM to the management team The determination to become a new energy vehicle has given great support. Management and major shareholders have dissent in the direction of the new energy vehicle. The rationalization of the relationship between the two provides a long-term commitment to the new energy vehicle industry chain. Solid protection.
Obviously, the transition of Foshan Lighting to new energy is not easy.
Foshan Lighting Investment New Energy Industry Roadmap On September 10, 2009, Foshan Lighting and other companies jointly established Qinghai Fozhao Lithium Energy Development Co., Ltd., which accounted for 38% of the shares.
On September 25, 2009, Qinghai Fozhao Lithium Energy Development Co., Ltd. and other companies jointly established Qinghai Salt Lake Fozhao Lithium Industry Co., Ltd.
On March 12, 2010, Foshan Lighting acquired a 20% stake in Hefei Guoxuan Hi-Tech Power Co., Ltd.
From August 17 to 20, 2010, Foshan Lighting and several companies jointly established Qinghai Fozhao Lithium Electropositive Material Co., Ltd., of which Foshan Lighting invested 25.5 million yuan, accounting for 51% of the total share capital.
In the same period, the Foshan Lighting Board's resolution authorizes the management to negotiate with Taigang Bixiang Industrial Co., Ltd. to negotiate cooperation matters. It is planned to jointly invest in Lithium Carbonate cathode material production enterprises, establish lithium battery manufacturing enterprises and pure electric motors together with investors such as Bixiang. Automobile production base and other cooperation intentions.
At this point, Foshan Lighting completed the new energy investment layout: lithium carbonate materials -> cathode material -> lithium battery -> electric vehicle power.
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