Why did Sinopec choose Taibaoyang Insurance Group to attract foreign investment through restructuring?

14, the list of China Petrochemical's sales business attracting foreign investment, which has stirred the market for a long time, was announced. China Petrochemical announced that 25 domestic and foreign investors subscribed for 29.99% equity of the sales company after the capital increase with cash of 65,438+0,070.94 million yuan (including the equivalent US dollars), and China Petrochemical held 70,065,438+0% equity of the sales company.

The relevant person in charge of China Petrochemical told china securities journal that it is expected that the capital delivery will be completed by the end of 10, and then the first shareholders' meeting of the sales company will be held to elect a new board of directors, so as to further establish a market-oriented salary system and a long-term incentive and restraint mechanism.

"After the investment promotion and capital introduction work is more important. There is a timetable for the next step of reform, and there will be a very important direction for deepening reform before the end of the year. " This person's few words seem to pave the way for the follow-up reform of Sinopec.

The insiders believe that this investment attraction marks the initial success of Sinopec's reform of "top-level design, system and scheme reform". Attracting foreign investment can not only enhance the value of investors, but also promote China Petrochemical to improve its corporate governance structure, transform its system and mechanism, and realize the preservation and appreciation of state-owned assets. Finally, it will promote the simultaneous development of state-owned assets and private assets, and achieve the effect of "1+ 1 > 2".

30% of industrial investors

"This investment is organized and implemented in the principle of fairness, justice, openness and transparency, and investors who meet the qualification requirements are involved as much as possible. The choice of investors fully follows the principle of' three priorities', that is, industrial investors give priority, domestic investors give priority, and investors who benefit the broad masses of the people give priority. " Lu Dapeng, a spokesperson for China Petrochemical Company, summed up the criteria for Sinopec to choose "in-laws" this time.

According to the statistics of Sinopec, among the 25 investors, 9 are industrial investors, and the company with industrial investors has an investment of 32.69 billion yuan, accounting for 30.5%. There are 65,438+02 domestic investors with an investment of 59 billion yuan, accounting for 55. 1%. There are four investors who benefit people's livelihood, with an investment of 32 billion yuan, accounting for 29.9%. Private capital 1 1, with an investment of 38.29 billion yuan, accounting for 35.8%.

The nine industrial investors include RT Mart (Hopu Investment Group), Fosun, Hangmei (Jinshi Investment Group), Baolide (Jiaxing Investment Group), Xinao Energy, Tencent (PICC Tencent Maisheng Investment Group), Haier (Strait Huifu Investment Group), Huiyuan and China Sunway. Before this "shareholding", the above nine companies have become business partners of Sinopec sales company.

"These investors have invested in the sales business of China Petrochemical. On the one hand, they can use the latter's platform, network and customer resources to promote their own business development; On the other hand, the income of Sinopec's sales segment is stable, and the growth potential of non-oil business is huge, which can also bring investors long-term stable cash dividends and equity appreciation space. " An insider in the petrochemical industry pointed out.

There are also many financial investors in the list of attracting foreign investment, such as harvest fund, ICBC Credit Suisse, Huaxia Fund and China Life Insurance. In this regard, Ye Huiqing, chief accountant of China Petrochemical Sales Company, told china securities journal that these seemingly simple financial investors have actually invested in many retail, e-commerce and other industries and gained a lot of practical experience, so they can provide effective strategic decisions for the sales company.

According to Lu Dapeng, some Public Offering of Fund and insurance funds have designed investment products for this purpose and intend to sell them to the public. "The public can participate in this investment by investing in the above products on the premise of confirming that the above products have obtained the necessary approval and understanding the related risks." He said.

Leave room for speculation about listing.

According to Lu Dapeng, this investment will be mainly used in three aspects: first, further improve the sales network of refined oil products and consolidate the advantages of traditional oil products business; The second is to develop new business, strengthen the construction of scientific and technological informatization and improve the profit structure; The third is to supplement general working capital, repay debts, reduce debt ratio and improve financial structure.

Among them, the development space of new business is perhaps the most fascinating. According to the relevant person in charge of Sinopec, in the process of attracting investment, the sales company simultaneously negotiated business cooperation agreements with industrial investors and successively formed industrial cooperation agreements with 12 business partners.

"The process of investment negotiation is also a process that inspires Sinopec." Chai Zhiming, deputy general manager of China Petrochemical Sales Co., Ltd. said frankly that there are many convenience stores in Sinopec gas stations, but they have never sold drugs. Cooperating with Fosun to sell drugs can not only ensure the quality of drugs, but also facilitate the people; For another example, for a logistics company like SF, the most worrying thing is the "last mile", which encourages Sinopec to tap the potential advantages of gas stations in this respect. In the future, customers can pick up the goods at the gas station, thus saving the cost of the "last mile".

While developing new business, whether the sales company will go public in the future is also a topic of considerable concern in the market. It is worth noting that many terms of the capital increase agreement disclosed in the announcement seem to leave enough room for imagination for the above problems.

The announcement pointed out that three years after the completion of this investment, if the sales company has not been listed, if the investor transfers the equity of the sales company, China Petrochemical enjoys the preemptive right; Investors shall not transfer their shares in the sales company within 1 year after the listing of the sales company is completed; Before the marketing company goes public, the shareholding ratio of China Petrochemical in the marketing company shall not be less than 565,438+0%.

"If new shareholders have demand, they will try to go public. Now it seems that shareholders have this demand. " In this regard, Fu Chengyu, chairman of China Petrochemical Company, said so at the recent Tianjin Davos Forum.

A more attractive mechanism to attract foreign investment

"Sinopec's reform is not entirely to attract capital, but at the same time to attract capital, to transform the internal system and mechanism in good faith and to develop its business with the help of the professional strength of social and private capital. Therefore, in terms of design, the non-Sinopec board of directors accounts for the majority. In other words, instead of having no right to speak after coming in, it will play a great role. " Lu Dapeng said firmly.

According to reports, after the completion of this investment, China Petrochemical will improve the corporate governance and institutional mechanism of the sales company according to the ideas of marketization, standardization and specialization.

First, the sales company will establish a diversified board of directors. Initially, the board of directors of the sales company consisted of 1 1 directors. Among them, China Petrochemical sent 4 directors, investors sent 3 directors, 3 independent directors and employee directors 1 person. The chairman is elected by the board of directors. The Board of Directors consists of three special committees: the Remuneration and Assessment Committee, the Risk and Strategy Committee and the Audit Committee.

The second is to optimize the management structure of the company. Establish a clear performance appraisal index system to achieve the goal of marketization, contract and professionalization of human resource management; Establish a market-oriented salary system and a long-term incentive and restraint mechanism. On September 10, the sales company issued an announcement for the first time to openly recruit nine non-oil professional managers, including Yi Jie, deputy general manager of China Petrochemical.

It is worth noting that just two days ago, China Petrochemical announced that it would release all the original polyester-related assets and liabilities of Yizheng Chemical Fiber through a series of actions such as asset sale and share repurchase cancellation, and inject them into all the assets and businesses of petroleum engineering company, thus turning Yizheng Chemical Fiber's main business into engineering technical services for oil and gas exploration and development, thus becoming a professional platform for Sinopec Group's petroleum engineering business.

"From then on, there are specialized companies under the group company. The group company has taken the most important step from managing assets to managing capital and transforming into an investment company. " An executive of China Petrochemical Company told china securities journal.

"The establishment of petroleum engineering companies and the introduction of foreign capital by sales companies are not isolated, but two inseparable parts of China petrochemical reform." Insiders pointed out that the key to reform is de-administration and marketization, and mixed ownership is not an end. The key is to introduce new systems and mechanisms through this form.

"What has a long way to go is the change of governance mechanism, institutional framework and new business. We believe that the work after attracting investment is more important! " The above executives lamented.

Further reading: How to buy insurance, which is good, and teach you how to avoid these "pits" of insurance.