Zhang Qingxue pushed up his glasses and spoke calmly as if describing today's weather:
"If she doesn't agree, we will be the first to execute it."
Meeting Room was quiet for a second.
Song Zhongping was stunned for a moment:
"The first execution? Can she execute it even if she doesn't agree?"
Zhang Qingxue nodded:
"Yes."
She pointed to <Company Law> on the bookshelf in the corner of Meeting Room and spoke slowly:
"According to Article 13 of <Company Law>,
A resolution to increase or decrease the registered capital made at the shareholders' meeting must be approved by shareholders representing more than two-thirds of the shareholders Voting Rights."
She looked at Zhao Chen:
"Haoyu holds 80% of the equity in the project, far more than two-thirds.
We have every right to unilaterally convene a shareholders' meeting to pass resolutions on revaluation and capital increase."
Chen Qiming thoughtfully:
"What about the 20% of Lin Wanqing?"
Zhang Qingxue said:
"20% is Minor Shareholder, which has no power to block the special resolution.
She can object and vote against it, but her objection is invalid."
She paused:
"Moreover, the original agreement was very clear - if one party refuses to invest additional proportionally, the other party has the right to request a revaluation and capital injection.
This is what she signed with her own hand. If she doesn't invest money now, it's her breach of contract first."
Liu Mingyu asked:
"What if she sues?"
Zhang Qingxue smiled, the smile was very short, but with the determination of a legal person:
"Let her sue."
She closed Company Law:
"She has only two reasons for suing:
One is that the resolution procedure is illegal, and the other is that the valuation is unreasonable.
But we will do all the procedures in place - advance notice, minutes of meetings, archiving of voting votes, third-party evaluation reports - and she can't find any procedural issues."
"As for the unreasonable valuation? We can find a third-party evaluation agency to issue a report.
If she thinks there is something wrong with the price, she can find an appraisal agency to evaluate it herself.
But during the evaluation period, the project should be pushed forward or pushed forward."
She looked at everyone:
"Legally, this is called a 'capital majority resolution'.
Major Shareholder has the right to pass legal resolutions, Minor Shareholder can only accept them.
If she is dissatisfied, she can sue. However, during the prosecution, the execution of the resolution will not be affected."
Song Zhongping's eyes lit up when he heard:
"In other words, it's useless for her to make trouble?"
Zhang Qingxue nodded:
"It's useless. The more violent she makes, the more it looks like she's cheating.
Court is most annoyed by shareholders who don't invest money themselves and drag the project forward."
Chen Xi couldn't help laughing:
"So she is in a dead end. If you invest money, you will lose; if you don't invest, you will be diluted, but you will still lose; if you sue, you will not win."
Zhang Qingxue pushed up his glasses:
"Yes. And the litigation period is at least one or two years. During these two years, the project should be advanced and the money should be collected.
By the time Court is sentenced, her shares will have been diluted almost completely, and she won't get anything back if she wins."
Meeting Room was quiet for a few seconds.
Then Song Zhongping patted the table:
"Then what are you waiting for? Let's do it first!"
Everyone looks towards Zhao Chen.
Zhao Chen leaned on the back of the chair and tapped his fingers on the armrest twice.
Then he spoke:
"Just follow this plan."
He looked at Zhang Qingxue:
"Aunt Zhang, you should pay close attention to the procedures. Every step must be compliant and there should be no loopholes."
Zhang Qingxue pushed up his glasses:
"Don't worry. I will complete the chain of evidence."
Zhao Chen scanned around:
"Any more questions?"
No one spoke.
He stood up:
"The meeting is dismissed."
Chen Wei returned to the office and immediately sent out the prepared documents.
She stared at the just-sent email on the computer screen for ten seconds.
The email is very short, but every word has been carefully considered by Zhang Qingxue:
"Ms. Lin Wanqing: According to Article 7.3 of the cooperation agreement between the two parties, because you failed to increase the proportion of additional investment within the agreed time, we have officially started the project value revaluation process.
Please complete the fund replenishment or confirm your participation in the revaluation within 7 days (i. e. before November 1st).
Failure to reply within the time limit shall be deemed to have agreed to adjust the equity based on the revaluation results."
She picked up the phone and dialed the number Lin Wanqing.
No one answered.
She dialed again.
Still no one answered.
Chen Wei put down the phone and looked at Zhang Qingxue opposite:
"Still no one answered."
Zhang Qingxue pushed up his glasses:
"It's normal. She's been like this these past few days."
Chen Wei frowned:
"She doesn't even answer the phone, what on earth does she want to do?"
Zhang Qingxue said:
"No matter what she wants to do, when the process reaches this point, it doesn't matter whether she answers the phone or not."
She opened the Legal Document in front of her:
"The email was sent, the text message was sent, WeChat was also sent.
A written notice will be couriered to her company and her home today. Legally, we have fulfilled all our obligations."
Chen Wei nodded:
"Then the next step is to wait."
Seven days have passed.
On Chen Wei's desk, there is a thick stack of express delivery receipts.
Every receipt shows: Signed for receipt.
But there was no response from Lin Wanqing.
No phone, no email, no WeChat.
Not even a word.
Her assistant answered the phone several times, but each time she only said one sentence:
"Mr. Lin is very busy recently, I will tell her."
Then there is no more.
Chen Wei looked at the receipts and dialed Zhang Qingxue:
"Lawyer Zhang, seven days have passed and there is no reply."
Zhang Qingxue's voice came from the other end of the phone:
"Then start the third-party evaluation. I have contacted the evaluation agency a long time ago and can enter the site tomorrow."
Chen Wei asked:
"Is she going to show up out of nowhere?"
Zhang Qingxue said:
"It's useless to show up. The time stipulated in the agreement has passed, and now she only has two choices--
Either accept the assessment or sue."
She paused:
"Moreover, once the evaluation results come out, it will be difficult for her to overturn them.
The Fair Value evaluation by a third-party organization is legally convincing."
Chen Wei hung up the phone and leaned back on the chair.
Lin Wanqing, what on earth are you playing?
The next day, the team from the third-party assessment agency arrived on time.
The team is led by an appraiser in his fifties, surnamed Zhou, who has been in the industry for thirty years and has a very good reputation in the industry.
He held Chen Wei's hand:
"Mr. Chen, Lawyer Zhang has sent us the information.
We have studied the Financial Data, construction progress, and market conditions of the three projects.
The results of this assessment will be available within a week."
Chen Wei nodded:
"Thank you, Teacher Zhou."
Appraiser Zhou waved his hand:
"It's not hard. We have received many cases like this.
If one party refuses to cooperate, the other party will ask for an evaluation, and finally arbitration or litigation. We are familiar with the process."
He glanced at the door of Meeting Room:
"By the way, will the other party's people come today?"
Chen Wei shook his head:
"No."
Appraiser Zhou didn't ask any more questions.
He turned to the team and said:
"Let's get started."
Revaluation is generally in the interest of Party A.
Appraisers know how to measure proportions.
After arrangements were made here, Chen Wei began to prepare for the forced refinancing of the project.
It would be a troublesome job, but she had no choice but to do it well.