Words written in front：In the last class, we mainly talked about the company’s preparations before listing，And the role and significance of NEEQ listing。This article is the second part of "The Secret of the New OTC 188bet game"，We will explain to you the process that the company needs to prepare after listing、Dismantling the company’s VIE structure and how to choose a 188bet game maker、Directed additional issuance, etc.。

What will you gain from this class?

1. What are the shortcomings of the New OTC 188bet game

2. How does the 188bet game dismantle the VIE structure

3. How to choose 188bet game makers and private placements for 188bet game making financing

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After careful early inspection by Xiao Ming，Pros and Cons Analysis，Seeing that the New OTC 188bet game is expanding，Transaction activity has improved，The financing function is also gradually revealed，Xiao Ming deeply realizes，NEEQ is indeed a new way of financing for startups。

Nevertheless，Xiao Ming still analyzed his situation very rationally。As Zhang Ying, partner of Sinovation Ventures, said，Different companies are suitable for different capital markets，Every capital 188bet game also has cycles，Every entrepreneur should pay attention to every 188bet game cycle，You should also pay attention to the resonance of your own financing cycle with the external capital 188bet game cycle。

Which 188bet game is suitable for

Xiao Ming feels that although he still yearns for Nasdaq in his heart，But my business model is not easily understood by overseas capital markets，This concept is not attractive enough on Nasdaq，So it is still necessary to return to the domestic 188bet game。

Is the 188bet game cycle consistent?

Tomorrow’s company is now in a period of rapid business growth，Can give the capital 188bet game a very good imagination；The business monetization model has also become clear，As long as the funds are in place, it will be realized quickly，This is also in line with the taste of the domestic capital 188bet game；The brokerage believes that the New OTC 188bet game is now gaining momentum，This trend will remain until the first half of next year，My own business cycle is very consistent with the development cycle of the New Third Board。

Xiao Ming finally made up his mind to log on to 188bet game Board!

Log in to 188bet game Board

The only martial arts in the world is fast。Decided，The rest is speed、Acted efficiently。Xiao Ming makes plans，Started to work in an orderly manner。

Listing process

Xiao Ming first clarified the basic process of listing，Then get ready to do it step by step:

Xiao Ming also learned，NEEQ now implements a filing system，Regulatory agencies will place some mechanisms for review and review at the brokerage stage，So find a reliable broker，It is very important to pass the brokerage kernel。Companies approved by securities firms，There is generally no risk in listing on 188bet game Board through registration。

Demolish VIE structure

Because Tomorrow’s 188bet game has a VIE structure，So when discussing the plan with the intermediary agency，Specially demonstrated the demolition plan of VIE，The demolition of the VIE structure needs to be completed before the 188bet game is transformed into a joint stock 188bet game。[The following reference may be from CITIC Construction Investment、Introduction to Guoco Law Firm】

Step 1 Determine the listing entity

Principle:

• Actual assets、Business operations and licenses、Financial status and personnel status

• Historical compliance, defects and potential risk obstacles 188bet game relevant entity

• Funds required for restructuring、Tax cost、Internal capital flows between enterprises

• The asset business volume of each entity、Reorganization selection for main business、The impact of performance continuity

Anyway，Just choose a 188bet game with a license、Business、Concentrated assets、More compliant、The subject of the transaction operation is the listing subject。Tomorrow 188bet game holds the ICP license because a domestic 188bet game，Main business、Asset、The staff are currently in domestic companies，So choose a domestic 188bet game as the listing entity。

Step 2: Round A investors withdraw or become shareholders 188bet game listed entity

Because Tomorrow’s 188bet game’s business happens to be a restricted industry in the foreign investment industrial policy，Foreign shareholding ratio shall not exceed 50%，So tomorrow the 188bet game needs to choose whether to apply to become a foreign-invested telecommunications enterprise，Please ask Series A investors to exit。But luckily，Although the Series A investor is an overseas US dollar fund，But it also manages a RMB fund，Everyone negotiated a good price，The RMB fund will take over。If unfortunately the Series A investors do not have RMB funds，Then Xiao Ming will have to find another fund to take over。

In addition，Introduced by Sinovation Ventures’ 38th Newsletter，Some industrial policy restrictions have been opened to companies in the Shanghai Free Trade Zone，You can check it out，Is your business within this scope?，If in，You can just turn the 188bet game into a Sino-foreign joint venture in a generous manner。No need to ask previous investors to withdraw，What a relief，Otherwise such a good 188bet game will be listed，It is really a difficult question at what valuation should Series A investors exit。

Step 3: Implement employee options

To motivate employees，It turns out that Tomorrow 188bet game has set up an employee option incentive plan overseas，Now back，Overseas option incentive plans must be abolished。Xiao Ming decided to set up a limited partnership，As a general partner，Ask employees to be limited partners。

Compared to asking employees to hold shares directly in the listed entity，Can guarantee the interests of employees，It can also prevent employees from leaving the 188bet game，Resulting in direct changes to the equity structure of the listed entity，Reduced management costs，At the same time, the voting rights of ESOP can also be concentrated on Xiao Ming，Can ensure the founder’s control。

Compared with employee-owned enterprises that establish corporate systems，Established as a partnership，You can also avoid the additional tax burden caused by double taxation，When an employee wants to transfer some shares in the future，Income distribution is also more flexible。

Step 4: Asset liquidation and adjustment of equity structure of listed entities

Xiao Ming and the intermediary agencies worked together to clean up the business under various entities、Asset、Personnel, etc.，Inject them all into the name 188bet game listing subject。Injection method，Can be an asset、Business transfer，Personnel migration，It can also be a subsidiary that changes the entity into a listed entity。

Then，We have increased capital again、Share transfer, etc.，Increase the registered capital of domestic companies to more than 5 million yuan，Adjust the equity structure to be true、Accurate。

In order to understand it more clearly, Xiao Ming also drew a picture:

Step 5 Disposal of other entities

Finish the above things，Those overseas holding companies、Financing entity、Wholly foreign-owned enterprise or something，It must be canceled or transferred to an unrelated third party，And various approval procedures must be completed、Deregistration of Document No. 37 [i.e., the "Notice of the State Administration of Foreign Exchange on Issues Concerning Foreign Exchange Administration for Overseas Investment, Financing and Return Investment by Domestic Residents through Special Purpose Companies" (Huifa [2014] No. 37)], etc.。This is a long-lasting job，Xiao Ming is worried。But fortunately, the New Third Board review is more flexible，Xiao Ming will deal with it as long as he promises，Just deal with it as soon as possible，The 188bet game’s listing time tomorrow will not be affected because this work is not completed。

It took a lot of effort，The demolition of the VIE structure can be regarded as completed，Now tomorrow’s 188bet game’s equity structure has become the above。

188bet game making financing

Finally completed the listing，But Xiao Ming knows it deeply，Tomorrow’s company’s journey to the New OTC 188bet game has just begun。

Looking for 188bet game makers

On the New Third Board，The current methods of equity trading are agreement trading and 188bet game-making trading，A large number of listed companies are silent、No transaction，Only less than 20% of companies have 188bet game making transactions [according to the introduction of Huarong Securities，Currently, only 12 stocks are transferred in the 188bet game86%，About 60% of stocks are not traded]。

Therefore，Be able to find reliable 188bet game makers，Help companies make markets，Only can we help enterprises achieve the above goals[Quoted from the introduction of Huarong Securities]:

188bet game makers reflect their understanding of the company through quotations，A suitable quote is available，Can help companies gain 188bet game recognition。“There is a price but no 188bet game”，The company’s price is too high，No one buys，Inactive trading volume；Or "There is a 188bet game but no price"，There is no room for improvement in 188bet game value。Reasonable valuation can help companies make full use of resources。Companies need to know how to improve their own things，And have good linkage with the capital 188bet game，Know how the capital 188bet game views your own value，Willing to interact with the capital 188bet game。[Introduction from Industrial Securities]

Xiao Ming was very wise when carrying out the listing work，Just find one with strong capital strength、188bet game makers with strong asset management capabilities and flexible 188bet game making systems help make the 188bet game，And discussed the 188bet game value management strategy。

188bet game makers help companies make markets，You need to use real money to buy stocks of listed companies，Become a shareholder of the company。The time for 188bet game makers to invest is usually after the company is transformed into a joint-stock company or when the company is listed on or after。

The financing plan determined by the 188bet game maker for Tomorrow Company is，Acquired a total of about 5% of the company's shares while listing，And consider completing a round of capital increase at the same time as listing，Private placement to investors on the New Third Board，Release 5-10% of equity。After 188bet game making trading is started，188bet game makers will be based on the company’s income，Preparing company valuation，Gradually determine the price through 188bet game-making transactions，Increase the premium space for subsequent financing，A new round of additional issuance will be carried out depending on the situation，Further investment in R&D and 188bet game development [Adapted from the introduction and cases of Industrial Securities，Every company’s situation is different，Please do not follow suit easily】。

Private placement

For Xiao Ming，The most important thing about logging into the New OTC 188bet game is that it is easier to raise funds，Obtain effective financial support for enterprises to expand their business。

After a long period of preparation，Xiao Ming finally started financing on demand one round after another。During this period，Xiao Ming also truly felt the flexibility 188bet game NEEQ financing system。

To help tomorrow’s companies better finance and 188bet game value management，Brokerage firms also helped with a lot of work，Includes:

• Organize multiple securities firms、Institute、Well-known buyer researcher went to Tomorrow 188bet game for on-site research；Coordinate with itself and other securities research institutes to publish research reports，Carry out professional research and promotion，Increase the brand influence and attention of Tomorrow 188bet game；

• At the important time of each private placement and 188bet game making，Both wrote articles to promote in mainstream media、And use new media platforms such as WeChat to promote；

• Holding a corporate promotion meeting，And conducted many special roadshow promotions for Tomorrow 188bet game；

• Pilot of equity incentives in Tomorrow Company，188bet game makers also perform 188bet game value management，Guiding reasonable price trends。

Xiao Ming’s road to the New OTC 188bet game is getting smoother，But Xiao Ming is very happy to take advantage of the capital 188bet game，Build your own business，But I always remind myself to be cautious，Cannot be affected by the ups and downs of the capital 188bet game，Irritated people’s hearts，Forgot the original intention when starting a business。