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                Shawn Tully 2014年09月19日


                · 阿里上千员工或分得人均数千万财富
                · 阿里的收购野心及其背后的风险
                · 阿里巴巴能从亚马逊和谷歌的IPO中借鉴什么
                · 硅谷怎么看阿里巴巴?
                · 阿里巴巴IPO:对投资者来说这是一笔“捡漏”的买卖






                ????If you’re thinking about buying Alibaba shares once they start trading on September 19, keep this warning in mind: The management of the Chinese digital shopping colossus has a powerful incentive to work not for you, but for themselves.

                ????The Alibaba brass can amass even more fabulous riches if their shares perform poorly in the years ahead—by handing themselves gigantic equity grants. They can’t lose. So will they really sweat to make you a winner? Don’t count on it.

                ????Alibaba’s management has total authority to write their own rules on pay because of its unorthodox governance policies. Those rules have drawn widespread criticism, even outrage, from champions of shareholder rights. An all-powerful group called the Alibaba Partnership, composed of 24 managers and 6 executives of its e-commerce partners, holds exclusive authority to nominate a majority of the firm’s directors. So Alibaba’s management can pay themselves whatever they want once it’s a public company. And, judging from what they’re paying themselves now, those numbers will dwarf anything witnessed in the annals of Big Tech, Wall Street, or anything the hired help in either of those places conjured in their craziest daydreams.

                ????Alibaba’s approach to compensation, both past and future, is on full display in its most recent IPO prospectus, the FORM F-1A, filed on September 5. A clue to the founders’ discretion in dispensing shareholder funds comes on page 156, under the heading “Equity-settled Donation Expense.” The section states that in October 2013, the board granted 50 million stock options to charities designated by chairman Jack Ma and vice-chairman Joe Tsai—by the way, they’re referred to as “Jack” and “Joe” throughout the filing, in another unorthodox touch.

                ????The strike price on the shares is $25, and all the options vest immediately. Even if Alibaba shares open at $68, the high end of the pricing range, Joe and Jack’s foundations will hold $3.4 billion in Alibaba stock and own 2% of the outstanding shares. It’s great to be charitable, especially if you can be extra-charitable with your shareholders’ money.

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