Every edited reporter Zhao Na every edited Lu Xiangyong.
Every reporter Zhao Na, every editor Lu Xiangyong.
Recently, Netease Cloud Music announced that it had received 750 million yuan of Series A financing. After this round of financing, Netease Cloud Music was valued at 8 billion yuan. As a leading Internet technology and online game service provider in China, in 2016, Netease’s net income was 38.179 billion yuan, of which the net income from online games was 27.98 billion yuan, accounting for 73.29%. However, Netease has been building non-game products, and Netease Koala Haibao and Netease YEATION have been well evaluated in the market. There is reason to believe that Netease Cloud Music is another non-game signboard created by Netease.
National business daily reporter found that Netease Cloud Music is not operated by Netease, but by another company whose CEO Ding Lei holds 99%.
The main operator is Hangzhou Ledu.
When you open Netease Cloud Music on the computer, you can find that it uses Netease’s second-level domain name (music.163.com), and it shows "Copyright by Netease Company" at the bottom of the homepage, but the operation is undertaken by a company called Hangzhou Ledu Technology Co., Ltd. (hereinafter referred to as Hangzhou Ledu). Netease Cloud Music’s corresponding Network Culture Business License is Zhewangwen [2015] No.0415135, which also belongs to Hangzhou Ledu. Its business scope is "using information network to operate music and entertainment products" and its type is "mainland operating Internet cultural units".
According to the industrial and commercial data, the shareholders of Hangzhou Ledu are Ding Lei and Zhu Yiwen, natural persons, and their contributions are 9.9 million yuan and 100,000 yuan respectively, accounting for 99% and 1%. The legal representative of Hangzhou Ledu is Zhu Yiwen, registered on December 25, 2014, with a registered capital of 10 million yuan. Zhu Yiwen is also the executive director and general manager of the company.
According to public reports, Zhu Yiwen is currently the CEO of Netease Cloud Music.
So, where is the ownership right of Netease cloud music products at present? The reporter found that on the Apple App Store, the copyright of Netease Cloud Music belongs to Netease (Hangzhou) Network Co., Ltd., and the developer is Hangzhou Netease Cloud Music Technology Co., Ltd. (hereinafter referred to as Hangzhou Netease Cloud Music). The legal representative of Hangzhou Netease Cloud Music is also Zhu Yiwen, with a registered capital of US$ 3.75 million, and the shareholder is Cloud Village Limited, with a capital contribution ratio of 100%.
It is worth noting that the information further inquired by the reporter through the Companies Registry of the Government of the Hong Kong Special Administrative Region shows that the company category of Yuncun Co., Ltd. is a private company limited by shares, and its establishment date is February 22, 2016. The share capital, both issued and paid, is HK$ 1. The list of directors only lists Ding Lei as a natural person.
Zhao Zhanling, a well-known IT and intellectual property lawyer, said in an interview with national business daily that Hangzhou Ledu is the main operator of Netease Cloud Music and the main holder of the Network Culture Business License. However, Hangzhou Ledu has only two natural person shareholders, including Ding Lei, and Ding Lei is the absolute controlling shareholder, which shows that there is no equity relationship between Netease and Hangzhou Ledu, but only authorizes Netease Cloud Music to use the trademark, domain name and other intellectual property rights of Netease.
How to determine the future ownership
The company introduction page of Netease Cloud Music shows, "Hangzhou Netease Cloud Music is an Internet technology company under Netease. Netease Cloud Music is a music product developed by it. " From a legal point of view, if the owner and the operating entity are separated, is it compliant?
Zhao Zhanling told reporters that this practice is "not illegal and legal", and there should be an intellectual property license agreement between them. Netease allows Hangzhou Ledu to use its trademark and other intellectual property rights, and Hangzhou Ledu may pay a certain usage fee, and there may also be other business cooperation agreements between them.
National business daily reporter found in Netease’s 2016 annual report (FORM 20-F) recently submitted to the US Securities and Exchange Commission (SEC) that Netease cloud music was summarized as "our online music social network" and classified into email, e-commerce and other businesses. In addition, the operating cost part of the above annual report shows that the information cost of Netease in 2016 increased by 4.4 million US dollars to 38.4 million US dollars compared with 2015, mainly due to the amortization of license fees related to cloud music.
Another detail shows that the registration time of Hangzhou Netease Cloud Music was May 18, 2016, and the establishment date of Yuncun Co., Ltd. was earlier on February 22, 2016. In this regard, Zhao Zhanling’s judgment does not rule out the possibility that the latter is specially set up for Hangzhou Netease Cloud Music.
On April 11th, Netease Cloud Music announced a round of financing of 750 million yuan. Ding Lei said that the A round of financing is the first step for Netease Cloud Music to make a bigger dream. With the participation of strategic partners, it will definitely create a more remarkable music career.
In this context, if Netease Cloud Music grows bigger after financing, how to determine the ownership? In this regard, Zhao Zhanling said that Netease Cloud Music belongs to its shareholders. After financing, the control right of Netease Cloud Music is determined by the equity institution after financing and the relevant agreement of the financing agreement.
On the morning of April 23rd, the reporter of national business daily contacted Netease to understand the situation on issues related to the equity of Netease Cloud Music, as well as the share proportion of Netease after financing Netease Cloud Music, industry consolidation and profit planning. As of the reporter’s deadline, Netease did not respond positively. It said that "the investment in mergers and acquisitions should be confirmed by relevant people, and it may be that the time difference problem has not been contacted".