第三方支付與銀行網(wǎng)上銀行業(yè)務發(fā)展的分析研究論文翻譯2

1、Is China pushing VCs out of third-party payment?Jack Ma is every bite the internet pioneer. In A, he created Chinas leading business-to-business trading platform; Taobao swept aside eBay to become the number-one auction website; and the launch of Alipay, a third-party payment service, plugged a hole

2、 in the e-commerce market.Last year, Ma added a less savory line to his resume: he became the first Chinese CEO to break a variable interest entity (VIE) contract, the structure through which foreigners invest in certain kinds of Chinese companies.Mas actions, which only became public in June, were

3、intended to offset regulatory concerns about foreign involvement in Chinas third-party payment industry. He did this by transferring ownership of Alipay from Alibaba Group to a domestic firm of which he is the majority shareholder, thereby removing the subsidiarys exposure to the VIE that secures Ya

4、hoo and Softbanks financial interest in the parent company. The foreign firms opposed the move at board level, saying it rode roughshod over their investment agreements.This apparent violation of shareholder rights and fiduciary responsibility sets a worrying precedent for venture capital firms that

5、 have backed third-party payment providers and also for those that invest through VIEs in general.“GPs tell LPs that there is a potential total loss scenario, which creates a wave of panic,” says Rocky Lee, managing partner for Asia at Cadwalader. “This is what gets me on the phone at 2 a.m. talking

6、 to LPs and funds in California. These guys may have 50 other portfolio companies with VIEs.”Market leaderAlipay is without question the dominant force in Chinas third-party payment market, having been introduced in 2005 to support Taobao users. It accounted for just over 50% of the $156 billion in

7、transactions processed by all service providers last year, according to iResearch. Tenpay, owned by internet platform Tencent, is second on 20%, while no other competitor has a double-digit market share. By 2014, the market is expected to be worth $636 billion.This rapid growth in transactions, whic

8、h is taking place outside the formal banking sector, caught the attention of the Peoples Bank of China (PBoC). Last year it announced that all participants would have to apply for licenses, and that those with foreign investors would be subject to separate review. The first round of licenses was iss

9、ued in May, with 27 companies making the shortlist, including some that have in the past received foreign capital. Up to 30 more approvals are expected before the implementation deadline on September 1.The PBoC has also indicated that foreign control over these companies will not be tolerated, eithe

10、r directly or indirectly through VIEs. “I believe the reason they are focusing on third-party payment is because it relates to the banking system,” says David Wang, a partner at Paul Hastings in Shanghai. “They are not ready for foreign investors to be controlling that aspect of the financial servic

11、es sector in China.”The approach is not altogether surprising. Given that PayPal falls under the remit of Americas banking regulators, it is understandable that China might want to extend its cap on foreign ownership of financial institutions to third-party payment providers.According to people fami

12、liar with the situation, companies are broadly following one of three strategies: working with their foreign investors to find an alternative solution to the VIE; terminating the VIE contract and offering to compensate their backers at a later date; or telling investors that the contract is null and

13、 void and therefore no money is owed.Apparently negotiations between Alibaba, Yahoo and Softbank are ongoing. It has separately been reported that Lakala has bought back shares owned by Morningside Ventures and other overseas investors. And sources tell AVCJ that local renminbi funds are buying into

14、 companies, trying to cherry pick those that are likely to receive licenses.DFJ DragonFund China has invested over $5 million in YeePay, which claims to be the largest independent third-party payment provider, since 2004, accounting for roughly one-fifth of total funds raised by the company. Tony Lu

15、h, managing director at DFJ, says the situation has been discussed but there are as yet no plans to sever ties. “The whole thing started with the Alibaba situation and their structure is a lot more complicated than ours and they have well known stakeholders in Yahoo and Softbank,” Luh tells AVCJ. “T

16、o us, it is business as usual its like you hear an air raid siren on once in a while and then everyone senses things are normal.”The bigger pictureSuch issues are likely to be resolved in due course, but it remains unclear what scars they will leave on the VIE structure in general. Wang of Paul Hast

17、ings insists that the restrictions are specific to third-party payment, but Lee of Cadwalader is more circumspect. He notes that permission to create a VIE is dependent on particular regulatory bodies and that third-party payment companies only ran into trouble when the PBoC decided that their activ

18、ities encroached on the banking space. It is conceivable that ownership reviews could take place in other industries.“For the internet, its pretty clear that VIEs are permitted its only when you go into a new industry that there are potential problems,” Lee says. “Education is the next potential blo

19、w up. We cant be sure what the Ministry of Educations response will be to venture capital moving from vocational certificate education into secondary principal education. It might come out one day and say you cant do it.”Lee adds that his firm is already working on solutions to the VIE problem that

20、are intended to operate independently of the regulators and lock in investors economic position. He envisages a new structure that co-exists with the VIE or acts as a backup to it.Until such a model launches, venture capital firms are wedded to VIEs and the tax liability protection and offshore stru

21、cturing involved and neither Luh nor Ian Goh, a partner at Matrix Partners, say their firms are scaling back exposure to the structure.“Its always a possibility that it will run into trouble,” says Goh. “The VIE allows you to list and fundraise, but does it enable you to enforce shareholders rights?

22、 There have always been some issues but the Chinese government will resolve it one way or another.” 中國正推動風險投資離開第三方支付嗎？馬云是互聯(lián)網(wǎng)先驅(qū)。在阿里巴巴，他創(chuàng)造了中國領先的企業(yè)對企業(yè)的交易平臺;淘寶把易趣掃地出門，成為頭號拍賣網(wǎng)站；第三方支付服務，支付寶的推出，在電子商務市場上插了一個孔。去年，馬云在他的履歷上加了一個不是太美的線：少咸線，以：他成為中國第一個打破一個可變利益實體（VIE）的合同的CEO，通過這一結(jié)構(gòu)，外國人在某些種類的中國企業(yè)投資。馬云的行動，在六月剛剛公開的時候，

23、旨在抵消有關外資參與中國的第三方支付行業(yè)的監(jiān)管問題。他通過把阿里巴巴集團支付寶的所有權(quán)轉(zhuǎn)移到國內(nèi)公司，其中他是該公司的大股東，從而消除可變權(quán)益的附屬公司的風險，確保雅虎和軟銀公司的母公司的財務利益。外國公司在董事會層面反對這一舉動，說騎在他們的投資協(xié)議上橫行霸道。這明顯違反了股東的權(quán)利和受托責任，為支持第三方支付提供商的風險投資公司，也為那些通過一般的可變權(quán)益實體投資的公司設置了一個令人擔憂的先例。 “一般合伙人告訴有限合伙人有一個創(chuàng)造了一波恐慌的潛在的總損失的情形，”凱威萊德國際律師事務所亞洲管理合伙人李洛磯說。 “這是我上午2點在和加利福尼亞的有限合伙人和資金的電話通話中得出的。這些人可能

24、有50個可變權(quán)益實體的其他投資組合公司?！笔袌龅念I導者支付寶毫無疑問是中國的第三方支付市場的主導力量，已在2005年推出支持淘寶用戶。根據(jù)調(diào)查研究，它在去年所有的服務提供商處理的交易156億美元中所占份額超過50?；ヂ?lián)網(wǎng)平臺騰訊所擁有的財付通是第二個，占20，而沒有其他競爭對手有兩位數(shù)的市場份額。預計到2014年，支付寶市場價值約636億美元。這個交易的快速增長，發(fā)生在正規(guī)銀行部門以外的地方，引起了中國人民銀行（央行）的注意。去年，它宣布所有參與者將不得不申請牌照，有外國投資者參與的將受到單獨審查。在五月發(fā)行的第一輪許可證中，27家企業(yè)入圍，其中包括一些過去收到外資的企業(yè)。預計到9月1日實施期

25、限可達30多家企業(yè)通過。中國人民銀行還表示，對這些直接或間接通過可變權(quán)益實體控制公司的外資控制將不會被容忍的。 “我相信他們看重第三方支付的原因是因為它涉及到銀行體系，”保羅黑斯廷斯在上海的合作伙伴王大衛(wèi)說。 “他們對外國投資者要控制中國的金融服務部門這方面還沒有準備好?！边@種方法是不足為奇的。鑒于貝寶在美國的銀行監(jiān)管機構(gòu)的職權(quán)范圍，中國可能要延長外國金融機構(gòu)的外資持股對第三方支付提供商的上限是可以理解的。據(jù)熟悉情況的人士說，公司廣泛地實行以下三大戰(zhàn)略：與外國投資者合作，以找到一種可變投資實體的替代解決方案;終止可變投資實體合約和日后給他們的支持者提供補償;或告訴投資者合同是無效的，因此沒有欠錢。顯然，阿里巴巴，雅虎和軟銀之間的談判正在進行中。它已分別被報道，