CN — LARRY ROMANOFF: 扼杀中国品牌

July 17, 2023

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扼杀中国品牌

作者：Larry Romanoff

译者：珍珠

It is a matter of urban legend in the West that China has no international brands. With brand warfare being the current rage, so many articles in so many Western media take apparent pleasure in mocking and denigrating China for the apparent inability of Chinese companies to either produce a brand attractive to Westerners or to effectively market it in the West. One article in the Wall Street Journal claimed China could build ipads and high-speed trains, but can’t even make its own fancy handbag. There is much truth in the claim that few Chinese brands have escaped their domestic environment to find comfortable residence in Western countries, though the insinuation that this has been due to Chinese shortcomings is not justified. The reasons lie elsewhere, as we will see.

中国没有国际品牌，这是西方城市的传说。随着品牌战的盛行，许多西方媒体上的许多文章显然乐于嘲笑和诋毁中国，因为中国公司显然无法生产出对西方人有吸引力的品牌，也无法在西方有效营销。《华尔街日报》的一篇文章声称，中国可以制造ipad和高铁，但甚至不能制造自己的高档手提包。很少有中国品牌逃离国内环境，在西方国家找到舒适的住所，这一说法是有道理的，尽管暗示这是由于中国的缺点造成的说法是不合理的。正如我们将看到的那样，原因在其他地方。

One seldom-mentioned reason for the absence of Chinese brands on foreign shelves is that American, and especially Jewish-owned, multinational firms have made a science of pre-emptive registrations of brands and trademarks. As one Chinese media source reported,

外国货架上没有中国品牌的一个很少被提及的原因是，美国，尤其是犹太人拥有的跨国公司已经对品牌和商标进行了先发制人的注册。正如一家中国媒体报道的那样，

“There are so many painful cases of time-honored [Chinese] brands being pre-emptively registered by foreign companies overseas and some enterprises have been unable to get their brand names back.”

“中国老字号在海外被外国公司抢先注册的痛苦案例太多了，一些企业无法收回自己的品牌名称。”

Sometimes these registrations are made by individuals hoping to profit by extorting large cash payments later but, far more often, are done by US multinationals to prevent the Chinese brands from ever becoming international competitors. In most cases, the Chinese firms have no idea their brand names and trademarks have been stolen and registered in all Western countries, and learn of the fact only when they begin to expand internationally. When they do learn of it, most are unfamiliar with the procedures of taking legal action against an American company, and most Chinese don’t trust American courts to render fair judgment to a Chinese firm against an American company or citizen. Think of Nike and Onitsuka, or of Citibank and the Chinese citizens still trying to recover their gold. A few Japanese firms have done this as well, but the practice appears to be almost entirely American.

有时，这些注册是由个人进行的，他们希望以后通过勒索大笔现金来获利，但更多的情况是由美国跨国公司进行的，以防止中国品牌成为国际竞争对手。在大多数情况下，中国公司不知道自己的品牌名称和商标在所有西方国家都被窃取和注册，只有在开始国际扩张时才知道这一事实。当他们了解到这一点时，大多数人都不熟悉对美国公司采取法律行动的程序，而且大多数中国人不相信美国法院会对中国公司对美国公司或公民做出公平的判决。想想耐克和洋葱卡，或者花旗银行和仍在努力追回黄金的中国公民。一些日本公司也这样做了，但这种做法似乎几乎完全是美国的。

When China opened its doors to foreign trade and joined the WTO, the first commandment imposed was that the country be fully open to what is euphemistically termed “foreign investment”. To many of us, that might mean an American real estate development firm coming to China to engage in development projects, P&G building a factory in China to sell their soap and shampoo, or Coca-Cola or Pepsi making and marketing their drinks, but that is not what happens and, in the instances where such attempts were made, they have usually failed. Duracell tried for 15 years to establish itself in China, yet succeeded in obtaining a market share of only a few percentage points, China’s Nanfu Battery commanding twenty times Duracell’s share. Instead, the process takes a very different path. Opening a country to foreign investment means making available for foreign purchase every attractive domestic brand already in existence, with the intent, the process, and the result, most often very different from those we might expect.

当中国对外贸易开放并加入世贸组织时，第一条戒律是对委婉地称之为“外国投资”的东西完全开放。对我们中的许多人来说，这可能意味着一家美国房地产开发公司来到中国从事开发项目，宝洁公司在中国建厂销售他们的肥皂和洗发水，或者可口可乐或百事可乐公司生产和营销他们的饮料，但事实并非如此，在这种尝试的情况下，他们通常都失败了。杜拉塞尔15年来一直试图在中国站稳脚跟，但最终只获得了几个百分点的市场份额，中国的南孚电池的份额是杜拉塞尔的20倍。相反，这个过程走了一条非常不同的道路。向外国投资开放一个国家意味着向外国购买每一个已经存在的有吸引力的国内品牌，其意图、过程和结果往往与我们预期的非常不同。

In 2012, Nestlé announced a partnership agreement with Chinese candy and pastry producer Hsu Fu Chi to acquire a 60-percent stake in the company, and another deal for 60 percent of Yinlu Foods Group, famous for its canned food and drinks. This was the 35th foreign purchase of a major Chinese brand during the year, insiders claiming Nestle intends to dominate China’s candy and pastry market through the purchases, believing the brands will disappear altogether. These fears are not unwarranted. Many domestic brands such as Maxam cosmetics, purchased by S.C. Johnson, Panda Detergent (P&G), Nanfu battery (Gillette), Mini Nurse cosmetics (L’Oreal), were stars in their respective markets until purchased by foreign multinationals. Since the foreign beverage giants Pepsi and Coca-Cola entered China in 1990s, the “big eight” Chinese traditional beverage brands, which included Tianfu cola and Beibingyang (Pepsi), Robust and Zhengguanghe (Danone), have all disappeared from the market. The brutal truth is that selling domestic companies to foreign multinationals seldom yields expansion for Chinese brands, and most often will instead guarantee their demise. Foreign companies like P&G, J&J, Coca-Cola, Pepsi, Nestle and Danone aim only to enlarge the domestic market share of their own brands and, rather than develop local brands, they kill them. In the first twelve months after S. C. Johnson entered its JV with Shanghai’s Maxam Cosmetics – the nation’s leading brand – Maxam’s products had disappeared from the market and its production fell by 98%. Since China opened its doors to foreign companies, the country has seen a long list of venerable and highly popular brands disappear from the market through these predatory takeovers.

2012年，雀巢宣布与中国糖果和糕点生产商徐福记达成合作协议，收购该公司60%的股份，并收购以罐头食品和饮料闻名的银鹭食品集团60%的股份。这是今年第35次外国收购中国主要品牌，知情人士声称雀巢打算通过收购来主导中国糖果和糕点市场，并认为这些品牌将完全消失。这些担心并非没有根据。在被外国跨国公司收购之前，许多国内品牌，如S.C.Johnson收购的Maxam化妆品、Panda洗涤剂（宝洁）、Nanfu电池（吉列）、Mini Nurse化妆品（欧莱雅），都是各自市场的明星。自20世纪90年代国外饮料巨头百事可乐和可口可乐进入中国以来，包括天府可乐和百事可乐、乐百氏和达能在内的“八大”中国传统饮料品牌都已从市场上消失。残酷的事实是，将国内公司出售给外国跨国公司很少能为中国品牌带来扩张，而且往往会保证它们的消亡。宝洁、强生、可口可乐、百事可乐、雀巢和达能等外国公司的目标只是扩大自己品牌的国内市场份额，而不是发展本土品牌，而是扼杀它们。在S.C.Johnson与中国领先品牌上海美加美化妆品公司成立合资公司后的前12个月，美加美的产品从市场上消失，产量下降了98%。自从中国向外国公司敞开大门以来，通过这些掠夺性收购，中国已经看到一长串受人尊敬和非常受欢迎的品牌从市场上消失了。

Wang Wei, Chairman of the China Mergers and Acquisitions Association, said the influence of a brand like Hsu Fu Chi is priceless, and it is difficult to estimate the power of the cultural influence obtained by foreign companies when acquiring domestic brands. If treasured domestic brands are not protected against foreign companies during this period of the country’s development, China could lose these brands forever, at a distinct financial and cultural loss to the nation – as has already occurred in large measure. Among all domestic firms purchased by foreign ventures, time-honored brands face the biggest challenge. At the beginning of China’s restructuring and opening-up, the country had no established norms for evaluating its famous brands, and many of these were sold at low prices to essentially hostile purchasers. The country’s new regulations on Mergers and Acquisitions of Domestic Enterprises by Foreign Investors now require that all takeovers of famous brands be subject to special approval.

中国并购协会会长王伟表示，像徐福记这样的品牌的影响力是无价的，很难估计外国公司在收购国内品牌时所获得的文化影响力的力量。如果在中国发展的这段时间里，珍贵的国内品牌得不到保护，不受外国公司的影响，中国可能会永远失去这些品牌，给国家带来明显的财政和文化损失——这在很大程度上已经发生了。在所有被外国企业收购的国内企业中，老字号面临着最大的挑战。在中国改革开放之初，中国还没有建立起评估其知名品牌的规范，其中许多品牌都以低价卖给了本质上怀有敌意的买家。中国关于外国投资者并购国内企业的新规定现在要求所有知名品牌的收购都必须经过特别批准。

Instead of simply placing all attractive domestic brands on the sale table, Chinese officials attempted to protect them through the establishment of joint ventures with foreign corporations that would result in their expansion and growth. Most often, the local brand and IP, plus the manufacturing and distribution facilities would be placed into one of these joint ventures as the Chinese contribution, with an equivalent value of foreign capital and knowhow from the foreign enterprise. The promise (and the hope) were always that these JVs and mergers would accelerate China’s industrial development by the promotion and expansion of the nation’s many and valuable domestic brands into international markets. In each case, the foreign firm (usually American) would vow to use its resources to promote and enhance the domestic brands put into these JVs by unsuspecting Chinese businesses. The Joint Venture alliances were presented on the basis they would help domestic companies upgrade their design and innovation capability, and remove obstacles preventing these local companies from expanding worldwide.

中国官员没有简单地把所有有吸引力的国产品牌都放在销售桌上，而是试图通过与外国公司建立合资企业来保护它们，这将导致它们的扩张和增长。最常见的情况是，当地品牌和知识产权，加上制造和分销设施，将作为中国的贡献，与外国资本和外国企业的专有技术价值相等。承诺（也是希望）一直是，这些合资企业和合并将通过促进和扩大中国许多有价值的国内品牌进入国际市场来加速中国的工业发展。在每一种情况下，外国公司（通常是美国公司）都会发誓要利用其资源来推广和提升毫无戒心的中国企业在这些合资企业中投入的国内品牌。提出合资企业联盟的基础是，它们将帮助国内公司提升设计和创新能力，并消除阻碍这些本土公司在全球扩张的障碍。

The Americans painted an attractive picture of a solid R&D base, unlimited financing, extensive international marketing and management experience, all of which they promised would be fully brought to bear to the benefit of their Chinese JV partner. But American (and other foreign) multinationals see no value in, and have no use for, other countries’ domestic brands. Their business strategies are almost always designed to promote and develop their own brands, the foreign firms simply coveting the sales channels and marketing resources established by domestic brands. Therefore, the plan from the very beginning was to eliminate domestic competition by quickly shelving all popular domestic brands they purchased. The effect in virtually every instance has been that predatory US-based MNCs would simply seek dominance for their own brands, permanently impairing market control by domestic firms and eventually destroying domestic brands rather than developing them.

美国人描绘了一幅有吸引力的画面：坚实的研发基础、无限的融资、丰富的国际营销和管理经验，他们承诺所有这些都将充分为他们的中国合资伙伴带来好处。但美国（和其他外国）跨国公司认为其他国家的国内品牌没有价值，也没有用处。他们的经营策略几乎总是为了推广和发展自己的品牌，外国公司只是觊觎国内品牌建立的销售渠道和营销资源。因此，从一开始的计划就是通过迅速搁置他们购买的所有热门国产品牌来消除国内竞争。

One of the most important entry strategies by US and European multinationals when entering consumer markets in developing economies, is to acquire the distribution channels that provide efficient access to the local market. This is very important in China’s consumer-goods market, since foreign manufacturers normally find consumer-products distribution to be quite difficult and confusing. The distribution systems are often locally and regionally fragmented, consumers and retail outlets are scattered widely across regions, and tastes may differ substantially by region. China’s market fragmentation may be the only thing that saves it, since in most industries it is difficult for even a predatory foreign company to achieve a market share of more than 5% for its own brands by its own efforts. These MNCs therefore turn to purchasing local brands with adequate manufacturing facilities and good distribution systems, then use these to simultaneously remove competitive domestic brands from the market and substitute their own products. Most multinationals, especially those that are US-based, are renowned for this kind of predatory mercantilist capitalism, and US-based capital almost always takes this strategy in China. As one writer stated:

美国和欧洲跨国公司在进入发展中经济体的消费市场时，最重要的进入策略之一是获得能够有效进入当地市场的分销渠道。这在中国的消费品市场上非常重要，因为外国制造商通常会发现消费品的分销非常困难和混乱。分销系统通常是局部和区域分散的，消费者和零售店广泛分布在各个地区，不同地区的口味可能会有很大差异。中国的市场碎片化可能是唯一能拯救它的东西，因为在大多数行业，即使是一家掠夺性的外国公司也很难通过自己的努力实现其自有品牌超过5%的市场份额。因此，这些跨国公司转而购买拥有充足制造设施和良好分销系统的本土品牌，然后利用这些设施将有竞争力的国内品牌从市场上移除，并用自己的产品取而代之。大多数跨国公司，尤其是美国的跨国公司，都以这种掠夺性重商主义资本主义而闻名，而美国资本在中国几乎总是采取这种策略。正如一位作家所言：

“The entry of foreign capital into China has been colloquially categorised as “a three step process”:

外资进入中国被通俗地归类为“三步过程”：

(1) buy the Chinese brands and freeze them, quietly removing these local competitors while using their distribution channels and market resources to promote the American brands.

（1）收购中国品牌并冻结它们，悄悄地清除这些本土竞争对手，同时利用他们的分销渠道和市场资源来推广美国品牌。

(2) Simultaneously, bleed the JV dry by siphoning all the profits to the US parent. Then,

（2）同时，通过将所有利润抽干给美国母公司来榨干合资公司。然后

(3) purchase the skeleton and bury it.”

（3）买了骨架埋了。”

For American and Jewish-owned MNCs, the first step is to establish a joint-venture by promising to apply their extensive capital, knowledge, international experience and awesome marketing abilities toward promoting the local brand. The second step is to deliberately skew the JV’s accounting, finance and marketing departments to incur significant consecutive annual losses, until the Chinese JV shares are essentially worthless. The third, and final, step is to buy the profitless Chinese shares from the original owner at pennies on the dollar, and shut down the JV. The result is that in only a few years the Chinese brand has disappeared from the market and been replaced by an American brand, usually with the IP of the local brand owned by the US firm, preventing any possibility of a return to the market. Many Chinese brands were swept up in the tide of the new market economy, hoping to draw support from foreign capital, talent, and experience to boost the development of their companies and brands, but the owners and officials were inexperienced and naive, and many of those old brands quickly fell into oblivion after being acquired by the much more clever foreign predators. For those lucky enough to survive, their market shares have shrunk considerably, and the resurrected brands return to the market only to find themselves facing their colonisers who had meanwhile grown much stronger.

对于美国和犹太拥有的跨国公司来说，第一步是建立一家合资企业，承诺将其广泛的资本、知识、国际经验和强大的营销能力用于推广当地品牌。第二步是故意扭曲合资公司的会计、财务和营销部门，使其连续发生重大年度亏损，直到中国合资公司的股票基本上毫无价值。第三步，也是最后一步，是以一美元兑一美分的价格从原所有者手中购买无利润的中国股票，并关闭合资公司。结果是，在短短几年内，中国品牌就从市场上消失了，取而代之的是美国品牌，通常是美国公司拥有的本土品牌的IP，阻止了任何重返市场的可能性。许多中国品牌被新的市场经济浪潮席卷，希望获得外国资本、人才和经验的支持，以促进其公司和品牌的发展，但所有者和官员缺乏经验和天真，许多老品牌在被更聪明的外国掠夺者收购后很快就被遗忘了。对于那些有幸生存下来的人来说，他们的市场份额已经大幅缩水，复活的品牌重返市场，却发现自己面对的是同时变得更加强大的殖民者。

These International (and largely Zionist-owned) companies in particular seek market domination, large market share and profitability being insufficient, with an absolute necessity to kill off any competing domestic brands and completely dominate each segment of a market, the plan being that wherever you are in the world, you will find only American brands. When the Shanghai government forced Johnson Controls to close down their battery plant due to serious lead poisoning in the area population, a news report told us the real problem was that: “the dispute has complicated Johnson Controls’ … aggressive bid to dominate that market.” And they must dominate those markets by force, because that is the only means of controlling pricing, forcing adaptation to American “standards”, and ensuring huge profits. The standard strategy is to enter an unprotected or less-developed market and use whatever tactics are necessary, including political and economic pressure from the US State Department, to buy up all the best local brands in an industry. Their next act is to close all those factories, not because they aren’t popular or profitable, but to kill the brands. They then introduce their own US products into the newly-created void, and the nation’s choice now is “American or nothing”. Of course, foreign firms employing this strategy in the US market would be subject to immediate and punitive sanctions, and hundreds of new laws would be passed to prevent foreign ownership.

这些国际公司（主要是犹太复国主义者所有）尤其寻求市场支配地位，市场份额大，盈利能力不足，绝对有必要扼杀任何竞争对手的国内品牌，并完全主导市场的每个细分市场，其计划是，无论你身在世界何处，你都只能找到美国品牌。当上海政府因该地区居民严重铅中毒而迫使江森自控关闭其电池厂时，一则新闻报道告诉我们，真正的问题是：“这场争端使江森自控……积极主导该市场的努力变得复杂。”他们必须通过武力主导这些市场，因为这是控制价格的唯一手段，强制适应美国的“标准”，并确保巨额利润。标准策略是进入一个没有保护或欠发达的市场，并使用任何必要的策略，包括来自美国国务院的政治和经济压力，收购一个行业中所有最好的本土品牌。他们的下一步行动是关闭所有这些工厂，不是因为它们不受欢迎或不盈利，而是扼杀这些品牌。然后，他们将自己的美国产品引入新创造的空白，而这个国家现在的选择是“要么美国，要么什么都没有”。当然，在美国市场采用这种策略的外国公司将立即受到惩罚性制裁，并将通过数百项新法律来阻止外国所有权。

- The Story of Tianfu Cola
- 天府可乐的故事

By the early 1990s, Tianfu Cola was a Chinese icon, one of the largest beverage makers in the world and commanding an 80% share of Chinese cola market and was already being sold in Russia and the US. Tianfu’s formula had no resemblance to the sugar-water drinks like Pepsi or Coca-Cola, the company having developed an entirely new cola beverage that contained Chinese medicinal herbs with notable health benefits. Instead of damaging health in the manner of Pepsi or Coke, Tianfu had an extensively-documented history of effective defense against common viruses. It was therefore not only extremely popular but quite healthy as well and, at the time of its ill-fated adventure with Pepsi, the company had 108 bottling plants across the country, well over 1 billion RMB in assets, and was highly profitable.

到20世纪90年代初，天府可乐已经成为中国的偶像，是世界上最大的饮料制造商之一，占据了中国可乐市场80%的份额，并已在俄罗斯和美国销售。天府可乐的配方与百事可乐或可口可乐等糖水饮料毫无相似之处，该公司开发了一种全新的可乐饮料，其中含有具有显著健康益处的中草药。天府没有像百事可乐或可口可乐那样损害健康，而是有着广泛记录的有效防御常见病毒的历史。因此，它不仅非常受欢迎，而且非常健康。在与百事可乐进行命运多舛的冒险时，该公司在全国拥有108家装瓶厂，资产超过10亿元，利润丰厚。

Then in 1994, Tianfu entered into a JV with US-based Pepsi, and in eight years the brand was dead and the company bankrupt. Tianfu put their branded products, their formulas, methods and processes into the JV with an equivalent cash injection from the other side, the contract containing a government stipulation that Tianfu-branded beverages must form no less than 50% of the JV’s annual production. Pepsi adhered to this requirement initially, actually increasing the ratio above 50% for two years, then, when government oversight ceased, Pepsi abandoned their legal obligation and in a few years Tianfu beverages fell to only 0.2% of production, Pepsi’s brands having completely overtaken the JV and replaced Tianfu in the market.

1994年，天府与美国百事公司成立合资公司，八年后百事品牌倒闭，公司破产。天府将其品牌产品、配方、方法和工艺投入合资企业，另一方提供同等现金注入，该合同包含政府规定，天府品牌饮料必须占合资企业年产量的50%以上。百事最初坚持这一要求，实际上在两年内将这一比例提高到50%以上，然后，当政府停止监督时，百事放弃了他们的法律义务，几年后天府饮料的产量降至0.2%，百事的品牌已经完全超过了合资公司，取代了天府在市场上的地位。

The cause of the collapse was not difficult to ascertain. The owner of Tianfu said, “The joint venture runs well every year, but every year it is in loss; the profits are directionally transferred by PepsiCo through expensive purchase of concentrate from its company.” So, while Pepsi continued shrinking production of the Tianfu brands, and making huge profits for itself by milking all the cash into its own company, the Tianfu Group was dragged deeply into debt because the venture failed to turn a profit. The key was that Pepsi cleverly transferred the rights to the preparation and distribution of concentrate from the JV into their own hands, and so during the early few years, even though sales of Tianfu were soaring, the JV incurred huge losses because Pepsi drastically increased the cost of the concentrate every year, ensuring the JV could never make a profit. In fact, Pepsi was siphoning into its own pockets much more than the JVs entire profits, with the JV incurring losses as high as 140 million yuan in one year, and cumulative losses of more than 1 billion RMB, all of those funds having been transferred to Pepsi’s accounts. The plot was even more clever than I’ve described. Pepsi had injected a significant amount of cash into the JV, so the first order of the day was to recover that investment. Note the comment above that for the first two or so years of the JV Pepsi increased the production of the Tianfu brand above the stipulated 50%; it fact, it briefly reached about 75% at one stage. Since Pepsi controlled the concentrate and the pricing, the quickest way to ‘legally’ extract their initial investment from the JV was to hugely increase the production (and revenue, and profits) of Tianfu Cola, but charge an exorbitant price for the concentrate consumed and by that means suck all the cash out of the JV. Once that occurred, the JV had already been bled dry but Pepsi, like Dracula, continued feeding on the dying corpus, while simultaneously replacing Tianfu Cola with Pepsi products in all the channels. The process continued until corpus became cadaver.

坍塌的原因不难确定。天府的所有者表示，“合资企业每年都运营良好，但每年都处于亏损状态；利润由百事公司通过从其公司购买昂贵的浓缩液进行定向转移。”因此，尽管百事继续缩减天府品牌的产量，并通过将所有现金注入自己的公司为自己赚取巨额利润，由于合资企业未能盈利，天府集团深陷债务。关键是百事公司巧妙地将浓缩液的制备和分销权从合资公司手中转移到了自己手中，因此在最初的几年里，尽管天府的销售额飙升，但由于百事公司每年都大幅增加浓缩液的成本，合资公司遭受了巨大的损失，确保了合资公司永远无法盈利。事实上，百事公司从自己口袋里抽的钱远远超过了合资公司的全部利润，合资公司一年内亏损高达1.4亿元，累计亏损超过10亿元，所有这些资金都转移到了百事公司的账户上。情节比我描述的还要巧妙。百事可乐向合资公司注入了大量现金，因此当天的首要任务是收回这笔投资。请注意上述评论，在合资企业的前两年左右，百事可乐将天府品牌的产量提高到规定的50%以上；事实上，它曾一度短暂地达到75%左右。由于百事可乐控制了浓缩液和定价，从合资公司“合法”提取初始投资的最快方法是大幅增加天府可乐的产量（以及收入和利润），但对所消耗的浓缩液收取过高的价格，从而从合资公司吸走所有现金。一旦发生这种情况，合资公司就已经血流成河，但百事可乐和德古拉一样，继续以垂死的身体为食，同时在所有渠道用百事可乐的产品取代天府可乐。这个过程一直持续到尸体变成尸体。

He Qian Huang put a company with over 1 billion in assets and a brand with an 80% market share into a JV with an American firm, and in little more than a handful of years both the firm and the assets had disappeared. Of course, as the JV went further into debt, Pepsi simultaneously increased production of its own brands while cutting back on Tianfu’s production until it reached zero and the product had disappeared from the market. Pepsi then shuttered the plants and the original owner sold his shares in the JV to Pepsi for a pittance and walked away from his investment, and that was the end of another iconic Chinese brand. We might reasonably expect an American firm to suffer a huge loss by purchasing a competing brand only to remove it from the market by killing it, but that isn’t how it works. Pepsi didn’t lose anything by killing Tianfu. Instead, they quickly recovered their original investment many times over, rid themselves of their major competitor, gained significant market share for their Pepsi products and made a 2 billion profit, all from the process of destroying their main competitor. And that is the entire story.

何将一家资产超过10亿的公司和一个拥有80%市场份额的品牌与一家美国公司合资，几年多的时间里，该公司和资产都消失了。当然，随着合资企业进一步负债，百事可乐同时增加了自有品牌的产量，同时削减了天府的产量，直到产量降至零，产品从市场上消失。百事可乐随后关闭了工厂，原所有者以微薄的价格将其在合资企业中的股份出售给百事可乐，并放弃了他的投资，这标志着另一个标志性的中国品牌的终结。我们可以合理地预期，一家美国公司会因为购买一个竞争品牌而遭受巨大损失，但却通过杀死它将其从市场上移除，但这不是它的工作方式。百事杀死天府并没有损失什么。相反，他们很快多次收回了最初的投资，摆脱了主要竞争对手，为百事可乐产品获得了巨大的市场份额，并从摧毁主要竞争对手的过程中获得了20亿利润。这就是整个故事。

The deliberate destruction of the brand and the collapse of the company resulted in a protracted lawsuit against Pepsi which, in spite of Pepsi’s interminable delays, eventually resulted in victory for the original owner of the brand who won a court order for the return of the Tianfu brand, the recipes and processes. But, in spite of the court orders to cease all brand usage, Pepsi refused, claiming the necessity of yet another court order to compel their obedience. Nevertheless, the original owner has repossessed his main asset of more than 20 years prior and Tianfu Cola has resumed production. The problem of course, as in all these cases, is that the consumer landscape has changed enormously in the interim. In Tianfu’s case, the younger generations have no knowledge of the product, and the cola market has in the interim been taken over and dominated by Pepsi and Coca-Cola. To become re-established in a market after a 20-year absence is clearly neither easy nor inexpensive. As one Chinese columnist noted, “This case has been depicted as being symbolic of the struggle of some domestic businesses as they attempt to maintain their market share after aggressive, and potentially ruinous, joint ventures.” For their part, as in all such cases with American firms, Pepsi were not only arrogant and unrepentant, but infuriatingly dishonest: “We have not only absorbed and hired more than a thousand local employees, but also provided various extra financial support to both the joint venture and the local partners”.

该品牌的蓄意破坏和公司的倒闭导致了针对百事可乐的旷日持久的诉讼，尽管百事可乐无休止地拖延，但最终该品牌的原所有者取得了胜利，他赢得了法院的命令，要求归还天府品牌、配方和工艺。但是，尽管法院下令停止所有品牌的使用，百事可乐还是拒绝了，声称有必要再下一次法院命令来迫使他们服从。尽管如此，原所有者已收回其20多年前的主要资产，天府可乐已恢复生产。当然，与所有这些情况一样，问题在于在此期间，消费者格局发生了巨大变化。在天府的案例中，年轻一代对该产品一无所知，而在此期间，可乐市场已经被百事可乐和可口可乐接管并占据主导地位。在阔别20年后重新进入市场显然既不容易也不便宜。正如一位中国专栏作家所指出的，“这起案件被描述为一些国内企业在积极的、可能具有毁灭性的合资企业后试图保持市场份额的斗争的象征。”就他们而言，就像与美国公司发生的所有此类案件一样，百事可乐不仅傲慢且不知悔改，但令人愤怒的不诚实：“我们不仅吸收和雇佣了1000多名当地员工，还为合资企业和当地合作伙伴提供了各种额外的资金支持”。

Tianfu Cola was neither the first nor only treasured and highly-successful Chinese brand that Pepsi killed. This US-based firm pulled almost precisely the same stunt on a long list of Chinese beverages, all of which were seen as potential competitors to Pepsi and therefore suffered the same demise. Pepsi was widely criticised for a similar situation, at about the same time, with Beibingyang (Arctic Ocean), a leading Chinese soft drink company with its white bear logo that had been dominant in China for 40 years and which produced a range of flavored soft drinks and bottled water. Pepsi entered into a similar JV with Beibingyang, and within five years the brand was dead, the factories closed, and the JV bankrupt. As with Tianfu Cola, Pepsi made legal undertakings to government authorities to develop and bring new vigor to the company’s brands, but they clearly had the opposite intent. In fact, in this case, Pepsi established four separate JVs, each relating to one of the company’s branded products, with a clear intention to kill each one. As with Tianfu, the original owners have won legal battles to repossess their brands and have reintroduced their products to the market. And, as with Tianfu, this is now an uphill battle with the product having been absent from the marketplace for so many years and now having to compete with well-established foreign brands. Nevertheless Beibingyang is back on the shelves with hundreds of distributors and tens of thousands of outlets, and will hopefully recover its prior market position.

天府可乐并不是百事可乐杀死的第一个，也不是唯一一个备受珍视和高度成功的中国品牌。这家总部位于美国的公司在一长串中国饮料中几乎完全采用了同样的噱头，所有这些饮料都被视为百事可乐的潜在竞争对手，因此也遭受了同样的失败。大约在同一时间，百事可乐也因类似的情况而受到广泛批评，而中国领先的软饮料公司北冰洋（北冰洋）凭借其白熊标志在中国占据主导地位40年，生产一系列调味软饮料和瓶装水。百事可乐与北冰洋成立了一家类似的合资公司，不到五年，百事品牌就倒闭了，工厂倒闭了，合资公司破产了。与天府可乐一样，百事可乐向政府部门做出了法律承诺，以发展公司品牌并为其带来新的活力，但他们显然有相反的意图。事实上，在这种情况下，百事可乐成立了四个独立的合资公司，每个合资公司都与该公司的一个品牌产品有关，并明确打算杀死每一个。与天府一样，原所有者赢得了收回其品牌的法律诉讼，并将其产品重新推向市场。与天府一样，这是一场艰苦的战斗，因为该产品已经在市场上缺席了这么多年，现在不得不与知名的外国品牌竞争。尽管如此，北冰洋已经重新上架，拥有数百家分销商和数万家分店，有望恢复之前的市场地位。

And it isn’t only soft drinks. Consumers in China will have noticed that so many supermarkets, convenience stores and other shops seem to have removed almost all domestic brands of packaged potato chips and similar snacks and are now flooded with only Lay’s brand. That’s Pepsi’s executives at work again, desperately looking for ways to increase profits and satisfy their owners who are unhappy with its loss of market share in the US. Pepsi’s executives are distressed that unhealthy per capita potato chip consumption in China is only one small bag per month compared with 15 bags in the US, and that Chinese buy an unhealthy beverage like Pepsi only about 200 times per year, while the average American buys 1,500. Company executives claim China will be the largest consumer market and Pepsi means to be the largest food and beverage company in China, dominating the Chinese market – even if it has to destroy every Chinese brand to do this. According to Pepsi executives, this demonstrates their “commitment” to China. I hold the fond hope that Chinese consumers will recognise Pepsi and its executives as they are and, rather than helping Pepsi fulfill their dream of dominating the Chinese market, will accord Pepsi the same fate it dealt to so many treasured Chinese brands – by refusing to purchase any Pepsi products. We should all hope that day comes.

而且不仅仅是软饮料。中国的消费者会注意到，许多超市、便利店和其他商店似乎已经撤下了几乎所有的国产包装薯片和类似零食品牌，现在只剩下莱的品牌。百事可乐的高管们又开始工作了，他们拼命寻找增加利润的方法，满足那些对其在美国失去市场份额感到不满的所有者，中国人每年只购买200次像百事这样的不健康饮料，而美国人平均购买1500次。公司高管声称，中国将是最大的消费市场，百事可乐将成为中国最大的食品和饮料公司，主宰中国市场——即使它必须摧毁每一个中国品牌才能做到这一点。百事高管表示，这表明了他们对中国的“承诺”。我衷心希望，中国消费者会认可百事可乐及其高管，而不是帮助百事可乐实现其在中国市场的霸主梦想，而是会让百事可乐像对待许多珍贵的中国品牌一样命运——拒绝购买任何百事产品。我们都应该希望那一天到来。

The Pepsi-Tianfu case is only the tip of the iceberg, in terms of business deals between foreign and Chinese companies that have gone wrong. Analysts point to litigation in industries ranging from beverages and chemicals, to automobiles and pharmaceuticals. A partner in a Beijing law firm said

就出现问题的中外公司之间的商业交易而言，百事天府事件只是冰山一角。分析人士指出，诉讼涉及从饮料、化工到汽车和制药等行业。北京一家律师事务所的合伙人说

“The ’80s and ’90s were rife with such cases, based on foreign companies slobbering at the Chinese market potential, and local companies being hungry for capital. In these decades, local brands fell behind in terms of technology upgrades and sales, driving them into the arms of foreign companies only too willing to set a foot into China. However … local brands were marginalized or forced out of business.”

80年代和90年代充斥着这样的案例，因为外国公司对中国市场潜力垂涎三尺，而本土公司渴望资本。在这几十年里，本土品牌在技术升级和销售方面落后，迫使它们落入了只愿意涉足中国的外国公司的怀抱。然而……本土品牌被边缘化或被迫破产。”

An article in the Global Times reported that He Weiwen, a professor with the University of International Business and Economics, said these alliances were not always negative and could sometimes help Chinese companies enhance their abilities and expand worldwide. Perhaps, but I am unaware of any situations where that actually occurred.

《环球时报》的一篇文章报道称，对外经济贸易大学教授何伟文表示，这些联盟并不总是消极的，有时可以帮助中国公司提高能力，在全球范围内扩张。也许吧，但我不知道实际发生这种情况的任何情况。

And the Economist Magazine, by no means renowned for either intelligence or impartiality, wrote an especially uninformed article claiming China’s soft drinks companies were no match for foreign competition. The Economist specifically referenced the famous Jianlibao Group‘s brands, noting they were among the best-known in China, but which are, “in the face of foreign competition from the likes of Coca-Cola and PepsiCo … teetering on the brink of ruin.” Our child writers at the Economist were lamenting the fact that after Jianlibao had been driven into debt and seen its market share plummet from its experience in a foreign JV, the company was rescued by a Chinese state-owned firm to ensure its survival. The Economist went so far as to claim that “As one of the less protected Chinese industries, the soft-drinks sector has had long experience of what life might be like under WTO rules. Jianlibao’s misfortunes have shown the perils of trying to compete head on with multinational giants ….” But this is dishonest reporting. Jianlibao’s misfortunes have shown the perils of trusting foreign companies in JVs, as Tianfu, Beibingyang and so many dozens of others have discovered, and this illuminates the real but hidden intent behind WTO “rules”.

而《经济学人》杂志，绝非以智慧或公正而闻名，写了一篇特别不知所云的文章，声称中国的软饮料公司不敌外国竞争。《经济学人》特别提到了著名的健力宝集团的品牌，指出它们是中国最知名的品牌之一，但“面对来自可口可乐和百事可乐等公司的外国竞争……摇摇欲坠。”。“我们在《经济学人》的儿童作家哀叹，在健力宝陷入债务，市场份额因其在外国合资企业的经历而暴跌后，该公司被一家中国国有公司拯救，以确保其生存。《经济学人》甚至声称，“作为中国受保护程度较低的行业之一，软饮料行业对世贸组织规则下的生活有着长期的经验。健力宝的不幸表明了试图与跨国巨头正面竞争的危险……”但这是不诚实的报道。健力宝的不幸表明，正如天府、北冰洋和其他几十家公司所发现的那样，信任外国公司的合资企业是危险的，这也揭示了WTO“规则”背后真实但隐藏的意图。

- Mini-Nurse
- 迷你护士

A few years ago, L’Oréal came to China with a new low-end brand of cosmetics and skin care products named Garnier, intended in large part to convert 300 million young Chinese men into perfume sachets. In addition to a vast, expensive (and foolish) marketing campaign, L’Oréal needed two other things: manufacturing facilities and a distribution system. Mini-Nurse had both. At the time of its purchase in 2003, Mini Nurse was one of the top three skincare brands in China, a beloved domestic mass-market brand, with a major market share and an enviable reputation for the quality and affordability of its products. In addition to its enormous customer base, Mini-nurse had extensive manufacturing facilities and what was perhaps the largest distribution system in the country, with its products in more than 280,000 outlets throughout China, and was on the verge of taking its brand into international markets. The great advantage to L’Oréal was the powerful distribution channel, since the company would have needed decades to build a channel of that depth on their own. And of course, the ready-made manufacturing facilities that could be converted to L’Oréal’s Garnier brand. At the time of the acquisition, L’Oréal executives said, “We think it’s a great asset for us to develop the Chinese market, as Chinese consumers love the brand. Mini-Nurse can reach the consumers that other brands can’t reach. Mini-Nurse complements L’Oréal’s brand portfolio perfectly and enables us to move more quickly into the Chinese consumer skincare market.” But L’Oréal had no sooner completed the purchase than Mini-Nurse began evaporating from the market, pushed to the side in both manufacturing and marketing, to make way for Garnier. Today, Mini-Nurse has almost entirely disappeared from the Chinese market, never to reappear since one of the clever conditions of the sale was that the creator of the brand could not engage in the skincare business in the future.

几年前，欧莱雅（L’Oréal）带着一个新的低端化妆品和护肤品品牌Garnier来到中国，该品牌在很大程度上旨在将3亿中国年轻男性转变为香水香包。除了大规模、昂贵（且愚蠢）的营销活动外，欧莱雅还需要另外两件事：制造设施和分销系统。迷你护士两样都有。2003年收购时，Mini Nurse是中国三大护肤品牌之一，是深受国内大众喜爱的品牌，凭借其产品的质量和可负担性，拥有巨大的市场份额和令人羡慕的声誉。除了庞大的客户群外，Mini nurse还拥有广泛的生产设施和可能是中国最大的分销系统，其产品在中国各地的28万多家门店销售，并即将将其品牌推向国际市场。欧莱雅的最大优势是强大的分销渠道，因为该公司需要几十年的时间才能独自建立一个如此深度的渠道。当然，还有现成的制造设施，可以转换为欧莱雅的加尼尔品牌。在收购时，欧莱雅高管表示：“我们认为开拓中国市场对我们来说是一笔巨大的财富，因为中国消费者喜欢这个品牌。迷你护士可以接触到其他品牌无法接触到的消费者。迷你护士完美地补充了欧莱雅的品牌组合，使我们能够更快地进入中国消费者护肤市场。”。“但欧莱雅刚完成收购，迷你护士就开始从市场上消失，在制造和营销方面都被推到了一边，为加尼尔让路。如今，Mini Nurse几乎已经从中国市场上完全消失，再也没有出现过，因为销售的一个巧妙条件是该品牌的创始人未来不能从事护肤业务。

Many industry insiders and perhaps most Chinese customers question L’Oréal’s real purpose in the acquisition, the weight of evidence being that Mini-Nurse was purchased only as a platform for the launch of L’Oréal’s Garnier brand and was disposable, all indications being that L’Oréal simply wanted to establish its low-end Garnier before killing off its competition. L’Oréal denied plans to kill the brand, but the facts tell a different story. After a huge public outcry, company executives made sporadic weak efforts to promote the brand, and it’s possible that government pressure to maintain the brand may be keeping it alive, but Mini-Nurse is now like a zombie, neither alive nor dead. The consensus is L’Oréal will maintain this status for a short time, then blame poor sales for its eventual demise. L’Oréal has declined to disclose details of its plans. “We’re not ready today to talk about Mini-Nurse. It’s not an easy topic, it’s challenging. But one thing we’re sure of is that we didn’t buy Mini-Nurse with the intention of taking it out of the Chinese market.” Nevertheless, that was the result, the irony being that L’Oréal’s Garnier brand experienced a well-deserved premature death, leaving that portion of the skincare landscape bare, and yet another treasured Chinese brand gone forever after suffering a foreign acquisition. I should note here that the comments above by a L’Oréal executive were dissembling nonsense; Mini-Nurse was thriving, profitable, and growing rapidly until L’Oréal stuck their fingers into it, so why would it today be ‘difficult and challenging’?

许多业内人士，也许还有大多数中国客户都质疑欧莱雅收购的真正目的，大量证据表明，购买Mini Nurse只是为了推出欧莱雅的加尼尔品牌，而且是一次性的，所有迹象都表明，欧莱雅只是想在扼杀竞争对手之前建立低端加尼尔。欧莱雅否认了扼杀该品牌的计划，但事实告诉我们一个不同的故事。在公众的强烈抗议之后，公司高管在推广该品牌方面做出了零星的微弱努力，政府维持该品牌的压力可能会使其保持活力，但Mini Nurse现在就像一个僵尸，既没有活也没有死。人们一致认为，欧莱雅将在短时间内保持这一地位，然后将其最终消亡归咎于糟糕的销售。欧莱雅拒绝透露其计划的细节。“我们今天还没有准备好谈论迷你护士。这不是一个容易的话题，它很有挑战性。但有一点我们可以肯定，我们购买迷你护士并不是为了把它从中国市场上拿出来。”尽管如此，结果还是如此，具有讽刺意味的是，欧莱雅的加尼尔品牌经历了当之无愧的早逝，留下了护肤领域的空白，又一个珍贵的中国品牌在遭受外国收购后永远消失了。我在这里应该注意到，欧莱雅一位高管的上述言论纯属无稽之谈；Mini Nurse在欧莱雅（L’Oréal）投入运营之前一直处于繁荣、盈利和快速增长的状态，那么为什么今天的运营会“艰难而富有挑战性”呢？

- Shanghai Jahwa
- 上海家化

Maxam was an international cosmetics brand that was born in Shanghai in the early 1960s, and by the late 1980s was China’s leading cosmetics brand with a market share of more than 20%, excellent management, was a financial powerhouse and was extremely innovative in both product development and marketing. The company produced China’s first hairspray for Chinese women, the first sunblock cream for Chinese skin, the country’s pre-eminent hand lotion, opened the nation’s first beauty schools and salons, and introduced specialist consultations in cosmetics marketing. Once again, Shanghai Maxam was headed for a prominent position in international markets.

Maxam是一个国际化妆品品牌，于20世纪60年代初诞生于上海，到80年代末成为中国领先的化妆品品牌，市场份额超过20%，管理优秀，是一个金融巨头，在产品开发和营销方面都极具创新性。该公司生产了中国第一款面向中国女性的发胶、第一款针对中国皮肤的防晒霜、中国首屈一指的洗手液，开设了全国第一所美容学校和沙龙，并引入了化妆品营销方面的专业咨询。上海美盛再次走向国际市场的突出地位。

Then, yet another American-engineered disaster. In 1990, the Shanghai City government, eager to attract “foreign investment”, pushed Shanghai Jahwa into a JV with US-based S. C. Johnson, into which Jahwa contributed two-thirds of the company’s fixed assets as well as its Ruby and Maxam brands and most of the company’s top employees. But, as we would expect, within three years, sales plummeted by about 98% from over 300 million to less than 6 million and the Maxam brands evaporated from the stores seemingly overnight. After protracted recriminations, the Shanghai government forced a divestiture of Jahwa from S. C. Johnson (at a price of about 500 million RMB) and brought the brand back into the market. But by then it was four years later and Maxam had lost its place in the market and would re-emerge in a new environment flooded with new foreign brand names. Shanghai has since placed Jahwa and its Maxam and other cosmetics brands as a separate corporate entity, with only domestic Chinese shareholders.

然后，又是一场美国策划的灾难。1990年，上海市政府急于吸引“外国投资”，推动上海家化与总部位于美国的S.C.Johnson成立合资企业，家化向该合资企业贡献了公司三分之二的固定资产、Ruby和Maxam品牌以及公司的大部分高级员工。但是，正如我们所料，在三年内，销售额暴跌约98%，从超过3亿下降到不到600万，Maxam品牌似乎一夜之间就从商店消失了。经过长时间的相互指责，上海政府迫使强生公司剥离Jahwa（价格约为5亿元人民币），并将该品牌重新推向市场。但四年后，Maxam已经失去了在市场上的地位，并将在一个充斥着新的外国品牌的新环境中重新崛起。此后，上海将贾华及其美加净和其他化妆品品牌作为一个独立的法人实体，只有中国国内股东。

The placement of Shanghai Jahwa onto the market was an event that generated a great deal of interest, primarily from foreign wolves who smelled fresh prey but the Shanghai government set several restrictions on the sale of Jahwa, including the elimination of foreign bankers and hedge funds, the main one being that only domestic Chinese purchasers would be considered for any part of the shareholding. Another was a matter of resources, the Shanghai government stipulating any major purchaser required assets of at least 50 billion RMB. A Jahwa executive stated that “The company that would like to acquire Jahwa the most is Procter & Gamble Co. But we will never give our company to [those *****].” He also noted that Temasek Holdings, the Singapore government’s investment company that had already proven its character in China, was also drooling over Jahwa but, after relating the terms of a sale, “we didn’t hear further from them”. Maxam is fortunate to have had the Shanghai government as their original owner, with the resources to protect and resurrect the company, and the brand has returned to the market and the awareness of Chinese consumers with high expectations for its resurgence. As well, Maxam has been a great success internationally, especially in Europe where it is a well-recognised premium cosmetics brand carried in thousands of retail outlets. Jahwa has also forged alliances with international firms to assist in market expansion. The company’s successful launch of its Herborist brand of cosmetics was one such success and it brought back its famous Shanghai VIVE into the high-end makeup market in China.

上海家化上市引起了很大的兴趣，主要来自嗅到新鲜猎物的外国狼，但上海政府对出售家化设置了一些限制，包括取消外国银行家和对冲基金，主要的一点是，任何部分股权都只考虑中国国内的买家。另一个是资源问题，上海政府规定任何主要买家都需要至少500亿元的资产。Jahwa的一位高管表示，“最想收购Jahwa公司的是宝洁公司。但我们永远不会把我们的公司交给[那些*****]。”他还指出，新加坡政府的投资公司淡马锡控股公司（Temasek Holdings）也对Jahwa垂涎三尺，但在谈到出售条款后，“我们没有收到他们的进一步消息”。Maxam很幸运，有了上海政府作为他们的原始所有者，有了保护和振兴公司的资源，这个品牌已经回归市场，中国消费者对它的复兴抱有很高的期望。Jahwa还与国际公司建立了联盟，以协助市场扩张。该公司成功推出Herborist品牌化妆品就是其中之一，并将其著名的上海VIVE带回了中国高端化妆品市场。

It was interesting to read an article in the Financial Times by Louise Lucas and Patti Waldmeir, so typically vacuous, painting an ideologically-blind American picture praising the blessings of free-market capitalism, writing that the sale was “paving the way for one of China’s top cosmetics manufacturers to compete more commercially”, adding that “Domestic groups have fallen behind on their home turf [and that] just one of the top 10 skincare companies is Chinese.” These two ladies neglected to mention that the reason ‘just one of the top companies is Chinese’ is that China had too many companies like L’Oreal and S. C. Johnson who bought and killed all the prominent Chinese brands. They did mention that Jahwa entered an “ill-conceived” JV with Johnson, but forgot to point out that the “ill-conceived” part of that JV consisted in placing trust in Americans since, instead of “competing more commercially”, Jahwa was instead driven out of the market by the same private ownership they praise. They also managed to locate a Chinese expert, in this case, Zhang Weijiong, Vice President of China Europe International Business School, to agree that “State-owned enterprises are always at a disadvantage when they’re competing with top global companies in terms of their systems and platforms. After the reform, Jahwa is on the same platform as everyone else.” Zhang should be ashamed of himself because his comments are nonsense masquerading as philosophy, ignoring the fact that Shanghai Jahwa reached a zenith precisely while being a state-owned company and incurred misery only when being turned over to private enterprise.

在《金融时报》上读到Louise Lucas和Patti Waldmeir的一篇文章很有意思，这篇文章是典型的空洞，描绘了一幅意识形态盲目的美国图景，赞扬了自由市场资本主义的祝福，写道这次出售是 “为中国顶级化妆品制造商之一铺平道路，以进行更多商业竞争”，还说 “国内集团在其主场已经落后，[而且]十大护肤品公司中只有一家是中国的。”

”这两位女士没有提到，之所以‘排名前几的公司中只有之一是中国的’，是因为中国有太多像欧莱雅和S·C·约翰逊这样的公司收购并杀死了所有著名的中国品牌。他们确实提到，Jahwa与Johnson成立了一家“构思不周”的合资公司，但忘了指出，该合资公司的“构思不好”部分在于信任美国人，因为Jahwa没有“更具商业竞争力”，而是被他们称赞的同一私人所有制赶出了市场。他们还设法找到了一位中国专家，在本案中是中欧国际商学院副院长张伟炯，他同意“国有企业在与全球顶级公司竞争时，在制度和平台方面总是处于劣势。改革后，Jahwa与其他人站在同一个平台上。“张应该为自己感到羞愧，因为他的评论是伪装成哲学的无稽之谈，忽略了上海家化正是在成为国有企业时达到顶峰，而只有在被移交给私营企业时才遭受痛苦的事实。

As a final point, I was interested to note that immediately upon the announcement that the Shanghai government would refuse to sell Jahwa to an American or other foreign firm, the vultures immediately shorted Jahwa’s stock on the market, driving down the share price by the maximum daily limits, as a way of punishing that decision by reducing the value of the company and therefore the proceeds from a domestic sale. I must say I was proud of the response by Ge Wenyao, the company’s chairman, who said the sale would be priced on the company’s actual value, and not based on an artificial share price caused by the actions of stock-market vultures.

最后，我感兴趣地注意到，在上海政府宣布拒绝将Jahwa出售给美国或其他外国公司后，秃鹫们立即在市场上做空了Jahwa的股票，将股价推低至每日最高限额，作为惩罚这一决定的一种方式，降低公司的价值，从而降低国内销售的收益。我必须说，我为该公司董事长葛文耀的回应感到骄傲，他表示，出售将根据公司的实际价值定价，而不是基于股市秃鹫行为造成的人为股价。

- P&G and Panda Detergent
- 宝洁和熊猫洗涤剂

Panda detergent was a household name renowned for its product quality and had by far the largest market share in China until its JV acquisition by P&G, whose first act was to immediately raise the retail shelf price by 50%, effectively killing Panda’s sales to make room for P&G’s own brands of Tide and Ariel. P&G formed JVs with Li Kai-Shing’s Hutchison Whampoa and a Guangzhou company that owned the leading laundry and cleaning factory in southern China, in total killing many Chinese brands, the stories being sufficient for a book I may write. Panda’s original owner managed to re-purchase the brand and place it back in the market, but faces the same difficulties of all such resurrected products.

熊猫洗涤剂是一个家喻户晓的名字，以其产品质量而闻名，在被宝洁公司合资收购之前，它在中国拥有最大的市场份额。宝洁公司的第一个行动是立即将零售货架价格提高50%，有效地扼杀了熊猫的销售额，为宝洁公司的自有品牌Tide和Ariel腾出了空间。宝洁公司与李的和记黄埔（Hutchison Whampoa）以及一家广州公司成立了合资公司，该公司拥有中国南方领先的洗衣和清洁工厂，总共扼杀了许多中国品牌，这些故事足以让我写一本书。熊猫的原所有者设法重新购买了该品牌并将其重新投放市场，但面临着所有此类复活产品的同样困难。

- Gillette Purchases Nanfu Battery
- 吉列收购南孚电池

Fujian Nanfu Battery was one of the five largest manufacturers of alkaline batteries in the world, an industry leader in China, and had for years been China’s top-selling brand with a dominant position accounting for about 60% of the domestic market and with revenues approaching 1 billion RMB. The company had assets in the billions of RMB, several hundred thousand square meters of manufacturing facilities, and was at the leading edge of battery research, with a post-doctoral R&D center that had developed many new technological innovations with corresponding achievements. As well, Nanfu was already in fourth place globally, and growing rapidly in the international market. The company’s Excell brand had been registered in more than 50 countries and its products were widely on sale in more than 60 countries including the US, Japan and all of Europe, with major plans already in place for further international expansion. Nanfu was so popular in China its foreign rivals Duracell and Energizer were never able to obtain more than a minuscule share of the market, Gillette’s Duracell having a share less than a tenth that of Nanfu, and Energizer far behind Duracell, both companies having struggled for years without success.

福建南孚电池是世界五大碱性电池制造商之一，是中国的行业领导者，多年来一直是中国最畅销的品牌，占国内市场约60%的主导地位，收入接近10亿元。公司资产数十亿元，拥有数十万平方米的生产设施，处于电池研究的前沿，拥有博士后研发中心，开发了许多新的技术创新并取得了相应的成果。此外，南孚已经在全球排名第四，并在国际市场上迅速增长。该公司的Excell品牌已在50多个国家注册，其产品在包括美国、日本和整个欧洲在内的60多个国家广泛销售，并已制定了进一步国际扩张的重大计划。南孚在中国非常受欢迎，其外国竞争对手杜拉塞尔和Energizer从未获得过超过一小部分的市场份额，吉列的杜拉塞尔的份额不到南孚的十分之一，Energizer远远落后于杜拉塞尔，这两家公司多年来一直在苦苦挣扎，但都没有成功。

Then, another American disaster, this one perhaps more nefarious than most, and certainly one that was bitterly resented. In 1999, the government of Nanping City in Fujian pushed Nanfu into a foreign Joint Venture which the company neither wanted nor needed, with investment funds coming from Morgan Stanley in the US, the Netherlands government and the Singapore state fund. Company executives strongly protested the JV from the very beginning, stating for one thing that Nanfu had a huge cash surplus and absolutely no need of external funds but, even more, protested the presence of Morgan Stanley in the affair, stating from their prior experiences that Morgan was only a wolf and that none of its joint ventures had ever ended well for the victims. Nevertheless, the JV was pushed through, company executives being assured that 51% of the shareholdings would remain in Chinese hands and only 49% released to the foreigners.

然后，又是一场美国灾难，这场灾难可能比大多数灾难更邪恶，当然也是一场遭到强烈怨恨的灾难。1999年，福建省南平市政府推动南孚成立了一家既不希望也不需要的外国合资企业，投资资金来自美国摩根士丹利、荷兰政府和新加坡国家基金。公司高管从一开始就强烈抗议合资企业，一方面表示南孚有巨额现金盈余，绝对不需要外部资金，但更重要的是，他们抗议摩根士丹利参与此事，根据他们之前的经验，摩根只是一只狼，其合资企业从未为受害者带来过良好的结局。尽管如此，合资企业还是获得了通过，公司高管得到保证，51%的股权将留在中国手中，只有49%的股权交给了外国人。

It is a bit difficult to ascertain the original intent of all the participants in this corporate travesty. It is possible Morgan’s first thought was to slash costs to make the company appear even yet more highly profitable, then take the firm public and profit hugely from the IPO. However, it seems a definite effort was made to kill Nanfu, the firm quickly having been depleted of its cash reserves and run into a huge loss, results variously attributed to ‘bad management’ but that is clearly not possible. It’s almost a certainty Nanfu was simply bled of its cash by its new “foreign investors”. In response to the company’s financial crisis, the shareholdings were altered, additional shares were issued, and the foreign ownership portion suddenly exceeded the supposed ‘safety margin’ of 49% and diluted the Chinese holding to about 30%. In the interim, it was becoming apparent that Duracell in China – and perhaps in all of Asia – was a dead duck, and that Nanfu was likely to soon unseat Duracell from its number one position internationally. At this point, Gillette, the owner of Duracell, was discovered to have been surreptitiously nosing around Nanfu’s foreign shareholders, exerting pressure to acquire their shares, an effort that was eventually successful, with Gillette acquiring about 70% of Nanfu, though at huge cost, with Morgan selling out their two year-old $42 million investment at a $58 million profit. All of that process appeared to have been done under the table, with the result being a complete surprise and a devastating blow to the company. My guess is the shareholding redistribution was conducted in anticipation of this event since Gillette’s purchase offer produced a higher profit than an IPO might have done.

要确定这场企业闹剧中所有参与者的初衷有点困难。摩根的第一个想法可能是削减成本，使公司看起来更有利可图，然后将公司上市，并从IPO中获得巨额利润。然而，似乎已经做出了明确的努力来杀死南孚，该公司很快就耗尽了现金储备，并陷入了巨额亏损，结果被各种各样地归咎于“糟糕的管理”，但这显然是不可能的。几乎可以肯定的是，南孚只是被新的“外国投资者”榨干了现金。为了应对该公司的金融危机，股权发生了变化，增发了股票，外国持股比例突然超过了49%的所谓“安全边际”，并将中国持股比例稀释至约30%。在此期间，很明显，杜拉塞尔在中国——也许在整个亚洲——是一只死鸭子，而南孚很可能很快就会将杜拉塞尔从其国际排名第一的位置上赶下来。在这一点上，Duracell的所有者吉列被发现一直在暗中拉拢南孚的外国股东，施加压力收购他们的股份，这一努力最终取得了成功，吉列收购了南孚约70%的股份，尽管代价巨大，摩根以5800万美元的利润出售了他们两年来的4200万美元投资。所有这些过程似乎都是在私下里完成的，结果是一个彻底的惊喜，对公司来说是一个毁灭性的打击。我的猜测是，股权再分配是在预期这一事件的情况下进行的，因为吉列的收购要约产生了比首次公开募股更高的利润。

The result of the sale was that Gillette immediately shut down all of Nanfu’s export production facilities, in one swoop removing Nanfu from world markets and therefore eliminating Duracell’s largest international competitor. Gillette could not kill Nanfu in China because Duracell had no hope of obtaining market share and too many other domestic competitors would simply have filled the void. This case was seen as so dishonest and underhanded, and so damaging to China, that several universities conducted studies to determine the precise chain of events and the real intent of the participants. At the time, most of Nanfu’s management and a great many of the staff resigned immediately. At the time of the merger, industry insiders openly questioned whether there were a hidden reason for Gillette’s stealthy acquisition of Nanfu, having already concluded their plan all along was to kill the Chinese brand. Gillette denied the claim, but not long after the takeover, Gillette forced Nanfu Battery to exit from all overseas markets. After that, half of its production lines stood idle and the company was clearly destined for the dustbin of corporate history. P & G purchased Gillette little over a year after its acquisition of Nanfu, so the decision to kill Nanfu battery internationally may well have been a P & G decision. It is not clear if the Nanping officials who permitted this little corporate atrocity (that appeared to have been led by Morgan) were corrupt or simply gullible, naive and outplayed, though it appears to me Nanfu’s destruction was planned from the outset, considering the nature and character of the players and the apparently clever shareholding arrangements. All three foreign investors are known predators and I suspect neither Singapore’s state fund nor Morgan Stanley have a welcome carpet in China. In any case, Nanfu and its batteries are gone from the world, one more reason for Americans to boast that China has no international brands.

出售的结果是，吉列立即关闭了南孚的所有出口生产设施，一举将南孚从世界市场上撤出，从而消灭了杜拉塞尔最大的国际竞争对手。吉列无法在中国杀死南孚，因为杜拉塞尔没有希望获得市场份额，而太多其他国内竞争对手只会填补这一空白。这起案件被认为是如此不诚实、卑鄙，对中国的损害如此之大，以至于几所大学进行了研究，以确定事件的确切链条和参与者的真实意图。当时，南孚的大部分管理层和许多员工立即辞职。在合并时，业内人士公开质疑吉列秘密收购南孚是否有隐藏的原因，因为他们一直认为他们的计划是杀死这个中国品牌。吉列否认了这一说法，但在收购后不久，吉列就迫使南孚电池退出了所有海外市场。在那之后，该公司一半的生产线闲置，该公司显然注定要被公司历史的垃圾桶。宝洁在收购南孚一年多后收购了吉列，因此在国际上杀死南孚电池的决定很可能是宝洁的决定。目前尚不清楚允许这起小企业暴行的南平官员（似乎是由摩根领导的）是腐败还是轻信、天真和被击败，尽管在我看来，考虑到参与者的性质和性格以及明显巧妙的持股安排，南福的毁灭似乎从一开始就有计划。这三家外国投资者都是众所周知的掠夺者，我怀疑新加坡的国家基金和摩根士丹利在中国都没有受到欢迎。无论如何，南孚及其电池已经从世界上消失了，这也是美国人吹嘘中国没有国际品牌的又一个原因。

The Western media and virtually every Western journalist will deny that American or other foreign companies would kill a brand. Some people, even some Chinese who worked for Pepsi, P&G and other such firms, invent any number naive and vacuous excuses to explain the phenomenon of the total disappearance of perhaps 700 of China’s best brands. They claim some of the events – like Maxam cosmetics experiencing a sudden 98% drop in sales – were just ‘bad luck’, and that others – like the disappearance of Nanfu battery – were attributable to ‘bad management’. In other cases – like Tianfu Cola and Mini-Nurse – their view is that the American or other JV partner “maybe didn’t pay enough attention” to the Chinese product. To these individuals, my response is this: If one house burns down on a street, that’s bad luck. If two houses burn down on the same street, that’s unfortunate. If three houses burn down on the same street, that’s coincidence. But if more than 700 houses burn down on the same street, that’s a plan.

西方媒体和几乎每一位西方记者都会否认美国或其他外国公司会扼杀一个品牌。一些人，甚至是一些为百事可乐、宝洁和其他类似公司工作的中国人，编造了许多天真空洞的借口来解释中国700个最好的品牌完全消失的现象。他们声称，其中一些事件——比如Maxam化妆品销售额突然下降98%——只是“运气不好”，而其他事件——比如南孚电池的消失——则是由于“管理不善”。在其他情况下，比如天府可乐和迷你护士，他们的观点是，美国或其他合资伙伴“可能没有足够关注”中国产品。对于这些人，我的回答是：如果一栋房子在街上被烧毁，那就是运气不好。如果同一条街上有两栋房子被烧毁，那就太不幸了。如果同一条街上有三栋房子被烧毁，那是巧合。但如果同一条街上有700多栋房子被烧毁，那就是一个计划。

I have here described the few successes emerging from this American onslaught of corporate homicides in China. I call them successes in spite of their tragic experience in dealing with American firms, since at least a few of these were able to regain control of the brand name and processes and could hold hope of a market resurgence. I have not listed the many hundreds of fine companies and brands that were killed and remained dead. In most cases, these were large companies with long histories, well-established brands and a large if not commanding market share, in every case disappearing from the market after a few years inside an American Joint Venture. The products included China’s best and largest electric motor manufacturing company, the heavy farm equipment manufacturer Jiamusi Combine Harvester, which had a 95% market share until entering a JV with US-based John Deere, after which it quickly disappeared. The list includes famous alcoholic beverages, venerated tea brands, bottled waters, all with a prior regional market share of 80% or more, and all of which disappeared within a few years of entering a JV with an American firm. Most of China’s famous cosmetics brands, personal care products like toothpaste and shampoo, and so many other categories of once-famous brands and products all suffered the same fate.

我在这里描述了美国在中国的企业凶杀案所取得的为数不多的成功。尽管他们在与美国公司打交道时有着悲惨的经历，但我称之为成功，因为其中至少有一些公司能够重新控制品牌名称和流程，并有望重振市场。我没有列出数百家被杀害和死亡的优秀公司和品牌。在大多数情况下，这些都是有着悠久历史、知名品牌和巨大市场份额的大公司，在美国合资企业内部呆了几年后就从市场上消失了。这些产品包括中国最好、最大的电机制造公司，重型农业设备制造商佳木斯联合收割机，该公司在与美国约翰迪尔成立合资企业之前拥有95%的市场份额，之后很快就消失了。该名单包括著名的酒精饮料、受人尊敬的茶品牌、瓶装水，所有这些之前的地区市场份额都在80%或以上，并且在与一家美国公司成立合资企业后的几年内就消失了。中国大多数著名的化妆品品牌、牙膏和洗发水等个人护理产品，以及许多其他类别的曾经著名的品牌和产品，都遭遇了同样的命运。

Mr. Romanoff’s writing has been translated into 32 languages and his articles posted on more than 150 foreign-language news and politics websites in more than 30 countries, as well as more than 100 English language platforms. Larry Romanoff is a retired management consultant and businessman. He has held senior executive positions in international consulting firms, and owned an international import-export business. He has been a visiting professor at Shanghai’s Fudan University, presenting case studies in international affairs to senior EMBA classes. Mr. Romanoff lives in Shanghai and is currently writing a series of ten books generally related to China and the West. He is one of the contributing authors to Cynthia McKinney’s new anthology ‘When China Sneezes’. (Chapt. 2 — Dealing with Demons).

罗曼诺夫的作品已被翻译成32种语言，他的文章发表在30多个国家的150多个外语新闻和政治网站以及100多个英语平台上。拉里·罗曼诺夫是一位退休的管理顾问和商人。他曾在国际咨询公司担任高级管理职务，并拥有一家国际进出口公司。他曾是上海复旦大学的客座教授，为EMBA高级课程讲授国际事务案例研究。罗曼诺夫先生住在上海，目前正在写一系列与中国和西方有关的十本书。他是辛西娅·麦金尼新选集《当中国打喷嚏》的特约作者之一。（第二章——对付魔鬼）。

His full archive can be seen at

他的完整文章库可以在以下看到

https://www.moonofshanghai.com/ and https://www.bluemoonofshanghai.com/

He can be contacted at:

他的联系方式：

2186604556@qq.com