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Sensationeller Wende: 41 Tage nach ihrem Rücktritt setzt Zong Fuli "Wahaha" wieder ein | Deep Dive

钟艺璇2025-10-24 10:40
Der einst pralle Markenstreit wurde vorerst hinter sich gelassen.

Text by | Zhong Yixuan

Edited by | Yang Xuan, Qiao Qian

Cover source | Visual China

Back to the Negotiating Table

There has been another major reversal in the internal game at Wahaha.

36Kr has learned exclusively from two independent sources that Hongsheng Group, controlled by Zong Fuli, issued a notice on the evening of October 23rd, stating that it will continue to use the "Wahaha" brand in 2026. This means that "Wa Xiaozong," which Zong Fuli claimed to launch, only lasted for 41 days.

As of press time, Wahaha's official side has not responded.

41 days ago, due to Zong Fuli's resignation, Wahaha and Hongsheng were at a deadlock - Wahaha Group had the trademarks but no production capacity; while Hongsheng Group, led by Zong Fuli, could only launch the new brand "Wa Xiaozong."

However, distributors were reluctant to renew contracts and invest in "Wa Xiaozong," putting next year's business at stake. This forced Zong Fuli and Wahaha Group back to the negotiating table.

"Most likely, the state - owned assets are stabilizing the overall situation and giving priority to ensuring the normal operation of the enterprise," an informed source told 36Kr.

The 41 days after Zong Fuli's resignation were not peaceful within the company.

A reform initiated by Zong Fuli from the top - down has spread to every corner of Wahaha and Hongsheng Group.

This is a story about the difficulties of the second - generation taking over, but it is extremely special. For the past two decades, Shangcheng District, Hangzhou, has been the legal major shareholder of Wahaha, but the actual controller has been Zong Qinghou. The two parties understood each other tacitly, and Wahaha grew into a giant with annual revenues of tens of billions in such a vague state where property rights and actual control rights were separated.

From the outside, Wahaha had been stable for many years. It was not until after Zong Qinghou's death that inheritance disputes and news about the Zong family filled the air, and some discerning people raised the question: Since the major shareholder of Wahaha is the Shangcheng District Government of Hangzhou, is the Zong family transferring assets?

Even before the eye - catching disputes among the wealthy families, when Zong Fuli took over Wahaha last year, she had already tried to draw a clear line.

Wahaha's recent developments are complex, but to summarize quickly, all of Zong Fuli's actions after officially taking over can be attributed to two major events -

The first major event is to carry out a major business transformation. First, there was a major reshuffle of the management structure, and almost all the veteran employees of Wahaha were replaced. At the same time, the channel system was greatly adjusted. Zong Fuli tried to carry out bold reforms to rejuvenate the old giant whose performance had been stagnant for a decade.

Due to problems such as product aging and extensive channels, Wahaha's revenue has remained unchanged for 10 years since 2014, fluctuating around 50 billion yuan. It was not until last year, after Zong Qinghou's death, that there was special growth.

During these ten years, the entire soft - drink industry has undergone earth - shattering changes. Nongfu Spring's revenue is approaching 50 billion yuan in 2025, and its sugar - free tea is rising strongly; Yuanqi Forest is approaching a revenue of 10 billion yuan with bubble water, electrolyte water, and health - preserving water... These new stories represent growth and trends, but Wahaha seems to be outside the era.

Zong Qinghou can be regarded as a legendary entrepreneur of his generation, and Zong Fuli joined Wahaha as early as 2004. It is not easy to achieve what couldn't be done in the past.

The second major event is to clarify the ownership of Wahaha.

For the first - generation enterprises after China's reform and opening - up, the ownership was usually unclear at the beginning. Although the enterprises were founded by the founders, they often had to bear the name of a state - owned or collective enterprise. When the enterprises grew large, the inconsistency between equity and actual control rights led to many sad stories. Some people went to prison, and some were forced out. How to handle such property - right problems stumped a generation of entrepreneurs.

Zong Qinghou had handled it very skillfully. In addition to Wahaha Group with state - owned assets as shareholders, he had already been operating another huge Wahaha system. He firmly controlled the control rights both inside and outside the group. However, what Zong Qinghou failed to solve was to obtain the control rights of Wahaha Group and the corresponding Wahaha brand.

What Zong Qinghou failed to clarify, Zong Fuli wants to achieve, and she wants to do it on two fronts.

Before her recent resignation, Zong Fuli submitted a resignation letter in July 2024, clearly stating that "the Shangcheng District Government of Hangzhou and some shareholders of Wahaha questioned the rationality of her management." At that time, the market speculated that it was related to the dispute between her and the state - owned shareholders over the right to use the Wahaha trademark.

Just one week after her last resignation, "after friendly consultations," Zong Fuli resumed her position. This time, her resignation has been approved by the board of directors of Wahaha Group.

Zong Fuli's two resignations are a concrete manifestation of the difficult - to - resolve conflict in this situation.

Father and Daughter

People who have contacted both Zong Qinghou and Zong Fuli often have very different impressions of them.

Zong Qinghou valued personal relationships, could win over all parties, and balance various interests. He had extraordinary "informal influence" at Wahaha.

Chen Li, a Wahaha distributor, met Zong Qinghou at several national distributor conferences. "His habit was to bring a notebook and write down the problems and difficulties raised by both large and small distributors at any time."

Nearly twenty years ago, the property - right dispute between Wahaha and Danone of France made a stir at home and abroad. Danone invested in Wahaha and held a 51% stake but found that it could not actually control the group. Zong Qinghou had another group of profitable companies outside Wahaha Group, which led to conflicts between the two sides. Some media reported that Danone once tried to poach Wahaha's cadres through public statements and other means to divide and disintegrate the company from within. "No employee sided with Danone. Zong (referring to Zong Qinghou) had such confidence."

Different from her father, Zong Fuli received Western education since childhood and believes more in modern enterprise management systems. She tends to replace personal relationships with contract rules and performance indicators. A small detail is that Zong Fuli never sends work messages to employees on weekends or after 10 p.m., showing strong boundary - setting.

Zong Fuli does not have her father's smooth - dealing style, nor does she have her father's prestige and persuasion. It is difficult for her to exert "informal influence." In private, many people close to Wahaha told 36Kr that Zong Fuli has a strong personality, and "being too tough may lead to breakage."

An old employee of Wahaha told 36Kr such a past event: In 2021, Zong Fuli officially became the vice - chairperson and general manager of Wahaha Group, and since then, Zong Qinghou, the chairperson, had basically delegated power. However, in the second half of 2023, Wahaha Group suddenly issued an internal announcement, stating that in the future, all documents would need to be signed by the chairperson, that is, Zong Qinghou, to take effect.

At that time, the old employees privately speculated that the reason was that after Zong Fuli became the general manager, many of her decisions were unknown to the old executives. "There were disputes within the company over her decisions."

After learning about the announcement, Zong Fuli "ran off to Japan in a fit of anger for a month and didn't care about anything related to Wahaha during that time."

Zong Fuli and Zong Qinghou, Photo source: Visual China

Zong Fuli and her father have different "energies" and personalities, and their methods of handling Wahaha's equity issues are also different.

Actually, under Zong Qinghou's long - term planning, there has long been another huge Wahaha system outside Wahaha Group with state - owned assets as shareholders. As a non - listed company, Wahaha's business data is not public. However, according to the data disclosed by the Economic Information Daily, as of the end of 2022, Wahaha Group (and the 16 subsidiaries directly invested by the group) accounted for 15.67% of the total assets of the entire "Wahaha system"; its operating income only accounted for 2.74%, and its net profit only accounted for 0.39%. The bulk of the business and profits had already flowed to Hongsheng Group, which owned raw materials and contract manufacturers.

Perhaps due to the lack of her father's informal influence, after taking over, Zong Fuli accelerated the process of clearly grasping the actual control rights. She transferred the contracts of contract manufacturers and sales channels to Hongsheng Beverage Group under her actual control; she also transferred the labor contracts of six thousand Wahaha employees to companies under her control in the Hongsheng system. An informed source told 36Kr that by October this year, there were only "about two hundred employees" in Wahaha Group.

The transfer of employees' labor contracts caused public outrage because it also cancelled the employees' dry - share dividends, which was related to who could control Wahaha's equity.

Wahaha's shares are divided into three parts: the State - owned Assets Supervision and Administration Commission of Shangcheng District, Hangzhou, holds 46%; Zong Qinghou personally held 29.4% (later inherited by Zong Fuli); and thousands of full - time employees jointly hold 24.6%. In other words, although Shangcheng District, Hangzhou, is the single largest shareholder, as long as Zong Qinghou combined the shares held by the employees, he could become the largest shareholder.

As early as 2018, Zong Qinghou started the buy - back of employees' shares. However, Zong Qinghou's buy - back plan was quite lenient. After the employees' shares were bought back, they were converted into "dry shares," that is, although the employees no longer held the equity, they retained the right to dividends.

Zong Fuli's transfer of employees' labor contracts and cancellation of employees' dry - share dividends directly affected the core interests of the employees. In September 2024, some former employees filed a collective lawsuit due to the share buy - back price and the change of labor contracts.

Chen Kang, an old employee of Wahaha, told 36Kr that the core dispute in the lawsuit was that after Zong Fuli cancelled the dry - share dividends, many employees who held shares believed that the buy - back price of 3 yuan per share in 2018 was unreasonable and claimed that the buy - back agreement was invalid.

Chen Kang mentioned that he bought tens of thousands of shares of Wahaha at 1 yuan per share in 1999. In his impression, Wahaha's valuation at that time was about 520 million yuan, but its value is far more than that now. "It was said that it was the share - holding association that would buy back the shares, but now it seems that it's the Zong family. Isn't 3 yuan per share too low?" Chen Kang said.

Also because of this lawsuit, Zong Fuli has not been able to complete the industrial and commercial change registration of the shares of the employee share - holding association in her name. This means that as of today, the Shangcheng District Government of Hangzhou is still the largest shareholder of Wahaha Group. An informed source told 36Kr that "currently, Du Jianying and some core old executives are leading the employee rights - protection committee in the lawsuit."

For this reason, Zong Fuli even reported to the Supreme People's Court and the Supreme People's Procuratorate that the Shangcheng Court of Hangzhou "had a slow trial progress" and accused it of delaying the filing of lawsuits related to the employee share - holding association.

The state - owned - controlled Wahaha is important because it has a clear and difficult - to - transfer asset: the Wahaha trademark.

In February 2025, Zong Fuli tried to transfer a total of 387 trademarks in the "Wahaha" series from Wahaha Group to Hangzhou Wahaha Food Co., Ltd., which she controls (Zong Fuli holds a 51% stake), but was discovered and stopped by the state - owned side. Previously, the state - owned side also proposed that Hongsheng Group should pay for using the Wahaha brand; otherwise, Zong Fuli was "using her position to transfer benefits."

Since then, Zong Fuli and Wahaha Group have gradually moved towards a split.

In February this year, Hongsheng Group applied for trademarks such as "Wa Xiaoha" and "Zong Xiaoha." On September 12th, the day when Zong Fuli proposed to resign as the chairperson of Wahaha Group, Hongsheng Group issued an internal notice stating that it would launch the new brand "Wa Xiaozong" in 2026.

In this notice, the contradiction between the two sides was on the surface: "Under the current equity structure, the use of the 'Wahaha' trademark must be unanimously approved by all shareholders of Wahaha Group; otherwise, neither party has the right to use it."

Then, can Wahaha Group continue to use the Wahaha trademark? Does Zong Fuli, as a shareholder, have the right of veto?

Lawyer Wang Mo from Beijing Haotian Law Firm told 36Kr that this is not a simple legal issue. If the content of the above notice is true, Ms. Zong Fuli's "right of veto" does not come from the Trademark Law of the People's Republic of China or her shareholder status, nor from the internal notice she issued, but from whether the company's articles of association or an agreement or internal system of equivalent effect has provisions regarding the use of trademark rights.

It's back to the deadlock in the negotiation between the two sides.

An informed source told 36Kr that the fact that Hongsheng Group "could not use the Wahaha trademark" was the fuse for Zong Fuli's recent resignation.

Different from the story of Zong Qinghou's confrontation with Danone Group of France twenty years ago, Danone also proposed at that time that Zong Qinghou's off - balance - sheet companies were using the Wahaha brand illegally without authorization. But when Wahaha put forward the statement of "foreign capital encroaching on national brands," Zong Qinghou won the support of the whole society. Now Zong Fuli is facing the Shangcheng District Government of Hangzhou, and neither side wants the story to develop in the direction of "loss of state - owned assets."

It's hard to find a clever way out, so Zong Fuli has made the worst - case plan: to create a new brand for a clear - cut separation.

The competition in the beverage market is extremely fierce. It's easy to imagine the difficulty of rebuilding a brand as well - known as Wahaha. A beverage entrepreneur told 36Kr that distributors prefer to sell old brands rather than new ones. A proven product category is the safest, which is why Nongfu Spring is still promoting the old category of iced black tea this year.

Of course, with the strong support of distributors, even with a new name like "Wa Xiaozong," there will be more chances of success. Just like in the "Wanglaoji" brand dispute, the original team, relying on the old team of the distribution channel, was still able to succeed with the new brand "JDB."

But when Zong Fuli took over, she carried out reforms on two fronts. She not only clarified the equity but also carried out a major reform of the distributor system. When this system is in turmoil, it may not be so loyal.

Wa Xiaoz