人计短，两人计长。在餐饮业中，合伙经营是一种常见的经营方式。

One person counts short, two people count long. In the catering industry, partnership operation is a common business model.

经营中餐20多年，有稳定精英团队的曹总，最近又看中一个新的餐饮项目，投资需800万，不想背负这么大的投资压力，本想对外融资，然而曹总的姐夫知晓后，表示很看好曹总，直接投资500万元。

Mr. Cao, who has been operating Chinese cuisine for over 20 years and has a stable elite team, has recently set his sights on a new catering project that requires an investment of 8 million yuan. He does not want to bear such a heavy investment pressure and originally planned to raise funds externally. However, after Mr. Cao's brother-in-law learned about it, he expressed great confidence in Mr. Cao and directly invested 5 million yuan.

分股权的背后是利益的平衡。曹总很忧愁，自己没有姐夫投得多，姐夫又不参与管理，那该给姐夫多少股份？

Behind the division of equity is the balance of interests. Mr. Cao is very worried. He doesn't invest as much as his brother-in-law, and his brother-in-law doesn't participate in management. How many shares should he give to his brother-in-law?

选择合适的合作方式

Choose the appropriate mode of cooperation

优序融资理论认为，能够通过借钱给利息的就不要给股权，给股权看似不用还本金，但处理不好付出的代价会更大。

The theory of priority financing suggests that those who can borrow money for interest should not give equity. Giving equity may seem like there is no need to repay the principal, but if not handled properly, the cost will be greater.

曹总认为自己年龄大了，不愿意承担更多风险，当年姐夫也帮过自己，也愿意给姐夫分一部分利润，这是前提，双方有信任和情感基础。

Mr. Cao believes that he is getting older and unwilling to take on more risks. His brother-in-law also helped him in the past and was willing to share some of the profits with him. This is a prerequisite, and both parties have trust and emotional foundation.

如果合伙人坚持股权合作或者自己也认为股权合作更好，则可以采用股权合作的方式。

If partners insist on equity cooperation or believe that equity cooperation is better, equity cooperation can be adopted.

评估项目利润前景

Evaluate the profit prospects of the project

想“赢”是大多数人的正常心态，但“赢”字并不是那么容易书写的，“赢”字由五个部分组成，分别是：亡、口、月、贝、凡，而“亡”位于顶部显得十分醒目。

Wanting to "win" is a normal mentality for most people, but the word "win" is not easy to write. The word "win" consists of five parts, namely: death, mouth, moon, shell, and fan, and "death" is located at the top and appears very prominent.

每个创业者都想赢得项目的胜利，获得盈利。然而成功与失败才是创业的常态。

Every entrepreneur wants to win the project and achieve profitability. However, success and failure are the norm of entrepreneurship.

每个项目可能成功，也可能失败。因此要事先做好尽调，预估成功概率，评估大概的收益区间，不同的收益区间股权比例代表的利益不同。

Every project may succeed or fail. Therefore, it is necessary to conduct due diligence in advance, estimate the probability of success, and evaluate the approximate profit range. Different profit ranges represent different interests in terms of equity ratios.

曹总经过预估，认为这个项目一年的利润在减去员工的利润之后，大概还有500万。

After estimating, Mr. Cao believes that the annual profit of this project, after deducting employee profits, is approximately 5 million.

经营方的收益预估

Estimated revenue of the operating party

每个项目的经营方都有自己收入的心理预估，也就是自己一年赚多少利润自己是合理的。

The operator of each project has their own psychological estimation of income, which means that it is reasonable for them to earn a certain amount of profit in a year.

曹总认为，如果一年赚500万，希望自己有300万的利润，对方的利润为200万。

Mr. Cao believes that if he earns 5 million yuan a year, he hopes to have a profit of 3 million yuan, while the other party's profit is 2 million yuan.

也就是投资方不参与经营，但是2.5年可以收回投资。

That is to say, the investor does not participate in the operation, but the investment can be recovered within 2.5 years.

如果对方收回投资后，一年还分得200万，经营方是否愿意？

If the other party recovers the investment and still receives 2 million yuan a year, is the operator willing?

曹总表示对方已经收回投资，没有本金的风险，如果能够减少一部分收益，经营者对团队进行奖励当然更好。

Mr. Cao stated that the other party has already recovered the investment and there is no risk of principal. If a portion of the returns can be reduced, it would be better for the operator to reward the team.

投资方的收益预估

Investor's estimated returns

投资投的是预期，是对未来的思考。

Investment is about expectations and thinking about the future.

最初项目的利润就是水池大小的边界，然而企业是不断发展的，利润也在不断扩大的边界，有时可能会调皮地缩小，但是我们追求的是长期的，后面更远大的利润空间。

The initial profit of the project is the boundary of the size of the pool, but as the enterprise continues to develop, the profit boundary is also constantly expanding. Sometimes it may mischievously shrink, but what we pursue is long-term, with even greater profit margins in the future.

经过沟通，投资方寻求得长久的合作，对投资收益没有过高期待，合理即可，只要2～3年能收回投资即可。

After communication, the investor is seeking long-term cooperation and has no high expectations for investment returns. It is reasonable as long as the investment can be recovered within 2-3 years.

经过沟通，达成协议内容如下：

After communication, the agreement has been reached as follows:

收回投资前，投资方分40%，经营方分60%；

Before recovering the investment, the investor will receive 40% and the operator will receive 60%;

收回投资后，投资方分30%，经营方分70%；

After recovering the investment, the investor will receive 30% and the operator will receive 70%;

再次收回投资后，投资方分20%，经营方分80%。

After recovering the investment again, the investor will receive 20% and the operator will receive 80%.

假设项目年利润为500万，投资方第一个2.5年收回投资，第二年下半年的收益为75万，第四至六年的收益为450万，也就是六年的总收益为500万，相当于每年的回报率是16%。

Assuming an annual profit of 5 million yuan for the project, the investor will recoup their investment in the first 2.5 years, with a return of 750000 yuan in the second half of the second year and 4.5 million yuan in the fourth to sixth years, resulting in a total return of 5 million yuan over six years, equivalent to an annual return rate of 16%.

这就是得失之道。小失小得，大失大得，投资方放弃短期的小便宜，反而能够收获长期的大收益。

This is the way of gain and loss. Small losses bring small gains, big losses bring big gains. Investors can give up short-term small gains and instead reap long-term big returns.