2014伯克希尔的过去现在及未来

# Berkshire – Past, Present and Future

伯克希尔：过去、现在与未来

# In the Beginning

最初的起点

On May 6, 1964, Berkshire Hathaway, then run by a man named Seabury Stanton, sent a letter to its shareholders offering to buy 225,000 shares of its stock for $11.375 per share. I had expected the letter; I was surprised by the price.
1964年5月6日，伯克希尔哈撒韦由西布里·斯坦顿（Seabury Stanton）管理，向股东发出以每股11.375美元回购225,000股的信函。我预料到这封信，但对其报价感到意外。

Berkshire then had 1,583,680 shares outstanding. About 7% of these were owned by Buffett Partnership Ltd. (“BPL”), an investing entity that I managed and in which I had virtually all of my net worth. Shortly before the tender offer was mailed, Stanton had asked me at what price BPL would sell its holdings. I answered $11.50, and he said, “Fine, we have a deal.” Then came Berkshire’s letter, offering an eighth of a point less. I bristled at Stanton’s behavior and didn’t tender.
当时伯克希尔流通股1,583,680股，其中7%由我管理的巴菲特合伙有限公司（BPL）持有（占我净资产近全部）。要约发出前，斯坦顿曾询问BPL的卖出报价。我答11.50美元，他承诺交易。但正式要约却低出1/8美元。我对此行为感到愤怒，拒绝接受要约。

That was a monumentally stupid decision.
这是一个极其愚蠢的决定。

Berkshire was then a northern textile manufacturer mired in a terrible business. The industry in which it operated was heading south, both metaphorically and physically. And Berkshire, for a variety of reasons, was unable to change course.
当时的伯克希尔是一家深陷泥潭的北部纺织制造商。其所在行业无论字面意义还是比喻层面都在衰退。由于种种原因，伯克希尔无法转型。

That was true even though the industry’s problems had long been widely understood. Berkshire’s own Board minutes of July 29, 1954, laid out the grim facts: “The textile industry in New England started going out of business forty years ago. During the war years this trend was stopped. The trend must continue until supply and demand have been balanced.”
这一困境早已被广泛认知。1954年7月29日董事会记录直言不讳：“新英格兰纺织业四十年前便开始衰败。战争期间趋势暂停，但供需失衡决定这一衰退必须持续。”

# Merging Companies

公司合并

About a year after that board meeting, Berkshire Fine Spinning Associates and Hathaway Manufacturing – both with roots in the 19th Century – joined forces, taking the name we bear today. With its fourteen plants and 10,000 employees, the merged company became the giant of New England textiles. What the two managements viewed as a merger agreement, however, soon morphed into a suicide pact. During the seven years following the consolidation, Berkshire operated at an overall loss, and its net worth shrunk by 37%.
那次董事会一年后，两家可追溯至19世纪的公司——伯克希尔精细纺纱协会（Berkshire Fine Spinning Associates）与哈撒韦制造公司（Hathaway Manufacturing）合并，形成今日之名。合并后拥有14家工厂和10,000名员工，成为新英格兰纺织巨头。但管理层眼中的合并协议很快演变为自杀式联姻。合并后七年持续亏损，净资产缩水37%。

# Financial Struggles

财务困境

Meanwhile, the company closed nine plants, sometimes using the liquidation proceeds to repurchase shares. And that pattern caught my attention.
期间关闭九家工厂，部分清算资金用于回购股票。这一模式引起我的注意。

I purchased BPL’s first shares of Berkshire in December 1962, anticipating more closings and more repurchases. The stock was then selling for $7.50, a wide discount from per-share working capital of $10.25 and book value of $20.20. Buying the stock at that price was like picking up a discarded cigar butt that had one puff remaining in it. Though the stub might be ugly and soggy, the puff would be free. Once that momentary pleasure was enjoyed, however, no more could be expected.
1962年12月，我首次购入BPL的伯克希尔股票，预判后续将有更多工厂关闭及回购。彼时股价仅7.50美元，远低于每股营运资金10.25美元和账面价值20.20美元。买入此价如同捡起一根废弃雪茄尾部——虽湿软丑陋，但最后一口免费。享受短暂快感后，再无期待。

Berkshire thereafter stuck to the script: It soon closed another two plants, and in that May 1964 move, set out to repurchase shares with the shutdown proceeds. The price that Stanton offered was 50% above the cost of our original purchases. There it was – my free puff, just waiting for me, after which I could look elsewhere for other discarded butts.
伯克希尔随后延续这一剧本：又关闭两家工厂，并于1964年5月动用清算资金回购股票。斯坦顿提供的回购价比我们原始成本高50%。免费的“最后一口”唾手可得——之后我本可转向其他“雪茄尾部”。

Instead, irritated by Stanton’s chiseling, I ignored his offer and began to aggressively buy more Berkshire shares.
然而，因对斯坦顿压价的愤怒，我放弃要约并转而大举增持。

By April 1965, BPL owned 392,633 shares (out of 1,017,547 then outstanding) and at an early-May board meeting we formally took control of the company. Through Seabury’s and my childish behavior – after all, what was an eighth of a point to either of us? – he lost his job, and I found myself with more than 25% of BPL’s capital invested in a terrible business about which I knew very little. I became the dog who caught the car.
至1965年4月，BPL已持有392,633股（占当时1,017,547股流通股的38.6%），并于5月初的董事会会议正式接管公司。因我和斯坦顿的意气用事——毕竟，区区1/8美元对双方而言算什么？——他被解雇，我却继承了BPL超过25%资金投入一家糟糕且知之甚少的纺织企业。我成了追上汽车却不知所措的狗。

Because of Berkshire’s operating losses and share repurchases, its net worth at the end of fiscal 1964 had fallen to $22 million from $55 million at the time of the 1955 merger. The full $22 million was required by the textile operation: The company had no excess cash and owed its bank $2.5 million.
受运营亏损及股票回购影响，伯克希尔1964财年末净资产从1955年合并时的5,500万美元缩水至2,200万美元。全部2,200万美元净资产被纺织业务占用：公司无多余现金，银行负债250万美元。

For a time I got lucky: Berkshire immediately enjoyed two years of good operating conditions. Better yet, its earnings in those years were free of income tax because it possessed a large loss carry-forward that had arisen from the disastrous results in earlier years.
起初我运气不错：伯克希尔迎来两年好光景。更妙的是，早年亏损形成的税务结转让这两年利润免税。

Then the honeymoon ended. During the 18 years following 1966, we struggled unremittingly with the textile business, all to no avail. But stubbornness – stupidity? – has its limits. In 1985, I finally threw in the towel and closed the operation.
蜜月很快结束。1966年后18年，我们在纺织业务上竭力挣扎却一无所获。固执（愚蠢？）终有尽头。1985年，我终于认输，关闭了这项业务。

# Legacy and Transformation

遗产与转型

Though Berkshire’s textile days are long gone, the lessons learned from those struggles remain relevant. The key takeaway: No amount of managerial skill can fully compensate for a poor business base. This principle has guided our strategy ever since.
尽管纺织时代早已远去，这些挣扎带来的教训至今适用：再卓越的管理技巧也难以弥补糟糕的业务基础。这一原则指导了我们此后所有战略。

Our current operations, in contrast, are built on businesses that possess durable economic moats. We’ve also diversified far beyond the textile industry. Today, Berkshire’s value derives from insurance, railroads, utilities, manufacturing, retailing and a portfolio of marketable securities. These businesses, unlike textiles, generate substantial earnings and float that allows us to invest in further opportunities.
如今的伯克希尔建立在具备持久经济护城河的业务之上。我们更实现了远超纺织业的多元布局：保险、铁路、公用事业、制造业、零售及证券投资组合。这些业务与纺织业不同，能持续创造盈利与浮存金，让我们不断投资新机会。

Looking ahead, our foundation is stronger than ever. Charlie and I remain focused on acquiring and managing businesses that compound value over time, not those that require endless struggle for survival.
展望未来，我们的根基比以往更牢固。查理和我始终专注收购与管理能随时间复利增长的业务，而非陷入生存苦战。

# Berkshire – Past, Present and Future

伯克希尔：过去、现在与未来

Undeterred by my first mistake of committing much of BPL’s resources to a dying business, I quickly compounded the error. Indeed, my second blunder was far more serious than the first, eventually becoming the most costly in my career.
尽管首次将BPL资源投入衰败纺织业已犯下错误，我却未止步，反而迅速叠加了这一错误。第二笔错误远比第一笔严重，最终成为我职业生涯中代价最高的决策。

Early in 1967, I had Berkshire pay $8.6 million to buy National Indemnity Company (“NICO”), a small but promising Omaha-based insurer. (A tiny sister company was also included in the deal.) Insurance was in my sweet spot: I understood and liked the industry.
1967年初，我让伯克希尔以860万美元收购总部位于奥马哈的小型但前景良好的保险公司国家赔偿公司（NICO）。（交易还包含一家微型姊妹公司。）保险业是我的舒适区：我理解并热爱这一行业。

Jack Ringwalt, the owner of NICO, was a long-time friend who wanted to sell to me – me, personally. In no way was his offer intended for Berkshire. So why did I purchase NICO for Berkshire rather than for BPL? I’ve had 48 years to think about that question, and I’ve yet to come up with a good answer. I simply made a colossal mistake.
NICO的拥有者杰克·林戈尔特（Jack Ringwalt）是多年好友，他希望将公司卖给我个人而非伯克希尔。他的报价并非针对伯克希尔。那为何我选择用伯克希尔收购而非BPL？48年来，我始终无法给出合理解释。我单纯地犯下巨大错误。

If BPL had been the purchaser, my partners and I would have owned 100% of a fine business, destined to form the base for building the company Berkshire has become. Moreover, our growth would not have been impeded for nearly two decades by the unproductive funds imprisoned in the textile operation. Finally, our subsequent acquisitions would have been owned in their entirety by my partners and me rather than being 39%-owned by the legacy shareholders of Berkshire, to whom we had no obligation. Despite these facts staring me in the face, I opted to marry 100% of an excellent business (NICO) to a 61%-owned terrible business (Berkshire Hathaway), a decision that eventually diverted $100 billion or so from BPL partners to a collection of strangers.
若收购方是BPL，我和合伙人将100%拥有NICO这一优质业务——它注定成为伯克希尔崛起的基石。此外，我们近二十年的增长不会因纺织业亏损资金而受阻。后续收购也将由我和合伙人全资持有，而非39%归伯克希尔原有股东（我们对其无义务）。尽管事实清晰摆在我面前，我却选择将优质资产（NICO）与劣质资产（伯克希尔）捆绑，这一决策最终导致BPL合伙人损失约1000亿美元财富，流向陌生股东。

One more confession and then I’ll go on to more pleasant topics: Can you believe that in 1975 I bought Waumbec Mills, another New England textile company? Of course, the purchase price was a “bargain” based on the assets we received and the projected synergies with Berkshire’s existing textile business. Nevertheless – surprise, surprise – Waumbec was a disaster, with the mill having to be closed down not many years later.
再坦白一次，随后转向更愉快的话题：您能相信我在1975年又收购了另一家新英格兰纺织公司沃姆贝克纺织厂（Waumbec Mills）吗？当然，收购价看似“划算”，基于资产价值及与伯克希尔现有纺织业的协同效应。但不出所料——沃姆贝克最终成为灾难，数年后被迫关闭。

And now some good news: The northern textile industry is finally extinct. You need no longer panic if you hear that I’ve been spotted wandering around New England.
最后一条好消息：北方纺织业终于灭绝。若您听说我在新英格兰游荡，无需再为此恐慌。

# Charlie Straightens Me Out

查理·芒格帮我破除偏见

My cigar-butt strategy worked very well while I was managing small sums. Indeed, the many dozens of free puffs I obtained in the 1950s made that decade by far the best of my life for both relative and absolute investment performance.
当我管理小额资金时，“雪茄烟蒂策略”效果显著。1950年代通过这一策略获得的数十次“免费一口”让我在相对与绝对收益上均创下职业生涯最佳表现。

Even then, however, I made a few exceptions to cigar butts, the most important being GEICO. Thanks to a 1951 conversation I had with Lorimer Davidson, a wonderful man who later became CEO of the company, I learned that GEICO was a terrific business and promptly put 65% of my $9,800 net worth into its shares. Most of my gains in those early years, though, came from investments in mediocre companies that traded at bargain prices. Ben Graham had taught me that technique, and it worked.
但当时我已有例外：最重要的便是GEICO。1951年与洛里默·戴维森（Lorimer Davidson，后任CEO）的一次对话让我认识到GEICO的卓越特质，我立即将9,800美元净资产的65%投入其中。不过早期大部分收益仍来自对低价平庸企业的投资——这是本杰明·格雷厄姆教给我的方法，且确实有效。

But a major weakness in this approach gradually became apparent: Cigar-butt investing was scalable only to a point. With large sums, it would never work well.
然而这一策略存在重大缺陷：雪茄烟蒂模式规模受限。当资金量庞大时，这一策略注定失效。

In addition, though marginal businesses purchased at cheap prices may be attractive as short-term investments, they are the wrong foundation on which to build a large and enduring enterprise. Selecting a marriage partner clearly requires more demanding criteria than does dating. (Berkshire, it should be noted, would have been a highly satisfactory “date”: If we had taken Seabury Stanton’s $11.375 offer for our shares, BPL’s weighted annual return on its Berkshire investment would have been about 40%.)
此外，尽管低价劣质企业短期投资可能盈利，但它们无法作为构建长期伟大企业的基石。选择终身伴侣显然比约会更需严格标准。（需指出的是，伯克希尔本是一次极佳的“约会”：若接受西布里·斯坦顿的11.375美元要约，BPL在伯克希尔上的加权年回报率可达40%。）

It took Charlie Munger to break my cigar-butt habits and set the course for building a business that could combine huge size with satisfactory profits. Charlie had grown up a few hundred feet from where I now live and as a youth had worked, as did I, in my grandfather’s grocery store. Nevertheless, it was 1959 before I met Charlie, long after he had left Omaha to make Los Angeles his home. I was then 28 and he was 35. The Omaha doctor who introduced us predicted that we would hit it off – and we did.
查理·芒格彻底打破了我对雪茄烟蒂的执念，为构建兼具规模与利润的企业指明方向。查理与我少年时均在我祖父的杂货店打工，成长轨迹相似。然而直到1959年（彼时他已移居洛杉矶多年），35岁的他与28岁的我才首次相见。介绍我们相识的奥马哈医生预言我们会一拍即合——事实证明确实如此。

If you’ve attended our annual meetings, you know Charlie has a wide-ranging brilliance, a prodigious memory, and some firm opinions. I’m not exactly wishy-washy myself, and we sometimes don’t agree. In 56 years, however, we’ve never had an argument. When we differ, Charlie usually ends the conversation by saying: “Warren, think it over and you’ll agree with me because you’re smart and I’m right.”
若您参加过股东大会，便知查理思维广博、记忆惊人、观点坚定。我本人也非优柔寡断之人，偶有分歧。但56年来我们从未争吵。每当意见相左，查理常以这句话收尾：“沃伦，再想想，你会同意我的，因为你聪明且我正确。”

What most of you do not know about Charlie is that architecture is among his passions. Though he began his career as a practicing lawyer (with his time billed at $15 per hour), Charlie made his first real money in his 30s by designing and building five apartment projects near Los Angeles. Concurrently, he designed the house that he lives in today – some 55 years later. (Like me, Charlie can’t be budged if he is happy in his surroundings.) In recent years, Charlie has designed large dorm complexes at Stanford and the University of Michigan and today, at age 91, is working on another major project.
您或许不知查理对建筑的热爱。他虽以律师起家（时薪15美元），但30多岁便通过设计建造洛杉矶五处公寓项目赚到第一桶金。同时，他还设计了今日居住的房屋——55年后仍在使用。（与我类似，若环境令他满意，查理绝不会轻易搬家。）近年，他主导了斯坦福与密歇根大学宿舍群设计，91岁高龄仍致力于新大型项目。

From my perspective, though, Charlie’s most important architectural feat was the design of today’s Berkshire. The blueprint he gave me was simple: Forget what you know about buying fair businesses at wonderful prices; instead, buy wonderful businesses at fair prices.
然而对我而言，查理最伟大的“建筑成就”是设计了今日伯克希尔的蓝图。他的核心理念简洁明了：忘掉以超低价收购平庸企业，转而以合理价格收购卓越企业。

# The See’s Candy Turnaround

喜诗糖果的转折意义

Altering my behavior is not an easy task (ask my family). I had enjoyed reasonable success without Charlie’s input, so why should I listen to a lawyer who had never spent a day in business school (when – ahem – I had attended three). But Charlie never tired of repeating his maxims about business and investing to me, and his logic was irrefutable. Consequently, Berkshire has been built to Charlie’s blueprint. My role has been that of general contractor, with the CEOs of Berkshire’s subsidiaries doing the real work as sub-contractors.
改变我的行为模式绝非易事（我的家人最有体会）。此前独立操作已取得一定成功，为何要听从一位从未踏入商学院的律师（虽然我本人也只上过三所商学院）？但查理不断向我灌输他的商业与投资信条，逻辑无懈可击。因此，伯克希尔的构建严格遵循查理的蓝图。我扮演总承包商角色，子公司CEO们才是真正的分包执行者。

The year 1972 was a turning point for Berkshire (though not without occasional backsliding on my part – remember my 1975 purchase of Waumbec). We had the opportunity then to buy See’s Candy for Blue Chip Stamps, a company in which Charlie, I and Berkshire had major stakes, and which was later merged into Berkshire.
1972年成为伯克希尔的转折点（尽管我偶尔还会故态复萌——别忘了1975年又买了沃姆贝克纺织厂）。当年我们通过蓝筹印花公司（Charlie、我及伯克希尔均持股，后并入伯克希尔）收购了喜诗糖果（See’s Candy）。

See’s was a legendary West Coast manufacturer and retailer of boxed chocolates, then annually earning about $4 million pre-tax while utilizing only $8 million of net tangible assets. Moreover, the company had a huge asset that did not appear on its balance sheet: a broad and durable competitive advantage that gave it significant pricing power. That strength was virtually certain to give See’s major gains in earnings over time. Better yet, these would materialize with only minor amounts of incremental investment. In other words, See’s could be expected to gush cash for decades to come.
喜诗是西海岸传奇巧克力制造商兼零售商，当时年税前收益400万美元，仅使用800万美元净有形资产。更关键的是它拥有资产负债表外的重要资产：广泛且持久的竞争优势带来显著定价权。这种优势几乎必然推动收益长期增长，且仅需少量追加投资。换言之，喜诗将成为持续数十年的现金奶牛。

The family controlling See’s wanted $30 million for the business, and Charlie rightly said it was worth that much. But I didn’t want to pay more than $25 million and wasn’t all that enthusiastic even at that figure. (A price that was three times net tangible assets made me gulp.) My misguided caution could have scuttled a terrific purchase. But, luckily, the sellers decided to take our $25 million bid.
控股家族开价3,000万美元，查理认为合理。但我坚持不超过2,500万美元，甚至对此报价也不够热衷（三倍于净有形资产的价格令我倒吸冷气）。我的错误谨慎本可能错失良机，幸运的是卖方接受了我们的2,500万美元报价。

To date, See’s has earned $1.9 billion pre-tax, with its growth having required added investment of only $40 million. See’s has thus been able to distribute huge sums that have helped Berkshire buy other businesses that, in turn, have themselves produced large distributable profits. (Envision rabbits breeding.) Additionally, through watching See’s in action, I gained a business education about the value of powerful brands that opened my eyes to many other profitable investments.
迄今为止，喜诗累计贡献19亿美元税前收益，仅需追加4,000万美元投资。这意味着喜诗能持续提供充沛现金流，助伯克希尔收购其他企业，这些企业又进一步创造利润。（想象兔子不断繁殖。）更重要的是，通过观察喜诗运营，我深刻理解了强大品牌的价值，这一认知开启了后续一系列优质投资。

# Even with Charlie’s Blueprint

即便遵循查理蓝图，我仍犯下大错

Even with Charlie’s blueprint, I have made plenty of mistakes since Waumbec. The most gruesome was Dexter Shoe. When we purchased the company in 1993, it had a terrific record and in no way looked to me like a cigar butt. Its competitive strengths, however, were soon to evaporate because of foreign competition. And I simply didn’t see that coming.
即便有了查理的蓝图，自沃姆贝克之后我仍犯下诸多错误。最惨痛的教训来自德克斯特鞋业（Dexter Shoe）。1993年收购时，该公司业绩优异，绝非“雪茄烟蒂”策略下的平庸企业。然而其竞争优势因外国竞争迅速瓦解，而我对此毫无预见。

Consequently, Berkshire paid $433 million for Dexter and, rather promptly, its value went to zero. GAAP accounting, however, doesn’t come close to recording the magnitude of my error. The fact is that I gave Berkshire stock to the sellers of Dexter rather than cash, and the shares I used for the purchase are now worth about $5.7 billion. As a financial disaster, this one deserves a spot in the Guinness Book of World Records.
结果，伯克希尔以4.33亿美元收购德克斯特，但其价值很快归零。通用会计准则（GAAP）甚至无法准确反映这一错误的规模。关键在于：我支付的是伯克希尔股票而非现金，这些股份如今价值57亿美元。若论财务灾难，此案应载入《吉尼斯世界纪录》。

Several of my subsequent errors also involved the use of Berkshire shares to purchase businesses whose earnings were destined to simply limp along. Mistakes of that kind are deadly. Trading shares of a wonderful business – which Berkshire most certainly is – for ownership of a so-so business irreparably destroys value.
后续错误中，我多次用伯克希尔股票收购盈利疲软的企业。这类错误致命——用优质企业的股份换取平庸业务，会永久摧毁价值。

We’ve also suffered financially when this mistake has been committed by companies whose shares Berkshire has owned (with the errors sometimes occurring while I was serving as a director). Too often CEOs seem blind to an elementary reality: The intrinsic value of the shares you give in an acquisition must not be greater than the intrinsic value of the business you receive.
当伯克希尔持股公司犯下此类错误（甚至在我担任董事期间），我们同样遭受损失。太多CEO对这一基本现实视而不见：收购中支付的股份内在价值不可超过目标企业本身的价值。

I’ve yet to see an investment banker quantify this all-important math when he is presenting a stock-for-stock deal to the board of a potential acquirer. Instead, the banker’s focus will be on describing “customary” premiums-to-market-price that are currently being paid for acquisitions – an absolutely asinine way to evaluate the attractiveness of an acquisition – or whether the deal will increase the acquirer’s earnings-per-share (which in itself should be far from determinative). In striving to achieve the desired per-share number, a panting CEO and his “helpers” will often conjure up fanciful “synergies.” (As a director of 19 companies over the years, I’ve never heard “dis-synergies” mentioned, though I’ve witnessed plenty of these once deals have closed.)
至今未见投行家在向潜在收购方董事会提案时，真正量化这一核心计算。他们反而聚焦于“行业惯例”的收购溢价（评估收购吸引力的愚蠢标准），或交易是否提升每股收益（不应作为决定性因素）。为达成理想每股数据，气喘吁吁的CEO及“顾问”常编造虚幻的“协同效应”。（多年担任19家公司董事期间，我从未听人提及“协同失效”——尽管交易后常见此类情形。）

Post mortems of acquisitions, in which reality is honestly compared to the original projections, are rare in American boardrooms. They should instead be standard practice.
收购后的复盘（将实际结果与原始预测对比）在美国董事会中罕见。它本应成为标准流程。

I can promise you that long after I’m gone, Berkshire’s CEO and Board will carefully make intrinsic value calculations before issuing shares in any acquisitions. You can’t get rich trading a hundred-dollar bill for eight tens (even if your advisor has handed you an expensive “fairness” opinion endorsing that swap).
我可以承诺：即使我卸任后，伯克希尔的CEO和董事会仍将在任何收购前严格计算内在价值。用百元钞票换八张十元钞票绝不可能致富（即便顾问出具高价“公平意见书”支持交易）。

# Berkshire’s Acquisition Performance

伯克希尔收购成效

Overall, Berkshire’s acquisitions have worked out well – and very well in the case of a few large ones. So, too, have our investments in marketable securities. The latter are always valued on our balance sheet at their market prices so any gains – including those unrealized – are immediately reflected in our net worth. But the businesses we buy outright are never revalued upward on our balance sheet, even when we could sell them for many billions of dollars more than their carrying value. The unrecorded gains in the value of Berkshire’s subsidiaries have become huge, with these growing at a particularly fast pace in the last decade.
总体而言，伯克希尔的收购成效良好，少数大型收购尤为成功。证券投资组合的表现亦然。后者始终按市场价计价，所有收益（含未实现）立即体现在净值中。但全资收购的企业在账面永不升值，即使其市值远超账面价值。旗下子公司的未记录收益已成巨量，过去十年增长尤其迅猛。

Listening to Charlie has paid off.
听从查理的建议，终有回报。

# Berkshire Today

今日伯克希尔

Berkshire is now a sprawling conglomerate, constantly trying to sprawl further.
伯克希尔现已成为一家庞大的集团公司，且仍在不断扩张。

Conglomerates, it should be acknowledged, have a terrible reputation with investors. And they richly deserve it. Let me first explain why they are in the doghouse, and then I will go on to describe why the conglomerate form brings huge and enduring advantages to Berkshire.
必须承认，集团公司在投资者心中声誉极差，且这一评价完全合理。我先解释为何它们声名狼藉，再说明为何伯克希尔的集团公司模式能带来持久优势。

Since I entered the business world, conglomerates have enjoyed several periods of extreme popularity, the silliest of which occurred in the late 1960s. The drill for conglomerate CEOs then was simple: By personality, promotion or dubious accounting – and often by all three – these managers drove a fledgling conglomerate’s stock to, say, 20 times earnings and then issued shares as fast as possible to acquire another business selling at ten-or-so times earnings. They immediately applied “pooling” accounting to the acquisition, which – with not a dime’s worth of change in the underlying businesses – automatically increased per-share earnings, and used the rise as proof of managerial genius. They next explained to investors that this sort of talent justified the maintenance, or even the enhancement, of the acquirer’s p/e multiple. And, finally, they promised to endlessly repeat this procedure and thereby create ever-increasing per-share earnings.
自踏入商业世界以来，集团公司经历了多次极端热潮，其中最荒谬的当属1960年代末。当时集团公司CEO的操作手法简单粗暴：通过个人魅力、市场炒作或可疑的会计手段（常三者并用），他们先将一家新兴集团的股价推高至20倍市盈率，随后迅速增发股份收购另一家市盈率仅10倍的企业。收购后立即采用“合并会计法”——即便底层业务毫无实质变化——每股收益自动上升，他们便以此证明管理层的英明。接着向投资者解释：此类“才能”足以支撑收购方的市盈率维持甚至提升。最终承诺将持续复制这一流程，制造永续增长的每股收益。

Wall Street’s love affair with this hocus-pocus intensified as the 1960s rolled by. The Street’s denizens are always ready to suspend disbelief when dubious maneuvers are used to manufacture rising per-share earnings, particularly if these acrobatics produce mergers that generate huge fees for investment bankers. Auditors willingly sprinkled their holy water on the conglomerates’ accounting and sometimes even made suggestions as to how to further juice the numbers. For many, gushers of easy money washed away ethical sensitivities.
华尔街对这类“魔术”的热恋在1960年代愈演愈烈。当可疑操作被用来制造每股收益增长时，市场参与者总愿暂时搁置怀疑，尤其是这些交易能为投行创造巨额佣金。审计师们心甘情愿为集团公司的会计手法盖上“合规”印章，甚至主动建议如何进一步美化数据。对许多人而言，唾手可得的金钱冲刷掉了道德底线。

Since the per-share earnings gains of an expanding conglomerate came from exploiting p/e differences, its CEO had to search for businesses selling at low multiples of earnings. These, of course, were characteristically mediocre businesses with poor long-term prospects. This incentive to bottom-fish usually led to a conglomerate’s collection of underlying businesses becoming more and more junky. That mattered little to investors: It was deal velocity and pooling accounting they looked to for increased earnings.
由于扩张型集团公司的每股收益增长源于市盈率差异，CEO必须寻找低市盈率企业。而这些企业通常资质平庸且长期前景堪忧。这种“捡便宜”的激励机制让集团底层资产愈发低质。但投资者对此毫不在意：他们只关心交易速度与合并会计法带来的盈利增长。

The resulting firestorm of merger activity was fanned by an adoring press. Companies such as ITT, Litton Industries, Gulf & Western, and LTV were lionized, and their CEOs became celebrities. (These once-famous conglomerates are now long gone. As Yogi Berra said, “Every Napoleon meets his Watergate.”)
由此引发的并购狂潮被媒体推波助澜。ITT、利顿工业（Litton Industries）、海湾西方公司（Gulf & Western）和LTV成为时代宠儿，其CEO摇身变为明星。（这些曾名噪一时的集团公司现已消亡。正如尤吉·贝拉（Yogi Berra）所言：“每个拿破仑终将遭遇水门事件。”）

Back then, accounting shenanigans of all sorts – many of them ridiculously transparent – were excused or overlooked. Indeed, having an accounting wizard at the helm of an expanding conglomerate was viewed as a huge plus: Shareholders in those instances could be sure that reported earnings would never disappoint, no matter how bad the operating realities of the business might become.
当时各种会计把戏——其中许多荒诞到一眼识破——被宽容或忽视。事实上，拥有一位精通会计技巧的高管被视为巨大优势：股东们确信，无论实际经营多么糟糕，报告收益绝不会令人失望。

In the late 1960s, I attended a meeting at which an acquisitive CEO bragged of his “bold, imaginative accounting.” Most of the analysts listening responded with approving nods, seeing themselves as having found a manager whose forecasts were certain to be met, whatever the business results might be.
1960年代末，我曾参加一场会议，一位热衷并购的CEO大谈其“大胆、富有想象力的会计手法”。在座分析师大多点头称是，认为他们终于找到一位无论业务结果如何，都能兑现预测的管理者。

Eventually, however, the clock struck twelve, and everything turned to pumpkins and mice. Once again, it became evident that business models based on the serial issuances of overpriced shares – just like chain-letter models – most assuredly redistribute wealth, but in no way create it. Both phenomena, nevertheless, periodically blossom in our country – they are every promoter’s dream – though often they appear in a carefully-crafted disguise. The ending is always the same: Money flows from the gullible to the fraudster. And with stocks, unlike chain letters, the sums hijacked can be staggering.
然而钟声终会敲响十二下，魔法褪去，一切变回南瓜与老鼠。事实再次证明：基于连续发行高价股票的商业模式——如同连锁信骗局——只是财富再分配，而非创造。尽管如此，这两种现象仍周期性在美国上演（它们是每个操盘手的梦想），常以精心伪装的面目示人。结局永远相同：钱从轻信者流向欺诈者手中。而股票相较连锁信，劫持金额更令人大吃一惊。

At both BPL and Berkshire, we have never invested in companies that are hell-bent on issuing shares. That behavior is one of the surest indicators of a promotion-minded management, weak accounting, a stock that is overpriced and – all too often – outright dishonesty.
无论是巴菲特合伙公司（BPL）还是伯克希尔，我们从未投资过热衷增发的企业。这种行为是管理层追求炒作、会计薄弱、股价高估——甚至公然欺诈的明确信号。

# Berkshire’s Structural Advantages

伯克希尔的结构性优势

Berkshire has one further advantage that has become increasingly important over the years: We are now the home of choice for the owners and managers of many outstanding businesses.
伯克希尔还拥有一个随时间推移愈发重要的优势：我们已成为众多卓越企业主及管理者的首选归宿。

Families that own successful businesses have multiple options when they contemplate sale. Frequently, the best decision is to do nothing. There are worse things in life than having a prosperous business that one understands well. But sitting tight is seldom recommended by Wall Street. (Don’t ask the barber whether you need a haircut.)
家族企业主在出售时有多种选择。最明智的决策往往是“按兵不动”——拥有自己充分理解且盈利良好的企业总比交由他人强。但华尔街极少建议如此。（别问理发师是否需要理发。）

When one part of a family wishes to sell while others wish to continue, a public offering often makes sense. But, when owners wish to cash out entirely, they usually consider one of two paths.
若家族中部分成员希望套现而其他成员想继续经营，上市可能合理。但若企业主希望完全退出，则通常考虑两种路径。

The first is sale to a competitor who is salivating at the possibility of wringing “synergies” from the combining of the two companies. This buyer invariably contemplates getting rid of large numbers of the seller’s associates, the very people who have helped the owner build his business. A caring owner, however – and there are plenty of them – usually does not want to leave his long-time associates sadly singing the old country song: “She got the goldmine, I got the shaft.”
第一种是出售给竞争对手，后者觊觎两家合并的“协同效应”。此类买家必然计划裁员——这些员工正是协助企业主建立事业的核心团队。然而，有责任感的主人（这类主人并不少）通常不愿让老同事陷入困境，如同那首乡村老歌所唱：“她拿走金矿，我却被埋在矿井。”

The second choice for sellers is the Wall Street buyer. For some years, these purchasers accurately called themselves “leveraged buyout firms.” When that term got a bad name in the early 1990s – remember RJR and Barbarians at the Gate? – these buyers hastily relabeled themselves “private-equity.”
第二种选择是华尔街买家。早年他们自称“杠杆收购公司”。1990年代初该标签名声狼藉（还记得RJR与《门口的野蛮人》吗？），随即改称为“私募股权”。

The name may have changed but that was all: Equity is dramatically reduced and debt is piled on in virtually all private-equity purchases. Indeed, the amount that a private-equity purchaser offers to the seller is in part determined by the buyer assessing the maximum amount of debt that can be placed on the acquired company.
名称虽变，本质未改：私募收购几乎总是大幅削减资本金并叠加债务。事实上，私募买家报价部分取决于能向目标公司施加的最大债务规模。

Later, if things go well and equity begins to build, leveraged buy-out shops will often seek to re-leverage with new borrowings. They then typically use part of the proceeds to pay a huge dividend that drives equity sharply downward, sometimes even to a negative figure.
若企业表现良好且资本金回升，杠杆收购方常通过新增债务进行“再杠杆化”。随后用部分资金发放巨额股息，使资本金骤降，甚至转为负值。

In truth, “equity” is a dirty word for many private-equity buyers; what they love is debt. And, because debt is currently so inexpensive, these buyers can frequently pay top dollar. Later, the business will be resold, often to another leveraged buyer. In effect, the business becomes a piece of merchandise.
本质上，“资本金”对私募买家而言是个贬义词；他们真正钟爱的是债务。因当前债务成本低廉，此类买家常能支付高价。最终企业将被转售给下一位杠杆收购者。实质上，企业沦为商品。

Berkshire offers a third choice to the business owner who wishes to sell: a permanent home, in which the company’s people and culture will be retained (though, occasionally, management changes will be needed). Beyond that, any business we acquire dramatically increases its financial strength and ability to grow. Its days of dealing with banks and Wall Street analysts are also forever ended.
伯克希尔为希望出售的企业主提供第三种选择：一个永久归属。我们保留原有团队与文化（偶尔需调整管理层），显著增强企业财务实力与增长能力。从此告别银行与华尔街分析师的纠缠。

Some sellers don’t care about these matters. But, when sellers do, Berkshire does not have a lot of competition.
部分卖家不在乎这些。但对重视这一点的卖家而言，伯克希尔几乎无竞争者。

Sometimes pundits propose that Berkshire spin-off certain of its businesses. These suggestions make no sense. Our companies are worth more as part of Berkshire than as separate entities. One reason is our ability to move funds between businesses or into new ventures instantly and without tax. In addition, certain costs duplicate themselves, in full or part, if operations are separated. Here’s the most obvious example: Berkshire incurs nominal costs for its single board of directors; were our dozens of subsidiaries to be split off, the overall cost for directors would soar. So, too, would regulatory and administration expenditures.
有时专家建议伯克希尔分拆旗下业务。此类提议毫无意义。我们的企业作为伯克希尔的一部分价值更高。原因包括：（1）资金可在业务间即时转移且免税；（2）若分拆，部分成本（如董事会费用）将倍增。例如：伯克希尔董事会费用微薄，若数十家子公司独立，整体董事薪酬将飙升，监管与行政支出亦然。

Finally, there are sometimes important tax efficiencies for Subsidiary A because we own Subsidiary B. For example, certain tax credits that are available to our utilities are currently realizable only because we generate huge amounts of taxable income at other Berkshire operations. That gives Berkshire Hathaway Energy a major advantage over most public-utility companies in developing wind and solar projects.
最后，子公司间的税务协同效应亦为优势。例如，我们的公用事业公司能享受税收抵免，因伯克希尔其他业务创造大量应税收入。这使伯克希尔哈撒韦能源公司在风电与太阳能项目上远超多数独立公用事业公司。

Investment bankers, being paid as they are for action, constantly urge acquirers to pay 20% to 50% premiums over market price for publicly-held businesses. The bankers tell the buyer that the premium is justified for “control value” and for the wonderful things that are going to happen once the acquirer’s CEO takes charge. (What acquisition-hungry manager will challenge that assertion?)
投资银行家因交易收费而鼓动买家以高出市场价20%-50%的价格收购上市公司。他们解释溢价合理，因“控制权价值”及新CEO入主后即将发生的奇迹。（哪位渴望并购的管理者会质疑此说法？）

A few years later, bankers – bearing straight faces – again appear and just as earnestly urge spinning off the earlier acquisition to “unlock shareholder value.” Spin-offs, of course, strip the owning company of its purported “control value” without any compensating payment. The bankers explain that the spun-off company will flourish because its management will be more entrepreneurial, having been freed from the smothering bureaucracy of the parent company. (So much for that talented CEO we met earlier.)
数年后，银行家们一脸正经地再次现身，力劝分拆此前收购的业务以“释放股东价值”。分拆当然剥夺了“控制权价值”且无补偿支付。他们解释道：脱离母公司官僚束缚后，管理层将更具企业家精神。（那位早前的明星CEO呢？）

If the divesting company later wishes to reacquire the spun-off operation, it presumably would again be urged by its bankers to pay a hefty “control” premium for the privilege. (Mental “flexibility” of this sort by the banking fraternity has prompted the saying that fees too often lead to transactions rather than transactions leading to fees.)
若母公司日后希望回购分拆业务，银行家们又会建议支付高额“控制权”溢价。（银行业的“灵活思维”催生了一句俗语：“费用驱动交易，而非交易创造费用。”）

It’s possible, of course, that someday a spin-off or sale at Berkshire would be required by regulators. Berkshire carried out such a spin-off in 1979, when new regulations for bank holding companies forced us to divest a bank we owned in Rockford, Illinois.
当然，监管可能要求伯克希尔进行分拆。1979年，因银行控股公司新规，我们被迫出售伊利诺伊州罗克福德一家银行。

# Berkshire’s Structural Advantages

伯克希尔的结构性优势

Voluntary spin-offs, though, make no sense for us: We would lose control value, capital-allocation flexibility and, in some cases, important tax advantages. The CEOs who brilliantly run our subsidiaries now would have difficulty in being as effective if running a spun-off operation, given the operating and financial advantages derived from Berkshire’s ownership. Moreover, the parent and the spun-off operations, once separated, would likely incur moderately greater costs than existed when they were combined.
自愿分拆对企业毫无意义：这将导致我们丧失控制权价值、资本分配灵活性，甚至牺牲某些税务优势。当前子公司CEO们因伯克希尔的运营与财务支持而卓越管理，若独立运作其成效必受削弱。此外，母公司与分拆企业一旦分离，整体成本将高于合并状态。

# Lessons from LTV: The Illusion of "Project Redeployment"

LTV教训：“项目再部署”的幻觉

Before I depart the subject of spin-offs, let’s look at a lesson to be learned from a conglomerate mentioned earlier: LTV. I’ll summarize here, but those who enjoy a good financial story should read the piece about Jimmy Ling that ran in the October 1982 issue of D Magazine. Look it up on the Internet.
在结束分拆话题前，回顾一家早前提到的集团企业LTV的教训。我在此简述，若您热爱精彩金融故事，请查阅1982年10月《D杂志》中关于吉米·林（Jimmy Ling）的长文（网上可查）。

Through a lot of corporate razzle-dazzle, Ling had taken LTV from sales of only $36 million in 1965 to number 14 on the Fortune 500 list just two years later. Ling, it should be noted, had never displayed any managerial skills. But Charlie told me long ago to never underestimate the man who overestimates himself. And Ling had no peer in that respect.
凭借华丽的企业操作，林将LTV从1965年仅3,600万美元销售额推升至1967年《财富》500强第14位。需指出的是，林从未展现任何管理才能。但查理曾提醒我：永远不要低估那些高估自己的人，而林正是此中翘楚。

Ling’s strategy, which he labeled “project redeployment,” was to buy a large company and then partially spin off its various divisions. In LTV’s 1966 annual report, he explained the magic that would follow: “Most importantly, acquisitions must meet the test of the 2 + 2 equals 5 (or 6) formula.” The press, the public and Wall Street loved this sort of talk.
林的策略称为“项目再部署”——收购大型企业后分拆其业务单元。LTV 1966年报中如此描述魔法：“最关键的是，收购必须符合**2+2=5（或6）**的公式。”媒体、公众与华尔街对此类说法趋之若鹜。

In 1967 Ling bought Wilson & Co., a huge meatpacker that also had interests in golf equipment and pharmaceuticals. Soon after, he split the parent into three businesses, Wilson & Co. (meatpacking), Wilson Sporting Goods and Wilson Pharmaceuticals, each of which was to be partially spun off. These companies quickly became known on Wall Street as Meatball, Golf Ball and Goof Ball.
1967年林收购了威尔逊公司（Wilson & Co.），一家主营肉类加工且涉足高尔夫器材与制药的巨头。随即他将母公司拆分为三块：威尔逊肉类、威尔逊运动器材与威尔逊制药，并计划部分分拆。华尔街戏称它们为肉丸、高尔夫球与滑稽球。

Soon thereafter, it became clear that, like Icarus, Ling had flown too close to the sun. By the early 1970s, Ling’s empire was melting, and he himself had been spun off from LTV... that is, fired.
很快，林如同伊卡洛斯般因飞得过近而坠落。1970年代初，他的商业帝国崩塌，本人也被LTV“分拆”——即解雇。

# The Perils of Overestimating Synergy

对协同效应的误判风险

Periodically, financial markets will become divorced from reality – you can count on that. More Jimmy Lings will appear. They will look and sound authoritative. The press will hang on their every word. Bankers will fight for their business. What they are saying will recently have “worked.” Their early followers will be feeling very clever. Our suggestion: Whatever their line, never forget that 2+2 will always equal 4. And when someone tells you how old-fashioned that math is – zip up your wallet, take a vacation and come back in a few years to buy stocks at cheap prices.
金融市场周期性脱离现实，这是必然规律。更多“吉米·林”将现身，他们看起来权威且言辞华丽。媒体会追捧他们的每句话，银行家争相服务。他们近期的“理论”看似奏效，早期追随者自鸣得意。我们的建议：无论他们说什么，永远记住2+2=4。若有人宣称这一数学已过时——请收起钱包去度假，几年后回来以低价买入股票。

# Berkshire’s Unique Position

伯克希尔的独特地位

Today Berkshire possesses:
今日伯克希尔拥有以下核心优势：

An unmatched collection of businesses, most of them now enjoying favorable economic prospects;
无可比拟的企业组合，多数处于经济前景向上的赛道；
A cadre of outstanding managers, who, with few exceptions, are unusually devoted to both the subsidiary they operate and to Berkshire;
杰出的管理层团队，绝大多数对子公司与伯克希尔均极度忠诚；
An extraordinary diversity of earnings, premier financial strength and oceans of liquidity that we will maintain under all circumstances;
多元化的盈利来源、顶尖财务实力及充沛现金流，无论何种环境均能维持；
First-choice ranking among sellers, who wish to cash out entirely or partially;
卖家首选对象，无论是想全额或部分套现的企业主；
A distinctive culture, developed over 50 years and now rock-solid, that sets us apart from most large companies.
历经50年锻造的独特文化，与多数大公司截然不同且坚不可摧。

These strengths provide us a wonderful foundation on which to build.
这些优势为我们构建了卓越的成长基石。

# The Next 50 Years at Berkshire

伯克希尔的未来五十年

Now let’s take a look at the road ahead. Bear in mind that if I had attempted 50 years ago to gauge what was coming, certain of my predictions would have been far off the mark. With that warning, I will tell you what I would say to my family today if they asked me about Berkshire’s future.
让我们展望未来之路。请记住，若我在五十年前尝试预测今日格局，某些判断必然错得离谱。带着这一警示，我将告诉家人今日我会如何描述伯克希尔的前景。

# First and Foremost: Intrinsic Value Growth

首要且最重要的观点：内在价值增长

First and definitely foremost, I believe that the chance of permanent capital loss for patient Berkshire shareholders is as low as can be found among single-company investments. That’s because our per-share intrinsic business value is almost certain to advance over time.
首要且绝对关键的是，我认为伯克希尔股东若长期持有，永久性资本亏损的可能性极低——这是单家公司投资中罕见的安全边际。原因在于我们的每股内在企业价值几乎必然随时间推移而增长。

This cheery prediction comes, however, with an important caution: If an investor’s entry point into Berkshire stock is unusually high – at a price, say, approaching double book value, which Berkshire shares have occasionally reached – it may well be many years before the investor can realize a profit. In other words, a sound investment can morph into a rash speculation if it is bought at an elevated price. Berkshire is not exempt from this truth.
然而这一乐观预测附带重大警示：若您以异常高价（例如接近账面价值两倍）买入伯克希尔股票，实现盈利可能需要多年。换言策，优质投资若以高估价格买入，也可能沦为鲁莽投机。伯克希尔无法逃脱这一真理。

Purchases of Berkshire that investors make at a price modestly above the level at which the company would repurchase its shares, however, should produce gains within a reasonable period of time. Berkshire’s directors will only authorize repurchases at a price they believe to be well below intrinsic value. (In our view, that is an essential criterion for repurchases that is often ignored by other managements.)
但若您以略高于公司回购价格的水平买入伯克希尔，合理期限内应能获利。董事会仅会在价格远低于内在价值时批准回购。（我们认为这是回购的核心准则，但多数管理层忽视这一点。）

For those investors who plan to sell within a year or two after their purchase, I can offer no assurances, whatever the entry price. Movements of the general stock market during such abbreviated periods will likely be far more important in determining your results than the concomitant change in the intrinsic value of your Berkshire shares. As Ben Graham said many decades ago: “In the short-term the market is a voting machine; in the long-run it acts as a weighing machine.” Occasionally, the voting decisions of investors – amateurs and professionals alike – border on lunacy.
若您计划买入一两年内卖出，无论价格如何，我无法给出任何承诺。短期内市场波动对结果的影响远大于伯克希尔内在价值变化。正如本杰明·格雷厄姆数十年前所说：“短期内市场是投票机，长期才是称重机。”有时投资者（无论是散户还是专业者）的“投票”决策近乎疯狂。

# Time Horizon and Leverage Risk

投资周期与杠杆风险

Since I know of no way to reliably predict market movements, I recommend that you purchase Berkshire shares only if you expect to hold them for at least five years. Those who seek short-term profits should look elsewhere.
因无法可靠预测市场走势，我建议您仅在计划持有至少五年时买入伯克希尔股票。追求短期收益者请另寻他处。

Another warning: Berkshire shares should not be purchased with borrowed money. There have been three times since 1965 when our stock has fallen about 50% from its high point. Someday, something close to this kind of drop will happen again, and no one knows when. Berkshire will almost certainly be a satisfactory holding for investors. But it could well be a disastrous choice for speculators employing leverage.
另一警示：切勿借贷购买伯克希尔股票。自1965年以来，我们的股价曾三次从高点下跌约50%。未来某天类似跌幅仍会到来，但无人可知。对投资者而言，伯克希尔几乎必然仍是优质持仓；但对使用杠杆的投机者，这可能是灾难性选择。

# Financial Strength and Stability

财务实力与稳定性

I believe the chance of any event causing Berkshire to experience financial problems is essentially zero. We will always be prepared for the thousand-year flood; in fact, if it occurs we will be selling life jackets to the unprepared. Berkshire played an important role as a “first responder” during the 2008-2009 meltdown, and we have since more than doubled the strength of our balance sheet and our earnings potential. Your company is the Gibraltar of American business and will remain so.
我认为任何事件导致伯克希尔陷入财务困境的可能性几乎为零。我们始终为“千年一遇洪水”做好准备——事实上，若灾难降临，我们甚至会向未准备者出售救生衣。2008-2009年金融危机期间，伯克希尔作为“第一响应者”发挥关键作用，此后资产负债表强度与盈利潜力已翻倍。您的公司是美国商界的“直布罗陀岩山”，并将持续如此。

Financial staying power requires a company to maintain three strengths under all circumstances: (1) a large and reliable stream of earnings; (2) massive liquid assets and (3) no significant near-term cash requirements. Ignoring that last necessity is what usually leads companies to experience unexpected problems: Too often, CEOs of profitable companies feel they will always be able to refund maturing obligations, however large these are. In 2008-2009, many managements learned how perilous that mindset can be.
财务韧性需三重保障：（1）稳定且可观的收益流；（2）充足的流动性资产；（3）无重大短期现金需求。多数公司正是忽视第三点才遭遇意外困境：盈利企业的CEO常误判自身偿债能力，认为无论到期债务多大都能偿还。2008-2009年，许多管理层终于意识到这一思维的危险性。

Here’s how we will always stand on the three essentials. First, our earnings stream is huge and comes from a vast array of businesses. Our shareholders now own many large companies that have durable competitive advantages, and we will acquire more of those in the future. Our diversification assures Berkshire’s continued profitability, even if a catastrophe causes insurance losses that far exceed any previously experienced.
我们始终坚守这三项原则。第一，收益流巨大且多元。股东现拥有众多具备持久竞争优势的企业，未来将继续收购此类公司。这种多元化确保即使遭遇远超历史的保险巨灾损失，公司盈利能力仍可持续。

# Cash Reserves: Oxygen for Business

现金储备：企业的氧气

Next up is cash. At a healthy business, cash is sometimes thought of as something to be minimized – as an unproductive asset that acts as a drag on such markers as return on equity. Cash, though, is to a business as oxygen is to an individual: never thought about when it is present, the only thing in mind when it is absent.
第二，现金储备至关重要。在健康企业中，现金常被视为无生产力资产，拖累净资产回报率。但现金对企业的作用如同氧气对人类：充足时无人在意，枯竭时唯一所想。

American business provided a case study of that in 2008. In September of that year, many long-prosperous companies suddenly wondered whether their checks would bounce in the days ahead. Overnight, their financial oxygen disappeared.
2008年金融危机便是典型案例。该年9月，许多长期繁荣的企业突然担忧支票能否兑付。一夜之间，它们的财务氧气消失殆尽。

At Berkshire, our “breathing” went uninterrupted. Indeed, in a three-week period spanning late September and early October, we supplied $15.6 billion of fresh money to American businesses.
伯克希尔的“呼吸”从未中断。事实上，在2008年9月末至10月初的三周内，我们向美国企业注入156亿美元新资金。

We could do that because we always maintain at least $20 billion – and usually far more – in cash equivalents. And by that we mean U.S. Treasury bills, not other substitutes for cash that are claimed to deliver liquidity and actually do so, except when it is truly needed. When bills come due, only cash is legal tender. Don’t leave home without it.
我们之所以能如此，因始终持有至少200亿美元现金等价物（通常远超此数）。所谓现金等价物，我们特指美国国债，而非其他“声称流动性强”的替代品（这些工具在真正需要时往往失效）。当债务到期时，唯有现金是法定货币。出门请勿忘带现金。

Finally – getting to our third point – we will never engage in operating or investment practices that can result in sudden demands for large sums. That means we will not expose Berkshire to short-term debt maturities of size nor enter into derivative contracts or other business arrangements that could require large collateral calls.
第三，我们绝不会从事可能引发突发大额资金需求的运营或投资。这意味着伯克希尔不会承担大规模短期债务，也不会签订可能触发巨额保证金追缴的衍生品合约或其他商业安排。

Some years ago, we became a party to certain derivative contracts that we believed were significantly mispriced and that had only minor collateral requirements. These have proved to be quite profitable. Recently, however, newly-written derivative contracts have required full collateralization. And that ended our interest in derivatives, regardless of what profit potential they might offer. We have not, for some years, written these contracts, except for a few needed for operational purposes at our utility businesses.
多年前，我们曾参与某些定价严重偏离且抵押要求极低的衍生品交易，这些交易最终盈利丰厚。但近年新衍生品合约要求全额抵押，我们随即终止对此类工具的兴趣，无论其潜在利润如何。过去数年我们未再签署新合约，仅少数公用事业子公司为运营目的保留旧合约。

Moreover, we will not write insurance contracts that give policyholders the right to cash out at their option. Many life insurance products contain redemption features that make them susceptible to a “run” in times of extreme panic. Contracts of that sort, however, do not exist in the property-casualty world that we inhabit. If our premium volume should shrink, our float would decline – but only at a very slow pace.
我们亦不会签署允许保单持有人随时退保的保险合约。许多寿险产品包含赎回条款，极端恐慌时可能引发挤兑。但财产险领域（我们所在行业）不存在此类风险。若保费收入下降，浮存金规模也会下降——但速度极为缓慢。

# The Reason for Conservatism

为何如此保守？

The reason for our conservatism, which may impress some people as extreme, is that it is entirely predictable that people will occasionally panic, but not at all predictable when this will happen. Though practically all days are relatively uneventful, tomorrow is always uncertain. (I felt no special apprehension on December 6, 1941 or September 10, 2001.) And if you can’t predict what tomorrow will bring, you must be prepared for whatever it does.
我们的保守策略看似极端，实则理性：人类恐慌虽可预见，但爆发时机不可知。尽管多数日子平静如常，明天永远充满未知。（1941年12月6日或2001年9月10日，我未察觉风暴将至。）若您无法预判未来，必须为所有可能做好准备。

A CEO who is 64 and plans to retire at 65 may have his own special calculus in evaluating risks that have only a tiny chance of happening in a given year. He may, in fact, be “right” 99% of the time. Those odds, however, hold no appeal for us. We will never play financial Russian roulette with the funds you’ve entrusted to us, even if the metaphorical gun has 100 chambers and only one bullet. In our view, it is madness to risk losing what you need in pursuing what you simply desire.
一位64岁、计划次年退休的CEO可能会以“年度风险概率极低”为由放松警惕，毕竟多数年份他都是正确的。但对我们而言，这种“99%胜率”毫无吸引力。我们从不拿您托付的资金玩“财务俄罗斯轮盘赌”——即使枪膛百发仅一发子弹，这种风险也绝不容许。在我们看来，为追逐欲望而牺牲生存所需，无异于疯狂。

# Berkshire’s Long-Term Strategy

伯克希尔的长期战略

Despite our conservatism, I think we will be able every year to build the underlying per-share earning power of Berkshire. That does not mean operating earnings will increase each year – far from it. The U.S. economy will ebb and flow – though mostly flow – and, when it weakens, so will our current earnings. But we will continue to achieve organic gains, make bolt-on acquisitions and enter new fields. I believe, therefore, that Berkshire will annually add to its underlying earning power.
尽管保守，我相信每年都能提升伯克希尔的每股基础盈利能力。这并不意味着运营收益年年增长——美国经济有涨有落（以涨为主），经济疲软时收益也会下降。但我们通过内生增长、补充性并购及新领域拓展，将持续增强基础盈利能力。

In some years the gains will be substantial, and at other times they will be minor. Markets, competition, and chance will determine when opportunities come our way. Through it all, Berkshire will keep moving forward, powered by the array of solid businesses we now possess and the new companies we will purchase. In most years, moreover, our country’s economy will provide a strong tailwind for business. We are blessed to have the United States as our home field.
某些年份收益将显著，另一些年份则微薄。市场、竞争与机遇决定机会何时出现。无论如何，伯克希尔将凭借现有优质企业及未来收购稳步前行。多数年份中，美国经济将为企业提供强劲顺风。我们幸运地以美国为根基。

# The Next 50 Years at Berkshire

伯克希尔的未来五十年

# Long-Term Gain Limitations

长期收益增长的局限性

The bad news is that Berkshire’s long-term gains – measured by percentages, not by dollars – cannot be dramatic and will not come close to those achieved in the past 50 years. The numbers have become too big. I think Berkshire will outperform the average American company, but our advantage, if any, won’t be great.
坏消息是，伯克希尔的长期收益（按百分比而非美元绝对值衡量）将无法重现过去五十年的辉煌。数据规模已过于庞大，我们仍将跑赢美国企业平均水平，但优势将远不及从前。

Eventually – probably between ten and twenty years from now – Berkshire’s earnings and capital resources will reach a level that will not allow management to intelligently reinvest all of the company’s earnings. At that time our directors will need to determine whether the best method to distribute the excess earnings is through dividends, share repurchases or both. If Berkshire shares are selling below intrinsic business value, massive repurchases will almost certainly be the best choice. You can be comfortable that your directors will make the right decision.
未来十至二十年内，伯克希尔的盈利与资本将大到管理层难以全部有效再投资。届时董事会需决定分红、回购或两者结合的最优方案。若股价低于内在价值，大规模回购几乎必然成为首选。请放心，董事们会做出正确决策。

# Shareholder Principles and Corporate Culture

股东原则与企业文化

No company will be more shareholder-minded than Berkshire. For more than 30 years, we have annually reaffirmed our Shareholder Principles (see page 117), always leading off with: “Although our form is corporate, our attitude is partnership.” This covenant with you is etched in stone.
没有哪家公司会比伯克希尔更以股东利益为先。30多年来，我们每年重申股东原则（见第117页），开篇始终如一：“尽管形式为公司制，我们始终持有合伙制心态。”这一承诺如石碑般牢固。

We have an extraordinarily knowledgeable and business-oriented board of directors ready to carry out that promise of partnership. None took the job for the money: In an arrangement almost non-existent elsewhere, our directors are paid only token fees. They receive their rewards instead through ownership of Berkshire shares and the satisfaction that comes from being good stewards of an important enterprise.
我们拥有一支高度专业且以业务为导向的董事会践行这一承诺。没人因薪酬而来：我们的董事仅领取象征性费用，其回报源自持有伯克希尔股票及管理伟大企业的成就感。

The shares that they and their families own – which, in many cases, are worth very substantial sums – were purchased in the market (rather than their materializing through options or grants). In addition, unlike almost all other sizable public companies, we carry no directors and officers liability insurance. At Berkshire, directors walk in your shoes.
他们及其家族持有的巨额股份均自掏腰包购入（而非期权或赠予）。此外，伯克希尔是极少数不购买董事及高管责任险的大型上市公司。在这里，董事们与股东同穿一双鞋。

# CEO Succession and Governance

CEO继任与治理

To further ensure continuation of our culture, I have suggested that my son, Howard, succeed me as a non-executive Chairman. My only reason for this wish is to make change easier if the wrong CEO should ever be employed and there occurs a need for the Chairman to move forcefully. I can assure you that this problem has a very low probability of arising at Berkshire – likely as low as at any public company. In my service on the boards of nineteen public companies, however, I’ve seen how hard it is to replace a mediocre CEO if that person is also Chairman. (The deed usually gets done, but almost always very late.)
为延续文化，我提议由儿子霍华德（Howard）接任非执行董事长。此举唯一目的是：若未来出现糟糕的CEO，董事长可推动变革。我确信伯克希尔出现此问题的概率极低（与其他上市公司相当），但曾在19家公司董事会任职的经历让我深知：当平庸CEO兼任董事长时，替换过程异常艰难。（问题最终会被解决，但往往太迟。）

If elected, Howard will receive no pay and will spend no time at the job other than that required of all directors. He will simply be a safety valve to whom any director can go if he or she has concerns about the CEO and wishes to learn if other directors are expressing doubts as well. Should multiple directors be apprehensive, Howard’s chairmanship will allow the matter to be promptly and properly addressed.
若当选，霍华德不会领取薪酬，仅履行董事常规职责。他将扮演“安全阀”角色——若有董事对CEO存疑，可向他寻求支持。若多数董事担忧，霍华德将推动及时且妥善的处理。

Choosing the right CEO is all-important and is a subject that commands much time at Berkshire board meetings. Managing Berkshire is primarily a job of capital allocation, coupled with the selection and retention of outstanding managers to captain our operating subsidiaries. Obviously, the job also requires the replacement of a subsidiary’s CEO when that is called for. These duties require Berkshire’s CEO to be a rational, calm and decisive individual who has a broad understanding of business and good insights into human behavior. It’s important as well that he knows his limits. (As Tom Watson, Sr. of IBM said, “I’m no genius, but I’m smart in spots and I stay around those spots.”)
选择正确的CEO至关重要，这是伯克希尔董事会的首要议题。管理伯克希尔的核心任务是资本配置，以及选拔并留住优秀管理者运营子公司。显然，CEO还需具备在必要时替换子公司CEO的能力。胜任者必须理性、冷静且果断，深刻理解商业与人性，并清楚自身局限。（IBM创始人老沃森曾说：“我不是天才，但在特定领域足够聪明，且始终专注这些领域。”）

Character is crucial: A Berkshire CEO must be “all in” for the company, not for himself. (I’m using male pronouns to avoid awkward wording, but gender should never decide who becomes CEO.) He can’t help but earn money far in excess of any possible need for it. But it’s important that neither ego nor avarice motivate him to reach for pay matching his most lavishly-compensated peers, even if his achievements far exceed theirs. A CEO’s behavior has a huge impact on managers down the line: If it’s clear to them that shareholders’ interests are paramount to him, they will, with few exceptions, also embrace that way of thinking.
品格至关重要：伯克希尔CEO必须“全身心投入公司”，而非个人私利。（为避免行文累赘，使用男性代词，但性别绝非选人标准。）他的薪酬必然远超实际需求，但虚荣与贪婪绝不能驱使他追逐同行最高薪酬，即使成就远超同僚。CEO的行为将深远影响管理层：若他明确以股东利益为先，下属管理者也会效仿。

# Corporate Decay and Cultural Defense

企业衰退与文化防御

My successor will need one other particular strength: the ability to fight off the ABCs of business decay – which are arrogance, bureaucracy and complacency. When these corporate cancers metastasize, even the strongest of companies can falter. The examples available to prove the point are legion, but to maintain friendships I will exhume only cases from the distant past.
继任者必须具备另一关键能力：抵御企业衰退三大病因（Arrogance傲慢、Bureaucracy官僚主义、Complacency自满）。这些“癌细胞”扩散时，再强大的企业也会衰败。历史案例众多，为维护友谊，仅列举遥远案例。

In their glory days, General Motors, IBM, Sears Roebuck and U.S. Steel sat atop huge industries. Their strengths seemed unassailable. But the destructive behavior I deplored above eventually led each of them to fall to depths that their CEOs and directors had not long before thought impossible. Their one-time financial strength and historical earning power proved no defense.
通用汽车、IBM、西尔斯和美国钢铁公司曾雄踞行业之巅，看似坚不可摧。但上述破坏性行为最终导致它们跌至管理层曾认为不可能的低谷。曾经的财务实力与盈利记录在傲慢与官僚面前毫无抵抗力。

Only a vigilant and determined CEO can ward off such debilitating forces as Berkshire grows ever larger. He must never forget Charlie’s plea: “Tell me where I’m going to die, so I’ll never go there.” If our non-economic values were to be lost, much of Berkshire’s economic value would collapse as well. “Tone at the top” will be key to maintaining Berkshire’s special culture.
随着伯克希尔体量增长，唯有警觉且坚定的CEO能抵御这些致衰因素。他必须铭记查理的箴言：“告诉我哪里会致命，我就永不涉足。”若丧失非经济价值观，伯克希尔的经济价值也将崩塌。“高层基调”是维系特殊文化的根基。

# CEO Structure and Governance

CEO架构与治理

Fortunately, the structure our future CEOs will need to be successful is firmly in place. The extraordinary delegation of authority now existing at Berkshire is the ideal antidote to bureaucracy. In an operating sense, Berkshire is not a giant company but rather a collection of large companies. At headquarters, we have never had a committee nor have we ever required our subsidiaries to submit budgets (though many use them as an important internal tool). We don’t have a legal office nor departments that other companies take for granted: human relations, public relations, investor relations, strategy, acquisitions, you name it.
幸运的是，确保未来CEO成功的架构已就位。伯克希尔的特殊授权模式是官僚主义的解毒剂。从运营角度，伯克希尔并非“巨型企业”，而是一组大型企业的集合。总部从未设立委员会，也不要求子公司提交预算（尽管许多子公司内部使用）。我们没有法务部门，也无其他公司习以为常的部门：人力资源、公关、投资者关系、战略部、并购部，等等。

We do, of course, have an active audit function; no sense being a damned fool. To an unusual degree, however, we trust our managers to run their operations with a keen sense of stewardship. After all, they were doing exactly that before we acquired their businesses. With only occasional exceptions, furthermore, our trust produces better results than would be achieved by streams of directives, endless reviews and layers of bureaucracy. Charlie and I try to interact with our managers in a manner consistent with what we would wish for, if the positions were reversed.
当然，我们设有活跃的审计职能（避免愚蠢错误）。但伯克希尔的信任文化更为独特：我们相信管理者会像经营自家生意一样管理公司。毕竟，他们早在被收购前便已如此。少数例外之外，这种信任带来的成效优于层层指令、无尽审批与官僚结构。查理和我始终以换位思考的方式与管理者互动。

# CEO Selection and Investment Management

CEO选拔与投资管理

Our directors believe that our future CEOs should come from internal candidates whom the Berkshire board has grown to know well. Our directors also believe that an incoming CEO should be relatively young, so that he or she can have a long run in the job. Berkshire will operate best if its CEOs average well over ten years at the helm. (It’s hard to teach a new dog old tricks.) And they are not likely to retire at 65 either (or have you noticed?).
董事会坚信，未来CEO应从董事会熟悉的内部人选中选拔。同时，他们认为新CEO应相对年轻，以确保长期任职。伯克希尔的最佳状态是CEO平均任期超十年。（新狗难教旧把戏。）且他们未必会在65岁退休（您是否已注意到这一点？）

In both Berkshire’s business acquisitions and large, tailored investment moves, it is important that our counterparties be both familiar with and feel comfortable with Berkshire’s CEO. Developing confidence of that sort and cementing relationships takes time. The payoff, though, can be huge.
无论是业务收购还是定制化投资，交易对手熟悉且信任伯克希尔的CEO至关重要。建立信任需时间，但回报巨大。

Both the board and I believe we now have the right person to succeed me as CEO – a successor ready to assume the job the day after I die or step down. In certain important respects, this person will do a better job than I am doing.
董事会与我都确信，已有合适的CEO继任者——一位在我去世或卸任次日即可接管的人选。某些方面，他将比我更出色。

# Investment Management and Future Outlook

投资管理与未来展望

Investments will always be of great importance to Berkshire and will be handled by several specialists. They will report to the CEO because their investment decisions, in a broad way, will need to be coordinated with Berkshire’s operating and acquisition programs. Overall, though, our investment managers will enjoy great autonomy. In this area, too, we are in fine shape for decades to come.
投资对伯克希尔始终重要，将由多位专家管理。他们向CEO汇报，因投资决策需与运营及并购计划协调。但整体而言，投资团队享有高度自主权。未来数十年，这一架构将确保我们在投资领域表现优异。

Todd Combs and Ted Weschler, each of whom has spent several years on Berkshire’s investment team, are first-rate in all respects and can be of particular help to the CEO in evaluating acquisitions.
托德·康布斯（Todd Combs）与泰德·韦施勒（Ted Weschler）已在伯克希尔投资团队服务多年，堪称顶尖人才。他们在评估并购项目时对CEO提供关键支持。

All told, Berkshire is ideally positioned for life after Charlie and I leave the scene. We have the right people in place – the right directors, managers and prospective successors to those managers. Our culture, furthermore, is embedded throughout their ranks. Our system is also regenerative. To a large degree, both good and bad cultures self-select to perpetuate themselves. For very good reasons, business owners and operating managers with values similar to ours will continue to be attracted to Berkshire as a one-of-a-kind and permanent home.
总而言之，伯克希尔已为查理和我离开后的时代做好准备。我们拥有正确的董事、管理者及继任者，文化已深植于整个组织。我们的体系具备自我更新能力，优秀文化会自我强化。正因如此，志同道合的企业主与管理者将持续被伯克希尔吸引——这里是一站式、永久性的归宿。

# Shareholder Philosophy and Governance

股东理念与治理

I would be remiss if I didn’t salute another key constituency that makes Berkshire special: our shareholders. Berkshire truly has an owner base unlike that of any other giant corporation. That fact was demonstrated in spades at last year’s annual meeting, where the shareholders were offered a proxy resolution:
若不致敬另一群让伯克希尔与众不同的关键人物——我们的股东——将是我的失职。伯克希尔的股东结构与任何其他大型企业截然不同。这一点在去年股东大会上得到充分证明：股东们收到了一项代理投票决议：

RESOLVED: Whereas the corporation has more money than it needs and since the owners unlike Warren are not multi-billionaires, the board shall consider paying a meaningful annual dividend on the shares.
决议：鉴于公司现金过剩，而多数股东（不同于沃伦本人）并非亿万富翁，董事会应考虑支付有实际意义的年度股息。

The sponsoring shareholder of that resolution never showed up at the meeting, so his motion was not officially proposed. Nevertheless, the proxy votes had been tallied, and they were enlightening.
提案股东未出席大会，因此决议未正式提交。但代理投票结果已统计，且极具启发性。

Not surprisingly, the A shares – owned by relatively few shareholders, each with a large economic interest – voted “no” on the dividend question by a margin of 89 to 1.
不出所料，A类股东（数量少但单笔持股大）以89:1的压倒性比例反对派息。

The remarkable vote was that of our B shareholders. They number in the hundreds of thousands – perhaps even totaling one million – and they voted 660,759,855 “no” and 13,927,026 “yes,” a ratio of about 47 to 1.
更令人惊叹的是B类股东的投票结果。他们人数达数十万甚至百万，最终以47:1的比例（660,759,855票反对 vs 13,927,026票支持）否决派息提议。

Our directors recommended a “no” vote but the company did not otherwise attempt to influence shareholders. Nevertheless, 98% of the shares voting said, in effect, “Don’t send us a dividend but instead reinvest all of the earnings.” To have our fellow owners – large and small – be so in sync with our managerial philosophy is both remarkable and rewarding.
董事会虽建议反对，但公司未施加其他影响。然而98%的投票股东以行动表态：“不要派息，而是将盈利再投资。”能让大小股东如此认同管理层理念，实属罕见且令人欣慰。

I am a lucky fellow to have you as partners.
能与你们为伴，是我之幸。

Warren E. Buffett
沃伦·E·巴菲特

# Vice Chairman’s Thoughts – Past and Future

副董事长的思考：过去与未来

To the shareholders of Berkshire Hathaway Inc.:
致伯克希尔·哈撒韦公司股东：

I closely watched the 50-year history of Berkshire’s uncommon success under Warren Buffett. And it now seems appropriate that I independently supplement whatever celebratory comment comes from him. I will try to do five things.
在沃伦·巴菲特领导下的伯克希尔50年非凡成功令我深感钦佩。如今，我愿独立补充一些观点，尝试完成以下五项任务：

(1) Describe the management system and policies that caused a small and unfixably-doomed commodity textile business to morph into the mighty Berkshire that now exists,
(2) Explain how the management system and policies came into being,
(3) Explain, to some extent, why Berkshire did so well,
(4) Predict whether abnormally good results would continue if Buffett were soon to depart, and
(5) Consider whether Berkshire’s great results over the last 50 years have implications that may prove useful elsewhere.
（1）描述这套管理体系如何将一家注定衰败的小型纺织企业转型为今日强大的伯克希尔；
（2）解析这套体系的形成过程；
（3）简述伯克希尔成功的原因；
（4）预测若巴菲特卸任后能否延续辉煌；
（5）探讨其经验对其他企业的借鉴意义。

# The Berkshire System Under Buffett

巴菲特时代的伯克希尔体系

The management system and policies of Berkshire under Buffett (herein together called “the Berkshire system”) were fixed early and are described below:
巴菲特领导下的伯克希尔管理体系（以下统称“伯克希尔体系”）早期即确立，核心特征如下：

Berkshire would be a diffuse conglomerate, averse only to activities about which it could not make useful predictions.
伯克希尔将作为分散化集团运营，唯一规避的是无法预测的业务。
Its top company would do almost all business through separately incorporated subsidiaries whose CEOs would operate with very extreme autonomy.
母公司通过独立子公司运营，CEO享有极高自主权。
There would be almost nothing at conglomerate headquarters except a tiny office suite containing a Chairman, a CFO, and a few assistants who mostly helped the CFO with auditing, internal control, etc.
总部极度精简，仅设董事长、CFO及少数助理（主要协助财务审计与内控）。
Berkshire subsidiaries would always prominently include casualty insurers. Those insurers as a group would be expected to produce dependable underwriting gains while also generating substantial “float” (from unpaid insurance liabilities) for investment.
子公司组合始终包含财产险公司。它们需持续盈利并创造大量“浮存金”（未支付保险负债），用于投资。
There would be no significant system-wide personnel system, stock option system, other incentive system, or retirement system, because the subsidiaries would have their own systems, often different.
全集团无统一人事、期权、激励或退休制度，各子公司自主制定差异化政策。
Berkshire’s Chairman would reserve only a few activities for himself:
董事长仅保留少数核心职能：
- (i) Manage almost all security investments, with these normally residing in Berkshire’s casualty insurers.
  （i）管理几乎所有证券投资（主要由财产险公司持有）。
- (ii) Choose all CEOs of important subsidiaries, fix their compensation, and obtain private succession plans.
  （ii）选拔子公司CEO，设定薪酬，并要求制定继任方案。
- (iii) Deploy excess cash to acquire new subsidiaries after strengthening existing ones.
  （iii）将现金优先用于收购新子公司（先强化现有业务）。
- (iv) Be available for any subsidiary CEO’s requests, requiring minimal additional contact.
  （iv）随时响应CEO需求，但几乎不主动干预。
- (v) Write an annual letter designed as he would wish as a passive shareholder, and answer hours of questions at meetings.
  （v）撰写年报信函（以小股东视角出发），并在股东大会上解答数小时提问。
- (vi) Serve as an exemplar in a culture that benefits customers, shareholders and stakeholders long-term.
  （vi）以身作则塑造企业文化，长期惠及客户、股东与利益相关者。
- (vii) Reserve time for reading and thinking to advance learning at any age.
  （vii）保持深度阅读与思考，无论年龄几何。
- (viii) Enthusiastically admire others’ accomplishments.
  （viii）热忱赞赏他人成就。
New subsidiaries would usually be bought with cash, not newly issued stock.
收购新子公司优先使用现金，而非增发股份。
Berkshire would not pay dividends so long as retained earnings create more than $1 of market value per $1.
只要留存收益能创造每1美元超1美元市值，绝不派息。
Berkshire would seek fair prices for understandable good businesses with long-term CEOs already in place.
收购标准：合理价格收购易理解的优质企业，且现有管理层长期任职意愿强。
CEOs must be trustworthy, skilled, energetic, and passionate about their business.
CEO选拔标准：值得信赖、能力突出、精力充沛且热爱事业。
Berkshire would almost never sell a subsidiary.
极少出售旗下企业。
A CEO would never be moved to an unrelated subsidiary.
绝不将CEO调任无关子公司。
Subsidiary CEOs would never retire due to age alone.
CEO任职不受年龄限制。
Berkshire would maintain minimal debt to ensure perfect creditworthiness and liquidity for opportunities.
极低负债以维持顶尖信用与充沛现金流，把握突发机遇。
Berkshire would be seller-friendly to large businesses, ensuring confidentiality if no deal materializes.
对潜在卖家极度友好，若交易未成，董事长及少数人严守秘密。

# Why Is Berkshire Unique?

为何伯克希尔如此独特？

Both the elements of the Berkshire system and their collected size are quite unusual. No other large corporation I know of has half of such elements in place.
伯克希尔体系的完整性与规模前所未有。我所知的大型企业中，无一具备其半数特征。

How did Berkshire happen to get a corporate personality so different from the norm?
伯克希尔为何能形成如此独特的文化？

Well, Buffett, even when only 34 years old, controlled about 45% of Berkshire’s shares and was completely trusted by all the other big shareholders. He could install whatever system he wanted. And he did so, creating the Berkshire system.
即便年仅34岁，巴菲特已持有45%股份，且被其他大股东完全信任。他得以推行自己设计的体系，并最终塑造了今日的伯克希尔。

Almost every element was chosen because Buffett believed it would help maximize Berkshire’s achievement under his leadership. He was not trying to create a one-size-fits-all system for other corporations. Indeed, Berkshire’s subsidiaries were not required to use the Berkshire system in their own operations. And some flourished while using different systems.
这套体系每一项均基于巴菲特对自身领导下企业最大化的判断，并非为其他企业设计通用模板。事实上，旗下子公司无需强制采用伯克希尔体系，部分企业甚至以不同模式繁荣发展。

What was Buffett aiming at as he designed the Berkshire system? Well, over the years I diagnosed several important themes:
巴菲特设计这一体系时的目标是什么？结合多年观察，我总结出以下核心理念：

Maximize rationality, skills and devotion of key people, starting with himself.
首要目标：提升关键人物（包括自身）的理性、能力与投入。
Pursue win/win results – e.g., gaining loyalty by giving it.
追求共赢——例如通过给予忠诚赢得忠诚。
Prioritize long-term decisions by decision-makers who stay long enough to bear consequences.
决策者需长期任职，以确保长期主义。
Minimize bureaucratic harm at headquarters.
总部需极致精简以避免官僚主义。
Contribute to spreading wisdom, like Ben Graham.
传承智慧，如同本杰明·格雷厄姆所做。

When Buffett developed the Berkshire system, did he foresee all the benefits that followed? No. Buffett stumbled into some benefits through practice evolution. But, when he saw useful consequences, he strengthened their causes.
巴菲特最初是否预见到这一体系的所有优势？并非如此。他通过实践逐步发现其价值，并持续强化这些机制。

# Vice Chairman’s Thoughts – Past and Future

副董事长的思考：过去与未来

To the shareholders of Berkshire Hathaway Inc.:
致伯克希尔·哈撒韦公司股东：

# The Berkshire System Under Buffett

巴菲特时代的伯克希尔体系

The management system and policies of Berkshire under Buffett (herein together called “the Berkshire system”) were fixed early and are described below:
巴菲特领导下的伯克希尔管理体系（统称“伯克希尔体系”）早期即确立，核心特征如下：

Berkshire would be a diffuse conglomerate, averse only to activities about which it could not make useful predictions.
伯克希尔将作为分散化集团运营，唯一规避的是无法预测的业务。
Its top company would do almost all business through separately incorporated subsidiaries whose CEOs would operate with very extreme autonomy.
母公司通过独立子公司运营，CEO享有极高自主权。
There would be almost nothing at conglomerate headquarters except a tiny office suite containing a Chairman, a CFO, and a few assistants who mostly helped the CFO with auditing, internal control, etc.
总部极度精简，仅设董事长、CFO及少数助理（主要协助财务审计与内控）。
Berkshire subsidiaries would always prominently include casualty insurers. Those insurers as a group would be expected to produce dependable underwriting gains while also generating substantial “float” (from unpaid insurance liabilities) for investment.
子公司组合始终包含财产险公司。它们需持续盈利并创造大量“浮存金”（未支付保险负债），用于投资。
There would be no significant system-wide personnel system, stock option system, other incentive system, or retirement system, because the subsidiaries would have their own systems, often different.
全集团无统一人事、期权、激励或退休制度，各子公司自主制定差异化政策。
Berkshire’s Chairman would reserve only a few activities for himself:
董事长仅保留少数核心职能：
- (i) Manage almost all security investments, with these normally residing in Berkshire’s casualty insurers.
  （i）管理几乎所有证券投资（主要由财产险公司持有）。
- (ii) Choose all CEOs of important subsidiaries, fix their compensation, and obtain private succession plans.
  （ii）选拔子公司CEO，设定薪酬，并制定继任方案。
- (iii) Deploy excess cash to acquire new subsidiaries after strengthening existing ones.
  （iii）将现金优先用于收购新子公司（先强化现有业务）。
- (iv) Be available for any subsidiary CEO’s requests, requiring minimal intervention.
  （iv）随时响应CEO需求，但几乎不主动干预。
- (v) Write an annual letter designed as he would wish as a passive shareholder.
  （v）撰写年报信函（以小股东视角出发）。
- (vi) Serve as an exemplar in a culture benefiting stakeholders long-term.
  （vi）以身作则塑造企业文化，长期惠及利益相关者。
- (vii) Reserve time for reading and thinking to advance learning at any age.
  （vii）保持深度阅读与思考，无论年龄几何。
- (viii) Enthusiastically admire others’ accomplishments.
  （viii）热忱赞赏他人成就。
New subsidiaries would usually be bought with cash, not newly issued stock.
收购新子公司优先使用现金，而非增发股份。
Berkshire would not pay dividends so long as retained earnings create more than $1 of market value per $1.
只要留存收益能创造每1美元超1美元市值，绝不派息。
Berkshire would seek fair prices for understandable good businesses with long-term CEOs already in place.
收购标准：合理价格收购易理解的优质企业，且管理层长期任职意愿强。
CEOs must be trustworthy, skilled, energetic, and passionate about their business.
CEO选拔标准：值得信赖、能力突出、精力充沛且热爱事业。
Berkshire would almost never sell a subsidiary.
极少出售旗下企业。
A CEO would never be moved to an unrelated subsidiary.
绝不将CEO调任无关子公司。
Subsidiary CEOs would never retire due to age alone.
CEO任职不受年龄限制。
Berkshire would maintain minimal debt to ensure perfect creditworthiness and liquidity for opportunities.
极低负债以维持顶尖信用与充沛现金流，把握突发机遇。
Berkshire would be seller-friendly to large businesses, ensuring confidentiality if no deal materializes.
对潜在卖家极度友好，交易未成时严守秘密。

# Why Is Berkshire Unique?

为何伯克希尔如此独特？

How did Berkshire happen to get a corporate personality so different from the norm?
伯克希尔为何能形成如此独特的文化？

Maximize rationality, skills and devotion of key people, starting with himself.
首要目标：提升关键人物（包括自身）的理性、能力与投入。
Pursue win/win results – e.g., gaining loyalty by giving it.
追求共赢——例如通过给予忠诚赢得忠诚。
Prioritize long-term decisions by decision-makers who stay long enough to bear consequences.
决策者需长期任职，以确保长期主义。
Minimize bureaucratic harm at headquarters.
总部需极致精简以避免官僚主义。
Contribute to spreading wisdom, like Ben Graham.
传承智慧，如同本杰明·格雷厄姆所做。

# Why Did Berkshire Under Buffett Do So Well?

为何巴菲特时代的伯克希尔如此成功？

Only four large factors occur to me:
我认为以下四个因素至关重要：

The constructive peculiarities of Buffett,
The constructive peculiarities of the Berkshire system,
Good luck, and
The intense devotion of shareholders and admirers, including some in the press.

巴菲特的特质、伯克希尔体系的独特性、好运，以及股东与粉丝（含媒体）的狂热忠诚。

I believe all four factors were present and helpful. But the heavy freight was carried by the constructive peculiarities, the weird devotion, and their interactions.
四者缺一不可，但核心驱动力来自前两者及其互动。

Buffett’s decision to limit his activities to a few kinds and maximize attention to them for 50 years was a lollapalooza. He succeeded for the same reason Roger Federer became good at tennis.
巴菲特专注少数领域并持续深耕50年，这一策略如同费德勒打网球——专精于关键领域并长期坚持。

By concentrating power in long-serving CEOs of subsidiaries, Buffett created strong "John Wooden-type" effects.
正如传奇篮球教练约翰·伍登将比赛时间集中分配给七名最佳球员，巴菲特通过授权子公司CEO自主权，实现了类似效果。

As the Berkshire system granted autonomy and reputation grew, more high-quality subsidiaries and CEOs were attracted. This self-reinforcing cycle ("virtuous circle") reduced headquarters’ workload.
体系赋予的自主性与声誉吸引优质企业与管理者加入，形成良性循环。

# Insurance Operations: The Float Engine

保险业务：浮存金引擎

How well did Berkshire’s focus on casualty insurers pay off?
以财产险为核心子公司的战略效果如何？

Marvelously. Our ambitions were unreasonable, yet we got what we wanted.
成果非凡。我们以超乎寻常的野心获得了理想回报。

Berkshire’s insurers invested in stocks roughly equal to their equity, and the S&P 500’s 10% annual pre-tax return over 50 years created a significant tailwind.
保险子公司将资金投入股票，规模接近其净资产。过去五十年，标普500指数的年化10%税前收益形成强劲助力。

In early decades, Buffett’s stock picks outperformed the index. Later, as Berkshire’s scale grew, Ajit Jain built a reinsurance business from scratch with huge float and underwriting gains. GEICO’s market share quadrupled, and other insurance operations improved through discipline and talent.
早期投资组合跑赢指数，后期因规模扩大，阿吉特·杰恩从零创建再保险业务，带来巨量浮存金与承保利润。GEICO市场份额翻两倍，其他保险业务通过严明纪律与人才储备持续优化。

As Berkshire’s reputation and scale became known, its insurers seized private security opportunities unavailable to peers. Most fixed-maturity securities delivered outstanding returns.
当伯克希尔的声誉与规模被认可后，保险子公司获得同行无法企及的私募证券机会，多数固定期限证券回报率优异。

# The Berkshire System’s Edge

体系优势

Berkshire’s outcome in insurance was not natural. Even well-managed casualty insurers typically deliver mediocre results. But Buffett’s system turned this into a strength by combining float generation, underwriting discipline, niche specialization, and talent retention.
财产险行业普遍平庸，但伯克希尔通过浮存金创造、承保纪律、利基市场专注与人才保留，将劣势转为优势。

Would Buffett recreate the same success if he started fresh today? Unlikely. Even with his intellect and youth restored, the scale and float advantages are now too large to replicate.
若巴菲特今日从零开始，能否复刻相同成功？几乎不可能。即使智力与青春恢复，伯克希尔当前的规模与浮存金优势已难以复制。

# Conglomerate Myths Debunked

打破集团企业偏见

Did Berkshire suffer from being a diffuse conglomerate? No. Its opportunities were enlarged by operational diversity, and Buffett’s skills prevented bad effects common in traditional conglomerates.
伯克希尔因分散化而受困？恰恰相反。多元布局扩大了机遇，而巴菲特的才能避免了传统集团企业的弊端。

# Shareholder Philosophy

股东理念

Why did Berkshire prefer cash over stock for acquisitions?
为何收购优先使用现金而非股票？

Because it was hard to get anything in exchange for Berkshire stock that was as valuable as what was given up.
因伯克希尔股票的价值远超多数交易标的，用股票换资产会稀释股东权益。

Why did non-insurance acquisitions work out when most conglomerate deals fail?
为何其他企业并购通常失败，而伯克希尔成功？

Because Berkshire had methodological advantages:
因体系设计优于同行：

No pressure to buy from an acquisition department,
避免“为收购而收购”的部门压力；
No biased advice from transaction-hungry advisors,
不依赖鼓动交易的顾问；
Buffett’s skepticism and experience as a passive investor,
巴菲特作为被动投资者的经验与怀疑态度；
And above all, his patience.
最关键的是，他的极端耐心。

# Mistakes and Omissions

错误与遗漏

What were Berkshire’s big mistakes under Buffett?
巴菲特时代的重大错误？

While commission errors were common, the largest were omissions — like not buying Walmart stock when it was sure to work out. These omissions cost shareholders at least $50 billion in net worth.
多数错误源于“未行动”，例如错过沃尔玛的投资机会。这些遗漏使股东净值损失至少500亿美元。

# Future Outlook

未来展望

Would Berkshire’s success continue if Buffett left tomorrow? Yes. The subsidiaries have durable competitive advantages. Railroad and utility investments offer long-term capital deployment. Bolt-on acquisitions and operational momentum will persist.
即使巴菲特明日卸任，成功仍将持续：子公司拥有持久竞争优势，铁路与公用事业提供长期资本配置机会，补充性并购与运营动力将继续。

Buffett’s successors — Ajit Jain and Greg Abel — are world-leading executives. They will not leave Berkshire nor seek to alter the system.
接任者阿吉特·杰恩与格雷格·阿贝尔是全球顶尖人才。他们不会离开伯克希尔，也不会寻求改变现有体系。

Nor do I think that desirable purchases of new businesses would end with Buffett’s departure. With Berkshire’s $60 billion cash pile and activist investors on the rise, I expect more constructive deals.
即使巴菲特卸任，优质并购仍会继续。600亿美元现金储备与活跃投资者的崛起，将带来更多机会。

# Lessons for Other Companies

对其他企业的启示

Finally, would Berkshire’s success have implications for other organizations?
伯克希尔的经验对其他企业有借鉴意义吗？

Yes. Its early years solved a key problem — turning a small textile firm into a giant — by avoiding bureaucracy and relying on a long-tenured, improving leader.
当然。早期成功的关键在于规避官僚主义，依靠一位长期任职并持续进化的领导者。

Compare this to typical big corporations with headquarters bureaucracy and CEOs forced out by fixed retirement ages. A good example of bureaucracy fixing is George Marshall’s WWII-era reform: Ignoring seniority to select generals based on merit.
对比传统大公司的总部官僚与强制退休制度，乔治·马歇尔将军在二战期间推动的“按能力选将而非论资排辈”改革便是官僚主义破局的经典案例。

Sincerely,
Charles T. Munger
诚挚致意，
查理·T·芒格

编辑

上次更新: 2025/07/14, 21:42:27

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