The IPO financial due diligence we usually do is to find out the gap between the financial accounting and internal control management of the enterprise and the current IPO system before the project starts, so that the enterprise can make rectification, which is also the basis for us to judge whether to undertake the project, which is obviously different from other types of due diligence objectives. Therefore, we also have great differences in investigation strategies, methods and report results: the strategy is simple, comprehensive and efficient; Methods: Interview, analysis and literature review were the main methods, without calculation and statistics. The report results should not be too long, just reflect the main points of the problem and achieve the goal.

No matter which industry, you should pay attention to the following points:

1. Historical evolution. Whether the registered capital has been paid in full according to law, and whether there are irregularities such as withdrawing capital contribution and false capital injection;

2. Whether the company has operated under the same management and business model in the past three years; If so, how much? Briefly analyze the persistence of this business model;

3. What is the proportion of related party exchanges and related party transactions, and whether it constitutes dependence;

4. Resolutely put an end to horizontal competition;

5. Does the company have an independent production, supply and marketing system, and has the independent operation ability directly facing the market?

6. Whether it is separated from the controlling shareholder in personnel, assets and finance, with independent institutions and businesses, independent accounting and independent responsibilities and risks;

7. Interview to understand the implementation of the five elements of internal control of the company;

8. It is understandable whether income is recognized according to accounting standards, and it is not necessary to measure it. If you want to measure it, it is also the company's own calculation;

9. Whether the revenue and cost match, and compare the gross profit margin simply by product in the past three years; Explain the phenomenon and reasons of mismatch;

10. The occurrence and details of various expenses in recent three years, explaining the reasons for major changes;

1 1. Is the ownership of assets complete? Whether depreciation, amortization and impairment are perfect; Just a rough calculation and estimation;

12. Top ten suppliers and customers in recent three years and their changes;

13. Make a preliminary understanding and analysis of the current transaction, its aging and impairment, and whether there is the possibility of substantial impairment;

14. Pay special attention to other major transactions, and check the subsidiary ledger and original vouchers when necessary;

15. Please read the main terms for major liabilities; For contingent liabilities, please refer to the loan card, enterprise credit report and details of major transactions, and trace the original documents when necessary;

16. Meeting with pending litigation;

17. Whether environmental protection issues are involved;

18. summarize social security issues such as five insurances and one gold;

19. Whether the tax payment record is normal;

20. Initially judge the feasibility of raising funds for investment.

Second, the main focus of financial due diligence work

1. Equity problem: Small and medium-sized high-tech enterprises usually have single equity, small equity scale and unsatisfactory equity structure.

2. Asset problem: small assets, unreasonable asset structure, few tangible assets, many intangible assets and insufficient current assets. Also known as "light assets".

3. Financial issues: regulation and supervision, which is a difficult problem we found in the actual investigation. Mainly manifested in the lack of a sound financial system; Lack of qualified financial personnel; Lack of effective financial management means; Financial internal control is not perfect. It is necessary to focus on verifying the assets and liabilities of enterprises and determine the authenticity of net assets and profits. The problems existing in enterprises should be thoroughly revealed to avoid risks.

4. Team building: the entrepreneurial team is thin, the backbone team is unstable, the employee incentive mechanism is not formed, and the corporate culture construction is blank.

5. Marketing model: lack of a large number of qualified marketing personnel, lack of perfect marketing network, unclear publicity and marketing strategy, marketing model problems, and poor sales return.

6. Orientation of future development goals: lack of clear long-term development goals and clearly subdivided enterprise positioning.