Growth enterprise market-these three words have made qualified SMEs look forward to it for too long. Now the enthusiasm of small and medium-sized enterprises for restructuring and listing is high. In the process of its restructuring, the evaluation industry occupies a very important position.
Although this is a big market, many people are still very cautious about it in the evaluation industry.
Problems to be solved in intangible assets evaluation
Intangible assets are a headache in the process of asset evaluation of small and medium-sized enterprises.
For GEM, many small and medium-sized enterprises that are expected to be listed here belong to high-tech enterprises, and intangible assets account for a large proportion of total assets, so it is difficult to identify off-balance-sheet assets.
Intangible assets are uncertain and risky, and different asset evaluation methods will bring different results.
Generally speaking, there are three main methods of asset evaluation: cost method, income method and market method. Since 2004, according to the relevant regulations, appraisers can choose their own evaluation methods. In this way, there will be different evaluation results.
If the cost method is used to evaluate the enterprise value, assets include not only book assets, but also off-balance-sheet assets, and the definition of off-balance-sheet assets is a difficult problem in the evaluation. If the income method is used to evaluate the enterprise value, and the enterprise output determines the enterprise value, the difficulty of asset definition can be omitted. If the market method is used to evaluate the enterprise value, we should pay special attention to the relationship between assets and income. For high-tech enterprises, their book assets may be few, but the rate of return is high and the risk is high, which is a problem that needs attention when evaluating.
In the detailed rules of the Growth Enterprise Market, many contents involve proprietary technology, so how to quantify the potential of this technology is what the evaluation agency should do. The evaluation of intangible assets is exactly the difficulty we encounter. The key is to measure the expected benefits of technology, which is difficult. Mature patents can be quantified, but different appraisers have different understandings of the evaluation of new technologies. As the saying goes, different people have different opinions. But for appraisers, this is the risk, and it is also what they are confused about at present.
Disputes about goodwill
The calculation of goodwill is also one of the difficult problems.
In the accounting treatment of share transfer, the part where the total value of the enterprise exceeds the tangible assets is goodwill, which cannot be quantified separately.
For different enterprises, the content and potential value of intangible assets cannot be explained by goodwill. For example, the technical content, production capacity and potential value of "people" of high-tech enterprises cannot be called goodwill. Goodwill is the profitability generated in the process of enterprise operation, not created by technical content. For time-honored brands, goodwill is more accurate, and the goodwill of high-tech enterprises and IT enterprises is not easy to quantify. It can only be said that there is a difference. Whether this is called goodwill remains to be discussed.
What's more, goodwill is constantly changing, and only accounting treatment involving equity purchase will involve the appreciation and depreciation of goodwill. Only when there is a difference between the purchased value and the actual value in the process of equity purchase can goodwill be accounted for.
The high-risk and high-return market risk and the asymmetry of evaluation income are also one of the concerns of the evaluation industry.
From the risk point of view, we only do enterprises that we can grasp and have obvious profit performance-although the scale can not meet the requirements of the main board, they are profitable, but they just need to inject assets to help them expand reproduction or find new growth points; For those enterprises that are still in the early stage of R&D, the future market is unpredictable, and they completely need external capital injection support, we will consider whether to accept them. Although the latter looks more entrepreneurial, it is too risky after all.
The "dark horse" is certainly valuable, such as Microsoft in its infancy, when almost no one could understand this technology. However, if you are wrong, after the company goes public, the products will not be recognized, unprofitable or even eventually delisted, and the risk will be too great.
Generally, the current evaluation fee standard is calculated according to the evaluation value, but the risk of GEM is so great that the fee standard has not been raised (without considering its risk), and it may have to bear a great responsibility. According to the current requirements, we understand that our responsibility is to evaluate the market value of the appraisal object on the benchmark date. After the enterprise finally goes public, once there is a problem, how should the intermediary and the CSRC share the responsibility? This requires a clear definition.
It is also very important that the current evaluation of the company's business is only in the establishment stage of listed companies, and when enterprises can go public is another matter. Then there will be such a situation: the evaluation report in the prospectus of listed companies is often a year or more ago, and the situation may have changed before the IPO date.
The pricing of GEM listed companies is calculated by financial consultants according to a certain model. Prospectus is consulting pricing, but the evaluation price is different. In the eyes of many people, the evaluation report in the listing prospectus is not important, but the audit report is important, and the audit report cannot fully reflect the real situation of GEM enterprises.
How to evaluate GEM enterprises, when to issue a report and how to determine the rules need to be discussed jointly by academia and industry.
Of course, as China's laws and regulations need to be improved, these problems can not be solved by the construction itself, but we should try our best to minimize the "moisture", such as strengthening the valuation of completed projects, transferring the amount of projects under construction into current profits and losses in time, and if the price cannot be recovered from the owner on time for some reasons, we can handle the accounts according to the relevant provisions of the construction contract on income and cost. Dealing with accounts receivable is a complex and arduous task, often because the owner's funds are not in place and cannot be recovered in time. Although this is not caused by the construction enterprise itself, the funds cannot be recovered for a long time, and it is likely to become bad debts and bad debts, which will bring losses to the enterprise. Enterprises should formulate a set of effective dunning methods according to the actual situation, and some enterprises have achieved remarkable results in this regard. As for debt, the main components of construction enterprises are project payment and payment, and some units also have short-term loans. The main reason for debt is the problem of funds. In addition, the enterprise itself will be in debt because of poor management, lax audit of the construction team's engineering quantity, imperfect pricing system and careless investigation of the purchased equipment and materials prices. For the debt caused by the shortage of funds, we should strengthen the management of "two lines of capital revenue and expenditure" to ensure that the income is guaranteed and the expenditure is clearly defined. For debts caused by poor management, in addition to severely punishing those responsible, we should also strengthen management and clarify the division of labor.
(3) sending and receiving confirmation letters
The confirmation letter is a written proof material issued to the corresponding unit or individual to prove the creditor's rights, debts and monetary funds of the enterprise during the audit reporting period. The format is generally provided by the audit firm, which is sent by the enterprise to the relevant units or individuals according to the book records, returned after being signed and sealed by the other party, and handed over to the accounting firm as the original basis for checking the authenticity of the enterprise accounts, and as an important content of listing information declaration. Confirmation letters are divided into account confirmation letters and bank deposit confirmation letters. The former is mainly sent to the creditor and debtor units, and the latter is sent to the bank where the enterprise opens an account. The creditor's rights and debts of the construction enterprise shall be filled out one by one according to the data reflected in the account books during the audit reporting period, and the unit shall send letters one by one. This is a heavy and complicated job. First, due to the large mobility of construction enterprises, the number of units involved is too large and the geographical coverage is wide; Second, the other unit needs to actively cooperate. Therefore, we must strengthen the contact with the other unit and try to shorten the round-trip time of the confirmation letter. Of course, in daily work, current accounts should be settled as soon as possible, which is also the basis for speeding up the work.
Second, the asset appraisal
In addition to auditing, another indispensable link of joint-stock construction enterprises is asset evaluation. Generally speaking, the evaluation of the appreciation or depreciation of the assets of construction enterprises is mainly aimed at fixed assets, because the cross-year time of fixed assets is long, and its value is based on the original value at the time of purchase, which often remains unchanged for many years, and the original value and net value reflected in its books are mostly inconsistent with the market price. The accounting department establishes a complete fixed assets ledger and card registration system in daily work, and often checks with equipment management departments and equipment users to ensure that the accounts are consistent with the facts, which is an important basis for the smooth development of asset appraisal. In the process of asset appraisal, the main task of the enterprise is to fill in the assets item by item according to the detailed list of assets appraisal provided by the appraisal institution, in accordance with the prescribed format and requirements, so as to make full preparations for the appraisal by the appraisal institution. Of course, accepting social audit and asset evaluation is only a necessary link for joint-stock construction enterprises to go public, and there are still many financial preparations to be done. For example, divest non-operating assets, liabilities, rights and interests unrelated to production and business activities, adjust the structural model, management framework and business operation of the financial system, and train accounting talents according to the requirements of listed companies. Enterprises should do it carefully in accordance with relevant requirements and finish it on time.