Our company hired a consulting company to do a project. I have a due diligence outline of that consulting company here. See if it is useful.
Consulting company due diligence outline
1. Company profile
1. Background and situation introduction of the company’s establishment;
2. Company history;
3. Changes in equity structure and capital increase and capital increase since the company’s establishment Asset restructuring;
4. The main stages of development since the company was established, and the reasons for the changes and development at each stage.
5. Business development, production capacity, profitability, Major changes in sales volume and product structure;
6. The company’s external investments, including investment amount, investment proportion, investment nature, investment income, etc. and an introduction to the main invested units;
7. The company’s employee status, including age structure, education level structure, job distribution structure and technical title distribution structure;
8. Resumes of directors, supervisors and senior managers;
9. The company's dividend distribution over the years and the company's current dividend distribution policy;
10. The company's implementation of senior management and employee stock ownership plans.
2. Company organizational structure
1. The company’s current organizational management structure;
2. Company Articles of Association;
3. Composition of a company's board of directors, directors. The situation of senior managers and supervisory board members working outside;
4. The company’s shareholder structure and introduction to major shareholders, including background, equity ratio, main business, registered capital, asset status, profitability, business scope and Legal representative, etc.;
5. Business transactions between the company and the above-mentioned major shareholders (such as raw material supply, cooperative research and development of products, patented technology and intellectual property rights, sales agency, etc.), financial transactions situation, whether there is a related-party transaction contract regulating the above-mentioned business and capital transactions and transactions;
6. What support does the company's major shareholders have for the company's business development, including funding, market development, research and development, technology investment, etc.;
7. Relevant information on the company’s subsidiaries (factories), including name, business, asset status, financial status, income and profitability, and external business transactions;
8. Controlled subsidiaries Relevant information of the company, including name, business, asset status, financial status, income and profit status, external business transactions, and domestic capital valley business transactions;
9. The company and the above-mentioned wholly-owned subsidiaries ( How to unifiedly manage the administration, sales, material supply, and personnel of the factory) and the holding subsidiaries;
10. Introduction to the main shareholding companies.
3. Supply
1. The types of raw materials and other auxiliary materials required by the company in its business, including their uses and proportion of demand in raw materials;
2. Regarding the main suppliers of the above raw materials, has the company signed a long-term supply contract with the relevant suppliers? If so, please explain the main terms of the contract;
3. Please list the services provided by each supplier. The proportion of raw materials in the company's total procurement;
4. List and basic information of the company's main outsourcing manufacturers, details of outsourcing parts, details and distribution of outsourcing molds, prices of each outsourcing parts and Supply cycle, qualification certification of outsourced manufacturers;
5. Does the company import raw materials? If so, the proportion of imported raw materials, and whether the country has any policy restrictions on the import of raw materials;
6. The settlement method of the company's transactions with raw material suppliers and whether there are credit transactions;
7. The company's consumption of major energy.
IV. Business and Products
1. The main business and business description currently engaged in by the company, and the importance of each business in the overall business income;
2. Background information on the industry in which the main business is located;
3. The development prospects of the business;
4. The growth of the main business in recent years, including sales, income, Market share, sales price trends, and the respective proportions of various products in the company's sales revenue and profits;
5. The company's product series, product component breakdown and details;
6. The company's product structure, classification introduction of the company's main products currently produced and sales in recent years; product demand status;
7. Product quality, technical content, functions and uses, and main applications of the above products Technology, technical performance indicators, product competitiveness, etc.; specific consumer groups targeted;
8. Whether the company has patented products, and if so, what protective measures the company has;
9. What trademarks are used to sell the company's products, and whether the above trademarks are registered and used exclusively by the company;
10. The main awards and honorary titles obtained by the above products;
11. The company What measures will be taken to improve product quality, enhance product grade, and enhance product competitiveness;
12. The company's new product development;
V. Sales
1. Briefly describe the development of the domestic and foreign sales markets of the company's products and the establishment of the sales network;
2. Who are the company's main customers, and introduce the relevant situation of the main customers. The main customers account for the company's total sales. proportion; the geographical distribution of the company's main customers;
3. The main domestic sales regions of the company's products, sales management and sales network distribution;
4. The proportion of domestic and foreign sales of the company's products , distribution structure and proportion of major export countries and regions;
5. Whether the company has a long-term fixed price sales contract;
6. The company's main measures and marketing methods to expand sales;
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7. The structure of the sales staff, including number, education, work experience, division of labor, etc.;
8. The company’s main incentives for sales staff;
9 , What is the company's advertising strategy, the main advertising media and the proportion of advertising expenses in each media, the company's total annual advertising expenses and growth, the proportion of total advertising expenses to the company's total expenses;
10. Please list the company's main competitors in the domestic and foreign markets and the main information on the main competitors, and the market proportions of the company and its main competitors in the domestic and foreign markets;
11. What after-sales services does the company provide to consumers and how are they arranged?
12. How long is the company's credit sales period, and what proportion of credit sales account for total sales; whether there have been bad debts in history, and the actual number of bad debts every year What is the proportion of the account amount in accounts receivable; the situation and reputation of the main credit customers;
13. Does the company have import and export rights? If not, which foreign trade company does the company mainly entrust as agent? Main situation introduction;
14. What impact will my country’s accession to the WTO have on the company’s products?
6. Research and development
1. Please introduce the company in detail The situation of the institute, including the time of establishment, research and development strength, research and development results that have been achieved, main research equipment, research and development methods, research and development procedures, research and development organization and management structure, etc.;
2. The structure of the company's technical development personnel, resumes of engineers and main technical developers;
3. List of major research and development institutions that cooperate with the company and their cooperative development status; introduction to the main situations of the cooperative units;
4. The main patented technologies, independent intellectual property rights, and patent status currently owned by the company, including names, uses, applications, and awards;
5. The company’s annual research and development expenses and their share of the company’s total Business
Revenue proportion;
6. What new technologies and new products are the company currently researching and developing?
7. The development cycle of the company's new products,
8 , new technologies and new products planned to be researched and developed in the future;
7. The company’s main fixed assets and operating facilities
1. The composition of the company’s main fixed assets, including the name of the main equipment, Original value, net value, quantity, use and depreciation, and technological advancement;
2. Classified by production and business purposes, auxiliary production and business purposes, non-production and business purposes, office purposes, transportation purposes and other purposes, Distribution of fixed assets;
3. Houses and buildings and other property facilities owned by the company, including construction area, floor area, original value, net value, depreciation and acquisition methods;
4. The company's current main projects under construction, including name, investment plan, construction period, start date, completion date, progress and whether it has received permission from the government department;
5. What the company currently owns The nature, area, market price, acquisition method and current purchase price (lease price) of the land;
8. Company Finance
1. The company’s income, profit sources and composition;
2. The composition of the company’s main business costs and the composition of the company’s administrative expenses;
3. The composition of the company’s sales expenses;
4. Main business income Proportion of the company's total revenue;
5. The composition of the company's main expenses;
6. The company's accounts receivable turnover rate, inventory turnover rate, current ratio, Financial indicators such as quick ratio, return on equity, gross profit margin, asset-liability ratio;
7. The company's balance sheet, profit and profit distribution statement for the previous three years;
8 , What are the factors that have a significant impact on the company's future main income and expenses.
9. The various tax rates currently implemented by the company;
9. Main claims and debts
1. What are the company’s current main claims and the formation of such claims? reasons;
2. The company's current main bank loans, the loan amount, interest rate, term, maturity date and whether there are overdue loans;
3. The company's relationship with related parties (Shareholders, employees, holding subsidiaries) loan situation;
4. The company's guarantee and low mortgage situation for the loans of major shareholders and other companies and enterprises;
10. Investment project
1. An introduction to the main information of the investment project with raised funds, including project feasibility, project establishment status, purpose, total investment, planned start date, project background information, investment recovery device, and financial rate of return , annual sales revenue and profitability after reaching production;
2. The technical content of the investment project, the degree of technological advancement, future market development prospects and the impact on the development of the entire company;
3. What are the major investment projects that the company has completed so far, and an introduction to the major completed investment projects.
11. Others
1. The advancement, maturity, characteristics, performance and advantages of the technology and production processes currently used by the company;
2. Compared with competitors in the same industry, the company's current main operating advantages, management advantages, competitive advantages, market advantages and technical advantages;
3. The company, the company's major shareholders, the company's directors and senior managers are currently involved Is there any legal action? If so, what impact will it have on the company?
12. Industry background information
1. Please introduce the development of the industry in recent years;
2. The country’s relevant industrial policies and management measures for the industry, as well as possible policy changes in the future;
3. The degree of market competition in the industry, and introduce the main competitors in the same industry, including annual production capacity, annual actual output, annual sales volume, sales revenue, market share, and domestic market position ;
4. The development of the industry abroad;
5. The impact of relevant national policies on the industry;
6. Introduction to the current national market situation , including annual demand, annual supply, regional demand distribution, regional supply distribution, number of production companies, and whether it is subject to competition from similar imported products.