Due Diligence in China
Beyond the Checklists
Erschienen am 22. August 2013
384 Seiten
978-1-118-46904-0 (ISBN)
Beschreibung
A plain-English guide that demystifies the business landscape inChina from a due diligence point of view
Due diligence is crucial to any business deal, and, thankfully,due diligence research has come a long way over the years. Whatused to be a cumbersome, time-consuming process has beenstandardized and systemized with generally accepted auditingframeworks and tools, such as the all-important auditing"checklists." But when it comes to doing due diligence in China,with its opaque regulatory system and byzantine accountingstandards, all bets are off. In this book an acknowledged expert inthe field takes you beyond the checklists to arm you withChina-specific due diligence strategies, tools and techniques thatgo beyond what is typically part of the process.
* Gives a detailed account of why conventional frameworks used inthe west simply don't work in China
* Provides first-hand accounts based on the author's years ofexperience as a private equity professional doing deals inChina
* Reviews, in-depth, the unique differences between corporationsand businesses in China and those in the West and theirimplications for the due diligence process
* Uses numerous case studies to guide the reader through anentire due diligence process for a firm in China
Weitere Details
Weitere Ausgaben
Person
Kwek Ping Yong has more than ten years of private equityinvestment experience in China. Mr. Yong started his first USDChina-focused growth fund in 2001 and has since made more thanthirty investments in businesses there, across various industries,including manufacturing, mining, energy, food and beverage, and theretail sector. He has also planned and executed many successfulexits through trade sales and pre-IPO transactions, and performedhundreds of full due diligence exercises for Chinese companies pre-and post-investment. Mr. Yong launched his first Chinese RMBprivate equity growth fund in 2010 with a total USD and RMB fundsize of more than US$4 billion under management. Prior to joiningInventis, Kwek Ping founded an IT system integration company thatwas later merged and listed at the Helsinki Stock Exchange inFinland in 2000. His track record is well recognizedinternationally, and he is frequently invited to speak atinternational conferences and summits. Mr. Yong is an adjunctprofessor at Singapore Management University, where he developedand teaches private equity courses for the Financial TrainingInstitute. In addition, he is a visiting lecturer at the ImperialCollege Business School, UK, and a Senior Fellow of the WhartonSchool, University of Pennsylvania. Kwek Ping Yong is the author ofPrivate Equity in China: Challenges and Opportunities(Wiley), the first industry-focused book on the subject.
Inhalt
Preface xi
Acknowledgments xv
Chapter 1: The Business Landscape in China 1
Macro and Structural Domains 2
Corruption in China 6
Conducting Due Diligence in China versus Western Countries26
Conclusion 30
Notes 31
Chapter 2: Due Diligence in China 33
Due Diligence for Different Types of Deals 36
Levels of Due Diligence 48
Key Considerations 56
Organization of Due Diligence Process 59
The Due Diligence Team 63
Independence of Vendor Due Diligence 64
Reasons for Poor Due Diligence 68
Reverse Takeovers 73
Dispute between SEC and CSRC 75
Conclusion 77
Notes 78
Chapter 3: Financial Due Diligence 81
Financial Due Diligence Checklist 82
Conclusion 139
Notes 140
Chapter 4: Operational, Commercial, Legal, and Other DueDiligence 143
Operational Due Diligence 144
Commercial Due Diligence 167
Legal Due Diligence 169
Balanced Scorecard (BSC) 178
How to Predict Bankruptcy--Altman Z Scores and Gearing185
Optional Checklists 186
Conclusion 193
Notes 194
Chapter 5: Beyond the Checklists: Founder and Management195
Founder Management Root 198
The Founder Background Check 200
Guanxi (Relationship) 216
Due Diligence on More Than One Founder 223
Summary of Background Check: SWOPEST and Tri-Background 224
Conclusion 228
Notes 229
Chapter 6: Beyond the Checklists: Hard Facts 231
Face-to-Face Meetings 231
Proportion Check 242
Site Visits 247
Due Diligence Goes One Step Deeper: The Four Deadly A's256
Conclusion 290
Notes 292
Chapter 7: Implementing a Due Diligence Workflow 293
Getting the Mind-Set Right 294
Formulating the Due Diligence Strategy 295
Forming a Team 300
Starting the Due Diligence Process 304
Conclusion 312
Notes 313
Chapter 8: Post Due Diligence and Case Studies 315
Preparing the Due Diligence Report 316
Due Diligence Outcome Review 316
Deal Structuring, Negotiation, and Deal Making 318
Post-Acquisition Due Diligence 318
Summary Models 319
Final Case Studies 327
Conclusion 347
Notes 348
About the Website 351
About the Author 353
Index 355
