Jia Xiaomi’s wechat, who is willing to join Xiaobing research wechat group: there have been many pain points in the IPO of thxb819 construction enterprises
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Spatiotemporal Technology (605178) and Zhongtian hardcover (002989) belong to architectural decoration enterprises, and architectural design (300564) belong to architectural design enterprises
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The above three enterprises will be listed successfully after the first IPO
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This report is very important This paper takes the above three enterprises as an example to analyze how the architectural decoration and design enterprises successfully break through the IPO
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1、 The key points of audit are summarized as follows: (1) business qualification: 1
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Disclosure of the initial awarding time of such qualification, license and certification, and the time of business qualification Whether there is a risk of cancellation of the scope of business, such as the impact of cancellation on the issuer
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Whether the application procedures and conditions after the expiration of the validity period of the relevant qualification have the risk of failing to pass the reexamination, and if not, what is the impact on the issuer
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2
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Check the completeness of business qualification and the legality and compliance of obtaining process, whether the issuer has obtained all relevant qualification, license and certification when engaging in relevant production and operation, whether the issuer continuously meets the requirements for possessing such qualification, license and certification during the reporting period, whether there is any situation of engaging in production and operation beyond the scope of license, and whether there is any legal punishment Risk
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3
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Whether there is a case of applying for business qualification by using part-time personnel or other identity personnel registration system qualification
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Business qualification is the primary concern of construction enterprises
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Having the corresponding construction and design qualification is the prerequisite for the issuer to engage in relevant business
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At the same time, the qualification application of construction enterprises generally requires the enterprise to have the corresponding performance and employees
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The issuer needs to keep the validity of the qualification certificate continuously, and shall not obtain or renew the qualification by means of temporary affiliated performance and personnel Certificate
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In addition, the issuers of this industry should pay special attention not to undertake business beyond the scope permitted by the qualification certificate in business operation, otherwise there may be the risk of administrative penalty and invalid contract
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（2） About bidding 1
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Check the specific situation of the company’s participation in bidding during the reporting period, the proportion of business obtained through bidding, and express verification opinions on its legality and compliance
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2
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Check whether there are differences between the major contracts actually performed by the company and the bidding documents, and express verification opinions on whether they affect the legal effect of bidding
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3
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Whether there are contracts signed by the issuers that should be performed but failed to perform the bidding procedures during the reporting period
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If yes, please explain the number of items, contract amount, and the proportion of the income in the report period, reasons and rationality; if there are any items that should perform the bidding procedures without winning the bid documents, whether the project acquisition meets the requirements of laws and regulations; if there are, please explain the number of items, contract amount, and the proportion of the income in the report period, the original situation Whether there is a risk of being punished or deemed invalid due to violation of the bidding law, and whether the issuer will suffer relevant losses
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4
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Whether there are cases of collusion, encirclement, construction before bidding, commercial bribery and other violations of the provisions of the bidding law in the report period, and whether the information disclosure is complete and timely; whether there are cases of commercial bribery to the owner or Party A’s unit and its responsible personnel through outsourcing design services, return of quality guarantee money, share holding and other means in the report period
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Bidding is an essential procedure for construction enterprises to carry out business
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All businesses in line with the relevant provisions of bidding need to perform the bidding procedure
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However, in reality, there are cases of signing contracts or directly starting construction without performing the bidding procedure or obtaining the letter of acceptance
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If the issuer has such a situation, there will be risks of administrative penalty and contract invalidation
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In addition, bidding collusion, bidding encirclement, commercial bribery and other issues involved in the bidding process are also the most common problems of such enterprises, which are usually very concerned by audit institutions
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It is suggested that the enterprises to be listed should operate in accordance with the regulations, strictly implement the complete bidding procedures, and avoid the above suspected violations in the process of business
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（3） About qualification affiliation and labor subcontracting 1
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Whether there are affiliation operation, subcontracting, re subcontracting and other situations in the reporting period, it is required to disclose the relevant business processes, main terms of the contract, quality control measures and other specific situations
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2
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In combination with relevant laws and regulations such as labor law, construction law, bidding law and temporary regulations on labor dispatch management, this paper explains the legality and compliance of the company’s labor subcontracting operation mode; it also explains the legality and compliance of the labor subcontractor’s operation in the reporting period, whether there is any illegal undertaking of the issuer’s project, and whether the issuer is subject to administrative punishment
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3
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During the reporting period, whether the labor outsourcing unit cooperated with the issuer has business qualification, whether the wages, benefits and social security of relevant labor personnel have been implemented, and whether the employment of the issuer through labor outsourcing is true and in line with the relevant regulations on labor employment
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It is required to disclose the number of outsourcing workers, types of work, fees and payment methods, as well as the implementation of wages, benefits and social security of labor workers in each period of the reporting period
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The matching relationship between the number of labor and business volume, the authenticity and rationality of labor costs, and whether there is a case of adjusting costs through labor subcontracting
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4
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The proportion of the business income of the cooperative labor outsourcing unit to the total business income of the issuer in the current period, whether the cooperative labor outsourcing unit only or mainly provides services for the issuer, and whether the cooperative labor outsourcing unit and its major shareholders, actual controllers, directors, supervisors, senior managers have any relationship with the issuer or other relationship that may lead to interest transmission
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5
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Explain the difference and rationality of the subcontracting prices of different labor outsourcing companies in the reporting period, whether the pricing of labor costs is fair, whether there are significant differences with comparable companies in the same industry, whether there are costs or expenses borne by the Issuer on behalf of the company; explain the fluctuation and fairness of labor costs of professional teams and groups, and the number and expenses of labor outsourcing according to the operation attributes Whether the change matches the business cost and income of the issuer, and whether there is intertemporal accounting
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As we mentioned earlier, qualification certificate plays an important role in construction enterprises, and there are more common cases of qualification affiliation and affiliation in the construction market, or the purpose of affiliation is achieved indirectly through illegal subcontracting and subcontracting, which has become a big obstacle for construction enterprises to go public
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If the enterprises in this industry plan to sprint for IPO, they need to ensure that there are no illegal acts such as qualification affiliation, subcontracting and illegal subcontracting For
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As for labor subcontracting, it should be noted that the current policy of canceling the construction labor qualification is still being gradually promoted nationwide, while the labor suppliers outside the pilot areas still need to apply for the corresponding qualification in accordance with the requirements of relevant laws and regulations
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It is suggested that the issuer should pay attention to the selection of suppliers with corresponding labor qualifications when purchasing labor from labor suppliers outside the pilot area
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At the same time, the audit institution will pay special attention to whether the issuer generates benefit transmission and adjusts costs through labor subcontracting
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Therefore, the issuers should also pay attention to avoid the related relationship when choosing the labor subcontracting units, so as to ensure the fairness and rationality of the pricing.
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