1. the value of business due diligence advice

The value of commercial due diligence consulting is mainly reflected in the following aspects:

Provide professional analysis and advice to customers. Commercial due diligence consulting companies usually have a wealth of industry knowledge, market data, analysis tools and methods, can conduct a comprehensive, in-depth and objective analysis and evaluation of all aspects of the target enterprise or project, provide professional analysis reports and suggestions for customers, and help customers understand the real situation, advantages and disadvantages, opportunities and threats, values and risks of the target enterprise or project, support customers to make rational decisions and planning.

为客户节省时间和成本。商业尽调咨询公司通常有专业的团队和流程，能够在有限的时间内完成商业尽调的工作，为客户节省时间和成本。商业尽调咨询公司还能够利用自身的资源和网络，获取目标企业或项目的相关信息，避免客户直接与目标企业或项目的管理层或股东进行沟通，减少客户的干扰和风险。

Increase trust and credibility for customers. Business due diligence consulting firms usually have a good reputation and credibility, can provide customers with independent, impartial and reliable business due diligence consulting services, increase the trust and credibility of customers and target enterprises or projects. Commercial due diligence consulting firms are also able to provide third-party evidence and guarantees to clients, reducing their legal and financial risks.

2. the challenges of business due diligence consulting

商业尽调咨询的挑战主要体现在以下几个方面：

Acquisition and verification of information. The core of business due diligence consulting is the acquisition and verification of information, but the information of the target enterprise or project is usually confidential, incomplete, inaccurate, inconsistent, or even false, which brings great difficulty to business due diligence consulting. Commercial due diligence consulting companies need to obtain relevant information about the target enterprise or project through a variety of channels and methods, such as public information, industry reports, market research, expert interviews, data analysis, etc., and conduct cross-validation and analysis to ensure the authenticity, completeness, accuracy and consistency of the information.

Depth and breadth of analysis. The purpose of commercial due diligence consulting is to conduct a comprehensive, in-depth and objective analysis and evaluation of all aspects of the target enterprise or project, but the time and resources of commercial due diligence consulting are limited, which brings great challenges to commercial due diligence consulting. Business due diligence consulting companies need to determine the scope and focus of business due diligence according to customer needs and objectives, such as market, competition, customers, channels, supply chain, risks, etc., as well as the depth and breadth of analysis, such as quantitative analysis, qualitative analysis, benchmark analysis, sensitivity analysis, scenario analysis, etc., to ensure the effectiveness and pertinence of the analysis.

feasibility and practicality of the recommendations. The value of commercial due diligence consulting lies not only in providing professional analysis, but also in providing feasible advice and support. However, the advice of commercial due diligence consulting needs to consider the actual situation of the target enterprise or project, the ability and willingness of customers, changes and uncertainties in the market, which brings great challenges to commercial due diligence consulting. Commercial due diligence consulting firms need to provide clients with feasible and practical advice and support based on the results of the analysis, such as the price and structure of the transaction, the model and terms of cooperation, integrated strategies and plans, etc., to ensure the effectiveness and enforceability of the recommendations.

三、尚普咨询的实战经验和方法论

Champu Consulting is a professional business due diligence consulting company with many years of experience and methodology in business due diligence consulting, providing high-quality business due diligence consulting services to customers in all walks of life. The following is a brief introduction to the practical experience and methodology of Champ Consulting in commercial due diligence consulting:

1.市场分析

Market analysis is the basis and premise of business due diligence consulting, and is the process of analyzing and evaluating the size, growth, structure, trends, drivers, constraints, opportunities and threats of the market in which the target enterprise or project is located. The purpose of market analysis is to understand the market potential and competitiveness of the target enterprise or project, as well as the risks and challenges of the market.

In terms of market analysis, Champ Consulting has adopted the following methods and steps:

确定市场的定义和划分。根据目标企业或项目的产品或服务的特性和功能，确定市场的定义和划分，如按照地域、行业、客户、渠道、价格等维度，划分市场的细分市场和子市场，以便进行更精细的市场分析。

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Collect and analyze market data and information. Use public information, industry reports, market research, expert interviews and other channels to collect and analyze market data and information, such as market size, growth, structure, trends, drivers, constraints, opportunities and threats, as well as the target company or The project's share, position, advantages and disadvantages in the market in order to conduct market evaluation and forecasting.

进行市场的评估和预测。根据市场的数据和信息，进行市场的评估和预测，如市场的吸引力、竞争力、稳定性、成熟度、增长潜力、风险敞口等，以及目标企业或项目的市场潜力和竞争力，以及市场的未来发展和变化等，以便为客户提供市场的分析报告和建议。

2.竞争分析

进行竞争分析。根据竞争的数据和信息，进行竞争分析，如竞争对手的优势和劣势、战略和行动、动态和变化、威胁和机会等，以及目标企业或项目的竞争力和差异化，以及竞争环境的影响和挑战等，以便为客户提供竞争的分析报告和建议。

3. Customer Analysis

Customer analysis is the core and key of business due diligence consulting, which is the process of analyzing and evaluating the needs, preferences, satisfaction, loyalty, value, cost, profit, risk, etc. of existing and potential customers of the target enterprise or project. The purpose of customer analysis is to understand the customer base and customer relationships of the target enterprise or project, as well as the opportunities and threats of the customer.

Champ Consulting has adopted the following methods and steps in customer analysis:

Define and divide the customer. According to the characteristics and functions of the products or services of the target enterprise or project, determine the definition and division of customers, such as by geography, industry, size, type, channel, stage and other dimensions, divide the customer's market segments and submarkets for more refined customer analysis.

Collect and analyze customer data and information. Use public information, industry reports, market research, expert interviews, data analysis and other channels to collect and analyze customer data and information, such as customer needs, preferences, satisfaction, loyalty, value, cost, profit, risk, etc., and The customer share, status, advantages and disadvantages of the target company or project are used to evaluate and predict customers.

conduct customer assessments and forecasts. According to the customer's data and information, evaluate and predict the customer, such as the customer's attractiveness, competitiveness, stability, maturity, growth potential, risk exposure, etc., as well as the customer potential and competitiveness of the target enterprise or project, as well as the future development and change of the customer, in order to provide customers with customer analysis reports and suggestions.

4. Channel Analysis

Channel analysis is an important part of commercial due diligence consulting, which is the process of analyzing and evaluating the coverage, efficiency, cost, profit, risk, etc. of the sales and distribution channels of the target enterprise or project. The purpose of channel analysis is to understand the channel capabilities and channel relationships of the target company or project, as well as the opportunities and threats of the channel.

In terms of channel analysis, Champ Consulting has adopted the following methods and steps:

Determine the definition and division of channels. According to the characteristics and functions of the products or services of the target enterprise or project, determine the definition and division of the channel, such as according to the geographical, industry, scale, type, stage and other dimensions, divide the channel market segments and sub-markets, in order to carry out a more detailed channel analysis.

Collect and analyze channel data and information. Use public information, industry reports, market research, expert interviews, data analysis and other channels to collect and analyze channel data and information, such as channel coverage, efficiency, cost, profit, risk, etc., as well as the channel share, status, advantages and disadvantages of the target enterprise or project, in order to evaluate and predict the channel.

Evaluate and forecast the channel. According to the data and information of the channel, evaluate and forecast the channel, such as the attractiveness, competitiveness, stability, maturity, growth potential, risk exposure, etc. of the channel, as well as the channel potential and competitiveness of the target enterprise or project, as well as the future development and change of the channel, so as to provide customers with channel analysis reports and suggestions.

5. Supply Chain Analysis

Supply chain analysis is an important part of commercial due diligence consulting, which is the process of analyzing and evaluating the structure, process, efficiency, cost, profit, risk, etc. of the supply chain of the target enterprise or project. The purpose of supply chain analysis is to understand the supply chain capabilities and supply chain relationships of the target company or project, as well as supply chain opportunities and threats.

Champ Consulting has adopted the following methods and steps in supply chain analysis:

Determine the definition and division of the supply chain. Determine the definition and division of the supply chain according to the characteristics and functions of the products or services of the target enterprise or project, such as dividing the market segments and submarkets of the supply chain according to the upstream, midstream, downstream and other dimensions for more refined supply chain analysis.

Collect and analyze supply chain data and information. Use public information, industry reports, market research, expert interviews, data analysis and other channels to collect and analyze supply chain data and information, such as supply chain structure, process, efficiency, cost, profit, risk, etc., as well as the supply chain share, status, advantages and disadvantages of the target enterprise or project, in order to evaluate and predict the supply chain.

Evaluate and forecast the supply chain. According to the data and information of the supply chain, evaluate and forecast the supply chain, such as the attractiveness, competitiveness, stability, maturity, growth potential, risk exposure, etc. of the supply chain, as well as the supply chain potential and competitiveness of the target enterprise or project, as well as the future development and change of the supply chain, so as to provide customers with supply chain analysis reports and suggestions.

6. Risk Analysis

Risk analysis is an important part of business due diligence consulting and is the process of identifying, assessing, controlling and responding to the various risks of a target enterprise or project. The purpose of risk analysis is to understand the risk profile and risk management of the target enterprise or project, as well as the impact and challenges of risk.

Champ Consulting has adopted the following methods and steps in risk analysis:

Determine the definition and division of risks. According to the characteristics and functions of the target enterprise or project, determine the definition and division of risk, such as the division of risk segments and sub-markets according to the dimensions of internal and external risk, market risk and non-market risk, financial risk and non-financial risk, so as to carry out a more detailed risk analysis.

Collect and analyze risk data and information. Use public information, industry reports, market research, expert interviews, data analysis and other channels to collect and analyze risk data and information, such as the type, degree, impact, probability, sensitivity, scenario, etc., as well as the risk status and risk management of the target enterprise or project, in order to carry out risk assessment and prediction.

进行风险的评估和预测。根据风险的数据和信息，进行风险的评估和预测，如风险的等级、分类、优先级、控制和应对等，以及目标企业或项目的风险敞口和风险承受能力，以及风险的未来发展和变化等，以便为客户提供风险的分析报告和建议。

4. conclusions and recommendations

Based on the business due diligence consulting analysis of the market, competition, customers, channels, supply chain, risks, etc. of the target company or project, Shangpu Consulting provides the followingConclusionand recommendations:

The target enterprise or project has high market potential and competitiveness. The target enterprise or project is located in a larger market, with faster growth, better structure, better trend, more opportunities and fewer threats. The target enterprise or project has a high share and position in the market, has strong advantages and differentiation, and can effectively respond to market changes and challenges.

The target enterprise or project has a stable customer base and customer relationship. The existing customers and potential customers of the target enterprise or project have greater demand, higher preference, higher satisfaction, higher loyalty, higher value, lower cost, higher profit and lower risk. The target enterprise or project has a high customer share and status, strong advantages and differentiation, and can effectively maintain and expand customer relationships.

The target enterprise or project has more efficient channel capabilities and channel relationships. The target enterprise or project has a wide coverage of sales and distribution channels, higher efficiency, lower cost, higher profit and lower risk. The target enterprise or project has a high channel share and status, strong advantages and differentiation, and can effectively manage and optimize channel relationships.

目标企业或项目具有较强的供应链能力和供应链关系。目标企业或项目的供应链的结构较合理，流程较顺畅，效率较高，成本较低，利润较高，风险较低。目标企业或项目的供应链份额和地位较高，具有较强的优势和差异化，能够有效控制和改善供应链关系。

目标企业或项目具有较低的风险敞口和风险承受能力。目标企业或项目的各种风险的类型较少，程度较低，影响较小，概率较低，敏感性较低，情景较好。目标企业或项目的风险状况和风险管理较好，具有较强的风险控制和应对能力，能够有效降低和避免风险的发生和影响。

综上所述，尚普咨询认为，目标企业或项目是一个具有较高价值和较低风险的商业交易或合作对象，建议客户继续进行商业交易或合作的谈判和准备，同时注意以下几点：

确定合理的交易价格和结构。根据目标企业或项目的市场、竞争、客户、渠道、供应链、风险等方面的分析和评估，确定合理的交易价格和结构，如股权比例、支付方式、期限和条件等，以确保交易的公平性和合理性。

制定合作的模式和条款。根据目标企业或项目的特性和功能，制定合作的模式和条款，如合作的目的、范围、内容、责任、权利、利益、风险等，以确保合作的有效性和可持续性。

制定整合的策略和计划。根据目标企业或项目的优势和劣势，制定整合的策略和计划，如整合的目标、步骤、资源、时间、成本、效果、风险等，以确保整合的顺利性和成功性。