INFORMATION REQUEST LIST
Company: contact person: Mr. ……………….; Mr………………………
Telephone number +86…………… +86………………….
We set out below a preliminary list of the information in respect of ferrite business that we should
like to be made available at the start of our due diligence review. It is likely that we will have to
request further information as a result of our review of documents listed below. Due diligence firm: ………………………………………………………….
contact person: …………………………………………………………
; access to the auditors’ work papers for the last two audited financial
years and an appropriate contact at the auditors with whom any
queries can be discussed.
; access to tax advisors and their tax files for those fiscal years which
have not been audited by the tax authorities and which are therefore
not final yet
; access to the board minutes (in terms of ferrite business) for the last
two completed financial years and the current year.
; copy of any prospectus or other public document issued in the last five
; copy of the articles of association and any shareholder agreements.
; Excerpts of commercial registers
; Monthly reporting including comments (comparison of budget and
; Applications for entry into the commercial register that have not yet
; copy of the audited accounts and audit reports for the last two years
for each company in the group and consolidation schedules if
appropriate. First check that information is not available through
internet site or One source
2. Company overview
(A contextual summary of the key features of the entity/entities.)
; schedules detailing the current:
- management organisation structure (names and job titles of
directors and senior management with associated employee
- operational structure if different to the organisational structure
(e.g. divisions, directorates);
- legal structure (including rationale for structure if complex,
identity and quantum of material shareholdings and form of
- for groups, a group structure chart, precise details of
shareholdings and similar information on subsidiaries,
partnerships, associates and joint ventures to that set out above;
- authorised and issued share capital, details of changes in the
past ten years and identities of the major shareholders (with
; details of when, where and by whom the business was established and
the original nature of the business.
; copy of any company brochures/information pamphlets providing
details of principal activities and/or products and operational/service
; details of the principal changes in the business over the last five years
(in terms of the legal structure, senior management, trading strategy,
or principal activities).
3. Business environment
(A review of the key external and internal factors influencing the business of the entity/entities and their competitiveness.)
; copy of strategy plans produced by the company’s management.
; copy of any reports produced by market consultants on behalf of the
company (specifically, if there is any information on the size and
nature of the market sector and its structure (international/ local,
degree of fragmentation or consolidation, trends and the company’s
position in the market – share and dominant/leading/secondary
; copy of any reports, data or reviews regarding the market/industry
prepared by management in support of budgets/forecasts or strategy
; details of key competitors (identity, estimated/actual market share and
recent changes, differences in approach to the market).
; identification of barriers to market entry (e.g. financial, regulatory,
; details of and government or trade regulations applicable to the target.
Copy of significant correspondence with industry/company regulatory
authorities. Details of most recent visits (if any) by regulatory
authorities (date, outcome, resultant actions).
; details of advertising and marketing policy and process of relationship
development with principal customers. Extent of market research and
product testing carried out.
; description of risk management system and (monthly) risk reports
; copy of reports/assessments of any consultants and auditors for the
last three years
; copy of external reports/assessments from previous capital raising
exercises (e.g. due diligence reports). For companies where recent
acquisitions were subject to due diligence, copy of the relevant
; details of management’s views of any competitive advantage or
disadvantage offered by its:
- tangible assets (e.g. location of distribution centre, poor
reliability of machinery);
- intangible assets (e.g. patent protection, know how,
dependence upon third parties for proprietary software);
- financial resources (e.g. existence of large cash balances or
expensive debt finance); and
- human resources (e.g. strong market contacts, scarcity of
suitably skilled work force).
4. Company operations
(A review of the key features of the entity/entities operations.)
; details of the significant agreements/contracts entered into with the
company’s customers and suppliers (pricing policy, discount and
rebate arrangements, payment terms, volumes and amounts),
reservation of title clauses) for the last three completed financial years
and year to date. Details of any forward purchase commitments.
(Major customers (net sales exceeding 3 % of annual sales volume)
and major suppliers (net expenses exceeding 3 % of annual purchase
volume with indication of net sales/expenses in last fiscal year;
Contracts with suppliers containing reservation of title clauses or
similar security rights (L specifying the respective security rights)
; Contracts with commercial agents, authorised dealers or other
; All contracts with forwarding agencies, warehouses and other
logistics services providers
; All contracts relating to licensing, provision, maintenance or operation
of electronic data processing hard- and/or software
; Research and development contracts, either within the Yageo-group
or with third parties
; Tangible fixed assets subject to restraints on alienation
; details of and changes in sales to/purchases from principal
customers/suppliers over each of the last three financial years and year
to date (individual amounts and volumes where applicable). Note any
customers whose business is seasonal. Identify any customers at risk
of being lost and any sole suppliers.
; sales organisation (domestic and export) with details of commissions
structures and agreements with any agents.
; summary of credit notes issued for the last full financial year and the
current year (number and value) and reasons for the material ones. ; information on price trends on key supplies for the latest three years
and the current financial year.
; details of current productive capacity and plans for development,
bottlenecks in production, degree of computerisation and age of
machinery, to what extent sub assembly and sub contracting is used. ; a description of the company’s estimating and tendering procedures.
; details of products in development (anticipated launch date, whether
modification to an existing product or new product range, expected
; copy of most recent order book or schedule of contracted for work
(with comparison for prior year).
; copy of standard sales terms and details of alternative arrangements
offered to select customers (key terms and rationale for alternative
; details of significant operating leases (lessor, lessee, description of
item, payment terms, contract start and termination dates), licences
and other obligations (amount, duration, obligations, other key terms). ; details of the company’s quality assurance controls for procurement,
production/service and distribution.
; details of any after sales services and any potential liabilities under
warranties, guarantees or recourse arrangements.
; details of the company’s insurance cover (what covered, amount of
cover and excess arrangements, duration, insurer, significant
exclusions of cover, self insurance arrangements if any). ; details of current insurance claims or issues outstanding (amount,
claimant, details of claim, current status, expected settlement date).
Include copy of legal advice if available.
; details of the company’s environmental policies and accounting
treatment of environmental costs, current claims or known issues and
potential costs. Identification of any sites known or suspected to be
contaminated. Copy of any previous commissioned environmental
; details of the company’s information technology infrastr