Tutorial Proceeding of Going Public

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Stage:	Issues	Service from Pasco	Primary objective	Service department
Preparative stage	Strategy making and forecast restructure Analysis on primary business and other business Determine the main listing part of company Analyse the impact of restructure plan on finance and tax Staff training Understand the differece between PRC and U.S. Accounting Standard	Assist in Staff training to help address the concept of going public Assist in strategy and project programming of going public Provide advice on the United States security market and financing channels Examine the impact of business and fiancial structure on going public Prepare intial US GAAP finacial information report, and adjust reorganization plan aptly Assist in the establishment of financial models and valuations, actuarial mathematics Assist in seeking a strategic partnership for relevant client	Determination of the reorganization plan Arrangement of going public strategy Professional competency training concerning going public Training and guidance to establish internal financial control processes	PASCO International Venture Capital Consulting(Beijing) Ltd.
Evaluation Stage	Legal prudent investigation Sponsor prudent investigation Evaluate capital market situation and the tendancy of investor Find out the necessary adjustment of the company prior to listing Establish future development plan and budget on listed business Determine the listing date and exchange market	Examine company’s past accounting method Examine the management of accounting and internal control Contact with other Recommendation and Guidance consultant such as U.S. attorney, accountant. Assist reconmmendation and guidance group to conduct due diligence and risk evaluation. Assist in seeking a strategic partnership for relevant client	Set up recommendation and guidance group for going public Confirm the measure of adjustment for going public Recommendation and guidance group issue commitment letter of Recommendation and guidance Complete integrate evaluation report	PASCO International Financial Consulting C0.,Ltd.,Beijing Office
Work stage	Carry out capital structure Compose business plan Company liquidatio Carry out corporate governance Transact legal procedure such as Merger General financial audit Standardize and improve internal control Carry out staff stock option or salary plan Improve and restructure business process	Assist in the implementaion of listing legal process. Assist in forming an listed mirror company，provide legal procedure of combination Assist company to conduct liquidation work, complete DD, ODQ, Assist company to complete BP Assist company to complete MD&A Assist to conduct corparate governance , set up five conmmittee such as audit conmmittee. Provide advise on company staff option or salary plan Assist in US GAAP financial audit Assist to diagnose corporate internal contro, set up and improve COSO system and ERP system Provide applicable structure based on US GAAAP and AS-2 audit rule Assist to set up IR strategy Assist to fill SEC document（ SB-2 or F-1 ）	Design of legal procedure for going public Financial audit for listing Business plan for listing IR strategy Internal control, COSO system Corprate governance Corprate liquidation Director, independent director, operation team and indiivdual disclosure	PASCO International Financial Securities Ltd.
Listing stage	Pass SEC examination on company’s disclosure Acquire NASDAQ Listing Approval Open account for shareholders Global road show（ IPO ） Application of listing on exchange market Listing and trading	Assist to response SEC comments letter Assist to prepare MD&A in 10Q or 10K Assist to print prospectus Assist to print stock Assist in global road show Assist in QFT（ NON-IPO ） Assist in ‘open an account’training to shareholder Assist to set up IR Assist in listing complication Assist in listing and trading	Pass SEC disclosure examination Acquire effectiveness letter Global road show （ IPO ） Pass QFT, listing and trading (NON-IPO) Trade publicly	PASCO International Financial Securities Ltd.
Follow-up stage (continuous improvement)	Market strategy Emphasize on cost-effectiveness Function frame Human resourse Management of Credit risk, market risk and operaton risk Set up and expand business credit and company brand Promote and conform information technology system Management of investor relationship Continuous staff training Continuous information diclosoure system	Provide the lasted information concerning accounting and regulation policy Assist to conduct audit on year finance and internal control Assist to check financial report and internal control Assist to complete yearly and quarterly MD&A Assist to prepare MD&A for 10K and 10Q, and consultation of 8K report assist in the implementation of SOX 302 、 906 、 404 clause Assist to conduct SPO Financing, merger and acquisition Provide continuous regulation consulting service Assist to improve internal audit, corprate governance Assist in the maintenance of investor relationship Assist in the stabilization of company’s stock market Assist to set up ERP system which is based on COSO and company operation	Continuouse and periodical disclosure system U.S. Financial statment （ 10K 、 10Q ）pre-auditing work and adjustment Material event （ 8K ）diclosure guidance MD&A preparation and disclosure The establishment of COSO system and evaluation report The continuouse improvement on corporate governance Investor relationship management The management of human resourse, brand and operation SPO, merger and acquisition	PASCO International Financial Consulting C0.,Ltd.