コンサルティング
Accounting and Advisory Services
Full Spectrum of Accounting Services and Advisory Solutions for non-Audit Clients
For clients where MarcumAsia is not serving as the independent auditor, we provide a range of consulting services, including internal audit, financial reporting support, pre-audit, transaction accounting services, and internal control design and implementation.
MarcumAsia also assists management in designing and implementing comprehensive internal audit programs, including the right people, technology, and process design, to comply with domestic and international standards.
Financial Statement Preparation
Asian companies seeking to list in the U.S. often have difficulty attracting and training qualified personnel who are thoroughly knowledgeable about preparing financial statements to conform with U.S. GAAP or IFRS accounting standards and meet SEC disclosure requirements.
MarcumAsia can help supplement your team in preparing to raise capital, pursue a public listing, or make a significant acquisition. Our internal audit and pre-audit support services help to smooth the audit process, anticipate, and address questions and concerns of regulators, and train internal staff to sustain high-quality financial reporting practices on a go-forward basis.
トランザクションサポート
We can help you put all the systems in place to ensure that you are ready to interact with investment bankers, independent public accounting firms, and legal advisors with maximum efficiency by preparing accurate financial reports that conform to US GAAP or IFRS, and SEC reporting standards.
By handling sophisticated accounting issues before they get to your auditors or the SEC reviewers, we can avoid troublesome comments and disputes over proper accounting policies.
- SECに準拠した財務諸表作成
- 目論見書の財務情報開示と脚注の作成
- 重要な会計方針の設定
- 報告要件に関する社内スタッフのトレーニング
- レポーティングカレンダーと決算の "練習走行 "の開発
- アナリストやバンカーとのミーティングに先立ち、財務モデリングと予測を行う。
- Wdeskの変換と管理
- 株式報酬制度の設計と会計処理
- Shareholders register and “cheap stock” issues
- セグメント別および買収報告
- 関連者間取引の是正に関するコンサルティング
- ファンドレイジング＆ロードショーの準備と配信
- 資本構成の最適化
- コーポレートガバナンスポリシーとFCPAコンプライアンス
- ERPの導入
Internal Controls
The transition from being a private company to being publicly listed requires management to dramatically step up their internal controls for financial reporting (ICFR.)
Identified internal control weaknesses can erode investors' confidence, significantly delay transactions, and attract the attention of regulators and short sellers to probe for additional weaknesses in reporting. Robust internal controls will improve the quality of data used to guide senior management decision-making and capital allocation and reduce the risk of fraud and misappropriation of company assets.
MarcumAsia's team can provide comprehensive outsourced support to get the proper systems in place, assess weaknesses, train internal staff, and devise remediation plans.
We also help U.S. companies with operating subsidiaries in Asia to achieve high-quality internal controls and standardized financial reporting.
MarcumAsia's Internal Control and Financial Reporting Consulting Covers:
- 内部統制の監査、設計、是正、実施
- 第三者契約コンプライアンスサービス
- コンプライアンス審査・モニタリングサービス
- 買収に伴う内部監査・内部統制のサポート
- 増資・IPO準備のための内部監査サービス
- 海外腐敗行為防止法（FCPA）対応
- IT監査・サポートサービス
Risk Management & SOX Compliance
MarcumAsia uses a comprehensive approach to risk management that includes corporate governance, compliance, and financial and operational risks.
Senior management often faces spiraling costs related to compliance driven by complex regulations combined with a volatile operating environment. MarcumAsia's approach eliminates duplicative efforts and repetitive processes by creating an integrated framework that promotes operational excellence and creates business value. In this way, risk management becomes a source of competitive advantage.
Our services include Risk Assessment, Enterprise Risk Management Solutions, and Risk Monitoring Services.
We help our clients design and implement strong Internal Controls frameworks to mitigate business risk, strengthen financial reporting, and meet requirements for a public listing. We help integrate acquisitions and promote effective governance of joint ventures by designing robust internal controls that meet the requirements of multiple jurisdictions and integrate reporting, monitoring, and remediation practices.
- US Sarbanes Oxley Act (SOX) Compliance Services – Designing and implementing a robust internal controls environment to ensure compliance with Section 404 of the Sarbanes Oxley Act, as required of all U.S.-listed companies and provide the solid basis for management's assessment of the effectiveness of these policies and systems. MarcumAsia has extensive knowledge of SOX-related issues and can assist clients in implementing world-class processes.
- China internal Control Compliance (C-SOX) Services – Compliance with the Basic Frameworks of Enterprises' Internal Control, from designing the control environment, risk assessment, control activities, and information systems and monitoring.
- Internal Control Compliance for the Hong Kong Stock Exchange Listing (PN21) – Verifying that the procedures, systems, and controls are in place to enable the Board of Directors to make a proper evaluation of the listed company's financial performance and prospects, including compliance policies and procedures, corporate governance policies, and accounting management systems and internal controls.
- Japan Internal Controls Compliance (J-SOX) – Compliance with Japan's Financial Instruments and Exchange Law for all listed companies to provide the basis for annual assessment of the effectiveness of the internal control environment in the annual report
- Risk Management & Compliance for Financial Institutions – Specialized risk management services, including Basel III, anti-money laundering, and Asia risk-oriented solvency system (C-Ross) for the insurance industry.
- 内部統制の評価とコンプライアンス
- IT統制の評価と改善
Financial Due Diligence
MarcumAsia provides in-depth Asia financial due diligence services for financial and strategic investors evaluating investing in assets based in the PRC and elsewhere in Asia.
We also assist clients in evaluating potential Asian partners in the context of deals, including acquisitions, asset sales, joint ventures, licensing agreements, and bankruptcy proceedings.
Given the substantial differences and maturity of Asia’s legal and business environment, standard due diligence protocols used in developed markets are almost guaranteed to fail when applied to Chinese companies. As a result, even some highly experienced multinational corporations and institutional investors have made painful and expensive mistakes when investing in Asia.
Based on decades of experience, MarcumAsia has developed a range of traditional and non-traditional financial due diligence techniques that will help you understand the accurate operating results, financial condition, and ownership structure of Asian entities and assets. Our professional team can apply a strong background in forensic accounting techniques along with deep knowledge of local business practices and proprietary contacts in industry and government so our clients learn the truth behind the story.
ITコントロールサービス
情報システムは、企業の財務報告、内部監査、リスクマネジメントの分野を支えるバックボーンとなっています。
MarcumAsia assists our clients in performing the design and testing of IT systems to support a robust internal controls environment. Our IT control services are focused on meeting increasingly complex compliance requirements, increasing the accuracy and usability of data, and putting vital information in the hands of senior management and the board.
We assess and help to address a range of threats, including cyber-attacks, compliance with China’s increasingly stringent cyber and personal data laws, consumer identity information, and manipulation or misuse of enterprise data by employees.
Our expertise includes the following:
- IT戦略立案
- システム要求分析
- ITセキュリティの見直し
- Governance, risk, and compliance systems
MarcumAsia brings strong industry expertise in the IT systems used in the insurance, manufacturing, and power generation sectors.
M&A Financial Consulting Support
マーカムアジアは、新規市場への参入、国際的な資産の多様化、海外での戦略的買収を目指す中国企業や個人によるM&A取引や有機的成長を支援する包括的なサービスを提供しています。
M&A transactions often strain management resources to the maximum degree. Our team helps implement standardized financial reporting and internal control practices at acquired entities and identify any complex accounting and disclosure issues.
We also support MNCs evaluating acquisitions in Asia to gain an accurate assessment of the assets under consideration and embedded risks.
- Ascertain the true ownership status of critical assets, evaluate significant transactions, and identify material relationships with local governments and financial entities.
- Verify the scale of operations and cash flows while sorting through multiple, sometimes conflicting, sets of accounting and tax records.
- 企業が監査可能かどうかの判断、重要な税務問題の特定、FCPAコンプライアンスに関連するリスクの評価。
MarcumAsia can also serve as a resource to companies, creditors, and bankruptcy courts seeking to evaluate the credibility of an acquisition offer by an Asian entity, including verifying the scale of the business and source of funds and assessing regulatory obstacles.
To effectively bridge the cross-border divide of U.S.-Asia transactions, you need a firm equally fluent in regulatory requirements and Asian business realities. That firm is MarcumAsia.