The line we hear most often from companies that want to list: "We're profitable, so we should be able to go public in about a year." The honest answer is that profit is only one condition among many, and it is almost never the thing that causes a delay. Delays come from the places nobody looks at first.
Below are the five mistakes we see most often, ordered by how expensive they are to fix.
Mistake 1: starting too late
An IPO is not a filing. It is a change in how the company operates. Financial statements have to be consistent with the standards across several reporting periods. Internal controls have to run in practice, not on paper. The board has to include genuinely independent members.
None of that can be built in three months. The consistent Core Ventures recommendation: begin preparing twelve to twenty-four months before the intended filing date. Starting early carries a benefit people rarely mention. The company gets to choose when it goes to market, instead of being chased by a deadline.
Mistake 2: treating listing requirements lightly
Listing requirements include financial, ownership, governance and dossier conditions that can change with applicable law and exchange rules. Confirm the current requirements for the exact issuer and route to market with securities counsel and the relevant exchange before setting a timetable. Vietnam's official legal database records Decree 155/2020/ND-CP, which has been amended; it should not be treated as a substitute for current professional advice.
An accumulated-loss issue or other unresolved requirement can delay a plan. Test every applicable condition against current, verified figures from the outset; do not estimate.
Mistake 3: two sets of books
This is a sensitive subject, but it has to be said plainly: among Vietnamese private companies it is not rare to find a gap between the internal books and the tax filings. Listing means every figure is examined line by line by an independent auditor, and every historical discrepancy has to be explained.
Resolving this takes time and has to be done in the right order. The closer it is left to the filing date, the higher the cost and the greater the legal exposure. An independent internal audit before the statutory auditor arrives tells the company exactly where it stands and how much work is left.
Mistake 4: governance for show
Institutional investors read the governance file as closely as the accounts. They can tell very quickly the difference between a board that actually governs and a board assembled to satisfy a requirement. An independent director who has never challenged anything, an audit committee that has never met and a disclosure policy that has never been used will all surface during diligence.
Good governance is not a compliance cost. It is part of the valuation story: the more transparent the company, the lower the risk premium investors demand.
Mistake 5: no capital story
"What is the money for?" is the first question every investor asks, and the one many companies answer worst. A vague use-of-proceeds plan tells investors that the company is listing so existing shareholders can exit. The valuation will reflect that reading.
A convincing capital story needs three things: a specific use of funds, an implementation path that can be measured, and clear logic for how that capital produces growth. This is a section well worth preparing with a financial adviser experienced in IPO readiness.
The Core Ventures view. A successful IPO is decided long before the filing. Of the five mistakes above, the first four share a single root cause: starting late. If you do only one thing after reading this, build a table comparing your company's current position against each listing condition, using real figures. That table will tell you how long your road is.
Frequently asked questions
How long does IPO preparation take?
For a company with reasonably solid finances and governance, roughly twelve months of active preparation. For one that needs to restructure its books or its ownership, eighteen to twenty-four months is more realistic. The precise figure only emerges after a current-state assessment.
What is the largest cost of an IPO?
The visible costs are audit, advisory, underwriting and listing fees. Poor preparation can also affect valuation, timing and transaction risk, but the outcome varies with the company, market and transaction.
What should a company do if it does not yet meet the listing conditions?
Treat it as useful information: you found out early. The usual path is to work through the missing conditions hardest-first, often beginning with financial or ownership restructuring. The appropriate sequence should be set with suitably qualified securities, legal and accounting advisers.
A practical note. An IPO plan needs to be tested against the issuer's own facts and the rules in force when the work begins. This article can help a leadership team prepare, but it is not a substitute for securities, legal, tax or audit advice on a specific listing.