IPO Advisory

IPO advisory for Indian companies — all five stages.

Most advisory firms cover the DRHP and stop. We cover the full lifecycle — from the readiness audit 18 months before you file to the quarterly LODR filings 5 years after listing. CA handles the financials. CS handles the secretarial. One engagement, no gaps.

Reviewed by CA Harun Raaj, ICAI Reg. No. 238303·Last reviewed: 1 July 2026

Starting from Contact usTypical timelineIPO Advisory and Capital Markets Compliance

What is included

• Pre-IPO readiness audit
• DRHP and listing support
• Post-listing LODR compliance planning
• SME IPO route support
• CA + CS coordination across the full lifecycle

Documents required

• Three years of audited financial statements
• Statutory registers and board / shareholder approvals
• DRHP support schedules and disclosures
• ESOP, RPT, and promoter lock-in records
• Conversion and listing documentation where applicable

Government fees

See the fee table below for the statutory filing charge and common delay logic.

Legal basis

• Regulation 26 of the SEBI (ICDR) Regulations 2018
• Regulations 30, 31, 33 and 24A of the SEBI (LODR) Regulations 2015
• Section 14 and Section 23 of the Companies Act 2013

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Process

How the service works

The workflow is built to be predictable: document collection, legal review, filing, and post-filing follow-through.

Step 1Stage 1

Run the readiness audit

We start by checking the financial, secretarial, legal, and governance gaps that need to be fixed before the market-facing work begins.

Step 2Stage 2

Prepare and file the DRHP

The next step is the offer-document work, due diligence, and SEBI filing sequence that sets up the issue process.

Step 3Stage 3

Manage the listing and allotment process

We keep the issue-open, allotment, and listing steps moving so the company gets through the exchange process without losing the compliance thread.

Step 4Stage 4

Support post-listing compliance

Once listed, the work shifts to recurring LODR and insider-trading compliance so the public-company obligations stay current.

AEO summary

The service covers the full IPO lifecycle, not just the DRHP, so readiness, listing, and post-listing compliance stay in one plan.

The five stages

No competitor covers all five. Most stop at Stage 2. Stage 4 (post-listing LODR) is the most underserved — and the most expensive to get wrong after listing day.

• Stage 1 · IPO Readiness Audit — financial, secretarial, legal, and governance gap assessment.
• Stage 2 · DRHP Preparation & SEBI Filing — lead manager appointment, diligence, and observation response.
• Stage 3 · Listing Process — offer, allotment, and exchange listing approval.
• Stage 4 · SEBI LODR Compliance — recurring post-listing reporting and governance.
• Stage 5 · SME IPO — BSE SME / NSE Emerge route and migration planning.

Listing thresholds at a glance

SME IPO (BSE SME / NSE Emerge) and Main Board have different eligibility criteria. The right route depends on post-issue paid-up capital, not just company size.

• BSE SME: PUC ₹3 Cr–₹25 Cr with optional BRLM requirement.
• NSE Emerge: PUC ₹1 Cr–₹25 Cr with optional BRLM requirement.
• Main Board: post-issue PUC ₹10 Cr or more and mandatory BRLM support.

Who does what — CA vs CS scope

IPO compliance splits across two regulated professionals. A CA cannot sign secretarial due diligence. A CS cannot sign financial statements. Both are mandatory at different stages.

• CA handles pre-IPO financial statements and valuation support.
• CS handles conversion, board work, and secretarial due diligence.
• Both should stay aligned across the DRHP and post-listing layers.

Government fees

Fee breakdown

Item	Fee	Notes
ROC conversion fee	As per MCA fee table	Applicable if the company must convert from private to public before the issue.
Exchange / listing fees	As per exchange schedule	BSE, NSE, and SME routes have their own fee structures.
SEBI / filing support	As applicable	The issue route can also trigger filing charges through merchant banker and exchange processes.

Timeline

Typical turnaround

Typical timeline usually means a 12-24 months turnaround, assuming documents are complete and any board or shareholder approvals are already in place.

Pricing note

IPO costs depend on the route, issue size, exchange fees, merchant banker charges, and the legal / secretarial cleanup required before filing.

Related services

Keep the company moving

IPO readiness

Start with the readiness audit if the company is not yet filing.

IPO DRHP filing

Prepare the offer document and SEBI filing layer.

IPO listing process

Handle the issue-open and listing stage.

SEBI LODR compliance

Keep the listed company obligations on track.

FAQ

Frequently asked questions

What is the minimum eligibility to file a main-board IPO in India?

Under SEBI (ICDR) Regulations 2018, Regulation 6, a company must have a post-issue paid-up capital of at least Rs 10 crore and a minimum issue size of Rs 15 crore. Alternatively, if the QIB allocation is 75% or more, the three-year track-record requirement can be waived. These thresholds are distinct from the SME route, which allows post-issue paid-up capital between Rs 1 crore and Rs 25 crore under the SME Chapter of the same regulations.

What documents form the Draft Red Herring Prospectus (DRHP) and where is it filed?

The DRHP must be prepared in accordance with Schedule VI of SEBI (ICDR) Regulations 2018 and filed with SEBI through a SEBI-registered merchant banker (lead manager) under SEBI (Merchant Bankers) Regulations 1992. The contents of the prospectus — including risk factors, financial statements, and management discussion — are governed by Section 26 of the Companies Act 2013. Section 32 of the same Act covers the requirement to file the DRHP with SEBI before the Red Herring Prospectus is filed with the Registrar.

How long are promoters locked in after listing?

Under SEBI (ICDR) Regulations 2018, promoters are locked in for 18 months on their minimum promoter contribution (typically 20% of the post-issue paid-up capital). The remaining promoter holding beyond the minimum contribution is locked in for six months from the date of allotment. Anchor investors are subject to a 30-day lock-in on 50% of their allocation and a 90-day lock-in on the remaining 50%, per the ICDR Regulations.

What ongoing SEBI compliance is required after listing on the main board?

Post-listing, the company becomes subject to SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 from the date of listing. Key obligations include quarterly financial results under Regulation 33, shareholding pattern disclosure under Regulation 31, related party transaction approvals under Regulation 23, material event disclosures under Regulation 30, and an annual secretarial compliance report under Regulation 24A. Insider trading is governed separately by SEBI (Prohibition of Insider Trading) Regulations 2015, which requires maintenance of a structured digital database (SDD).

Can a private limited company directly file for an IPO, or is conversion required?

A private limited company must first convert to a public limited company before making a public offer, as only public companies can issue shares to the general public under Section 23 of the Companies Act 2013. The conversion is done by filing Form INC-27 with the Registrar of Companies, which requires a special resolution and amendment of the Memorandum and Articles of Association under Section 14 of the Companies Act 2013. The conversion typically takes 4–8 weeks and should be completed well before DRHP preparation begins.

Canonical reference: https://www.pvtltd.co/services/ipo-advisory

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