Drafting and Regulatory

Centralized documentation, clean drafts, faster observation closure. We own documents and regulatory interfaces from DRHP to RHP for Main Board and SME.

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[ 01/05 ] · WHAT WE DO

What We Do

Data room setup: versioned VDR with source links, audit trails and responsibility matrix for all stakeholders

Offer document drafting: DRHP sections for Business, Risk Factors, Management’s Discussion and Analysis, Corporate Governance, Financial Information per ICDR format

RHP updates after observations: SEBI observation closures, updated financials, anchor details and final disclosures

Stock exchange selection, in-principle approvals and listing agreement execution for NSE, BSE or dual listing

Due diligence certificates coordination: merchant banker, auditor statements and legal counsel certificates per ICDR requirements

Auditor statements and legal due diligence reports from independent counsel covering title, litigation, material contracts and regulatory compliance

Regulatory interface: exchange in-principle approval, SEBI observation handling, NSDL or CDSL demat readiness

Application infrastructure: ASBA or UPI compliance, coordination with SCSBs and UPI participants for mandate blocking

Operations readiness: ISIN allocation, demat account setup, escrow bank appointments, basis of allotment procedures with registrar or RTA

[ 02/05 ] · SME FOCUS

SME Focus

SME Focus

SME Focus

Market maker appointment and agreement documentation for NSE Emerge or BSE SME

Lot grid, trading mechanism and settlement cycle per SME exchange rules

SME disclosure requirements frequently queried by exchanges, including related-party transactions and promoter track record

Market maker information pack and post-listing liquidity coordination plan

[ 03/05 ] · DELIVERABLES

Our Deliverables

DRHP Draft

Version 0.9 with comment matrix and source citations

SEBI and Exchange Observation Tracker

With assigned owners and closure documentation

RHP Filing

Pack with statutory inserts, anchor list and final issue structure

Operations Readiness Checklist

Covering ISIN, escrow, ASBA or UPI, depository and registrar or RTA coordination

[ 04/05 ] · REQUIREMENTS

Key Requirements & Operating Framework

Inputs We Need

Audited financials per Ind-AS, legal opinions on title and compliance, facility lists, promoter and director KYC documents

Indicative Timeline

30 to 45 days from clean data room to DRHP draft, issuer dependent and subject to SEBI or exchange observations

Compliance Notes

Category-I Merchant Banker (Lead Manager) appointed. Registrar or RTA engaged. Publicity and restricted-period rules observed

[ 05/05 ] · FAQs

Answers to Common Questions

Learn about S45's IPO services, process, and what to expect

What is S45?

S45 is an AI-enabled Investment Bank helping Indian companies go public on SME and Main Board. We pair sector bankers with proprietary analytics for readiness, pricing, bookbuilding, listing, and post-IPO investor relations

What exactly do you do?

Three things end to end:
1) Source – eligibility, Demand Thesis (cohort view), teach-ins.

2) Diligence – Readiness Scan, data room, DRHP/RHP with auditors, counsel, and the Lead Manager.

3) List – price-band work, bookbuilding and allocation with Registrar/RTA, listing day and 30/90-day investor relations

Who is your merchant banking partner?

We execute IPOs with Narnolia as Category-I Merchant Banker (Lead Manager). S45 runs AI-led readiness, demand mapping, pricing support, and after-market investor relations

Which sectors do you cover?

Aerospace & Defence, Automotive, Chemicals, Consumer, Energy, Financial Services, Healthcare, Industrials, Technology, Agriculture, Education, and Hospitality. Each has bankers with India-specific operating and regulatory depth

What does the IPO process involve and how long does it take?

Pre-filing readiness → DRHP (SEBI) → RHP → pricing & bookbuilding (or fixed-price where applicable) → allotment with Registrar/RTA (ASBA/UPI) → listing (NSDL/CDSL) → post-IPO IR.

For SME, market maker coordination applies. Main Board is typically 6–12 months from engagement to listing, depending on audit readiness, SEBI observations, and market conditions. SME timelines can be as short as 2–3 months. We map a realistic calendar for your current state

How do you determine pricing and who are the key investor categories?

We build a valuation range using sector comps and cash-flow methods, then refine it with pre-IPO soundings and demand during the bookbuild. We do not guarantee a price or allocation. Indian IPOs allocate to QIBs (institutions), NIIs/HNIs (larger-ticket applicants), and Retail. Anchor investors may participate before the issue opens, per rules.

What are SEBI's core disclosure needs and what if we are not IPO-ready yet?

SEBI requires three years of audited financials, risk factors, related-party transactions, promoter details, use of proceeds, material contracts, and litigation. All SEBI observations must be addressed before the RHP. If you are not ready, we run a Readiness Scan and give a clear plan covering governance, disclosures, board independence, controls, and investor messaging. Many teams work with us 12–18 months before filing.

How does S45 charge and what about investor introductions?

A retainer for readiness and filing work plus milestone-linked fees tied to issue execution. Terms are discussed upfront and documented in the engagement letter. Investor previews are cohort-level only before mandate. Investor identities are shared after NDA or mandate, and outreach is coordinated with the Lead Manager.

Do you coordinate market makers for SME and support post-listing IR??

Yes. For eligible SME issues we shortlist market makers, align obligations, and integrate this into the post-listing liquidity plan. We also set an investor relations calendar, prepare earnings materials, target investors, and coordinate with analysts for coverage and liquidity over the first 30/90 days and beyond.

Do you guarantee timelines, pricing, or allotment?

No. Outcomes depend on SEBI review, market conditions, and investor demand. Our job is to prepare you thoroughly, map demand, and execute with discipline

What is S45?

S45 is an AI-enabled Investment Bank helping Indian companies go public on SME and Main Board. We pair sector bankers with proprietary analytics for readiness, pricing, bookbuilding, listing, and post-IPO investor relations

What exactly do you do?

Three things end to end:
1) Source – eligibility, Demand Thesis (cohort view), teach-ins.

2) Diligence – Readiness Scan, data room, DRHP/RHP with auditors, counsel, and the Lead Manager.

3) List – price-band work, bookbuilding and allocation with Registrar/RTA, listing day and 30/90-day investor relations

Who is your merchant banking partner?

We execute IPOs with Narnolia as Category-I Merchant Banker (Lead Manager). S45 runs AI-led readiness, demand mapping, pricing support, and after-market investor relations

Which sectors do you cover?

Aerospace & Defence, Automotive, Chemicals, Consumer, Energy, Financial Services, Healthcare, Industrials, Technology, Agriculture, Education, and Hospitality. Each has bankers with India-specific operating and regulatory depth

What does the IPO process involve and how long does it take?

Pre-filing readiness → DRHP (SEBI) → RHP → pricing & bookbuilding (or fixed-price where applicable) → allotment with Registrar/RTA (ASBA/UPI) → listing (NSDL/CDSL) → post-IPO IR.

For SME, market maker coordination applies. Main Board is typically 6–12 months from engagement to listing, depending on audit readiness, SEBI observations, and market conditions. SME timelines can be as short as 2–3 months. We map a realistic calendar for your current state

How do you determine pricing and who are the key investor categories?

We build a valuation range using sector comps and cash-flow methods, then refine it with pre-IPO soundings and demand during the bookbuild. We do not guarantee a price or allocation. Indian IPOs allocate to QIBs (institutions), NIIs/HNIs (larger-ticket applicants), and Retail. Anchor investors may participate before the issue opens, per rules.

What are SEBI's core disclosure needs and what if we are not IPO-ready yet?

SEBI requires three years of audited financials, risk factors, related-party transactions, promoter details, use of proceeds, material contracts, and litigation. All SEBI observations must be addressed before the RHP. If you are not ready, we run a Readiness Scan and give a clear plan covering governance, disclosures, board independence, controls, and investor messaging. Many teams work with us 12–18 months before filing.

How does S45 charge and what about investor introductions?

A retainer for readiness and filing work plus milestone-linked fees tied to issue execution. Terms are discussed upfront and documented in the engagement letter. Investor previews are cohort-level only before mandate. Investor identities are shared after NDA or mandate, and outreach is coordinated with the Lead Manager.

Do you coordinate market makers for SME and support post-listing IR??

Yes. For eligible SME issues we shortlist market makers, align obligations, and integrate this into the post-listing liquidity plan. We also set an investor relations calendar, prepare earnings materials, target investors, and coordinate with analysts for coverage and liquidity over the first 30/90 days and beyond.

Do you guarantee timelines, pricing, or allotment?

No. Outcomes depend on SEBI review, market conditions, and investor demand. Our job is to prepare you thoroughly, map demand, and execute with discipline

What is S45?

S45 is an AI-enabled Investment Bank helping Indian companies go public on SME and Main Board. We pair sector bankers with proprietary analytics for readiness, pricing, bookbuilding, listing, and post-IPO investor relations

What exactly do you do?

Three things end to end:
1) Source – eligibility, Demand Thesis (cohort view), teach-ins.

2) Diligence – Readiness Scan, data room, DRHP/RHP with auditors, counsel, and the Lead Manager.

3) List – price-band work, bookbuilding and allocation with Registrar/RTA, listing day and 30/90-day investor relations

Who is your merchant banking partner?

We execute IPOs with Narnolia as Category-I Merchant Banker (Lead Manager). S45 runs AI-led readiness, demand mapping, pricing support, and after-market investor relations

Which sectors do you cover?

Aerospace & Defence, Automotive, Chemicals, Consumer, Energy, Financial Services, Healthcare, Industrials, Technology, Agriculture, Education, and Hospitality. Each has bankers with India-specific operating and regulatory depth

What does the IPO process involve and how long does it take?

Pre-filing readiness → DRHP (SEBI) → RHP → pricing & bookbuilding (or fixed-price where applicable) → allotment with Registrar/RTA (ASBA/UPI) → listing (NSDL/CDSL) → post-IPO IR.

For SME, market maker coordination applies. Main Board is typically 6–12 months from engagement to listing, depending on audit readiness, SEBI observations, and market conditions. SME timelines can be as short as 2–3 months. We map a realistic calendar for your current state

How do you determine pricing and who are the key investor categories?

We build a valuation range using sector comps and cash-flow methods, then refine it with pre-IPO soundings and demand during the bookbuild. We do not guarantee a price or allocation. Indian IPOs allocate to QIBs (institutions), NIIs/HNIs (larger-ticket applicants), and Retail. Anchor investors may participate before the issue opens, per rules.

What are SEBI's core disclosure needs and what if we are not IPO-ready yet?

SEBI requires three years of audited financials, risk factors, related-party transactions, promoter details, use of proceeds, material contracts, and litigation. All SEBI observations must be addressed before the RHP. If you are not ready, we run a Readiness Scan and give a clear plan covering governance, disclosures, board independence, controls, and investor messaging. Many teams work with us 12–18 months before filing.

How does S45 charge and what about investor introductions?

A retainer for readiness and filing work plus milestone-linked fees tied to issue execution. Terms are discussed upfront and documented in the engagement letter. Investor previews are cohort-level only before mandate. Investor identities are shared after NDA or mandate, and outreach is coordinated with the Lead Manager.

Do you coordinate market makers for SME and support post-listing IR??

Yes. For eligible SME issues we shortlist market makers, align obligations, and integrate this into the post-listing liquidity plan. We also set an investor relations calendar, prepare earnings materials, target investors, and coordinate with analysts for coverage and liquidity over the first 30/90 days and beyond.

Do you guarantee timelines, pricing, or allotment?

No. Outcomes depend on SEBI review, market conditions, and investor demand. Our job is to prepare you thoroughly, map demand, and execute with discipline

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