IPO Due Diligence & Compliance Advisory Services for Indian Businesses

The IPO due diligence process typically starts with readiness assessment, data room setup, and a review of financial statements, governance, litigation, tax matters, related-party transactions, contracts, and material risks. From there, advisors coordinate evidence-backed disclosures for the DRHP, align management narratives with supporting documents, and prepare responses for legal, auditor, exchange, and SEBI review. The goal is a complete, defensible filing record.

In IPO discussions, the “90 day rule” usually refers to financial statement freshness and timing expectations around offer documents, comfort procedures, and updated disclosures before filing or launch. Exact application depends on the issue structure, filing calendar, and regulatory requirements in force. For Indian issuers, teams should plan early so audited numbers, restatements, and interim updates remain current enough for DRHP and RHP timelines.

Most companies benefit from starting IPO due diligence 12 to 18 months before filing. That gives enough time to address governance gaps, clean up the cap table, restate financials where needed, strengthen internal controls, and organise supporting evidence. Starting early also helps management choose between Main Board and SME routes without rushing critical compliance decisions close to the DRHP stage.

Advisors usually review audited financials, statutory records, board and committee materials, shareholder agreements, cap table records, ESOP documents, tax filings, litigation summaries, major customer and supplier contracts, related-party transactions, licences, and internal control documentation. For Indian IPOs, teams also prepare exchange- and SEBI-relevant disclosures, demat and ISIN readiness items, and evidence needed to support statements made in the DRHP and RHP.

Main Board and SME IPOs differ in eligibility thresholds, disclosure depth, investor mix, liquidity structure, and post-listing mechanics. Main Board issues generally require broader institutional readiness and more extensive compliance preparation. SME issues can move faster, but they still require disciplined disclosures and include platform-specific elements such as market maker coordination, lot size planning, and migration considerations for future Main Board eligibility.

Yes. A strong due diligence process is designed to surface issues before formal review begins. Common findings include inconsistent revenue recognition, unresolved tax disputes, contingent liabilities, weak committee composition, incomplete cap table records, and unsupported risk disclosures. Catching these early reduces rework, improves drafting quality, and helps management respond more effectively once legal counsel, auditors, exchanges, and SEBI begin detailed scrutiny.

Preparation timelines vary by company readiness, but many Indian issuers need several months of structured work before filing. S45 notes that a clean data room can move toward DRHP-ready status in 30 days, while broader readiness engagements often begin 12 to 18 months pre-filing. The actual timeline depends on audit readiness, governance fixes, legal diligence complexity, and how quickly management can close open compliance items.

Yes, comprehensive IPO advisory often extends beyond diligence and filing. It can include pricing support, investor demand mapping, anchor allocation planning, bookbuilding coordination, and post-listing investor relations preparation. For Indian issuers, that matters because disclosure discipline should continue after listing through earnings materials, investor communication, liquidity planning, and, for SME companies, possible migration planning toward the Main Board.