IPO Readiness

Make your business listing-ready, end to end. Route selection, governance, controls and diligence to clear SEBI and exchange approval processes for Main Board or SME

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Start IPO Readiness

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[ 01/05 ] · WHAT WE DO

What We Do

IPO route assessment: Main Board vs NSE Emerge or BSE SME, float planning as per minimum public shareholding norms

Storyboarding and disclosure plan: equity narrative, KPI framework, risk framing, evidence mapping

Capital structure management: cap table cleanup, ESOP or ESPS, split or bonus, preference share and convertible debt conversions

Pre-IPO raise in the permitted window: QIBs, family offices, AIFs and strategics with terms, lock-ins, agreements and filings

Promoter minimum contribution calculation and sourcing plan for ICDR compliance

Financials and controls: Ind-AS restatement, segment reporting, revenue recognition, internal controls, related-party transactions

Commercial and legal diligence: contracts, IP, licenses, land title, environment and safety compliance, litigation tracker with mitigations

Board composition review for independent directors, audit committee and ICDR or LODR requirements

Regulatory liaison and coordination: SEBI and exchange scoping, registrar or RTA and depository coordination

Data room and DRHP drafting: evidence-linked VDR with Business, Risk Factors, MD&A, Corporate Governance, Financial Information

Project management: issue structure (fresh issue, offer for sale or combination), timetable, RACI matrix, weekly investment committee, risk log

[ 02/05 ] · SME FOCUS

SME Focus

SME Focus

SME Focus

NSE Emerge or BSE SME route assessment, eligibility, minimum public shareholding and post-listing float

Market maker shortlisting and engagement plan for liquidity support post-listing

Lot size modeling and liquidity simulations for retail accessibility

SME data room index for registrar or RTA and market maker operations

[ 03/05 ] · DELIVERABLES

Our Deliverables

Preliminary Readiness

Assessment typically within 5 business days, comprehensive report within 2 to 3 weeks

IPO Readiness Assessment

Timeline, critical milestones and resource requirements

KPI Dictionary

Evidence register linked to disclosure schedules

Cap Table Model

Promoter contribution plan and board approval packs

Diligence Report

Issue identification and disclosure schedules

[ 04/05 ] · REQUIREMENTS

Key Requirements & Operating Framework

Inputs We Need

Last 3 years audited financials, latest management accounts, key contracts, license register, cap table and shareholder agreements

Indicative Timeline

2 to 6 weeks, issuer dependent on audit completion and legal diligence readiness

Compliance Notes

SEBI ICDR and LODR requirements, disclosure controls and PIT code readiness verified

[ 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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