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Raising Capital through IPO: A Guide for Public Limited Companies

An Initial Public Offering (IPO) is one of the most effective ways for a Public Limited Company (PLC) to raise capital from the public. By going public, a company can attract investments from retail and institutional investors, enabling business expansion, research, and operational growth. However, the IPO process involves complex legal, financial, and regulatory procedures that require thorough planning.

This guide explains the step-by-step IPO process, regulatory requirements, benefits, and challenges of raising capital through an IPO in India.


What is an IPO?

An Initial Public Offering (IPO) is the process through which a privately held company becomes publicly traded by offering shares to the general public. Once the IPO is complete, the company is listed on the stock exchange (NSE/BSE), allowing investors to buy and sell shares freely.

📌 Example: In 2021, Zomato raised ₹9,375 crore through its IPO, which helped fund its expansion.


Why Do Companies Go for an IPO?

1️⃣ Access to Large-Scale Capital

✔️ Companies can raise substantial funds from retail and institutional investors.
✔️ The capital raised can be used for business expansion, acquisitions, R&D, and debt repayment.

2️⃣ Increased Credibility and Public Trust

✔️ Being listed on a stock exchange enhances a company’s reputation and market visibility.
✔️ Investors, banks, and stakeholders trust listed companies more than private firms.

3️⃣ Liquidity for Promoters and Early Investors

✔️ Founders, investors, and employees can sell their shares and cash out.
✔️ Attracts venture capitalists (VCs) and angel investors looking for exit opportunities.

4️⃣ Employee Stock Option Plans (ESOPs)

✔️ Helps in retaining employees by offering shares as incentives.
✔️ Motivates employees to work towards company growth and profitability.

📌 Example: Companies like Flipkart and Paytm offered ESOPs before their IPOs, allowing employees to benefit financially.


Step-by-Step Process of Raising Capital through an IPO

Step 1: Company Readiness and Decision-Making

✅ The board of directors and shareholders must approve the decision to go public.
✅ The company must ensure strong financial health, corporate governance, and compliance records.

Step 2: Appointing Key IPO Advisors

A company must hire professionals to manage the IPO process:

🔹 Investment Bankers – Manage IPO pricing, underwriting, and investor relations.
🔹 Legal Advisors – Ensure compliance with SEBI, MCA, and RBI regulations.
🔹 Auditors – Prepare financial statements as per regulatory requirements.
🔹 Registrars and Transfer Agents (RTAs) – Handle share allocation and investor records.

Step 3: Due Diligence and Financial Audits

✅ The company must undergo financial, legal, and tax audits to ensure transparency.
✅ The financial statements should be in compliance with Indian Accounting Standards (Ind AS).

Step 4: Filing the Draft Red Herring Prospectus (DRHP)

📌 The DRHP is a mandatory document submitted to SEBI, containing:
✔️ Company’s business model and financials
✔️ IPO objectives and risks
✔️ Promoters, management, and shareholding details

📌 Example: Paytm’s DRHP was 343 pages long, covering detailed financials before its IPO.

Step 5: SEBI Approval and Stock Exchange Listing

✔️ SEBI reviews the DRHP and approves the IPO application.
✔️ The company registers with stock exchanges like NSE/BSE for listing.

Step 6: IPO Roadshow and Marketing

🔹 Roadshows are conducted to attract retail and institutional investors.
🔹 Advertising campaigns, digital promotions, and media coverage help generate investor interest.

📌 Example: LIC spent ₹800 crore on IPO promotions to ensure high investor participation.

Step 7: Pricing and Allotment of Shares

✔️ Price Band Fixation – The company sets a price range (₹100-₹150 per share, etc.).
✔️ Book Building Process – Investors place bids, and the final IPO price is determined.
✔️ Share Allotment – Shares are allotted to retail investors, institutional investors, and HNIs.

Step 8: Listing on Stock Exchange

✔️ Once shares are allotted, they start trading on NSE/BSE under the company’s ticker symbol.
✔️ Investors can now buy and sell shares freely in the stock market.

📌 Example: Zomato’s shares were listed at ₹115, a 51% premium over its IPO price.


Regulatory Compliance for an IPO

📌 Companies must comply with the following regulatory authorities:

✔️ Securities and Exchange Board of India (SEBI) – Approves IPO and monitors investor protection.
✔️ Ministry of Corporate Affairs (MCA) – Ensures company law compliance.
✔️ Reserve Bank of India (RBI) – Regulates foreign investments in IPOs.
✔️ Stock Exchanges (NSE/BSE) – Approve listing and trading of shares.


Advantages of Raising Capital Through an IPO

Massive Fundraising Potential – Access to public capital for business expansion.
Strong Market Position – Enhances brand credibility and valuation.
Liquidity for Investors – Shareholders can trade stocks freely.
Incentives for Employees – ESOPs help attract and retain top talent.
Global Investment – Allows Foreign Institutional Investors (FIIs) and NRIs to invest.


Disadvantages of an IPO

High Costs – IPO-related expenses can be ₹5 crore – ₹100 crore.
Strict Compliance – SEBI and stock exchange norms require quarterly reporting and audits.
Loss of Control – Founders must share decision-making power with investors.
Market Volatility – Stock prices fluctuate due to economic and investor sentiment.
Public Disclosures – Companies must share financial reports, business risks, and governance details.

📌 Example: Paytm’s stock fell 60% post-IPO, affecting investor trust.


Common Challenges in IPO Listing

🔹 Regulatory Delays – SEBI approval takes 3-6 months for verification.
🔹 Underpricing or Overpricing – Wrong pricing affects investor confidence.
🔹 Economic Downturns – Unfavorable market conditions reduce IPO success.
🔹 Investor Skepticism – Poor financial performance may discourage investors.

📌 Example: Snapdeal postponed its IPO due to weak market sentiment.


Conclusion: Is an IPO the Right Choice for Your Company?

An IPO is a powerful tool for business growth, providing access to public capital, global investors, and increased market credibility. However, it requires intensive regulatory compliance, financial transparency, and strategic planning.

ASK ASSOCIATES specializes in IPO planning, regulatory compliance, SEBI approvals, and stock exchange listings.

📞 Contact ASK ASSOCIATES today for expert IPO consulting and fundraising solutions!

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