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Initial	Public	Offering	
(“IPO”)	Services
GOING PUBLIC
Overview
q An	Initial	Public	Offering	(“IPO”)	transforms	a	business	
from	a	privately	owned	and	operated	entity	into	one	that	
is	owned	by	public	shareholders		
q An	IPO	is	a	significant	stage	in	the	growth	of	many	
businesses,	as	it	provides	them	with	access	to	the	public	
capital	market	and	also increases	their	credibility	and	
exposure
q The	Company	commits	substantial	resources	to	the	IPO	
process	and	build	the	quality	management	team,	robust	
financial	and	business	infrastructure,	corporate	
governance	and	investor	relations	strategy	that	will	
attract	the	right	investors
q On	the	journey	of	transformation	of	a	private	company	
into	a	public	company,	success	depends	a	great	deal	on	a	
coordinated	team	effort	by	the	internal	management	and	
the	advisory	team.
Affluence	CA	and	CS	team provides FINE	
BALANCE to	the	Company	(Finance	and	
Accounts,	CS	and	Legal	team)	by	shouldering	
the	responsibilities	to	provide	bundle	of	
information	and	documentations	and	
certificates	to	several	agencies/intermediaries	
involved	in	this	time	sensitive	journey.
KEY REGULATORY FRAMEWORK IN IPO
q Chapter	III	(Section	23-40)	read	with	
Companies	(Prospectus	&	Allotment	
of	Securities)	Rules,	2014
q Issue	of	Further	Securities
Companies	Act
q SEBI	(ICDR)	Regulations	2018	
(Chapter	II	read	with	para	A	of	
Schedule	VI)
q Securities	Contracts	(Regulations)	
Rules	1957	(SCRR)
q SEBI	(LODR)	Regulations	2015	i.e.	
Listing	Regulations
q SEBI	(PIT)	Regulations	2015
q Depositories	Act	&	Regulations
Securities	Law
q Income	Tax	Act	1961	– Capital	Gain	
Tax	(Section	45,	48,	111A,	112,	112A	
etc.)
q Securities	Transaction	Tax	(STT)
q Stamp	Duty	Act		&	Rules
q FEM	(Non-Debt	Instruments)	Rules,	
2019	read	with	RBI	Master	direction	
on	FDI
Fiscal	&	FOREX	LAWs
IPO PROCESS FLOW
Company Listing	of	securities	on	the	Exchange
Monies	transferred	to	the	Bank
Listing
Appointment	of	
BRLM’s
q Approve	basis	of	allotment	from	
Stock	Exchange
q Allotment	by	the	Board
q Refund	money	and	credit	of	
shares
q Payment	of	commission
q File	listing	application
Investors	bid	
for	shares
Filing	of	
Prospectus	
with	RoC
Pricing	&	Allocation
q Bids	received	from	investors	
are	entered	in	the	online	
system
q Book	is	analysed	after	the	Book	
has	been	built
q To	execute	underwriting	
Agreement
BRLM	conducts	due	diligence	
q Understand	the	revenue	model
q Identify	key	selling	points
q Build	case	for	valuation
q Make	the	company	“IPO	
Ready”
q Identify	key	concerns
SEBI	
Comments
Pre-
marketing
Drafting	/	Filing	of	DRHP Roadshows
q Good	disclosures	about	
business	strategy,	objects,	
management	and	financial	
condition
q Emphasize	key	marketing	
highlights	of	the	equity	story
q Articulate	positioning
q 1-on-1	meetings	arranged	with	
institutional	investors
q Group	presentations	made	for	
retail	investors
q Signing	of	Syndicate	Agreement	
&	Escrow	Agreement
q Transfer	of	shares	to	Escrow	A/c
q Filing	of	RHP	with	ROC
INDICATIVE IPO TIMELINE
T T	+	5 T	+	10 T	+	60 T	+	61 T	+	62
T	+	146 T	+	145 T	+	130 T	+	129 T	+	122 T	+	77
T	+	161 T	+	162 T	+	163 T	+	168 T	+	177 T	+	180
Board	Meeting	
to	approve	issue
Kick	off	meeting Research	
Presentation	
Due	Diligence	&	
Drafting
Publication	of	
Research	Report
File	DRHP	with	
SEBI	+	SE
In-principle	
approval	from	
SEs
Receive	SEBI	
comments	on	
DRHP
Incorporate	SEBI	
comments	in	RHP
File	RHP	with	
SEBI
Receive	SEBI	go-
ahead	to	RHP
File	RHP	with	ROC
Roadshows Anchor	Investor Issue	Opens Issue	closes Allotment Transfer	funds	from	
Public	Issue	A/c	to	
Company	/	Offeror	A/c
Note:	Timelines	may	alter	depending	on	preparedness	of	the	Company,	Market	sentiments	(secondary	and	primary)	&	SEBI	&	SE	clearance
#Price	band	to	announced	at	least	five	working	days before	the	opening	of	the	bid
HOW CAN AFFLUENCE HELP?
As	“Go	to	Guy”,	we	shoulder	all	the	work	responsibilities	with	the	Company	team	to	complete	the	time	bound	task.
Legal	
Counsels
IPO	Grading	
Agency
Registrars
Escrow	
Bankers
Printers
Advertising	
Agency
BRLM
Issuer	
Company
Book	Runners’
Legal	Counsel
Broker	/	
Syndicate
Auditors
SCCBs
Affluence
Arrangement	 Co-ordination
T
T
T
T
IPO STAGES
We	at	Affluence	support	the	Company	on	every	phase	of	this	IPO	journey	
by	deputing	our	team	for	the	IPO	project.	
T T T T
IPO	
Evaluation	
Stage	
IPO	
Panning	
Stage	
IPO	
Execution	
Stage	
Post
IPO	
1 2 3 4
IPO	Execution
q Finalize	the	timetable
q Assist	in	due	diligence	activities	
including	collation	of	materials,	
data	room	management	and	
coordinating	with	all	the	Parties	
q Address	due	diligence	issues	
q Co-ordination	and	execution	
support,	status	updates,	key	
action	areas,	attending	
observations	of	documents
q Assist	in	preparation	of	Restated	
Financial	Information
q Collation	of	other	financial	
information,	key	performance	
indicators	in	relevant	formats
q Guidance	on	Accounting	Policies	
and	Assistance	on	Accounts	
closing		
q Providing	relevant	information	
for	drafting	the	offer	document
q Obtaining	internal	and	external	
approvals,	statutory	filings	and	
disclosures.
SERVICE OFFERINGS
q Support	strategic	initiative	
and	pre	IPO	transactions	eg,	
acquisition	or	group	
restructuring
q Establish	financial	reporting	
procedures
q Address	ownership	and	tax	
issues	
q Adopt	leading	corporate	
governance	practice	and	
reporting	process
IPO	Evaluation
q Deciding	the	tentative	time	
line
q Address	Compliance	related	
issues
q Documentation	and	filing	
for	Restructuring		of	the	
Board	and	committees
q Start	building	business	plan	
and	financial	model	
q Implement	financial	
reporting	procedure
IPO	Planning Post	issue	compliances
q Advise	on	compliance	with	
the	requirements	of	the	board	
of	directors	and	the	audit	
committee	
q Advise	on	Corporate	
Governance	requirements	in	
respect	of	the	listed	entity	and	
its	subsidiaries	
q Guidance	and	support	for		
disclosure	of	financial	
information	and	results
q Provide	ICDR	and	other	
compliance	checklist	to	
ensure	compliance	with	
listing	agreements
WHY AFFLUENCE
“Focus	on	being	a	
well	Governed	
Company,	not	just	
on	going	public”	
Well	experienced	and	efficient	
multidisciplinary	team	
Help	to	achieve	the	ambitious	time	tables	of	
an	IPO	dashboard		
Client	First	Policy
Create	space	for	Company	team	and	
Management	to	focus	on	Core	issues	requires	
their	involvement		
Solution	based	approach.
This Profile is strictly confidential and has been prepared exclusively for recipient. It should not be used, reproduced or circulated for any other purpose, in whole or in part, without the prior written
consent of Affluence Advisory Pvt Ltd. Such consent will only be given after full consideration of the circumstances at the time.
Thank You
Affluence Advisory Private Limited
503-504, K L Accolade, 6th Road, Santacruz (East)
Mumbai 400 055, 022 26102465 | 022 26116901
Email : contact@affluence.net.in Web : www.affluence.net.in

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IPO Advisory Services by Affluence Advisory Pvt Ltd.pdf

  • 2. GOING PUBLIC Overview q An Initial Public Offering (“IPO”) transforms a business from a privately owned and operated entity into one that is owned by public shareholders q An IPO is a significant stage in the growth of many businesses, as it provides them with access to the public capital market and also increases their credibility and exposure q The Company commits substantial resources to the IPO process and build the quality management team, robust financial and business infrastructure, corporate governance and investor relations strategy that will attract the right investors q On the journey of transformation of a private company into a public company, success depends a great deal on a coordinated team effort by the internal management and the advisory team. Affluence CA and CS team provides FINE BALANCE to the Company (Finance and Accounts, CS and Legal team) by shouldering the responsibilities to provide bundle of information and documentations and certificates to several agencies/intermediaries involved in this time sensitive journey.
  • 3. KEY REGULATORY FRAMEWORK IN IPO q Chapter III (Section 23-40) read with Companies (Prospectus & Allotment of Securities) Rules, 2014 q Issue of Further Securities Companies Act q SEBI (ICDR) Regulations 2018 (Chapter II read with para A of Schedule VI) q Securities Contracts (Regulations) Rules 1957 (SCRR) q SEBI (LODR) Regulations 2015 i.e. Listing Regulations q SEBI (PIT) Regulations 2015 q Depositories Act & Regulations Securities Law q Income Tax Act 1961 – Capital Gain Tax (Section 45, 48, 111A, 112, 112A etc.) q Securities Transaction Tax (STT) q Stamp Duty Act & Rules q FEM (Non-Debt Instruments) Rules, 2019 read with RBI Master direction on FDI Fiscal & FOREX LAWs
  • 4. IPO PROCESS FLOW Company Listing of securities on the Exchange Monies transferred to the Bank Listing Appointment of BRLM’s q Approve basis of allotment from Stock Exchange q Allotment by the Board q Refund money and credit of shares q Payment of commission q File listing application Investors bid for shares Filing of Prospectus with RoC Pricing & Allocation q Bids received from investors are entered in the online system q Book is analysed after the Book has been built q To execute underwriting Agreement BRLM conducts due diligence q Understand the revenue model q Identify key selling points q Build case for valuation q Make the company “IPO Ready” q Identify key concerns SEBI Comments Pre- marketing Drafting / Filing of DRHP Roadshows q Good disclosures about business strategy, objects, management and financial condition q Emphasize key marketing highlights of the equity story q Articulate positioning q 1-on-1 meetings arranged with institutional investors q Group presentations made for retail investors q Signing of Syndicate Agreement & Escrow Agreement q Transfer of shares to Escrow A/c q Filing of RHP with ROC
  • 5. INDICATIVE IPO TIMELINE T T + 5 T + 10 T + 60 T + 61 T + 62 T + 146 T + 145 T + 130 T + 129 T + 122 T + 77 T + 161 T + 162 T + 163 T + 168 T + 177 T + 180 Board Meeting to approve issue Kick off meeting Research Presentation Due Diligence & Drafting Publication of Research Report File DRHP with SEBI + SE In-principle approval from SEs Receive SEBI comments on DRHP Incorporate SEBI comments in RHP File RHP with SEBI Receive SEBI go- ahead to RHP File RHP with ROC Roadshows Anchor Investor Issue Opens Issue closes Allotment Transfer funds from Public Issue A/c to Company / Offeror A/c Note: Timelines may alter depending on preparedness of the Company, Market sentiments (secondary and primary) & SEBI & SE clearance #Price band to announced at least five working days before the opening of the bid
  • 6. HOW CAN AFFLUENCE HELP? As “Go to Guy”, we shoulder all the work responsibilities with the Company team to complete the time bound task. Legal Counsels IPO Grading Agency Registrars Escrow Bankers Printers Advertising Agency BRLM Issuer Company Book Runners’ Legal Counsel Broker / Syndicate Auditors SCCBs Affluence Arrangement Co-ordination
  • 8. IPO Execution q Finalize the timetable q Assist in due diligence activities including collation of materials, data room management and coordinating with all the Parties q Address due diligence issues q Co-ordination and execution support, status updates, key action areas, attending observations of documents q Assist in preparation of Restated Financial Information q Collation of other financial information, key performance indicators in relevant formats q Guidance on Accounting Policies and Assistance on Accounts closing q Providing relevant information for drafting the offer document q Obtaining internal and external approvals, statutory filings and disclosures. SERVICE OFFERINGS q Support strategic initiative and pre IPO transactions eg, acquisition or group restructuring q Establish financial reporting procedures q Address ownership and tax issues q Adopt leading corporate governance practice and reporting process IPO Evaluation q Deciding the tentative time line q Address Compliance related issues q Documentation and filing for Restructuring of the Board and committees q Start building business plan and financial model q Implement financial reporting procedure IPO Planning Post issue compliances q Advise on compliance with the requirements of the board of directors and the audit committee q Advise on Corporate Governance requirements in respect of the listed entity and its subsidiaries q Guidance and support for disclosure of financial information and results q Provide ICDR and other compliance checklist to ensure compliance with listing agreements
  • 10. This Profile is strictly confidential and has been prepared exclusively for recipient. It should not be used, reproduced or circulated for any other purpose, in whole or in part, without the prior written consent of Affluence Advisory Pvt Ltd. Such consent will only be given after full consideration of the circumstances at the time. Thank You Affluence Advisory Private Limited 503-504, K L Accolade, 6th Road, Santacruz (East) Mumbai 400 055, 022 26102465 | 022 26116901 Email : contact@affluence.net.in Web : www.affluence.net.in