Engineering high-growth enterprises for India’s public markets.

Pre-IPO financial restructuring, corporate governance and transaction readiness for technology, life sciences and manufacturing companies preparing to list on BSE SME and NSE Emerge.

Led by CA Reetu Bhandari, Chartered Accountant, ICAI Membership No. 536302.

The bridge between private operations and public listing.

Merchant bankers rarely turn away good businesses. They turn away books that cannot be restated cleanly and governance that cannot withstand scrutiny.

Drawing on more than 10 years as a Chartered Accountant, we work alongside your finance team 12 to 24 months before a target listing date. We prepare three years of financial statements for restatement and examination by a peer-reviewed auditor, formalise internal financial controls, and put promoter shareholding and related-party dealings in order. The aim is simple: fewer open questions when the merchant banker, the auditor and the exchange begin their diligence.

How an SME IPO engagement runs

Three areas of work

Each can be taken on its own or as a single readiness programme.

Financial restructuring and restatement readiness

Review of the last three financial years against the SEBI ICDR Regulations and the ICAI Guidance Note on Reports in Company Prospectuses, so the restatement can be completed without surprises.

  • Ledger clean-up and balance confirmations
  • Accounting policy alignment across all three years
  • Reconciliation of GST, TDS and ROC records
Restatement readiness

Corporate governance and internal financial controls

Moving founder-led decision-making to a board-governed structure, and documenting internal financial controls over financial reporting (ICFR) that an auditor can test.

  • Board and committee composition
  • Related-party transaction policy and approvals
  • Risk and control matrices, process notes
Governance and restructuring

Merchant banker diligence support

Working as the technical point of contact between promoters and the SEBI-registered merchant banker through the due diligence questionnaire and document requests.

  • Data room and document index
  • Responses to diligence queries
  • Co-ordination with auditors and legal counsel
Diligence support

Built for high-growth sectors.

Every sector brings its own diligence questions. These are the ones we prepare for most often.

Technology and SaaS
Capitalisation policy for software development, revenue recognition for subscriptions, cross-border tax and transfer pricing, and ESOP and convertible instrument clean-up.
Manufacturing and industrials
Fixed asset registers and physical verification, inventory valuation, working capital, and restructuring of borrowings to fit exchange leverage norms.
Healthcare and life sciences
Separating research from development expenditure, product licence and approval records, inventory expiry provisioning, and related-party supply arrangements.

Where does your company stand today?

The eligibility checker compares your figures against the current SEBI and exchange criteria for BSE SME and NSE Emerge, including the ₹1 crore EBITDA test introduced in 2025. It takes about five minutes and shows which criteria are met, which need work and which need confirming.

Insights for founders and CFOs