Issue size
Several heads are fixed rather than proportional, so a ₹12 Cr issue carries a higher percentage cost than a ₹45 Cr one. Bigger issues dilute the fixed costs.
Cost & timeline
What does an SME IPO cost?
Costs depend on issue size and the intermediaries you appoint. Most ₹10–50 Cr issues land in a predictable band — here is every head that goes into it, and the ten steps it pays for.
Consolidated estimateTypical ₹10–50 Cr issue
Total cost band7–10%
- Merchant banker40%
- Market making & marketing20%
- Legal counsel12%
- Auditor10%
- Exchange & ROC fees10%
- RTA & depositories8%
Shares are indicative for a ₹10–50 Cr issue. You get one consolidated estimate upfront — no piecemeal quotes.
The breakdown
Every cost head, and its share of the total
What each intermediary does and roughly how much of the overall cost it represents on a ₹10–50 Cr issue.
| Cost head | What it covers | Indicative share |
|---|---|---|
| Merchant banker | Lead management of the issue, due diligence, DRHP filing, exchange liaison, issue management to allotment | 40% |
| Market making & marketing | Mandatory market-making inventory and fees for three years, roadshows, investor outreach, PR and listing-day communication | 20% |
| Legal counsel | Legal due diligence, material-contract review, DRHP legal sections, litigation and compliance disclosures | 12% |
| Auditor | Three-year restated financials, peer review, comfort letters and the statement of tax benefits | 10% |
| Exchange & ROC fees | Exchange processing and listing fees, annual listing fees, ROC filing fees and stamp duty | 10% |
| RTA & depositories | Registrar fees, NSDL and CDSL connectivity and admission charges, ISIN creation, dematerialisation | 8% |
| Total cost band | All heads combined, typically 7–10% of the issue size | 100% |
Shares are indicative for a ₹10–50 Cr issue with financials that do not need major restatement. Underwriting commission, if applicable, is additional. Your own estimate is prepared after the readiness assessment.
State of your financials
Restatement effort is the single biggest swing factor. Clean, audited, related-party-light books cost less to take through due diligence — and cause fewer exchange queries.
Sector and structure
Regulated sectors, group structures, overseas subsidiaries or pending litigation add diligence work on both the legal and audit side.
The process
The 10-step roadmap in detail
Ten steps from readiness check to listing day, grouped into five phases. One advisor is accountable for all of them.
This is a sequence, not a schedule. How long it takes depends on how quickly restated financials, due diligence and exchange approvals move — you get a dated plan after the readiness assessment.
Prepare Steps 1–3
- 01
Readiness assessment & exchange choice
We test your financials, structure and statutory records against both platforms’ norms and write down every gap before anything is committed.
- Intermediaries
- Shikhar Capital
- Deliverable
- Eligibility report, NSE Emerge vs BSE SME recommendation, go / no-go
- What sets the pace
- How quickly you can share three years of financials and statutory records
- 02
Appoint intermediaries
We shortlist, negotiate and appoint the team — matched to your sector and issue size, not to whoever we owe a favour.
- Intermediaries
- Merchant banker (lead manager), legal counsel, peer-reviewed auditor, RTA
- Deliverable
- Signed mandates, kick-off plan
- What sets the pace
- Board approval and fee negotiation
- 03
Corporate restructuring & housekeeping
Conversion to a public limited company, board and committee constitution, and the statutory clean-up that would otherwise surface during diligence.
- Intermediaries
- Company secretary, legal counsel
- Deliverable
- Conversion to public limited, board and committee constitution, AoA / MoA updates
- What sets the pace
- ROC processing and appointing independent directors
Document Steps 4–5
- 04
Due diligence & restated financials
The step that most often sets the overall pace. We front-load it so the merchant banker is never waiting on your auditor.
- Intermediaries
- Peer-reviewed auditor, merchant banker, legal counsel
- Deliverable
- 3-year restated financials, due-diligence report, material-contract review
- What sets the pace
- Quality of existing books; related-party and inventory items
- 05
DRHP drafting & equity story
The draft prospectus and the story investors will price. We anticipate the exchange’s standard queries in the draft itself.
- Intermediaries
- Merchant banker, legal counsel, Shikhar Capital
- Deliverable
- Draft Red Herring Prospectus, valuation rationale
- What sets the pace
- Turnaround on management discussion and risk-factor inputs
Approve Steps 6–7
- 06
Exchange filing & in-principle approval
Filing, query responses, the site visit and the promoter interview. Preparation here is what avoids a second round of queries.
- Intermediaries
- NSE Emerge / BSE SME, merchant banker
- Deliverable
- Query responses, site visit and promoter interview, in-principle approval
- What sets the pace
- Exchange queue and the number of query rounds
- 07
RHP filing & issue setup
Price band, market-making agreement, underwriting and banking arrangements — everything the issue needs before it opens.
- Intermediaries
- ROC, merchant banker, market maker, underwriter, bankers to the issue
- Deliverable
- RHP filed, price band / issue price, market-making agreement
- What sets the pace
- Pricing decisions and ROC filing
Launch Steps 8–9
- 08
Roadshows & investor outreach
Anchor conversations, HNI and retail distribution, and the communication plan for listing day.
- Intermediaries
- Merchant banker, anchor investors, distributors, PR
- Deliverable
- Anchor book, HNI / retail demand, listing-day communication plan
- What sets the pace
- Market conditions and promoter availability for roadshows
- 09
Issue open, close & allotment
The three-day window, basis of allotment and credit of shares to demat accounts.
- Intermediaries
- RTA, bankers to the issue, exchange, depositories (NSDL / CDSL)
- Deliverable
- 3-day issue window, basis of allotment, credit of shares
- What sets the pace
- Subscription levels and allotment processing
List Step 10
- 10
Listing day & post-listing support
The ceremony, then the part most advisors skip: market making, investor relations and the compliance calendar that runs for years.
- Intermediaries
- Exchange, market maker, Shikhar Capital
- Deliverable
- Listing ceremony, market making (3 years), IR and compliance calendar
- What sets the pace
- Ongoing — obligations continue after listing
FAQ
Cost and timeline questions
The six we are asked most often once promoters have seen the numbers.
Fees and norms reference SEBI (ICDR) Regulations and exchange circulars as amended.Want the number for your issue?
Twenty minutes on the phone and we can give you a realistic band for your issue size.
Total costs typically fall in a band of 7–10% of the issue size for a ₹10–50 Cr issue, spread across the merchant banker, legal counsel, auditor, RTA, exchange and ROC fees, market making and marketing. Smaller issues sit at the higher end of the band because several heads are fixed rather than proportional.
Costs are staged, not paid upfront. Auditor and legal fees fall during due diligence and drafting; the merchant banker is usually paid in tranches against milestones; exchange, ROC and RTA fees fall at filing and allotment; market-making costs run for three years after listing. We set the staging out in the consolidated estimate so you can plan cash flow.
Issue expenses are usually disclosed in the prospectus as one of the objects of the issue, so a large part is met from the proceeds. The expenses incurred before the issue opens — audit, legal, restructuring — are funded by the company in the meantime. We flag which heads fall on which side in your estimate.
It depends on how quickly restated financials, due diligence and exchange approvals move. You get a dated, step-by-step plan after the readiness assessment, and we front-load the two steps that usually cause delays: restated financials and exchange queries.
Three things, in our experience: restatement issues discovered late, related-party or litigation disclosures that need untangling, and a second round of exchange queries caused by a thin DRHP. All three are visible during the readiness assessment, which is why we insist on doing it first.
Our advisory fee is quoted as part of the consolidated estimate, before you sign anything, and it is separate from the intermediary fees shown in the table above. The readiness call and the first assessment conversation are free.
Get an exact estimate for your issue size
One consolidated number, every head itemised, before you commit to anything.