CA Vanesh Kumar Nadar
Partner
FCA · LLB · B.Com · DISA (ICAI)
Capital Advisory
The two-to-three years of work that has to happen before a company is fit to file - restatement, controls, governance and disclosure.
Overview
Most companies are not ready to list when they first decide to. Readiness is a programme, not a document: historical financials have to be restated and re-audited to the required standard, related-party dealings regularised, internal financial controls designed and tested, a board and its committees constituted, and a disclosure discipline established that the company can sustain afterwards. Started early, it is orderly. Started late, it delays the issue.
What this covers
A gap assessment against listing and disclosure requirements, with a sequenced remediation plan.
Restatement of historical financial statements in the form required for the offer document.
Design, documentation and testing of controls to the standard a listed entity must maintain.
Board composition, committee constitution, policies and related-party frameworks.
Identification and regularisation of transactions that attract scrutiny in diligence.
Coordination with merchant bankers, legal counsel and reporting accountants through the process.
Who leads this
Partner
FCA · LLB · B.Com · DISA (ICAI)
Partner
ACA · B.Com
Common questions
Typically two to three years before the intended filing, because the offer document requires restated financials for prior years and internal financial controls must be shown to have operated, not merely to exist. Beginning later does not make the work smaller; it compresses it into the period when the company can least afford disruption.
Not necessarily, and often not. Independence requirements affect who can take which role in a listing. The right allocation should be settled at the outset with the merchant banker, and we advise on that as part of the diagnostic.
Related
Listing on the SME platforms of BSE and NSE, and the fund-raising routes available before and after it.
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Capital structure, debt and equity raising, lender negotiation and the financial case that has to stand up to a credit committee.
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Due diligence, valuation, mergers and acquisitions support for deals that have to survive scrutiny afterwards.
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A short conversation is usually enough to establish whether this is the right route, and what it would involve.