Founders who have never taken a company public often imagine the SME IPO process as a single, dramatic event — ringing a bell on listing day. In reality, an SME IPO is a structured, multi-month sequence of legal, financial, and regulatory steps, each with its own deliverables and dependencies. Understanding this sequence upfront helps founders plan their internal resources, avoid last-minute scrambles, and set realistic expectations with their board and investors. If you are still weighing SME IPO vs Mainboard IPO as a route, this walkthrough assumes you have already settled on the SME platform.

Step 1: Internal Readiness Assessment

Before anything is filed, the company (often with an advisor like ARKVR) conducts an internal readiness review — checking eligibility against SEBI, BSE SME, and NSE Emerge norms, reviewing financial statements for the EBITDA and net tangible asset tests, and identifying any governance or compliance gaps. This stage typically takes four to eight weeks and determines whether the company proceeds immediately or spends a few quarters closing gaps first. Many state governments also run SME IPO subsidy schemes that can offset a meaningful share of listing costs — worth checking our state-by-state subsidy guide at this stage, before you budget the rest of the process.

Step 2: Appointing the Deal Team

The company appoints a merchant banker (lead manager), who in turn helps coordinate the rest of the deal team: statutory auditors, legal counsel, a registrar to the issue, a market maker, and often a PR/investor communications advisor. The merchant banker’s due diligence and relationships with the exchange are central to how smoothly the rest of the process runs.

Step 3: Board and Shareholder Approvals

The board of directors passes a resolution approving the IPO, followed by a shareholder resolution (often via an EGM or postal ballot) authorizing the issue of shares, the specific instruments, and the overall fundraising quantum. Corporate structure clean-up — converting to the right entity type if needed, resolving any related-party or shareholding irregularities — typically happens in parallel.

Step 4: Due Diligence and Corporate Restructuring

The merchant banker and legal counsel conduct comprehensive due diligence — financial, legal, and operational — covering everything from statutory compliance history to material contracts, litigation, and related-party transactions. Any corporate restructuring (subsidiary consolidation, ESOP scheme finalization, related-party transaction cleanup) is completed in this window, since unresolved issues here are the single biggest cause of IPO delays.

Step 5: Drafting the Offer Document (Draft Prospectus)

The merchant banker, along with legal counsel, drafts the offer document — for SME IPOs this is typically filed as a Draft Red Herring Prospectus (DRHP) or, depending on structure, a draft prospectus — covering business description, risk factors, financial statements, use of proceeds, and promoter/management disclosures. This is one of the most time- and detail-intensive stages, often running six to ten weeks.

Step 6: Filing with the Exchange

The draft offer document is filed with the chosen exchange — BSE SME or NSE Emerge — for in-principle approval. The exchange reviews the filing, may raise clarifications or observations, and the company responds through its merchant banker. This regulatory review period typically runs several weeks and is where issues flagged during due diligence, if any were missed, tend to resurface.

Step 7: Appointment of Market Maker and Underwriters

The company formally appoints its market maker — a mandatory requirement for SME IPOs — who commits to providing two-way price quotes for a specified minimum period post-listing to support stock liquidity. Underwriting arrangements for the issue are also finalized at this stage, in accordance with the exchange’s requirements for SME IPOs.

Step 8: Exchange In-Principle Approval

Once the exchange is satisfied with the filing and any clarifications, it grants in-principle approval to list — a critical milestone that confirms the company can proceed to opening the issue to investors, subject to final regulatory sign-offs.

Step 9: Pricing and Anchor Investor Allocation (If Applicable)

The company and merchant banker finalize the issue price (or price band, for a book-built issue) based on financial performance, sector comparables, and investor demand indications. If the structure includes an anchor investor tranche, allocations are finalized and announced typically a day before the issue opens to the public — see our guide to anchor investors for how this allocation actually works and why it matters to the rest of the book.

Step 10: The IPO Opens for Subscription

The issue opens for public subscription, typically for three working days. Retail investors, HNIs, and any anchor or QIB participants apply through the ASBA (Application Supported by Blocked Amount) process. This is the stage where oversubscription trends become visible in near real-time.

Step 11: Allotment and Refunds

Once the issue closes, the registrar to the issue finalizes the allotment — using a proportionate or lottery-based method depending on the level of subscription in each investor category — and processes refunds for unsuccessful or partially successful applicants, typically within about a week of issue closure.

Step 12: Listing Day

Shares are credited to successful applicants’ demat accounts, and the stock formally lists and begins trading on the chosen exchange. This is the visible, public culmination of a process that, from initial readiness assessment to listing day, typically spans anywhere from four to nine months depending on how prepared the company was at the outset.

Step 13: Post-Listing Compliance Begins

Listing day is not the finish line — it is the start of ongoing compliance obligations: quarterly and annual filings, related-party disclosure norms, market maker monitoring, and shareholding pattern reporting.

Realistic Timeline Expectations

While marketing materials sometimes suggest SME IPOs can be executed in “as little as 90 days,” a genuinely well-prepared SME IPO process — including due diligence, offer document drafting, and exchange review — realistically takes four to nine months from kickoff to listing. Companies that rush the due diligence and restructuring phases to hit an artificial deadline are the ones most likely to face exchange queries, delays, or post-listing compliance issues.

How ARKVR Capital Advisory Helps

ARKVR Capital Advisory project-manages this entire SME IPO process for founders through our SME IPO Advisory practice — coordinating merchant bankers, legal counsel, auditors, and exchanges — so that internal teams can keep running the business while the IPO process moves forward on a realistic, well-governed timeline. Once you’re listed, our fund raising and M&A advisory teams can help you plan the next stage of growth.

Frequently Asked Questions

How long does an SME IPO process really take from start to finish?

Realistically four to nine months, depending on how much pre-existing compliance and financial cleanup is needed before filing.

What is the single biggest cause of delay in this process?

Due diligence findings — unresolved related-party transactions, incomplete statutory filings, or governance gaps discovered late in the process.

Who leads the day-to-day process — the company or the merchant banker?

It’s genuinely collaborative, but the merchant banker typically drives the regulatory and documentation workflow, while the company’s finance and legal teams must be fully available to respond quickly to diligence and drafting requests.