IPO Preparation Steps

Joining the Board of an Indian Listed Company Serving on the board isn’t just an honor; it’s a responsibility defined by robust governance norms, especially those outlined by the Ministry of Corporate Affairs (MCA) and SEBI regulations. Let me shed light on what this role entails in an Indian listed company Board Composition: Under the Companies Act, 2013 and SEBI (LODR) Regulations and MCA, Qualifications & Eligibility for individuals is as follows : Unique Identification: All directors must obtain a Director Identification Number (DIN) from the MCA. Independent Director Criteria: -Must not be a promoter or related to promoters. - No pecuniary relationship with the company (except allowable fees/remuneration). - Possess relevant experience/qualifications, integrity, and reputation in fields like law, finance, governance, technology, HR etc. - Should be listed in the MCA’s independent directors databank and clear a proficiency test, unless exempted based on experience - Tenure: IDs can serve up to two consecutive five-year terms, followed by a three-year cooling-off period - Selection: All board appointments must be ratified by shareholders within three months or the next general meeting Key Steps towards becoming an independent board member : - Build expertise and upheld ethical standards in your domain. - Pursue the DIN and complete the requisite MCA formalities. - Register and clear the independent director’s proficiency assessment/exam. - Build strong networks and contribute actively to professional circles. - Commit to lifelong learning around corporate law, SEBI and MCA updates, governance practices and Technology evolution For Aspiring Board Members - Stay Updated: Regularly review Companies Act amendments, MCA & SEBI circulars. - Develop Governance Skills: Consider governance courses and register with MCA/IICA for independent directorship - Focus on Diversity:Support gender and experience diversity on boards. - Understand Your Duties: Board members hold fiduciary responsibility and must comply with evolving governance norms. - Keep Learning : Update your skills and knowledge on technology, risks, HR practices, business and processes of the relevant industries #CorporateGovernance #ListedCompany #BoardDirectors #MCA #SEBIRegulations #Leadership #WomenOnBoards #technology #HR #independentdirectors If you’re interested in the journey to board leadership, comment and follow me – happy to share more insights!

The confidential IPO trend among Indian startups isn’t just about secrecy—it’s about strategy. In India’s current startup landscape, where valuations swing fast and competition is unforgiving, going public is no longer a linear path from DRHP to listing day. It’s become a chess game—and confidential filings are the opening gambit. Startups like Swiggy, Groww, and PhysicsWallah have realized that a traditional IPO puts your entire playbook—your margins, your user acquisition cost, your dependencies—out in the open, not just for investors but for rivals. That level of exposure, especially before you’re profitable or defensible at scale, can weaken you more than it helps. Here’s what’s really driving the shift: Narrative control Public filings can lock startups into a version of their story too early. Confidential filings let them refine their positioning based on investor feedback before committing to the public market. It’s not hiding—it’s rehearsing. Timing advantage In volatile markets, startups want to strike only when conditions are right. A confidential filing acts like a loaded gun—SEBI’s approval gives them an 18-month window to pull the trigger. That flexibility is critical when investor sentiment can shift in a week. Reputational insurance Let’s be honest: failed IPOs leave a mark. Confidential filings reduce the PR risk of withdrawal or delay. In a world that tracks every headline, “Company pulls IPO” is noise you don’t want. Evolution of Indian founders This isn’t just a regulatory shift—it’s a mindset shift. Indian founders are no longer chasing IPOs for glory. They’re thinking long-term, like operators, not just disruptors. They’re using private markets when it makes sense, and public markets when they’re truly ready. Benchmarking with the West Confidential filings have long been the norm in mature markets like the U.S. (thanks to the JOBS Act). Indian startups aligning with these global norms signals maturity and strategic alignment—not opacity. In essence, this trend reflects a broader evolution in India’s startup ecosystem—from brash to balanced, from loud to calculated. Confidential IPOs aren’t a retreat from transparency. They’re a masterclass in timing, control, and preparedness. The new-age founder doesn’t want to win the media war. They want to win the market. Quietly, but decisively. #ConfidentialIPO #DRHP #CapitalMarkets #SEBI #SecuritiesLaw #LegalStrategy #LinkedInNewsIndia LinkedIn News India #StartupIndia #IPO #FinancialStrategy

Over 70% of IPO fail post-listing audits. Because public trust isn’t built by filings. It’s built by systems. Most teams plan the listing. Few build for what comes next. Here’s the pressure most founders underestimate: ➟ Governance isn’t a board slide. It’s a trust signal. ➟ IR isn’t PR. It’s the credibility engine post–Day 1. ➟ Financials aren’t a formality. They’re your valuation floor. Because IPOs don’t reward ambition. They expose whether your ops are investor-grade or not. Here are 7 Executables for IPO Success that separate hype from operating credibility: 1. Planning ↳ Align on why you’re going public. ↳ Pressure-test the story before the street does. 2. Preparation ↳ Clean your books. ↳ Build the board before scrutiny hits. 3. Execution ↳ The roadshow isn’t hype. ↳ It’s your first credibility test. 4. Post-IPO Discipline ↳ Quarterly rhythm must be real. ↳ Hope isn’t an operating model. 5. Leadership ↳ Founders don’t scale. ↳ Systems do especially under public pressure. 6. Pitfalls ↳ Valuation without readiness always breaks. ↳ The market corrects faster than you think. 7. Strategic Readiness ↳ Metrics over narratives. ↳ What can’t be proved won’t get priced. You’re not filing a document. You’re upgrading the company. ♻️ Repost if execution not ambition should drive IPO. 🔔 Follow Nadir Ali for strategy, leadership & productivity insights.

For the first time in venture history, three distinct channels share the liquidity burden roughly equally. A decade ago, secondaries barely registered. They accounted for roughly 3% of exit value in 2015. Today they claim 31% : nearly $95b in the trailing twelve months. The shift accelerated after 2021’s IPO bonanza. When public markets closed their doors in 2022, investors found alternative routes. Secondaries absorbed demand that would have flowed to traditional exits. When Goldman Sachs acquired Industry Ventures, the transaction signaled secondaries have arrived. Morgan Stanley followed with EquityZen, then Charles Schwab announced its acquisition of Forge Global. Wall Street recognized the structural change before most of venture did. This matters for founders & investors. When IPOs dominated exits, fund models assumed a small number of public offerings would generate the bulk of returns. Now liquidity arrives through multiple doors. A founder might sell secondary shares to patient capital while the company remains private. A GP might move positions through continuation vehicles. An LP might trade fund stakes on an increasingly liquid secondary market. The 830 unicorns holding $3.9t in aggregate post-money valuation cannot all exit through IPOs. The math doesn’t work. At 2025’s pace of 48 VC-backed IPOs, clearing the unicorn backlog would take seventeen years. Secondaries provide a release valve that traditional exits cannot. Companies like OpenAI have embraced this reality, running employee tender offers while voiding unauthorized secondary transfers. The largest private companies now manage their own liquidity programs rather than waiting for public markets. Today, secondary liquidity concentrates in the top 20 names. SpaceX, Stripe, OpenAI. For the founder of company #50, the secondary market remains largely theoretical. For secondaries to succeed as a broad asset class, buyers must underwrite positions in companies without household recognition. As the market grows, this coverage gap becomes opportunity. For LPs starved of distributions since 2022, the expansion of secondary channels offers hope. The $169b in cumulative negative net cash flows needs somewhere to go. More exit paths mean more opportunities to return capital. When a Series B employee asks about liquidity today, the answer isn’t “wait for the IPO.” It’s “we’re planning a tender offer next year.” A decade ago, secondaries were a footnote. Now they’re infrastructure. Liquidity flows where it can, not where tradition suggests it should.

8 ways to prepare for your investor meeting (and not blow it) The first investor meeting isn’t a formality. It's often the only chance you get. No one expects perfection. But investors and their advisors (I’m both) do expect preparation. If you’re not ready, you’ve wasted your best chance. Here’s what I look for when someone walks into the room: 1. Be fluent in your numbers If I ask about margins, burn rate or customer acquisition cost, you should answer calmly and confidently, without deferring to your co-founder or getting your head stuck in your notes. 2. Explain your product like you're talking to a smart relative at a wedding Not every investor will know your space. Can you explain what you do in one line, without jargon? If not, you may understand your product but not your business. 3. Know your market better than I do If I’m investing in your sector, I will have done my homework. You should still know more. The best founders sound like experts, not enthusiasts. 4. Bring one sharp proof point It could be a customer quote, a repeat order, or a surprisingly low churn rate. Just one killer stat that proves this isn’t all theoretical. 5. Anticipate the obvious questions If you’re surprised by the question “Why now?” or “Who else is doing this?”, you’ve come unprepared. You should have thought through the first 20 minutes of the conversation as carefully as your deck. 6. Don't perform, converse A pitch is not a one-actor play. Engage. Ask for reactions. The founders I remember are the ones who listen as well as talk. 7. Be precise about the ask Not “somewhere between £500k and £1 million depending on how things go”. Tell me how much you need, what you’ll spend it on, and what success looks like after 12 months. 8. Leave me with a reason to care Maybe it’s your grit, your insight, your unusual background. Whatever it is, I need to remember something about you, not just the deck. Still polishing your pitch? Keep this list close. And share it with a founder who needs a nudge before their next big meeting. PS Tomorrow’s post: the eight questions I ask myself after you leave the room. PPS Every morning this week I'm posting about pitching! Please follow me and if you think this is useful for others please tag them in the comments.

NEW: Generate:Biomedicines has filed to go public, a major test for the broader biotech IPO market and for the AI bio field. Alongside Ryan Cross, we dug through the 200-plus page filing, finding some interesting details from one of Flagship Pioneering's biggest bets. A few early takeaways or areas to pay attention: 1.) This will matter tremendously to Flagship. The venture incubation giant hasn't taken one of its company public in over four years, with the last IPO being Omega Therapeutics, which ultimately went bankrupt. The firm owns a 57% stake in Generate. 2.) CEO Michael Nally had told me in 2023 they had built a 17-program pipeline and would be adding 10 programs annually. The S-1 tells a different, much more focused story. The pipeline graphic lists 3 programs. If Nally had kept that pace, Generate would likely have 40+ programs today. 3.) No details yet, but will be fascinating to see if Generate follows Eikon Therapeutics — another new biotech IPO — in taking a valuation cut to get over the line. Stay tuned. Our latest at Endpoints News: https://lnkd.in/eXS5anbK

How do you know you chose the right board member for your startup? When forming a new startup, your board comes into play when you take on external investments. Nowadays, corporate governance is a word you might be hearing more frequently in your discussions for the wrong reasons. ;) Let's dig into what it exactly means. The board is the governing body responsible for a company's key strategic decisions. These board members meet regularly to assess the company's performance and decide on the next steps, AKA board meetings. It is a formal setup in which members vote on the proposals to approve, which the management team (CXOs) executes afterward. Initially, the board consists of founders only, making decisions as shareholders. However, when you raise outside funds and have multiple shareholders, they decide on a board responsible for key decisions. ▶️Classification of Board Decisions → Day-to-day operational decisions: made by the management team (CEO, CFO, etc.) → Strategic decisions: including the appointment of CXOs, approved by the board →Shareholder decisions: made during general meetings (This includes electing the board members). ▶️So, what's the ideal Board Composition? Depends on the startup stage: → Early stage (formative years): focus on creativity, flexibility, and market understanding →Growth stage: focus on scaling, industry contacts, and investor connections. → Established company: focus on transparency, corporate governance, and independent directors ▶️What are the roles within the board? → Board members have voting power and make decisions. → Board observers attend meetings to receive information but don't have voting power ▶️Points to keep in mind while selecting: ✓Ensure alignment with your vision and values. ✓Choose members who can add value, not just govern. ✓ Consider founders, shareholders, investors, and independent directors. ▶️Board members typically have one vote each, regardless of shareholding For example, if a person with a 10% share in the startup is elected to the board, which consists of four members, they would have 25% of the decision-making power. This means that shareholders elect board members, but board votes are not representative of shareholding. ▶️Points on Selecting Board Observers: ✓ Though they appear to be harmless, still be selective. Observers can influence decisions without voting power by biasing voting members. 🔴 ✓ Ensure they have the right mindset and can add value. ✅ To ensure an effective board, align board members towards a common vision, enable founders, and focus on adding value, not just governance. Governance is essential to building the right culture in the long run, but we should also be sensitive to the company's stage. Asking for a five-year business plan from a startup is an irrelevant distraction (sorry, corporate bros 😂 ). Remember, your board should empower you, not block you! I hope this was helpful. :)

If reports continue to point toward SpaceX exploring an IPO — at a scale that could qualify as a true “deal of the century” — then beyond the story itself, one factor becomes decisive: the market backdrop. Because in a mega-IPO, timing is everything. And that’s why the underwriting syndicate has a strong interest in seeing a stable, absorptive equity market going into such a transaction: ▪️ Risk-on beats risk-off: investors commit more confidently when they don’t expect immediate post-IPO drawdowns. ▪️ Lower volatility, cleaner price discovery: calmer markets make it easier to place very large volumes without triggering a “discount spiral.” ▪️ A strong aftermarket: when a flagship IPO trades well, it strengthens confidence in primary markets and can pull more issuers through the window. Of course, banks don’t “make” markets. But they do have a clear incentive to time deals for periods when sentiment, liquidity and demand are supportive — and to reinforce that resilience through investor education, realistic guidance, and a sensible deal structure. My take: precisely because no one wants to miss a once-in-a-generation mandate, it’s easy to see why some investors hope that — at least in the run-up to a potential listing — markets might drift higher and calmer. Not by magic, but because the entire IPO machine needs a good window to function. What do you think matters most for a mega-IPO outcome: market mood, valuation discipline, or deal structure (lock-ups, free float, index timing)? Image by Sherwood Media #stockmarket #capitalmarkets #hedgefunds #SpaceX

India’s first pure-play Data Center IPO is here. 📊 Sify Infinit Spaces (SISL) filed its DRHP last month. A landmark moment. 🌟 For the first time, public market investors have the opportunity to invest directly in the booming India's digital & AI revolution. Data Centers became a “critical utility” during the pandemic, and now they are the factories of the AI Era. I went through the 500+ page DRHP, and here is my neutral 10 - 6 analysis on the potential bulls and bears. 📈 10 Positives 1️⃣ First Mover IPO: Potential scarcity premium for growth investors. 2️⃣ Blue Chip Hyperscalers: 3/4 of top global hyperscalers as clients serve as immense validation. 3️⃣ Revenue Visibility: 67% revenue visibility with 7+ year contracts. Sticky, predictable annuity. 4️⃣ Built-in Inflation Hedge: 2-4% annual price escalation support organic growth. 5️⃣ Huge industry tailwind: 28% revenue growth anticipated in fiscal 2025. 6️⃣ Expanding EBITDA: Margins increasing from ~40% to ~44%, resulting from efficient scaling. 7️⃣ Promoter Synergy Moat: A key factor differentiating SISL as they can provide converged offerings (space + power + network). 8️⃣ AI-Focused Infrastructure: Nvidia certified and supported hi-density liquified cooling racks. Future proofing for tough AI workloads. 9️⃣ Leverage Pro: Net Debt/EBITDA (3.66x) is low relative to global DC REITs (most often in the 5-6x range). 🔟 Growth-Funded IPO: Fresh Issue ($250M) > OFS ($120M). Growth capital, not just PE exit. 📉 6 Concerns (And their mitigants) 1️⃣ Client Concentration Risk: 82% revenue from 10 clients. Sticky long-term contracts could be a savior. 2️⃣ Power Costs and Dependencies: Massive power requirements to ensure projected growth. Need to lock in long-term PPAs in advance. 3️⃣ Fierce Competition: Global PE backed operators with liquidity surplus entering the market. Need to focus on network moat. 4️⃣ Self-build competition: Largest hyperscalers building their own campuses. Strong customer relationships and agile technology / designs to be leveraged to cater to a hybrid strategy by hyperscalers. 5️⃣ Obsolescence Threat - Risk of new cooling /power technology making existing facilities redundant / obsolete. Need to factor refreshment costs and build in agility and innovation in build design. 6️⃣ Buyer’s market – Price competitions can keep EBIDTAs low. High build quality and timely GTM will ensure pricing premiums The true analysis will begin when the price bands drop. That’s when we find out whether the market sees this as a high-growth digital enabler or a steady-yield infra asset. Until then, everything is just positioning. What’s your take? Download the mindmap below for a quick visual snapshot of the entire analysis.

Many founders get blindsided during valuation discussions. They walk into investor meetings with a number in mind. But they can't defend it. Here's the reality... Investors don't use just one method to value your startup. They use multiple approaches based on your stage, traction, and market. Understanding these 8 methods puts you in control of the conversation. For Pre-Revenue Startups ☑️ The Berkus Method breaks your startup into 5 categories. Your idea, team strength, product progress, market readiness, and strategic relationships. Each gets up to $500K. Add them up for your valuation. ☑️Scorecard Valuation starts with local market averages. Then adjusts up or down based on how you compare to other funded startups in key areas like team quality and market size. ☑️Risk Factor Summation takes a base valuation and adjusts it across 12 risk categories. Strong team? Add $250K. Intense competition? Subtract $250K. For Revenue-Generating Startups ✅ Comparable Transactions looks at recent deals for similar companies. If SaaS startups at your stage get 8x revenue multiples, that becomes your baseline. ✅Discounted Cash Flow projects your future cash flows and discounts them to today's value. Higher risk means higher discount rates and lower valuations. ✅Venture Capital Method works backward from your projected exit. If VCs want 10x returns and see a $100M exit, they need to invest at a $10M valuation. Universal Methods 🔵Cost-to-Duplicate estimates what it would cost to rebuild your startup from scratch. This often becomes the valuation floor. 🔵Book Value simply subtracts liabilities from assets. Rarely used for high-growth startups but relevant for asset-heavy businesses. Don't rely on one method. Triangulate using 2-3 approaches that fit your stage. A pre-seed startup might blend Berkus, Scorecard, and Risk Factor. A Series A company could use Comparable Transactions, light DCF, and the VC Method. Valuation isn't just about the number. It's about showing you understand how investors think. When you can speak their language, negotiations become conversations. And conversations lead to better outcomes. --- Follow me (Nidhi Kaushal) for more fundraising insights that actually work. DM me or click the link in my bio to book a 1:1 call and discuss your fundraising strategy 📞