- 1. Corporate Governance & Legal RestructuringConversion to Public Limited Company: Alter the Memorandum & Articles of Association (MOA/AOA), increase authorized share capital, and convert the legal entity from private to public.
- Board Reconstitution: Appoint Independent Directors, a dedicated CFO, and a Company Secretary. Set up mandatory board committees, such as the Audit Committee, Nomination & Remuneration Committee (NRC), and Stakeholders Relationship Committee.
- Policy Rollouts: Formalize internal policies, including Insider Trading Prevention (PIT), Related Party Transaction (RPT) policies, Whistleblower/Vigil Mechanisms, and BRSR (ESG) disclosures.
- Cap Table Clean-up: Reconcile shareholding patterns, dematerialize all promoter and pre-IPO shares, and structure lock-in agreements.
- 2. Financial Restructuring & Audit PreparednessRestatement of Financials: Convert accounting standards (e.g., from GAAP to Ind AS or IFRS) and restate audited financials for the preceding 3 to 5 years.
- Auditor Qualification: Engage a peer-reviewed statutory auditor to ensure clean, unqualified audit opinions.
- Tax & Debt Clean-up: Settle outstanding tax disputes, secure lender consents for change in capital/control, and map debt covenants.
- 3. Due Diligence & Search ReportsSecretarial & Legal Due Diligence: Comprehensive review of all past corporate filings, board meeting minutes, ROC e-forms, material contracts, and property title deeds.
- Litigation Register:



Aggregate all pending, active, or threatened legal, regulatory, or tax proceedings against the company, its promoters, and directors.
- Virtual Data Room (VDR): Establish a centralized VDR to streamline diligence for Book Running Lead Managers (BRLMs) and legal counsel.
- 4. Operational & Technology ReadinessInternal Financial Controls (IFC): Strengthen financial controls to handle accelerated quarterly reporting schedules once listed.
- Management Information Systems (MIS): Upgrade ERP and IT infrastructure to ensure financial data accuracy and automated disclosure generation.
- Data & Cybersecurity Audits: Conduct penetration testing and verify compliance with applicable data privacy laws.
- 5. ESOPs & Capital StructuringESOP Alignment: Review private ESOP/SAR schemes to ensure alignment with public market regulations (e.g., SEBI SBEB guidelines in India or SEC rules in the US).
- Pre-IPO Placement: Execute optional secondary sales or primary funding rounds (Pre-IPO rounds) with strategic or institutional investors to establish early valuation baselines.
- 6. Prospectus & Regulatory FilingsDrafting the Prospectus: Collaborate with investment bankers and legal advisors to write the Draft Red Herring Prospectus (DRHP) or Form S-1.
- Objects of the Issue: Clearly define, quantify, and certify the intended usage of IPO proceeds (e.g., debt repayment, Capex, working capital).

📌 Secretary / Executive Assistant (Ahmedabad)
🏢 Pandya Managment Cousultancy
📍 Ahmedabad