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As India’s startup ecosystem evolves from rapid experimentation to sustained scale, founders are increasingly required to think beyond traditional venture capital funding. Capital-market instruments such asIPOs, QIPs, rights issues, and strategic mergers are no longer distant milestones but realistic growth avenues—provided they are approached with the right governance, regulatory understanding, and long-term vision. Navigating this transition, however, demands deep expertise at the intersection of securities law, compliance, and capital structuring.
In this guest blog, Neha Gada, Vice-President at The Chamber of Tax Consultants (CTC), offers a practitioner-led perspective shaped by decades of hands-on experience in India’s capital markets ecosystem. A Chartered Accountant and Law graduate, Gada has held key positions, including at BSE Ltd., and currently leads a boutique consultancy specialising in securities law, corporate restructuring, compliance management, due diligence, and regulatory approvals for complex fundraising and strategic transactions. She has advised on high-profile SME and Main Board IPOs, mergers and acquisitions, takeovers, and post-listing capital raises, working closely with founders, boards, and institutional stakeholders.
In addition to her advisory practice, she serves as an Independent Director on the boards of listed companies such asMotilal Oswal Housing Finance Limited, Aarti Drugs Limited, and SFC Environmental Technologies Limited, bringing a strong governance-first lens to boardroom decision-making. Recognised for her contribution to independent oversight and corporate governance, she was awarded the ICAI Best Independent Director Award in 2024. Drawing from this multifaceted experience, Gada outlines a clear, structured playbook for Indian entrepreneurs preparing to navigate IPOs, QIPs, and M&A transactions with confidence and regulatory clarity.
More About IPOs, QIPs and M&A
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India’s startup industry has been going through a phase of maturity. Over the last decade, several thousand ventures have progressed from idea-stage businesses to scaled enterprises with national—and often global—footprints, such as Lenskart. With the strengthening of funding cycles and the sharpening of investor expectations, founders are increasingly looking beyond venture capital towards structured capital-market routes and strategic transactions.
Initial Public Offerings (IPOs), Qualified Institutional Placements (QIPs), rights issues, and mergers and acquisitions (M&A) no longer serve as end games reserved for legacy corporations. Companies such as Zomato, Nykaa, Paytm, PB Fintech (Policybazaar), and Mamaearth have demonstrated that venture-backed startups can successfully transition into publicly listed businesses on Indian stock exchanges like the NSE and BSE, gaining both liquidity and market credibility.
Between 2020 and 2025, India witnessed one of its most active IPO waves across fintech, e-commerce, SaaS, healthtech, and consumer internet sectors. This growth marks a critical inflection point for founders—one that requires not only ambition, but preparedness, governance discipline, and informed decision-making.
Section 1: IPO Blueprint
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An Initial Public Offering (IPO) refers to the first time a company raises capital from the public rather than private investors. Beyond fundraising, IPOs offer two major benefits: credibility and visibility. Listing places companies under SEBI and stock exchange oversight, strengthening trust among customers, partners, and investors. Indian examples illustrate this shift well—Zomato’s 2021 IPO accelerated its recognition as a consumer brand, Nykaa’s listing reinforced its image as a profitable, founder-led enterprise, and PB Fintech used its IPO to signal governance maturity in the trust-sensitive fintech sector.
However, IPOs also come with risks. Over-aggressive valuations can restrict upside for new investors and adversely impact post-listing performance, as seen in Paytm’s early market struggles. Market timing is equally critical; economic downturns or sector-specific slowdowns can lead to weak subscriptions and long-term perception challenges. Post-listing, expectations rise sharply—transparent disclosures, consistent communication, and a clearly articulated strategy become essential. The most successful IPOs are typically planned over two to three years, with companies strengthening governance frameworks, capital structures, internal controls, and reporting systems alongside experienced advisors.
Section 2: Board & Shareholder Approvals
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Every capital-market transaction—whether an IPO, QIP, rights issue, or M&A—rests on robust internal approvals. Board and shareholder resolutions are not mere formalities; they are legal and strategic records that document the rationale, intent, and execution of key decisions. For growth-stage startups, these approvals are often early points of regulatory scrutiny, and weak documentation or delays can derail transactions at critical stages.
Strong governance, therefore, becomes indispensable. Consultants, company secretaries, legal advisors, and compliance teams play a key role in ensuring timely approvals, regulatory alignment, and accurate disclosures. With SEBI tightening norms around board composition and accountability, startups that prioritise governance early are significantly better positioned for smooth transitions into public markets.
Section 3: M&A Due Diligence
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Mergers and acquisitions continue to serve as a common exit or growth strategy for Indian startups, with several scaled ventures being absorbed by strategic buyers seeking market expansion. Transactions such as Flipkart’s acquisition of Myntra and Tata Digital’s acquisitions of 1mg and BigBasket demonstrate how M&A can unlock scale, synergies, and new capabilities.
Due diligence forms the backbone of any M&A transaction. It involves a comprehensive review of financials, operations, taxation, legal compliance, and overall business viability to uncover true value, hidden risks, and strategic alignment. Strong diligence supports better pricing and deal structuring, while weak diligence often results in post-acquisition disputes, value erosion, or operational friction.
Experienced professional advisors are critical in this process, as they understand where risks typically arise and how to identify them early. Beyond technical diligence, cultural fit is equally important—startups are people-driven organisations, and long-term success depends as much on leadership alignment, team integration, and shared values as on financial metrics.
Section 4: QIPs & Rights Issues
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Once listed, companies can raise additional capital through QIPs and rights issues without repeating the IPO process. Rights issues allow existing shareholders to subscribe proportionately, while QIPs enable fundraising from SEBI-approved institutional investors, both governed by strict regulatory frameworks designed to ensure transparency and investor protection.
These routes are commonly used for expansion, debt reduction, or balance-sheet strengthening. Regulators closely scrutinise documentation and fund utilisation, making regular disclosures mandatory. Early engagement with experienced advisors is therefore essential for smooth execution and sustained compliance.
Conclusion
IPOs, QIPs, rights issues, and M&A transactions are no longer distant milestones reserved for large corporations. For Indian startups, they are increasingly achievable—and repeatable—growth pathways.
Success, however, depends on disciplined preparation. Founders who prioritise governance, realistic valuations, regulatory compliance, and professional advisory support are far better equipped to navigate these transitions. With the right balance of ambition and structure, Indian entrepreneurs can protect credibility, mitigate risk, and unlock long-term value for all stakeholders while confidently stepping onto the public and global stage.
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