Overview
Ananta Partners acts as legal counsel to issuers, promoters, selling shareholders and book running lead managers across the entire arc of an Indian initial public offering. The mandate begins well before a draft offer document takes shape, and it continues through the period of continuing disclosure that follows a listing.
Indian capital markets transactions are governed by a dense and continuously evolving regulatory architecture, principally the Companies Act, 2013, the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the SEBI (Prohibition of Insider Trading) Regulations, 2015. Fluency in this architecture, rather than a general commercial practice, is what a listing requires of its counsel.
Scope of the Mandate
Our engagement typically spans legal due diligence across corporate, litigation, regulatory, employment and material contract records; drafting the non financial sections of the draft red herring prospectus and reviewing business sections contributed by management for legal accuracy; coordinating certificates and confirmations from statutory auditors and the independent chartered accountant; and negotiating the suite of transaction agreements that attend an offering, including the issue agreement, registrar agreement, share and cash escrow arrangements, the syndicate agreement and the underwriting agreement.
Where the Securities and Exchange Board of India raises observations on a filing, we draft the response and assemble the supporting record. Where price sensitive information must be managed during the review period, we advise accordingly under the insider trading regime.
Liability under the Companies Act is personal. We treat every certification accordingly.
The Regulatory Terrain
Our advice draws on the full suite of regulations that bear on an offering: promoter and promoter group classification under the ICDR Regulations, related party governance under the LODR Regulations, disclosure of price sensitive information under the insider trading regime, and, where relevant, the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.
Our Approach
Liability under the Companies Act attaches personally to the directors and promoters who sign an offer document. We treat every certification and every disclosure as a personal undertaking of professional judgment, not an administrative formality. Diligence begins at the outset of a mandate rather than in the weeks before filing, and we engage directly with promoters and management rather than through intermediaries.
Beyond the Listing
A public company's obligations do not conclude at the closing bell. We remain engaged through the immediate period following listing, advising on continuing disclosure, related party transaction governance, the insider trading code and the corporate actions that follow a company's transition into public ownership.
Across Sectors
Our mandates span consumer businesses, financial services, healthcare, industrials and infrastructure. What connects them is not sector, but the exacting standard the process itself demands, irrespective of the industry a company operates within.