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A DRHP is an IPO’s draft offer document filed with SEBI through the lead merchant banker. For a book-built IPO, the later RHP incorporates updates and is filed with the Registrar of Companies (RoC) before the offer opens. Compare the filings for the same issuer to see what changed; the RHP may still state a price band rather than the final issue price.
How a DRHP becomes an RHP
The Draft Red Herring Prospectus (DRHP) is an early-stage offer document. SEBI may issue observations or specify changes, which the issuer and lead merchant banker must address before registering the applicable later document. SEBI’s filing index distinguishes draft offer documents filed with SEBI from red-herring documents filed with the RoC.
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For a book-built issue, the RHP is the later red-herring offer document filed with the RoC before the offer opens. It reflects updates made since the draft stage, but it is not necessarily the document that sets the final price. The regulatory text also calls for an updated offer document highlighting changes before registration of the RHP. SEBI’s ICDR regulatory material describes this sequence; consult the applicable current rules and offer documents for a live IPO.
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There is no universal list of revisions: changes depend on the issuer, the issue and the matters addressed after the draft filing. Compare the DRHP and RHP for the same IPO, and record only differences visible in those documents.
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- Offer size, including the fresh issue and offer for sale (OFS) components.
- Promoter and shareholder details.
- Risk factors.
- Financial statements and any restatements.
- Objects of the offer and intended use of proceeds.
- Outstanding litigation and indebtedness.
- Material contracts and related-party transactions.
- Reservation and allocation structure.
- Price band, lot size and issue timetable.
- Issuer updates and disclosures addressing SEBI observations.
Why the RHP may not show the final price
For a book-built IPO, the RHP may contain a floor price or price band, with the final price determined later, before the prospectus is registered. That means the RHP is closer to the live offer than the DRHP, but readers should not assume its price information is already final. Check the live offer documents for the applicable price and terms.
Book-built and fixed-price issues use different document labels
The regulatory text distinguishes an RHP for a book-built issue from a prospectus for a fixed-price issue. The DRHP-versus-RHP comparison therefore applies most directly to book-built IPOs; do not assume a fixed-price offer follows the same document-label sequence.
Examples of the filing stages
PhonePe Limited: updated draft stage
PhonePe’s Updated DRHP-I dated January 21, 2026 identifies itself as a draft and states: “This Updated Draft Red Herring Prospectus – I will be updated upon filing of the RHP with the RoC”. That is an issuer-specific statement about the next document stage, not a template for what every IPO will revise. PhonePe’s filing
Steamhouse India Limited: RHP listing
SEBI’s public-issues index lists Steamhouse India Limited’s RHP on September 4, 2026, under red-herring documents filed with the RoC. This illustrates the later filing category; it does not establish that every issuer’s RHP has the same contents or changes. SEBI’s public-issues filing index
How to compare the documents
- Find the DRHP and later RHP for the same issuer and issue; confirm each document’s title and date.
- Compare the offer structure, financial and business disclosures, risks, legal matters, proceeds and issue terms using the checklist above.
- Note whether a difference is a substantive change, an update, or a new offer detail such as the price band or timetable.
- Use the RHP and subsequent live offer disclosures for current terms, rather than assuming the DRHP remains current.
Regulatory timing and limits
SEBI’s ICDR material describes the draft filing, observations or specified changes, and the need to address them before registration of the later document. The version surfaced for this comparison cites the Companies Act, 1956 and ICDR Regulations, 2009, so its detailed deadlines and historical legal references should not be treated as current filing rules. Verify the latest applicable SEBI ICDR regulations and the IPO’s own documents rather than relying on an older text for a precise deadline.
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