Merchant Banking Valuation
SEBI-compliant merchant banker valuations for preferential allotments, rights issues, open offers, QIPs and buybacks — pricing, fairness opinions and regulatory filings handled end-to-end.
Get SEBI-compliant merchant banking valuation
Share your transaction type and company details. We deliver a SEBI-compliant valuation report within prescribed timelines.
Talk to a CS →A complete merchant banking valuation package
Preferential Allotment Pricing
Allotment price computed per SEBI ICDR Regulations — higher of 26-week and 2-week average floor price.
Fairness Opinion
Independent fairness opinion for mergers, demergers and related party transactions — SEBI mandate.
Open Offer Valuation
Open offer trigger price and consideration computed per SEBI SAST Regulations.
Buyback Price Determination
Maximum buyback price determination per Section 68 of the Companies Act and SEBI Buyback Regulations.
QIP Pricing
Qualified Institutional Placement floor price computed per SEBI ICDR floor price formula.
Regulatory Filing Support
Valuation report packaged for SEBI filings, stock exchange disclosures and board presentations.
When merchant banking valuation is required
Preferential Allotment
SEBI ICDR mandates a floor price based on the higher of 26-week and 2-week average VWAP — no allotment below this.
Open Offer under SAST
Acquirer must pay the highest of the offer price, negotiated price and SEBI formula price in an open offer.
Related Party Transactions
RPTs above threshold in listed companies require an independent fairness opinion from a SEBI merchant banker.
Merger Fairness Opinion
Mergers and demergers under NCLT require an independent valuation and fairness opinion.
Buyback Price
Buyback price must not exceed the maximum permissible price — determined per SEBI Buyback Regulations.
Registered Merchant Banker
Valuations for SEBI-regulated transactions must be issued by a SEBI-registered Category I Merchant Banker.
SEBI valuation requirements differ from Companies Act valuation requirements. A preferential allotment floor price and an IBBI registered valuer report serve different purposes — using the wrong report for the wrong transaction attracts SEBI enforcement.
Common merchant banking valuation issues
Simple steps, no surprises
Transaction type confirmed
Preferential allotment, open offer, buyback or fairness opinion — regulatory framework identified.
Price floor computed
SEBI formula applied — VWAP, SAST trigger price or buyback maximum computed.
Valuation report issued
SEBI-compliant valuation report issued by registered merchant banker.
Filing support provided
Report submitted with board resolution, SEBI filing and stock exchange disclosure.
Other services you may need
Frequently asked questions
A SEBI-registered Category I Merchant Banker is a financial intermediary licensed by SEBI to conduct capital market activities — managing public issues, rights issues, open offers and providing fairness opinions. Only SEBI-registered merchant bankers can issue valuations for SEBI-regulated transactions.
For listed companies, the preferential allotment floor price is the higher of (a) the average of weekly high and low closing prices for the 26 weeks preceding the relevant date, and (b) the average of the 2 weeks preceding the relevant date. No allotment can be made below this price.
SEBI (Substantial Acquisition of Shares and Takeovers) Regulations (SAST) govern the acquisition of shares in listed companies. An open offer is triggered when an acquirer's shareholding crosses 25% or increases by 5% in a financial year. The open offer must be made at the higher of the acquisition price and the SEBI SAST formula price.
SEBI mandates an independent fairness opinion from a registered merchant banker for mergers and demergers under the NCLT route, related party transactions above certain thresholds in listed companies, and scheme of arrangements affecting minority shareholders.
No. An IBBI-registered valuer report is required for Companies Act transactions — preferential allotment in unlisted companies, ESOP pricing and buyback in unlisted companies. A SEBI-registered merchant banker report is required for SEBI-regulated transactions in listed companies. Different transactions require different reports.
Need a SEBI-compliant merchant banking valuation?
We deliver SEBI-format valuation reports for preferential allotments, open offers, buybacks and fairness opinions — on time.