Three documents, one IPO. They are easy to confuse because most of the text carries over from one to the next. What differs is who reviews each one, when it appears, and which facts are final.
| DRHP | RHP | Prospectus | |
|---|---|---|---|
| Full name | Draft Red Herring Prospectus | Red Herring Prospectus | Prospectus |
| Filed with | SEBI and stock exchanges | Registrar of Companies, SEBI, exchanges | Registrar of Companies, SEBI, exchanges |
| When | Start of the IPO process | After SEBI observations, before the issue opens | After bidding closes and price is fixed |
| Price and issue size | Not stated | Not final; price band announced separately | Final |
| Open for public comment | Yes | No | No |
| Best use for an investor | Early diligence | Decision before applying | Record of final terms |
The DRHP
The company and its book-running lead managers file the DRHP with SEBI under the ICDR Regulations. It is published so the public can comment, and SEBI reviews it and issues observations. The company must open its issue within the period SEBI allows from the date of those observations, or file afresh.
The RHP
Once SEBI's observations are incorporated, the company files the RHP with the Registrar of Companies. Financials are often updated to a more recent period, litigation and material developments are refreshed, and sometimes the issue size or structure changes. The price band is announced shortly before the issue opens. The RHP is the document the application form refers to.
The Prospectus
After bidding closes and the price is discovered through book building, the final Prospectus is filed with the price, the number of shares and the final issue size.
What to compare between DRHP and RHP
- Changes in the fresh issue and offer for sale amounts, or in the list of selling shareholders.
- New litigation, tax demands or regulatory orders.
- Updated financial periods and whether margins or cash flow moved.
- Changes in objects of the offer, especially debt repayment and general corporate purposes.
- Pre-IPO placements completed after the DRHP and their price.
Running both versions through DRHP Lens and comparing the red-flag output is a quick way to see what changed. For the full reading method, see how to read a DRHP.
Run the red-flag scan
Upload a DRHP, RHP, NCD prospectus, AIF PPM or annual report. The scan runs in your browser, nothing is uploaded, and every finding is cited to a page.
Analyse a documentFrequently asked questions
What is the difference between DRHP and RHP?
The DRHP is the draft filed with SEBI for observations and public comment. The RHP is filed with the Registrar of Companies after SEBI's observations are addressed and before the issue opens; it carries updated disclosures and the price band is announced around it, but it still does not state the final price or number of shares.
Why is it called a red herring prospectus?
Because it does not contain the final price or issue size. In a book-built issue those are fixed only after bidding closes, and are then set out in the final Prospectus.
Which document should an investor read before applying?
The RHP, because it is the latest offer document available while the issue is open. The DRHP is useful earlier, to start diligence, and to compare against the RHP for changes.
This guide is general education about how Indian offer documents are structured. It is not investment advice or a recommendation to subscribe to any issue. Regulations change; always read the current offer document and the SEBI regulations it refers to, and consult a SEBI-registered investment adviser before you invest.