Draft Abridged Prospectus under the ICDR Amendment 2026: A Working Checklist for Issuers

This is general information and not legal advice. It has been checked against the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 as amended up to 21 March 2026. Rules change, and issuers should take advice on their own filing rather than rely on a published checklist.

In November 2025, SEBI proposed to do away with the abridged prospectus, the short summary document that goes to investors along with an IPO application form. Four months later it did close to the opposite. The abridged prospectus stayed, the offer document summary that was meant to replace it was deleted, and a second version of the abridged prospectus now has to be filed at the draft stage, along with the DRHP. The same amendment also removed the old cap on how long the document could run, so there is no page limit left in the rules at all.

What follows is a drafting guide rather than a summary of the amendment. It covers what goes into each of the twelve disclosure heads in the new format, when each version gets filed and hosted, and which rules on length, typography and cross-referencing changed on 21 March 2026.

What changed on 21 March 2026

The SEBI (Issue of Capital and Disclosure Requirements) (Amendment) Regulations, 2026 were notified on 16 March 2026 under notification number SEBI/LAD-NRO/GN/2026/299 and came into force on the date of their publication in the Official Gazette, 21 March 2026.

Item	Until 20 March 2026	From 21 March 2026
Draft abridged prospectus	Did not exist	Submitted to SEBI with the draft offer document under Regulation 25(2)(d), and hosted along with it under Regulation 26(1)
Offer document summary in the DRHP	Required under Part A of Schedule VI	Deleted
Length of the abridged prospectus	Booklet form on A4, and together with the application and revision forms not more than five sheets printed on both sides	No limit in the rules
Tear-off rule	The application form had to be positioned so that tearing it off left the abridged prospectus intact	Deleted
Summary of the primary business	100 words, in the offer document summary	500 words, in the abridged prospectus, with seven items listed in the regulation
Summary of the industry	100 words, in the offer document summary	250 words
Promoter details	Names	Name, nature of entity, corporate information, experience and educational qualifications, in not more than 100 words each
Application forms	Had to be accompanied by a copy of the abridged prospectus	Must carry a QR code and link to the red herring prospectus, the abridged prospectus and the price band advertisement
Contingent liabilities and related party transactions	Summarised in the offer document summary	Not in the abridged prospectus at all
Typography	Not visually smaller than Times New Roman 11 (or equivalent), 1.0 line spacing	Unchanged, now numbered item (III) of Part E

The two rows worth pausing on are length and the draft-stage filing. Removing the five-sheet cap means the document can now be as long as the twelve heads need it to be, and a pre-amendment filing that already ran past five sheets is not evidence of anything going wrong. The draft-stage filing means the work lands roughly four to six weeks earlier in the IPO timetable than teams are used to, because it has to be ready when the DRHP goes in.

Who files it, and when

Main board IPOs

There are two filings. The draft abridged prospectus goes to SEBI with the draft offer document: Regulation 25(2)(d) lists it among the things the lead managers submit along with the DRHP, next to the due diligence certificate. Regulation 26(1) then requires the DRHP to be made public for comments for at least twenty one days by hosting it, along with the draft abridged prospectus, on the websites of the issuer, SEBI, the stock exchanges where listing is proposed, and the lead managers.

The abridged prospectus itself comes later. Under Regulation 25(7), a copy of the offer document along with the abridged prospectus is filed with SEBI and the stock exchanges through the lead managers, promptly after the offer document is filed with the Registrar of Companies. Regulation 26(4) puts the hosting obligation on the issuer and the lead managers jointly, and adds that what is hosted has to match what was filed. Soft copies of all four documents go to SEBI under Regulation 25(8).

Confidential (pre-filed) issues

This is the sequencing most likely to catch a team out. On the pre-filing route under Regulation 59C, nothing is due at the pre-filing stage itself. A new Regulation 59C(9A) requires the draft abridged prospectus to be submitted along with the updated draft red herring prospectus-I, the UDRHP-I, and hosted on the same four sets of websites. So the trigger is the public filing, not the confidential one, and a team that pegs the drafting work to the pre-filing date will usually find it has more runway than it thought.

Further public offers, rights issues and SME IPOs

The obligation carries across through Regulations 123, 124, 131, 246 and 255, so a further public offer, a rights issue and an issue on the SME platform are all caught. There is no separate SME template to track: a Chapter IX issuer prepares the same Part E document, in the same order, as a main board issuer. What changes for SME issuers is timing and workload rather than format.

The twelve disclosure heads

Part E says the abridged prospectus “shall be as per the format and order specified by the Board in Annexure I”. The order is part of the requirement, so the heads below are given in the sequence the regulation uses. The draft abridged prospectus follows the same Annexure, which is why the two documents look almost identical: the draft one draws on the DRHP, the later one on the offer document.

#	Head	What the regulation asks for	Limit
1	Summary of the primary business	Business overview and the products or services offered; industries served and typical customers; segment reporting and revenue contribution for the reporting periods, in a table where applicable; key geographies; revenue concentration among the top five customers; key manufacturing or other facilities; business strengths and strategies	500 words
2	Summary of the industry	A summary of the industry the issuer operates in. No line items are prescribed	250 words
3	Promoters	Name, nature of entity, corporate information where applicable, experience and educational qualifications, for each promoter where applicable	100 words each
4	Objects of the issue	A summary for each object, in a table	100 words per object
5	Pre and post offer shareholding	Aggregate holding of each promoter, each member of the promoter group holding shares, and the top 10 public shareholders, as at the date of the offer document and as at allotment, in the format set out in the Annexure	Prescribed table
6	Summary of restated consolidated financial information	Thirteen line items for the past three years and the stub period, in a table	Prescribed table
7	Summary of key performance indicators	The KPIs used to determine the basis for the offer price, for the past three years and the stub period, to the extent not already in head 6	Table
8	Risk factors	The top 10 internal risk factors, in summarised form	Top 10 internal
9	Weighted average cost of acquisition	For promoters and selling shareholders: shares held as on date, WACA per share, and WACA per share acquired in the last one year, calculated after taking conversion of CCPS into account. The Annexure also asks for the WACA of all shares transacted in the one year and the three years before the date of the document	Prescribed table
10	Board of directors and key managerial personnel	Names and designations	None stated
11	Auditor qualifications	A cross reference to the auditor qualifications	Cross reference
12	Summary table of outstanding litigations	A summary table	None stated

Three heads that need the most rework

Head 1, the business summary. This is the one that usually gets written twice. The 500 words have to carry seven separate things, and two of them (segment revenue contribution, and revenue concentration among the top five customers) are figures rather than prose, so the narrative space is smaller than 500 words suggests. The old requirements for intellectual property, employee numbers and market share have gone, and so has the instruction to present the summary in tabular form, which gives a bit of room back.

Head 6, the financial summary. Thirteen line items, for three years and the stub period: share capital, net worth, revenue, EBITDA, profit after tax, basic and diluted earnings per share, return on equity or net worth, net asset value per equity share, total borrowings, and cash flow from operating, investing and financing activities. EBITDA, the EPS figures, return on equity, total borrowings and the three cash flow lines are new against the old abridged prospectus, so for most issuers this table cannot be lifted from a previous filing and has to be built against the restated financial information.

Head 10, the board and KMP. Director disclosure is now names and designations. Experience, education and other directorships are not asked for. Key managerial personnel are a new addition, so the list of names has to be settled with the company secretary early, since KMP identification under the Companies Act does not always match how a company talks about its senior team internally.

What is not in the Annexure

Two items are worth stating explicitly, because published commentary disagrees on them. There is no head for a summary of contingent liabilities and no head for a summary of related party transactions. Both used to sit in the offer document summary, and with that section deleted, they are dealt with in the offer document’s own summary of restated financial information. At least two reputable law firm alerts read this differently, one saying Schedule VI was amended to add these two items and another saying it was amended to limit disclosures to them. Neither appears in Part E or in Annexure I as gazetted, so the regulation is probably the safer thing to draft against here.

A few other specifics that circulate online are also absent. Head 12 asks only for a summary table of outstanding litigations and does not prescribe a breakdown by criminal, tax, regulatory and civil matters. Head 8 says top 10 internal risk factors, which is narrower than “top 10 risk factors”. And the requirement sometimes quoted, that the top ten risk factors must match those in the price band advertisement, is in neither Part E nor Annexure I, so if a house checklist carries it, it is coming from somewhere else and should be traced before it is relied on.

The general instructions in Part E

Seven instructions sit above the twelve heads, and four of them are new. They are short enough to read in a minute and are the part a reviewer will check first.

• A copy goes to SEBI. Item (I), unchanged.
• Generic content goes elsewhere. Anything that is not specific to the issuer belongs in the General Information Document, a standard booklet SEBI specifies that covers the mechanics of applying. It is available separately and is not included in the offer documents. In practice this is what stops the abridged prospectus filling up with ASBA instructions.
• Typography. Not visually smaller than Times New Roman 11 or the equivalent, with 1.0 line spacing. This one has not changed, so a house template built before the amendment is still compliant on font.
• The cover page is page one. The front outside cover page of the draft offer document or the offer document serves as the first page of the abridged prospectus. There is no separate cover to design.
• Cross reference every section. For each section of Annexure I, a cross reference to the matching section of the offer document has to be given. Page numbers move as the offer document is revised, so this is worth holding as a live mapping rather than typing in at the end.
• Two QR codes, in different places. A QR code and link giving access to the offer document go in the abridged prospectus. Separately, a QR code and link to the abridged prospectus itself have to appear in all public announcements relating to the IPO. Regulation 34(2) adds a third requirement, on application forms, which now carry a QR code and link to the red herring prospectus, the abridged prospectus and the price band advertisement instead of a printed copy of the document.
• Plain language. All disclosures have to be in clear, simple and easily understandable language.

The cross-referencing instruction is the one that generally costs the most time, because it ties the document to a draft that keeps moving. Recording the source section against each head as it is drafted is usually quicker than reconciling the whole set the night before filing.

A drafting workflow

The abridged prospectus is closer to an index of the offer document than to a document of its own. Nothing in it should be new, and every figure in it exists somewhere else in the DRHP. That suggests a fairly fixed order of work.

1. Lock the offer document sections first. Drafting the two in parallel tends to create differences that then have to be found and removed. Where the DRHP section is still open, mark the head and come back rather than writing around it.
2. Pull each head from its source section, and record the cross-reference as you go. The mapping is a requirement under Part E and it is also the fastest way to answer a reviewer who asks where a number came from.
3. Draft to the word limits from the start. Cutting 900 words down to 500 late in the process usually removes the specific detail and keeps the general description, which is the wrong way round for heads 1 and 2.
4. Reconcile head 6 against the restated financial information line by line. Thirteen items, three years and a stub period is around forty to fifty figures, and several of them are new, so this is worth a separate tie-out rather than a read-through.
5. Settle the KMP list with the company secretary. Head 10 needs names and designations for key managerial personnel as defined under the Companies Act, which may not be the same group the business thinks of as its leadership team.
6. Check the top 10 internal risk factors against the DRHP risk section. The Annexure asks for internal risks specifically, so a list that includes industry or regulatory risks will usually need reworking.
7. Run the general-instruction checklist. Cover page, cross references, the two QR codes, typography, and whether anything generic has crept in that belongs in the General Information Document.
8. Build the hosting plan before filing day. Four sets of websites, twice: issuer, SEBI, the stock exchanges and the lead managers, once for the draft and again for the final. Who uploads, who confirms, and who keeps the screenshots.
9. Version-control the draft abridged prospectus against DRHP updates. Every change SEBI asks for in its observation letter has to be carried into the RHP, and some of those changes will touch sections the abridged prospectus summarises. Treating a DRHP revision as a possible abridged prospectus revision is more reliable than checking at the end.

Step 9 is where the time goes on most issues. The document is derived, so it goes stale every time its source moves, and a short re-check after each revision is generally cheaper than one long reconciliation before filing.

What the consultation record suggests

SEBI’s consultation paper of 13 November 2025 proposed amending Regulations 34, 131 and 255 and Part E of Schedule VI to dispense with the requirement of an abridged prospectus altogether. In the comparison table attached to that paper, Part E was marked for deletion. The plan was to keep an enhanced offer document summary inside the DRHP and treat the abridged prospectus as duplication.

The final amendment went the other way on both counts. The offer document summary went, the abridged prospectus stayed and took on the enhanced disclosures, and a draft-stage version was added.

The reasons SEBI gave in the consultation paper are worth reading before drafting, because they explain the tone the document is expected to take. SEBI pointed to offer documents being too long for retail investors to work through, to investors relying instead on grey market trends and unverified material on social media, and to public comments on draft offer documents remaining negligible despite the twenty one day comment window.

That last observation is probably the most useful one for a drafter. Our own reading, and it is a reading rather than a stated intention, is that the draft-stage document is aimed at the participation problem rather than a disclosure gap: the information was already public in the DRHP, but almost nobody was getting through it in time to comment. A draft abridged prospectus written as a plain-language summary serves that purpose; one written as a compressed legal document probably does not, even if it satisfies every head.

One thing is still open. The consultation also contemplated amendments to articles of association and notices to lenders on the lock-in side, which the final amendment left out. Those may yet arrive by circular.

Common questions

Where this goes next

Operational guidance is the thing to watch. The circular of 8 April 2026 dealt with the lock-in mechanism rather than the abridged prospectus, and SEBI has not yet said how the draft-stage document should be handled where a DRHP is refiled or substantially updated. Until it does, re-issuing the abridged prospectus whenever its source moves is probably the safer habit.

We have put the twelve heads into a drafting checklist built from the gazetted Annexure I, with the word limits and a column for the offer document cross-reference. It is indicative rather than exhaustive, and it is checked against the ICDR Regulations as amended up to 21 March 2026.

This is general information and not legal advice. Issuers should take advice on their own filing.

Last updated: 1 November 2026. Checked against the SEBI (ICDR) Regulations, 2018 as amended up to 21 March 2026.

---