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IPO Process Steps: Complete Guide

A step-by-step breakdown of how to take a company public — from S-1 filing to listing day.

last updated Thursday, September 3, 2026
#ipo process steps #steps in ipo process



by Sidra Jabeen  Content Manager, Paperfree Magazine
IPO Process Steps: Complete Guide | steps in ipo process

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IPO Process Steps: Complete Guide & Timeline

Understanding the IPO process steps is essential for any company considering going public. Whether you're mapping out the steps in IPO process planning, reviewing the steps of IPO process execution, tracking the IPO process timeline, or researching how to take a company public — this guide covers everything in order.

The path from private to public typically takes 12 to 24 months. Below is every stage, in sequence, with what to expect at each one.


Why the Steps of IPO Process Matter

Companies that go public successfully don't just have strong financials — they follow a structured sequence. The steps of IPO process execution exist in a specific order for regulatory, legal, and market reasons. Skipping or compressing any stage increases the risk of SEC comment delays, pricing failures, or post-IPO legal liability.

Before diving into the steps in IPO process planning, it's worth understanding the full IPO process timeline from start to finish.


Step 1: IPO Readiness Assessment

The first of the IPO process steps is an honest internal evaluation. Before engaging banks or lawyers, leadership must determine whether the company is genuinely ready for public markets.

Key areas assessed:

  • Financial track record — 2–3 years of consistent, auditable revenue growth
  • Corporate governance — Independent board members, audit committee, proper bylaws
  • Internal controls — Finance team capable of quarterly public reporting
  • Narrative clarity — A growth story that institutional investors can understand and underwrite

Many companies think they're ready before they are. This first step in the IPO process timeline often reveals 6–12 months of preparation work before the formal process can begin.

Related: IPO Readiness Checklist →


Step 2: Assembling the IPO Team

The second of the steps in IPO process execution is building the deal team. You cannot complete any of the remaining steps of IPO process without the right professionals in place.

Core team members:

  • Lead underwriter (investment bank) — The single most important hire when figuring out how to take a company public. They price the deal, build the investor book, and manage the roadshow.
  • Co-underwriters — Additional banks that expand investor reach
  • Securities counsel — Drafts the S-1 and manages SEC correspondence
  • Independent auditors — Must be PCAOB-registered; audit 2–3 years of financials
  • IPO advisory firm — Coordinates the overall IPO process timeline and advises on strategy
  • Investor relations firm — Builds your public communications infrastructure

Allow 4–8 weeks for this step before the formal process clock starts.


Step 3: Auditing and Financial Preparation

Among all the IPO process steps, this one takes the longest and surprises most companies. PCAOB-compliant audited financials for the prior two to three fiscal years are a hard SEC requirement — and if your company has never been audited at this standard, the process can take 6 months or more.

Work happening in parallel:

  • Financial restatements if prior-year accounting needs correction
  • Building the MD&A (Management Discussion & Analysis) narrative
  • Documenting internal controls over financial reporting (ICFR)
  • Establishing KPI definitions that will be disclosed publicly

This step in the steps of IPO process execution defines the foundation of your S-1. Weak financials or documentation gaps will surface during SEC review — better to find and fix them now.


Step 4: Due Diligence

Running parallel to auditing, due diligence is one of the most thorough steps in IPO process preparation. Your legal team and underwriters examine every material aspect of the business:

  • All significant contracts and customer agreements
  • IP ownership and licensing arrangements
  • Pending litigation or regulatory investigations
  • Full cap table and equity structure review
  • Related-party transactions
  • Compliance history across all jurisdictions

The goal isn't just to find problems — it's to ensure the S-1 makes complete, accurate disclosures. Anything missed here can become post-IPO legal exposure.


Step 5: Drafting the S-1 Registration Statement

The S-1 is the central document in the IPO process steps — a comprehensive public disclosure filed with the SEC that investors, analysts, and the media will scrutinize in detail.

Standard S-1 contents:

  • Business description — Model, products, competitive positioning
  • Risk factors — Honest enumeration of what could go wrong
  • Audited financial statements — Historical performance
  • MD&A — Management's narrative on results and outlook
  • Use of proceeds — How IPO capital will be deployed
  • Capitalization table — Pre- and post-IPO ownership breakdown
  • Executive compensation — Full pay disclosures

Drafting takes 6–10 weeks with multiple revision rounds involving legal, banking, and executive teams. This is one of the more collaborative steps of IPO process execution.


Step 6: SEC Filing and Review

Once the S-1 is finalized, it's filed with the SEC. Companies qualifying as Emerging Growth Companies (EGCs) under the JOBS Act can file confidentially first — a popular choice because it:

  • Preserves flexibility if market conditions shift
  • Keeps competitive details private during review
  • Avoids public attention before you're ready

The SEC typically responds within 30 days with a comment letter. Most companies go through 2–3 rounds of comments before receiving clearance. This is a normal part of the IPO process timeline — budget 2–3 months for this step.


Step 7: The Roadshow

The roadshow is arguably the highest-stakes of all the steps in IPO process execution. Over 10–14 days, the CEO and CFO travel to meet institutional investors — mutual funds, pension funds, hedge funds — to pitch the company's investment case.

A typical roadshow includes:

  • 40–60 one-on-one meetings with major fund managers
  • Group presentations in New York, Boston, London, San Francisco
  • Virtual sessions for broader investor reach

The outcome is a book of demand — investor commitments at various price points that directly determine final IPO pricing. The preliminary prospectus (the "red herring") is distributed during this phase.

Understanding the roadshow is critical for anyone researching how to take a company public — it's where the deal is actually made or broken.


Step 8: Pricing the IPO

On the evening before listing day, underwriters and company leadership set the final IPO price. This is one of the most consequential steps of IPO process completion, balancing:

  • Investor demand from the roadshow book
  • Current market and sector sentiment
  • Comparable public company valuations
  • Desired post-IPO trading performance

Too high, and the stock falls on day one — creating negative headlines and unhappy investors. Too low, and the company leaves capital on the table. Experienced underwriters and advisors are critical at this stage.


Step 9: Listing Day — First Trade

Shares begin trading on the NYSE or Nasdaq. The opening price is set by the exchange's designated market maker, who matches buy and sell orders until a clearing price is established — this is typically higher than the IPO price on a well-received deal.

Listing day also marks the beginning of ongoing obligations: quarterly earnings, analyst coverage, SEC disclosures, and continuous investor relations work. For founders learning how to take a company public, this is the moment everything changes operationally.


Step 10: Post-IPO Period

Two important mechanisms govern the weeks and months after listing:

  • Stabilization (30 days) — Underwriters can buy shares in the open market to support the price if it falls below the IPO price
  • Lock-up period (typically 180 days) — Insiders cannot sell shares, preventing a supply flood that would pressure the stock

The lock-up expiration is often a watched event — expect higher trading volume as insiders take liquidity.


Full IPO Process Timeline

Phase Typical Duration
Readiness Assessment 4–8 weeks
Team Assembly 4–8 weeks
Auditing & Financial Prep 3–6 months
Due Diligence Parallel to above
S-1 Drafting 6–10 weeks
SEC Review 2–3 months
Roadshow 10–14 days
Pricing & Listing 1–2 days
Post-IPO Lock-Up 180 days

Total end-to-end: 12–24 months.


Most Common Mistakes Across the Steps of IPO Process

Companies that struggle with the steps in IPO process execution usually make one of these errors:

  1. Premature start — Initiating the process before financials, governance, or narrative are ready
  2. Underestimating cost — Underwriting fees run 5–7%; total costs including legal and advisory often reach 10–15% of proceeds
  3. Wrong lead bank — Choosing on prestige rather than sector expertise and investor relationships
  4. Weak roadshow narrative — Institutional investors see hundreds of pitches; a muddled story loses allocations
  5. Late compliance infrastructure — Building IR, legal, and reporting functions after listing instead of before

Alternatives: Other Ways How to Take a Company Public

The IPO process steps described here represent the traditional underwritten IPO. But there are other paths how to take a company public:

  • Direct listing — No underwriters, no new shares issued, existing shareholders sell directly on exchange day one (used by Spotify, Coinbase)
  • SPAC merger — Merge with an already-listed blank-check company; faster but carries its own complexities
  • Regulation A+ — A scaled-down public offering for smaller companies raising up to $75M

Each path has different cost, timeline, and investor relations implications. The right choice depends on your capital needs and long-term goals.

Compare your options with an IPO advisor → /market/ipo-advisory


Frequently Asked Questions

What are the IPO process steps in order? The main IPO process steps are: readiness assessment, team assembly, auditing, due diligence, S-1 drafting, SEC filing, roadshow, pricing, listing, and post-IPO lock-up period.

What are the steps in IPO process planning? The steps in IPO process planning begin 12–18 months before listing: assess readiness, hire the team, complete audits, conduct due diligence, and draft the S-1 before engaging the SEC.

What are the steps of IPO process execution? The active steps of IPO process execution include SEC filing, responding to comment letters, running the roadshow, setting the final price, and managing the first trading day.

How long is the IPO process timeline? The full IPO process timeline runs 12–24 months from initial decision to listing day, depending on company readiness and market conditions.

How to take a company public without a traditional IPO? You can learn how to take a company public via a direct listing, SPAC merger, or Regulation A+ offering — each with different trade-offs on cost, timeline, and investor base.

How much does going public cost? Total costs across all steps of IPO process execution typically reach 10–15% of gross proceeds, including underwriting, legal, audit, and advisory fees.

 



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