What is RHP & DRHP? Red Herring Prospectus Explained 2026

Last updated: 07 Jun 2026

Every IPO in India must file two prospectus documents: DRHP (Draft Red Herring Prospectus) and RHP (Red Herring Prospectus). This guide explains what each document contains, the differences between them, where to download them, and how to use them when evaluating an IPO.

What is DRHP (Draft Red Herring Prospectus)?

The DRHP is the first version of an IPO prospectus filed by a company with SEBI for review and approval. It contains comprehensive information about the company, its business operations, financials, risk factors, and the proposed issue — but excludes the final price band and total issue size.

The DRHP is typically filed 3-6 months before the actual IPO. SEBI reviews it and may ask for clarifications or revisions before granting approval.

💡 Why "Red Herring"? The term refers to the disclaimer printed in red on the cover, indicating that the document is not final and the offer is subject to SEBI approval. It is a holdover from US Securities Act terminology.

What is RHP (Red Herring Prospectus)?

The RHP is the final version of the prospectus, filed shortly before the IPO opens for subscription (typically 3-5 days prior). It includes everything from the DRHP plus the final price band, lot size, and total issue size.

The RHP is the document investors should actually read before applying for an IPO, since it contains the final terms of the offer.

DRHP vs RHP — Side-by-Side Comparison

ParameterDRHPRHP
StageDraft (pre-approval)Final (approved)
Filed3-6 months before IPO3-5 days before IPO opens
Price Band❌ Not included✅ Included
Total Issue Size❌ Not included (only fresh issue size)✅ Included
Lot Size❌ Not specified✅ Specified
SEBI StatusUnder reviewApproved
Public CommentsOpen for 21 daysNot invited
Risk Factors✅ Detailed✅ Same (updated if needed)
Financial Statements✅ Up to last quarter✅ Updated to latest quarter

What an RHP Contains (Key Sections)

A typical RHP is 400-900 pages long. Focus on these critical sections:

  1. Risk Factors (15-30 pages) — The most important section. Lists everything that could go wrong. Read every page.
  2. Industry Overview — Market size, growth rate, competitive landscape.
  3. Our Business — What the company does, products/services, customers, geographic reach.
  4. Our Management — Promoter background, board of directors, key managerial personnel.
  5. Financial Information — Balance sheet, P&L, cash flow for 3-5 years.
  6. Management Discussion & Analysis (MD&A) — Year-over-year explanation of performance.
  7. Use of Proceeds — What the company will do with the IPO money.
  8. Basis of Issue Price — How the price band was determined; comparison with peer companies.
  9. Outstanding Litigation — Pending legal cases against the company and promoters.
  10. Government Approvals — Required licenses and their status.

Where to Download RHP/DRHP for Any IPO

Both documents are publicly available — free to download:

  • SEBI website: sebi.gov.in → "Filings" → "Draft Offer Documents"
  • Lead manager websites: Whoever is managing the IPO (Kotak, Axis Capital, ICICI Securities, etc.) hosts the prospectus.
  • NSE website: nseindia.com → "Products & Services" → "Issues" → "Listing" — has all IPO prospectuses.
  • BSE website: bseindia.com → "Listing" → "Public Issues" — same data.
  • Registrar website: KFintech, Link Intime, Bigshare host the prospectus for IPOs they handle.

What to Actually Read Before Investing in an IPO

Reading a 700-page RHP is impractical for most retail investors. Here is a smart 30-minute reading checklist:

✅ 30-Minute RHP Reading Checklist:
  1. First 30 pages (Front Matter) — Cover page, summary of offer, capital structure.
  2. Risk Factors — All of them. Especially "External Risks" and "Internal Risks".
  3. Use of Proceeds — Is the money going to growth or debt repayment?
  4. Last 3 years Revenue, EBITDA, PAT — Growth trend matters more than absolute numbers.
  5. Basis of Issue Price — Is the P/E reasonable vs peers?
  6. Promoter Background — Any history of regulatory action?
  7. Outstanding Litigation summary — High-value cases pending?

Skip these (mostly legal/regulatory boilerplate):

  • Definitions & abbreviations (50+ pages)
  • Detailed statutory disclosures
  • Annexures and exhibits (most are formality)

Frequently Asked Questions About RHP & DRHP

What is DRHP (Draft Red Herring Prospectus)?

DRHP is the first version of an IPO prospectus filed by a company with SEBI for review and approval. It contains detailed information about the company, its financials, risk factors, and the proposed issue — but excludes the final price band and issue size.

What is RHP (Red Herring Prospectus)?

RHP is the final version of the prospectus filed shortly before the IPO opens. It includes everything from the DRHP plus the final price band, lot size, and total issue size. It is the document investors should read before applying.

What is the difference between DRHP and RHP?

DRHP is the draft version filed for SEBI review (3-6 months before IPO); RHP is the final version filed 3-5 days before IPO opens. DRHP omits price band and final issue size; RHP includes them.

Where can I find an IPO RHP/DRHP?

Both DRHP and RHP are publicly available on SEBI website (sebi.gov.in), the lead manager websites, the IPO registrar websites, and major stock exchanges (NSE and BSE).

Should I read the RHP before investing?

Yes. The RHP contains critical information about company financials, risk factors, legal proceedings, and use of proceeds. Reading at least the Risk Factors section before applying is strongly recommended.

How long is a typical RHP?

IPO RHPs typically run 400-900 pages. The most important sections are Risk Factors (15-30 pages), Financial Statements, Use of Proceeds, and Management Discussion & Analysis.

Disclaimer: Reading an RHP does not constitute investment advice. IPO investing carries risk including total loss of capital. Always consult a SEBI-registered investment advisor and read the entire RHP before investing.