Public Offering

IPO

Initial Public Offering (IPO) Advisory Services

Companies intending to list their shares on a stock exchange require the support of an authorized intermediary throughout the entire IPO process. An authorized intermediary plays a critical role in ensuring the successful completion of the offering, providing guidance on IPO strategy development, timing, and narrative, managing documentation with relevant authorities, coordinating the selection of other advisors such as independent auditors and legal counsel, overseeing marketing activities, and managing the consortium phase.

Roadmap for Companies Planning an IPO

The first—and often the most challenging—step in preparing a company for an IPO is the decision to go public. Once this decision is made, the initial task is to establish an internal working team. This team typically consists of mid-to-senior level managers, personnel from the finance department, and staff responsible for public relations.

After the internal team is formed, an intermediary agreement must be signed between the company and an authorized intermediary approved by the Capital Markets Board of Turkey (CMB/SPK). A list of intermediaries authorized for IPOs can be accessed on the official SPK website.

At Akademik Independent Audit, we guide companies through each stage of the IPO process, ensuring compliance with regulatory requirements while providing professional support and coordination with all relevant advisors.

Ahmet Aker Black

Ahmet AKER

Responsible Partner Chief Auditor

Consulting on Public Offering Processes

As an Academic Independent Audit, we have identified the important stages of the Public Offering process as follows:

  1. Preparation Phase

    The IPO journey begins with a comprehensive review of the company’s structure, operations, and financials in collaboration with the appointed authorized intermediary. A detailed timeline is established, and other key advisors—including legal counsel and independent auditors—are appointed. Amendments to the company’s articles of association are submitted as required. At this stage, thorough due diligence is conducted, and a draft prospectus is prepared.

  2. Valuation & Marketing Documentation

    The company’s investment narrative is developed to clearly articulate its value proposition. A business plan aligned with strategic objectives serves as the foundation for valuation and supports marketing materials presented to potential investors.

  3. Regulatory Submissions

    Upon completion of audited financial statements, applications are submitted to the Capital Markets Board (CMB) and Borsa İstanbul (BIST), including the draft prospectus and other necessary disclosures. The draft prospectus is published online, the business plan is finalized, and a Price Determination Report (PDR) is submitted to the CMB, establishing the offer price of the shares. The intermediary leads and coordinates the entire submission process.

  4. Approvals

    Following regulatory review, approvals from the CMB and BIST are obtained. The finalized prospectus and PDR are officially published, enabling the offering to proceed.

  5. Roadshow & Investor Engagement

    Marketing activities, or the Roadshow, are conducted to present the company to potential institutional and retail investors. Demand collection is typically conducted over several days. The intermediary’s network with domestic and international investors is critical in shaping the scope and duration of the Roadshow.

  6. Order Allocation & Trading

    Investor orders are processed to optimize share allocation and maximize future market performance. Once demand collection concludes, shares are distributed to investors. IPO results are reported to the CMB, BIST, and the Central Securities Depository (MKK). Following settlement, shares commence trading on the exchange.

  7. Post-IPO Support

    Post-IPO, price stabilization measures may be implemented as necessary. The intermediary’s research team produces periodic analyses, helping investors monitor the company and supporting long-term market confidence and share price stability.

The Role and Importance of the Authorized Intermediary in IPO Preparation

With strong collaboration from the company’s management and the coordination capabilities of the appointed intermediary, a standard IPO project can typically be completed within approximately five months from the point at which the company is ready to go public.

Throughout all stages of the IPO process, the intermediary provides continuous support and oversight. During the preparation phase, the selected intermediary assists in establishing the timeline and crafting the IPO narrative.

The intermediary plays an active role in the selection of other key advisors, including legal counsel and independent auditors. It oversees the due diligence process, manages valuation exercises, prepares the Price Determination Report (PDR), and handles submissions to the Capital Markets Board (CMB) and Borsa İstanbul (BIST).

The intermediary also leads structuring decisions related to the IPO, such as the size and form of the offering, the balance between capital increase and secondary sales, and the intended use of proceeds.

As the process advances, the intermediary prepares and presents the consortium offer, organizes the consortium, and coordinates the Roadshow presentation in collaboration with the management team. Once approvals from BIST and CMB are obtained, all subsequent filings with the Public Disclosure Platform (KAP), Central Securities Depository (MKK), and Takasbank are completed. Following the conclusion of the demand collection, shares are allocated by the intermediary.

After the shares begin trading on the exchange, the intermediary regularly publishes research reports on the company to support market transparency and investor confidence.

For a list of intermediaries authorized to conduct IPOs, please refer to the relevant official resources.

Key Roles in an IPO Process

Lead Underwriter (Consortium Leader)

The lead underwriter is responsible for the overall management and coordination of the IPO process. They receive an underwriting commission based on the size of the offering.

Consortium Members

These are other financial institutions that assist in the collection of investor demand. Consortium members are compensated proportionally based on the volume of demand they generate.

Independent Audit Firms

To ensure accurate pricing of shares, the company’s financial statements are audited by an independent audit firm authorized by the Capital Markets Board (CMB). The audit is conducted in accordance with generally accepted accounting and auditing standards, and a formal audit report is issued.

Legal Advisors

Legal advisors provide counsel on all legal matters related to the IPO process, including the transition to a registered capital system, implementation of new corporate governance principles, preparation of the prospectus, and intermediary agreements.