Valuation Under SEBI
Secure Your Transaction with Defensible, Compliance-Ready Valuation Reports
For listed companies in India, valuation is not just a financial exercise it is a strict regulatory obligation monitored by SEBI. Every corporate action, from issuing new shares to executing a merger or delisting, requires an independent, audit-ready valuation report. We deliver SEBI-compliant valuation reports built to withstand the scrutiny of Stock Exchanges, SEBI, and the NCLT covering Preferential Issues, Mergers, Open Offers, ESOPs, and Delisting under SEBI ICDR, LODR, and SAST Regulations.
- 100% SEBI Compliance Assured
- Certified by IBBI Registered Valuer
- Exchange & NCLT Filing Ready
- End-to-End Transaction Support
Trusted SEBI Valuation Advisors in India
My Valuation specializes in SEBI-compliant valuation for listed entities advising CFOs, Company Secretaries, independent directors, and promoters on all corporate actions governed by SEBI ICDR, LODR, and SAST Regulations across India.
Our team is led by CA Parth Shah, IBBI Registered Valuer (IBBI/RV/06/2020/13086), backed by BSE/NSE enrolled analysts and SEBI Registered Merchant Bankers - the certified professionals authorized for each specific SEBI valuation type.
In the world of listed securities, we function as dedicated governance gatekeepers. We are the independent voice that Corporate Boards and Audit Committees rely on to certify that every transaction is conducted at Arm's Length protecting both directors and shareholders from regulatory risk and shareholder litigation.
SEBI Valuation Services We Offer
We provide complete valuation support for every corporate action trigger under SEBI Regulations:
Protecting Your Board with Independent Fairness Opinions
In high-stakes corporate restructuring, every decision a Board makes is under scrutiny. Under SEBI (LODR) Regulations, any Scheme of Arrangement Merger or Demerger submitted to the NCLT must be accompanied by a Fairness Opinion from an independent expert. Without it, the Stock Exchange will not issue a No-Objection Certificate for the scheme. There are no exceptions.
A robust Fairness Opinion is more than a compliance document; it is a legal shield for directors. It independently validates the Swap Ratio, certifying that the terms of the transaction are fair to all classes of shareholders, including the minority public float. This protects directors from potential shareholder litigation that can arise months or years after the scheme is approved.
My Valuation provides Fairness Opinions that are accepted by Stock Exchanges and the NCLT prepared with full methodology documentation and designed to hold up under questioning from any party.
- Sample Report
SEBI Compliant Report
Valuation report for listed companies fully compliant with SEBI regulations, for open offers, buybacks, delisting, and related-party transactions.
SEBI Regulations That Require a Valuation Report
Every SEBI regulation has a different valuation trigger, a different purpose, and a different authorised signatory. Here is the complete reference:
| SEBI Regulation | Valuation Required For | Authorized Valuer |
|---|---|---|
| SEBI (ICDR) Regulations, 2018 | Floor Price for Preferential Issue, QIP, Rights Issue | SEBI Registered MB / CA |
| SEBI (LODR) Regulations, 2015 | Fairness Opinion for Mergers, Demergers, RPT certification | IBBI Registered Valuer / MB |
| SEBI (SAST) Regulations, 2011 | Open Offer Price for Takeovers | SEBI Registered MB / CA (10 yrs exp.) |
| SEBI (SBEB & SE) Regulations, 2021 | ESOP Exercise Price & Accounting Cost | IBBI Registered Valuer / MB |
Getting New Share Issue Pricing Right Under SEBI ICDR
Raising capital through a Preferential Issue or Qualified Institutions Placement (QIP) is not as simple as choosing a price. SEBI (ICDR) Regulations mandate a specific Floor Price formula and your issue price cannot go below it.
The Floor Price is calculated using the Volume Weighted Average Price (VWAP) over a 90-day and 10-day period as prescribed. Errors in this calculation can lead to Stock Exchange rejection, regulatory queries, and deal delays.
We perform the mandatory calculations under SEBI (ICDR) Regulations, covering:
- Pricing compliance for equity and convertible securities issuance as prescribed
- Verification of all regulatory conditions applicable to the allotment
- Alignment with SEBI-mandated disclosures, board approvals, and shareholder resolutions
Every report includes exact calculation of logs - proof for the Stock Exchange that shares are not being issued below the regulatory minimum.

Valuation for Takeovers, Open Offers & Delisting
SEBI SAST - Open Offer Compliance When an acquirer crosses the shareholding threshold under the Takeover Code, a mandatory Open Offer to public shareholders is triggered. The offer price cannot be set at the acquirer's discretion; it must be determined by analyzing historical trading volumes (VWAP), previous acquisition prices, and fundamental value parameters prescribed under SEBI (SAST) Regulations. My Valuation provides the independent valuation report that establishes this compliant offer price protecting both the acquirer and the public shareholders.
Delisting - Floor Price & Reverse Book Building For companies seeking to go private through voluntary delisting, we calculate the Floor Price that serves as the base for the Reverse Book Building (RBB) process. A correctly calculated and independently certified floor price ensures the exit offer is SEBI-compliant and provides a strong, defensible benchmark for promoter-shareholder negotiations throughout the RBB.
Ready to File with the Exchange?
Don't let a calculation error delay your listing approval or invite a regulatory probe. Get a precise, compliant, and defensible SEBI valuation report.
When Do You Need SEBI Valuation?
Formal valuation is triggered by specific corporate actions under SEBI Regulations:
Fundraising Preferential Allotment
Issuing new shares to a select group of investors Floor Price calculation mandatory under SEBI ICDR Regulations before exchange approval.
Mergers & Amalgamations
Swap Ratio determination for NCLT-approved schemes Fairness Opinion required under SEBI LODR for all listed entities.
Takeovers Open Offer
When an acquirer crosses the shareholding threshold mandatory open offer price determination under SEBI SAST Regulations.
ESOP Granting
Exercise price and accounting cost for employee stock options in listed companies SEBI SBEB Regulation compliance.
Delisting
Promoters seeking to buy back all public shares and take the company private with SEBI-compliant floor price for Reverse Book Building.
Related Party Transactions (RPT)
Certifying that a transaction between a listed company and its related party is conducted at Arm's Length SEBI LODR requirement.
Who Needs a SEBI Valuation?

What a Professional SEBI Valuation Delivers
Valuation Methods We Apply for SEBI Compliance
Unlike IT Act or FEMA valuations where a single method is prescribed, SEBI transactions often require multiple methods simultaneously; a merger of Fairness Opinion may need DCF, CCM, and NAV together. We apply each with full regulatory compliance:
The SEBI Regulatory Framework We Work Within
We navigate all five major SEBI regulations to ensure your corporate action is compliant on every front:
SEBI (ICDR) Regulations, 2018
SEBI (LODR) Regulations, 2015
SEBI (SAST) Regulations, 2011
SEBI (SBEB & SE) Regulations, 2021
How We Deliver Your SEBI Valuation - 5 Steps
01
Requirement Analysis
02
Data Collection
03
Financial Modelling
04
Draft Discussion
05
Final Report
What's Inside Our SEBI Valuation Report
Every report we issue is a comprehensive document built for regulatory submission and external defense:
Why Clients Choose My Valuation for SEBI
Trusted by 500+ Companies
to Raise Over ₹1500 Crore
Need a Certified SEBI Valuation Report?
From preferential issue of floor prices to merger fairness opinions - My Valuation delivers compliant, exchange-ready reports in 5-7 business days.

