SBI Funds Management Ltd, the country's largest asset management company, has disclosed in its Red Herring Prospectus (RHP) that it cannot trace certain historical corporate records — including form filings dating back to 1992 and 1997 — and has warned investors that regulatory or legal action over the missing documents cannot be ruled out. The disclosure comes ahead of the company's ₹11,693-crore IPO, which opens for public subscription from 14 July to 16 July.

What Records Are Missing

According to the RHP, the untraceable filings include Form 2 relating to a further issue dated 30 June 1992, as well as offer letters and allotment letters connected to a rights issue dated 7 November 1997. The company stated plainly: 'We are unable to trace certain secretarial records, including the form filings made by our Company and certain corporate records required to be maintained by our Company.'

These are statutory obligations under Indian company law, and their absence — however historical — represents a disclosure risk that the company has chosen to surface prominently in its IPO document.

Steps Taken to Locate the Records

Independent practising company secretaries Manish Ghia & Associates were engaged to conduct a thorough search. Their efforts included searches at the Registrar of Companies (RoC), a review of digital records on the Ministry of Corporate Affairs (MCA) portal, examination of RoC-maintained records, and a physical search of statutory and secretarial files at the company's registered office. Despite these steps, the records remained untraceable.

The company also formally informed the RoC about the missing filings through a letter dated 2 March 2026, signalling proactive disclosure to the regulator ahead of the IPO process.

Risk to Investors: What the Company Has Warned

The RHP carries an explicit caveat: 'While no legal proceedings or regulatory action has been initiated against our Company in relation to the unavailable filings as of the date of this Red Herring Prospectus, we cannot assure you that such proceedings or regulatory actions will not be initiated against our Company in the future in relation to the untraceable filings and corporate records.'

The company added that 'the actual amount of the penalty which may be imposed or loss which may be suffered by our Company cannot be ascertained at this stage' and acknowledged that any such proceedings could 'have an adverse effect on our financial condition or reputation.' The quantum of any potential penalty remains unquantified.

IPO Details: Price Band and Structure

SBI Funds Management's public issue is entirely structured as an offer for sale (OFS) of ₹11,693 crore, meaning no fresh capital will flow into the company — the proceeds go to existing shareholders. The price band has been fixed between ₹545 and ₹574 per share. The issue opens on 14 July and closes on 16 July.

Context and What to Watch

SBI Funds Management manages the largest asset base among Indian AMCs, giving the IPO significant market interest. Notably, the missing records predate the digital era of corporate filings by decades, which is not uncommon for companies with long operating histories. However, the absence of allotment letters from a rights issue raises questions about capital structure continuity that SEBI and RoC may scrutinise post-listing.

Investors and analysts will watch whether any regulatory notice materialises before the issue closes — a development that could affect subscription sentiment for what is one of the larger OFS issues in the current market cycle.