- NSE filed draft IPO papers after nearly a decade.
- This potential Rs 30,000 crore IPO is an OFS.
- Regulatory hurdles stalled listing since 2016, now resolved.
After almost ten years of waiting, regulatory hurdles and countless market conversations, the National Stock Exchange (NSE) has finally taken a major step towards its stock market debut.
India’s largest stock exchange has filed its Draft Red Herring Prospectus (DRHP) with the Securities and Exchange Board of India (SEBI), setting the stage for what could become the country’s biggest-ever initial public offering (IPO).
The proposed issue, estimated by industry participants at around Rs 30,000 crore, comes nearly a decade after NSE first attempted to go public in 2016. If the offering proceeds as expected, it could surpass Hyundai Motor India’s nearly Rs 28,000 crore IPO in 2024 to become India’s largest public issue.
A Listing Story Nearly Ten Years In The Making
NSE’s journey to Dalal Street has been anything but straightforward.
The exchange first submitted draft IPO papers in 2016. However, regulatory proceedings and investigations, including matters linked to the co-location and dark fibre cases, stalled the listing process for years.
Since then, the exchange has worked to address regulatory concerns, strengthen governance standards and resolve various compliance issues.
The breakthrough came earlier this year when NSE received a No Objection Certificate (NOC) from SEBI, clearing the path for the latest DRHP filing.
Even now, the exchange disclosed that revised settlement applications relating to the Colocation and Dark Fibre matters, filed with SEBI in March 2026, remain pending.
Still, the filing marks the strongest indication yet that India’s most anticipated IPO is finally moving towards reality.
A Rs 30,000 Crore Mega IPO Takes Shape
The proposed public issue will be entirely an Offer For Sale (OFS), meaning no fresh shares will be issued, reported Business Standard.
Instead, existing investors will collectively sell up to 148.9 million equity shares, representing nearly 6 per cent of NSE’s paid-up capital.
Since there is no fresh issue component, NSE itself will not receive any proceeds from the IPO. The funds raised will go entirely to the selling shareholders.
The structure mirrors the exchange’s mature business profile, with investors essentially being offered an opportunity to buy into an already established market infrastructure giant.
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Who Is Selling And Who Is Staying Put?
Several prominent shareholders will partially monetise their investments through the offer.
Among the largest sellers is State Bank of India (SBI), which plans to offload 24.7 million shares. Following the transaction, SBI’s stake will decline from 3.23 per cent to 2.2 per cent.
Other selling shareholders include:
- MS Strategic (Mauritius)
- Canada Pension Plan Investment Board
- Aranda Investments (Mauritius)
- Bank of Baroda
- Stock Holding Corporation of India
- General Insurance Corporation of India
- National Insurance Company
- United India Insurance Company
Interestingly, some of the exchange’s biggest investors have chosen not to participate.
Life Insurance Corporation of India (LIC), NSE’s largest shareholder with a 10.72 per cent stake, will retain its entire holding and will not sell any shares through the IPO.
Other notable shareholders opting to stay invested include SBI Capital Markets, investor Radhakishan Damani, The Oriental Insurance Company, Crown Capital, TIMF Holdings and several foreign investment vehicles.
More Than 2 Lakh Shareholders Already Own NSE
Unlike many companies approaching the public markets, NSE already has a substantial shareholder base.
The exchange has more than 2 lakh shareholders, including a significant retail investor presence accumulated over years of private market transactions.
The listing is therefore expected to be closely watched not only by institutional investors but also by thousands of existing shareholders who have waited years for a formal liquidity event.
The Exchange That Dominates Indian Markets
The significance of the IPO extends beyond its size.
Founded in 1992, NSE transformed India’s capital markets and has remained the country’s dominant stock exchange for more than a decade.
Today, it occupies a central position in the financial ecosystem.
According to data cited in the DRHP, NSE was the world’s largest multi-asset exchange in FY26, accounting for 11.38 per cent of global cash equity trades and an extraordinary 51.18 per cent of global equity derivatives contracts traded, according to the World Federation of Exchanges.
The exchange also remains the home of the Nifty 50, India’s most tracked benchmark equity index.
Its leadership in both cash equities and derivatives has made it one of the most profitable and strategically important financial institutions in the country.
A Record Line-Up Of Bankers And Legal Advisers
The scale of the proposed listing is reflected in the advisory teams assembled for the transaction.
NSE has appointed a syndicate of 20 investment banks to manage the offering, including:
Kotak Mahindra Capital
JM Financial
Morgan Stanley India
Citigroup Global Markets India
HSBC Securities and Capital Markets (India)
J.P. Morgan India
SBI Capital Markets
Axis Capital
ICICI Securities
Avendus Capital
Nuvama Wealth Management
Several mid-sized investment banks, including Anand Rathi Advisors, DAM Capital Advisors, Equirus Capital and Pantomath Capital Advisors, are also part of the consortium.
The exchange has additionally appointed eight legal advisers, including Cyril Amarchand Mangaldas, Khaitan & Co, AZB & Partners, S&R Associates, Shardul Amarchand Mangaldas and Trilegal.
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Strong Financial Performance Ahead Of Listing
The IPO filing comes at a time when NSE continues to deliver robust financial growth.
For the January-March quarter of FY26, the exchange reported a consolidated net profit of Rs 2,871 crore, representing growth of 8.3 per cent year-on-year.
Consolidated revenue from operations rose to Rs 4,967.6 crore from Rs 3,771.4 crore in the corresponding quarter of the previous year.
The numbers underline why investors have been eagerly awaiting the opportunity to own shares in the country’s largest exchange.
The DRHP filing marks the beginning, not the end, of the process.
SEBI will now review the draft documents before granting final approval. Once regulatory clearances are secured, NSE can proceed towards launching the IPO and eventually listing on rival exchange BSE.
The prospectus is expected to be scrutinised closely for details on valuation, pricing expectations and shareholder participation.
