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NSE IPO in Focus: DRHP Filed, OFS Structure and Key Details Explained

  • 18th June 2026
  • 01:00 PM
  • 7 min read
PL Capital

Summary

The National Stock Exchange of India has filed its draft red herring prospectus with SEBI for a proposed IPO structured entirely as an offer for sale of up to 14.89 crore equity shares. The filing details NSE's market leadership, financial performance and technology scale, marking a major step in a decade-long listing journey.

Mumbai | 18 June 2026 

The National Stock Exchange of India (NSE) filed its DRHP with SEBI late on Wednesday, taking a long-pending public listing plan a step closer to launch. The filing comes nearly ten years after NSE first began work on an IPO. 

What Is the Structure of the NSE IPO? 

The NSE IPO is a 100 percent book-built issue, structured entirely as an offer for sale (OFS) of up to 148,905,525 equity shares of ₹1 face value each, around 14.89 croreshares in total. There is no fresh issue component. 

Since the entire offer is an OFS, NSE itself will not receive any proceeds from the issue. Proceeds, after deduction of offer-related expenses and applicable taxes, will go to the selling shareholders in proportion to the shares each sells. The price band and lot size have not yet been announced. According to market reports, NSE could be valued at more than ₹5 trillion based on prevailing unlisted market prices, though this remains an estimate pending the actual price band. 

Who Are the Selling Shareholders in the NSE IPO? 

State Bank of India is the largest selling shareholder, offering up to 2.48 crore shares, with several institutional and insurance investors also divesting part of their holdings. 

Selling shareholder  Shares offered 
State Bank of India  Up to 2.48 crore 
MS Strategic (Mauritius) Ltd (Morgan Stanley)  Up to 1.6 crore 
Canada Pension Plan Investment Board  Up to 1.187 crore 
Aranda Investments (Mauritius) Pte Ltd (Temasek)  Up to 1.124 crore 
Bank of Baroda  Around 1.1 crore 
Stock Holding Corporation of India  Around 1.1 crore 
General Insurance Corporation of India  Around 1.1 crore 
The New India Assurance Company  Around 1.1 crore 
National Insurance Company  Around 0.6 crore 
United India Insurance Company  Around 0.6 crore 

The DRHP also names additional corporate and individual shareholders as part of the OFS, taking the total to 14.89 crore shares. Life Insurance Corporation of India, NSE’s largest shareholder with a 10.72 percent stake, is not participating in the OFS, along with Premji Invest (2.35 percent) and investor Radhakishan Damani (1.58 percent), all of whom are expected to retain their holdings after listing. 

Why Will NSE List on BSE Instead of Its Own Platform? 

Indian market regulations do not permit a stock exchange to list its own shares on its own trading platform, so NSE’s equity shares are proposed to be listed on BSE Limited, subject to regulatory approval. This is a structural requirement that applies to any Indian exchange seeking a public listing, not a choice specific to NSE. 

What Is NSE’s Business Model and Market Position? 

NSE operates as a vertically integrated, multi-asset exchange spanning cash equities, futures, options, a mutual funds platform, commodity derivatives, currency derivatives, wholesale debt and interest rate futures on a single platform, with cross-segment margin fungibility allowing capital to be used efficiently across segments. 

According to the Redseer Report cited in NSE’s DRHP, the exchange held the following market shares in FY2026: 

Segment  NSE market share (FY2026) 
Cash market (total turnover)  92.99% 
Equity futures (total turnover)  99.79% 
Equity options (premium turnover)  74.71% 
Currency futures (total turnover)  99.48% 
Currency options (premium turnover)  100.00% 
Corporate bonds (value of trades)  85.65% 

The exchange also runs complementary businesses. NSE Clearing Limited, its clearing arm since 1995, has been rated AAA by CRISIL since 2008 and held a Core Settlement Guarantee Fund of around ₹13,079 crore on a consolidated basis as of March 2026. NSE Indices Limited manages 425 indices including the flagship Nifty 50, while NSE International Exchange, the company’s GIFT City subsidiary launched in 2016, enables trading in foreign currency-denominated securities for around 21 hours a day. 

How Has NSE’s Investor Base and Scale Grown? 

NSE’s Unique Registered Investors, counted by unique PAN, grew at a CAGR of 26.93 percent, from 30.87 million as of March 2020 to 129.09 million as of March 2026. The exchange reported 253.66 million total registered investor accounts and 1,325 trading members as of March 2026, with investors spanning more than 99 percent of Indian postal codes. 

Metric  FY2026  FY2025  FY2024 
Unique Registered Investors  129.09 million  112.81 million  91.75 million 
Listed entities on exchange  2,978  2,719  2,438 
Market capitalisation of listed entities  ₹411.25 trillion  ₹410.87 trillion  ₹384.21 trillion 
Mainboard IPOs  108  79  75 
SME IPOs  111  163  138 
Total fund mobilisation  ₹20.33 trillion  ₹18.68 trillion  ₹13.86 trillion 

What Do NSE’s Financials and Dividend Track Record Show? 

NSE’s revenue and profit grew steadily over three years, even after easing in FY2026 from a stronger FY2025. 

Particulars  FY2026  FY2025  FY2024 
Revenue from operations  ₹16,601 crore  ₹17,141 crore  ₹14,780 crore 
Total income  ₹18,713 crore  ₹19,177 crore  ₹16,352 crore 
Profit before tax  ₹13,896 crore  ₹15,475 crore  ₹11,184 crore 
Profit after tax  ₹10,302 crore  ₹12,188 crore  ₹8,306 crore 
Operating EBITDA margin  66.85%  73.78%  66.78% 
Profit after tax margin  50.98%  55.30%  47.13% 
Return on equity  32.98%  44.87%  37.37% 
Book value per share  ₹129.75  ₹122.64  ₹96.86 

Revenue from operations grew at a CAGR of 5.98 percent and profit after tax at 11.37 percent between FY2024 and FY2026. Dividend per share rose from ₹18 (post-bonus) in FY2024 to ₹35 in FY2026, a CAGR of 39.44 percent, while earnings per share grew from ₹33.56 to ₹41.62 over the same period, a CAGR of 11.36 percent. 

What Technology Capabilities Support NSE’s Platform? 

NSE’s trading platform processed an average of 12 to 14 billion messages a day in FY2026, with a peak of 21.89 billion order messages on 24 March 2026, a day on which 201 million trades were executed. The system can handle around 5 million messages per second with microsecond-level response times, and NSE introduced nanosecond-level order acknowledgement during the year. 

The exchange runs seven data centres, including a primary data centre backed by a fully mirrored disaster recovery site capable of switchover in under 45 minutes, supported by more than 30 points of presence across Indian cities. NSE reported zero data breach incidents in FY2024, FY2025 and FY2026, with technology oversight structured across three internal governance committees. 

Who Are the Book Running Lead Managers for the NSE IPO? 

NSE has appointed 20 book running lead managers for the issue, among the largest syndicates assembled for an Indian IPO. They are Kotak Mahindra Capital Company, JM Financial, Morgan Stanley India Company, Citigroup Global Markets India, HSBC Securities and Capital Markets (India), J.P. Morgan India, SBI Capital Markets, Anand Rathi Advisors, Avendus Capital, Axis Capital, DAM Capital Advisors, Equirus Capital, HDFC Bank, ICICI Securities, IDBI Capital Markets & Securities, IIFL Capital Services, Motilal Oswal Investment Advisors, Nuvama Wealth Management, Pantomath Capital Advisors, and 360 ONE WAM. 

MUFG Intime India Private Limited, formerly Link Intime India, will act as registrar to the issue. 

What Is the Background to NSE’s Decade-Long Listing Journey? 

NSE’s listing plans date back to 2016 but were delayed for years following regulatory scrutiny over co-location and dark fibre issues. In January 2026, under new management, NSE reached a ₹1,300 crore settlement with SEBI and received the go-ahead to refile its listing papers, clearing the path to Wednesday’s DRHP filing. 

What Is the Current Status of the NSE IPO? 

SEBI will now review the DRHP and may seek further clarifications before issuing its observations on the filing. 

Following regulatory approval, NSE will file its red herring prospectus, announce the price band, and open the issue for subscription. Final pricing, confirmed issue size, and the listing timeline will become clear only after this process concludes. 

Stay updated on Indian equity and commodity markets. Read more market news on PL Capital → 

 

Disclaimer: Investments in securities market are subject to market risks, read all the related documents carefully before investing.

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