After years of delays, regulatory hurdles and repeated speculation around its public listing plans, the National Stock Exchange (NSE) has filed its Draft Red Herring Prospectus (DRHP) with the Securities and Exchange Board of India (SEBI) today, June 17.
The filing brings India’s largest stock exchange closer to a public listing after a journey that has stretched for nearly a decade.
Although investors have to now await regulatory approvals and the final launch timeline of the issue, the DRHP provides several important details about the proposed issue. Let’s take a look at five key highlights every investor should know about the upcoming IPO –
1. The IPO is entirely an Offer for Sale (OFS)
One of the most important details is that the IPO does not include any fresh issue of shares. The entire public issue will be an Offer for Sale (OFS). In simple terms, this means that the existing shareholders will sell part of their holdings.
The issue consists of up to 14.89 crore equity shares with a face value of Rs 1 each. Since there is no fresh issue component, NSE itself will not receive any proceeds from the offering.
On the other side, the money raised will go directly to the selling shareholders after deducting issue-related expenses.
| Particulars | Details |
| Issue Structure | 100% Offer for Sale |
| Fresh Issue | Nil |
| Shares on Offer | Up to 14.89 crore equity shares |
| Face Value | Rs 1 per share |
| Issue Type | Book-Built Issue |
2. Several large institutional shareholders are selling shares
The offer includes shares being sold by a number of institutional investors and financial institutions that currently hold stakes in the exchange.
Among the largest sellers are State Bank of India, MS Strategic (Mauritius), Stock Holding Corporation of India, General Insurance Corporation of India and New India Assurance.
Major selling shareholders
| Shareholder | Shares Offered (Up to) |
| State Bank of India | 2.48 crore |
| MS Strategic (Mauritius) Ltd | 1.60 crore |
| Stock Holding Corporation of India | 1.09 crore |
| General Insurance Corporation | 1.07 crore |
| New India Assurance | 1.05 crore |
| National Insurance Company | 60 lakh |
| United India Insurance Company | 60 lakh |
3. Employees and retail investors have a reserved portion
The DRHP also provides details about how the issue will be allocated among different investor categories.
NSE has reserved a portion of the issue for eligible employees, which can account for up to 5% of the post-offer paid-up equity capital. The remaining shares will be distributed among institutional, non-institutional and retail investors.
| Investor Category | Allocation |
| Qualified Institutional Buyers (QIBs) | Up to 50% |
| Non-Institutional Investors (NIIs) | Minimum 15% |
| Retail Investors | Minimum 35% |
| Employee Reservation | Up to 5% |
4. A large syndicate of investment banks will manage the issue
NSE has appointed a large group of Book Running Lead Managers (BRLMs) to manage the offering.
The IPO is being managed by a consortium of 20 Book Running Lead Managers (BRLMs). The lead managers include Kotak Mahindra Capital Company, JM Financial, Morgan Stanley India, Citigroup Global Markets India, HSBC Securities and Capital Markets (India), J.P. Morgan India, SBI Capital Markets, Anand Rathi Advisors, Avendus Capital, Axis Capital and DAM Capital Advisors.
The list also includes 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.
Meanwhile, MUFG Intime India Private (formerly Link Intime India) has been appointed as the registrar to the issue.
5. NSE will be listed on BSE
An interesting aspect of the proposed listing is that NSE will not list on its own platform.
According to the DRHP, the exchange plans to list its shares on BSE. BSE will also act as the designated stock exchange for the issue. NSE has already received in-principle approval from BSE for the proposed listing.
The reason is regulatory. Existing rules do not allow a stock exchange to self-list on its own trading platform.
What investors need to watch next
As of now, DRHP has been filed. With this development, the focus will shift towards SEBI’s review process, regulatory approvals and the final issue timeline.
Although there are still several steps before the IPO opens for subscription, the filing marks an important step in NSE’s long-awaited journey to the stock market.
Disclaimer: Investments in initial public offerings (IPOs) are subject to market risks and regulatory approvals. The details provided regarding the National Stock Exchange (NSE) draft prospectus are for informational and reporting purposes only, and do not constitute a buy, sell, or hold recommendation, nor an offer or solicitation to subscribe to any security. Readers should review the final Red Herring Prospectus (RHP) filed with SEBI and consult a SEBI-registered investment advisor before making any financial commitments. This disclaimer has been generated using AI to support user well-being and responsible content consumption.