NSE IPO 2026: DRHP filed for ₹30,000-crore OFS, record

DRHP filing ends a long wait

National Stock Exchange of India Ltd. (NSE) has filed its draft red herring prospectus (DRHP) with the Securities and Exchange Board of India (Sebi) for a proposed initial public offering (IPO). The filing brings a listing process that has been in the works since 2016 closer to the market. NSE is India’s largest stock exchange and is also described as the world’s most active derivatives exchange. The timing also coincides with a revival in primary market activity, which has increased focus on large-ticket offerings. Market participants have been tracking unlisted trading in NSE shares for price signals ahead of the IPO. The IPO is expected to take at least three to four months after regulatory clearances, as per the reports cited in the provided text.

A pure offer for sale, with no fresh money for NSE

The proposed IPO is entirely an offer for sale (OFS). Existing shareholders will sell up to 148.9 million shares, representing nearly 6% of NSE’s paid-up capital, according to the draft papers referenced. Since there is no fresh issue component, NSE will not receive any money from the IPO. Instead, the proceeds will go to shareholders who are selling part of their holdings. This structure is important for investors assessing how listing-related funds will be used, because there is no capital raise into the company. The OFS format also means the transaction is primarily a monetisation event for long-term holders.

How big could the IPO be?

Multiple market estimates in the provided text peg the deal as potentially the largest public issue in India. One estimate puts the issue size at about ₹30,000 crore, which would overtake Hyundai Motor India’s ₹28,000 crore offer in 2024. Another reference pegs the issue at roughly ₹29,780 crore based on grey-market chatter. A separate report cited a projected issue size of ₹21,000-25,000 crore. The range reflects that pricing and final offer details are yet to be confirmed publicly. What is consistent across sources is the expectation that the NSE listing would rank among the largest in India’s capital market history.

Unlisted valuation signals and global comparisons

Based on trading activity in the unlisted market, NSE is currently estimated to be worth around $15 billion, according to the cited reports. That would place it among India’s 10 most valuable listed companies, if and when it lists. The same report compares this with the London Stock Exchange Group’s valuation of around $18 billion. These comparisons underscore how closely the market is watching the eventual pricing band. They also highlight that NSE’s listing would be significant not only as an Indian market event but also in a global exchange peer context.

Who is selling: key shareholders named in draft papers

The draft papers list a set of large domestic and international institutions expected to pare their holdings. The top 10 selling shareholders named include State Bank of India, MS Strategic (Mauritius), Canada Pension Plan Investment Board, Aranda Investments (Mauritius), Bank of Baroda, Stock Holding Corp, General Insurance Corp, The New India Assurance, National Insurance and United India Insurance. International investors mentioned among participating shareholders also include Singapore’s Temasek and Morgan Stanley affiliates. As of March 2026, Life Insurance Corporation of India (LIC) held a 10.7% stake and was the largest shareholder in NSE, and the text notes that LIC is not diluting its stake. The SBI group was the second largest shareholder at 7.5%, held through SBI Capital Markets (4.3%) and SBI (3.2%).

SBI’s numbers: proceeds, costs, and the scale of gains

State Bank of India (SBI) is highlighted as one of the major selling shareholders and one of the biggest beneficiaries among early institutional backers. SBI is selling 24.75 million shares, as cited. One estimate, based on a grey-market price of ₹2,055 per share and SBI’s average acquisition cost of 80 paise a share, suggests SBI could earn about ₹5,000 crore from the sale, representing a gain of nearly 2,568 times on the stake acquired between 1993 and 1999. Another estimate, assuming an IPO price of ₹2,000 per share, puts the value of SBI’s shares being sold at about ₹4,950 crore, with disclosures indicating a weighted average cost of ₹1.98 crore for that block. At that assumed price, the notional gain is described as about ₹4,948 crore. A separate reference using an expected price of ₹2,200 per share estimates SBI’s return at about 2,750 times, based on the same 80 paise average acquisition cost.

State-owned insurers and extreme early-stage returns

The draft papers also draw attention to unusually large returns for some state-owned general insurers that invested during NSE’s formative years. Two non-life insurance companies, The New India Assurance and National Insurance, are described as being on track to make a 6,875-time return in the IPO. For these two insurers, the cost of acquisition is stated as 32 paise per share. The return multiple is cited with an expected IPO price of ₹2,200 per share. The text frames these outcomes as a rare “long wait” monetisation for early strategic investors, where the entry prices were a fraction of current unlisted market levels.

Regulatory overhang and settlement: a key development

The filing follows years of uncertainty around NSE’s listing plan since 2016. A separate development referenced is that a Sebi expert panel on settlement orders approved NSE’s application to settle the colocation and dark fibre cases for about ₹1,800 crore, described as a key stumbling block. The approval is cited as a meaningful step in clearing a major regulatory overhang. While the text does not detail timelines tied to the settlement beyond the broader 3-4 month post-clearance estimate, it indicates why the IPO process had been delayed and what changed in the run-up to the DRHP filing.

Where NSE will list

One cited note states that since exchanges cannot list themselves, NSE will trade on rival BSE after the IPO. This is an operational detail market participants often look for, because it affects where price discovery and liquidity will occur once the stock begins trading. The provided text does not give listing dates, but it frames the next steps as regulatory approvals followed by the offer launch in the coming months.

Key facts snapshot

Market impact and why investors are watching

The immediate market relevance is that the IPO is positioned as a record-sized OFS that monetises stakes for institutions rather than funding the exchange. For early backers, the numbers cited show how a small initial cost base can translate into very large notional gains at current unlisted price references. The shareholder list includes both domestic public sector institutions and global investors such as Temasek and CPPIB, indicating broad sell-side participation. The wide set of deal size estimates suggests pricing will be closely watched once Sebi’s process progresses. Finally, the settlement approval cited in the text connects a long-standing regulatory overhang with renewed forward movement on the listing.

Conclusion

NSE’s DRHP filing marks a concrete step toward one of India’s most closely watched listings, structured as a pure OFS of 148.9 million shares. The next milestone is Sebi’s review and clearances, after which the IPO is expected to take at least three to four months to reach the market, as cited. For shareholders such as SBI and early state-owned insurers, the listing is framed as a long-delayed monetisation event, with return multiples running into the thousands based on the price assumptions cited in the reports.