NSE: Valuations Over ₹5 Trillion Won't Impede IPO Shareholder Participation

National Stock Exchange of India Confident of Meeting Regulatory Requirements for Mega IPO

The National Stock Exchange of India (NSE) has expressed confidence in meeting the regulatory requirements for its proposed initial public offering (IPO), even if the company is valued at over ₹5 trillion. During a post-earnings conference call, the company's management addressed a question from an analyst regarding the sufficiency of offer-for-sale (OFS) participation to meet regulatory requirements at the higher valuation.

As per the regulations, companies with a market capitalization exceeding ₹5 trillion are required to make a minimum public offer of ₹15,000 crore and issue at least 1% of the post-issue market cap, subject to a minimum dilution of 2.5%. For companies valued between ₹1 trillion and ₹5 trillion, the minimum public offer requirement is at least ₹6,250 crore, or 2.75% of post-issue market cap.

Based on the current unlisted share price of NSE, which can be bought between ₹2,030 and ₹2,045 apiece, the company is valued at around ₹5.06 trillion. The exchange is currently drafting offer documents for its mega IPO, which could be worth over ₹20,000 crore.

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According to sources, the exchange likely received expressions of interest for OFS participation of around 4–5% of its equity by late April, including commitments from major holders like the Life Insurance Corporation of India, Stock Holding Corp. of India, and Singapore-based investment company Temasek Holdings.

In a separate development, the exchange also clarified that it has no plans to issue bonus shares to investors ahead of the planned IPO. The IPO is part of a wave of major public offerings expected in 2026, with high-profile listings anticipated from Reliance's Jio Platforms, SBI Funds Management, and Flipkart.

Comparison of NSE's Financial Performance

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As reported on Tuesday, the exchange experienced a 3% year-on-year decline in revenue and a 15% drop in profit for FY26. Revenue fell to ₹16,601 crore from ₹17,141 crore a year ago, while profit declined to ₹10,302 crore. The decline was primarily due to a decrease in the share of income from transaction charges and clearing and settlement income.

The exchange's Market Pulse report from April 2026 noted that market activity moderated in FY26, with equity cash average daily turnover (ADT) declining 7% year-on-year to ₹1.05 trillion and derivatives witnessing a similar slowdown—equity futures and options ADT falling 14% and 8% year-on-year, respectively.