The bourse will approach investors who have held NSE shares in the unlisted market for at least one year to tender the stock to them in the offer-for-sale component, the people said. This component allows existing shareholders to sell shares to the public.
The exercise could take up to a month, after which the NSE will file its draft red herring prospectus with the regulator by the end of May, the people said, asking not to be identified as the details are private.
An NSE representative did not respond to a request for comment.
Under Securities and Exchange Board of India rules, existing shareholders are allowed to sell all or part of their holdings in an IPO, provided the shares have been held continuously for at least one year prior to the draft filing. NSE plans to sell around 4.5% of its equity in the secondary sale. If tenders exceed that level, acceptance can be determined on a pro rata basis, the people said.
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The bourse had 159,394 shareholders as of June 30, 2025, up from 39,201 as of March 31, 2025, according to its website. The number increased to 186,481 by December 31, 2025.
Preparations for the IPO seem to be gathering pace. On Thursday, the NSE appointed 20 banks to execute the offer – surpassing the previous record of 18 bookrunners tapped by ICICI Prudential Asset Management Co for its listing last year – and also hired eight law firms to advise on the transaction. The exchange formed a committee last month and named Rothschild & Company as an independent consultant to oversee the selection process, a mandate that was completed on Thursday.
The IPO will consist entirely of an offer for sale, with existing investors expected to stake around 4% to 4.5% of the company’s equity, Bloomberg News reported. Based on unlisted market prices, the share sale could raise about $2.5 billion.
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