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DRHP filed with SEBI: June 17, 2026 | Source: NSE DRHP, publicly available financial data
The National Stock Exchange filed its Draft Red Herring Prospectus with SEBI on June 17, 2026. At an estimated issue size of approximately ₹30,000 crore (based on the unlisted market valuation of ~₹5 lakh crore; the DRHP states share numbers, not a rupee issue size, which will only be confirmed after the price band announcement), this is entirely an Offer for Sale: existing shareholders are exiting, NSE itself receives no fresh capital. The IPO is structured as approximately 6% dilution and will list on BSE, since regulations prohibit an exchange from listing on its own platform.
The headline numbers are impressive. NSE handles 92.99% of India's cash market volumes, 99.79% of equity futures, and 51.18% of global equity derivatives contracts. Alongside the headline disclosures, there are several questions worth examining carefully before the price band is announced.
NSE IPO: Key facts at a glance
The starting point for any NSE IPO valuation discussion is the global peer comparison. NSE is being valued at approximately ₹5 lakh crore (around $60-65 billion) based on its unlisted market price. How does that compare to listed exchange operators globally?
| Exchange | Market Cap (approx.) | Listed Stocks Market Cap | Exchange-to-Market Multiple |
|---|---|---|---|
| NASDAQ | ~$47 billion | ~$43 trillion | ~0.11% of listed market cap |
| Euronext | ~$18 billion | ~$9 trillion | ~0.20% of listed market cap |
| NSE (unlisted valuation) | ~$60-65 billion (~₹5-6 lakh crore) | ~$5 trillion (~₹41 lakh crore) | ~1.2-1.3% of listed market cap |
NSE is asking to be valued at approximately 1.2 to 1.3% of the market capitalisation of stocks listed on it. NASDAQ trades at 0.11% of its listed stocks' value. Euronext at 0.20%. Even accounting for India's growth premium, the NSE unlisted valuation implies a significantly higher exchange-to-market multiple than either peer. This is not necessarily unjustifiable; NSE's near-monopoly position, high margins, and India's growth trajectory are differentiators. The NSE unlisted valuation implies a materially higher exchange-to-market multiple than either global peer, which forms part of the valuation context investors may want to assess.
The domestic peer comparison adds further context. At ₹10,302 crore of FY26 net profit and a targeted market cap of ₹6 to ₹7 lakh crore, the implied P/E multiple for NSE is 58x to 68x. Here is how that compares to Indian large-cap peers with similar or higher earnings.
| Company | FY26 Net Profit | Market Cap (approx.) | Implied P/E |
|---|---|---|---|
| ICICI Bank | ₹50,147 crore | ₹9.7 lakh crore | ~19x |
| LIC | ₹57,419 crore | ₹5.6 lakh crore | ~10x |
| TCS | ₹49,200 crore | ₹7.7 lakh crore | ~16x |
| Larsen & Toubro | ₹16,084 crore | ₹5.9 lakh crore | ~37x |
| NSE (₹6L cr unlisted-implied) | ₹10,302 crore | ₹6.0 lakh crore (unlisted market price; not DRHP/official valuation) | ~58x |
| NSE (₹7L cr unlisted-implied) | ₹10,302 crore | ₹7.0 lakh crore (unlisted market price; not DRHP/official valuation) | ~68x |
| Nifty 50 average | ~20.2x |
The co-location controversy dates to 2015, when whistle-blower allegations surfaced that certain brokers received preferential, faster access to NSE's live market data feed through specific server connections. This gave those brokers a structural trading advantage over others, a fundamental market fairness issue. The case derailed NSE's first DRHP in 2016 and led to the exit of two consecutive CEOs, including Chitra Ramakrishna, who was placed in judicial detention in March 2022. NSE has proposed a revised settlement of ₹1,491.21 crore and has already provisioned ₹1,391.21 crore in its FY26 accounts. SEBI Chairman Tuhin Kanta Pandey confirmed internal approval of the settlement on June 20, 2026. However, as of the DRHP date, the settlement applications and Supreme Court appeals remain pending for final disposal. The DRHP itself states the outcome is "uncertain at this stage." NSE's auditors have included emphasis-of-matter paragraphs in their examination report on all three years of financial statements.
The OFS structure means the IPO is an exit opportunity for shareholders who invested in NSE long before any public market existed. Several selling shareholders, including SBI, Bank of Baroda, SHCIL, and insurers, have held NSE stakes for decades at acquisition prices far below the current unlisted market price. The DRHP discloses each selling shareholder's average acquisition cost, which in several cases reflects holdings accumulated at a fraction of the current unlisted price. Regardless of the precise multiple, the principle is clear: the early compounding has already occurred. IPO investors are being offered the remaining growth from a ₹5 lakh crore unlisted valuation starting point, a materially harder task than the original investment 30+ years ago.
The financials in the DRHP reveal a trend that deserves attention. NSE's revenue and net profit both declined in FY26 after rising through FY24 and FY25.
| Metric | FY24 | FY25 | FY26 | FY26 vs FY25 |
|---|---|---|---|---|
| Total Income (₹ crore) | 16,352 | 19,177 | 18,713 | -2.4% |
| Revenue from Operations (₹ crore) | 14,780 | 17,141 | 16,601 | -3.1% |
| Net Profit (₹ crore) | 8,306* | 12,188 | 10,302 | -15.5% |
Every company commanding a premium valuation at IPO stage needs a credible answer to one question: what is the next growth driver that justifies the multiple? For Reliance, it has been green energy, data, and AI. For TCS and the IT sector, it is AI, ML, and IP creation. For LIC, it is insurance penetration depth and distribution leverage.
For NSE at ₹5-6 lakh crore, the market is asking: what delivers growth from here? The DRHP does not yet articulate a specific next-phase growth programme with defined targets. NSE's core business is exchange operations: structurally high-margin, near-monopoly, and already dominant. The sources of incremental growth are fewer and more regulated than they were for early investors. Expanding product lines (commodity derivatives, international listings), growing the investor base, and monetising data and technology are possible directions. Whether any of these represent a sufficiently large growth story to underpin a 58x to 68x P/E multiple is a question investors will need to assess at the price band stage.
Three developments could strengthen the NSE investment thesis post-listing: a credible international expansion strategy, a meaningful data and technology monetisation business (NSE already has significant data assets and the technology platform that runs global-scale derivatives), or a regulatory opening that allows NSE to enter adjacent financial infrastructure markets. None of these is currently articulated in the DRHP as a specific growth programme with targets. The roadshows that follow SEBI observations are where management is likely to address the growth question in more detail.
| Factor | What the data shows | Investor implication |
|---|---|---|
| Valuation vs global peers | NSE at ~1.2% of listed market cap; NASDAQ at 0.11%, Euronext at 0.20% | Significant valuation premium to global exchange peers; India growth premium must do the heavy lifting |
| P/E multiple vs Indian peers | 58x to 68x implied P/E vs Nifty average 20.2x; ICICI Bank at 19x on 5x higher earnings | Requires sustained earnings growth to grow into the multiple; FY26 earnings declined 15% YOY |
| Colocation settlement | ₹1,491 crore settlement proposed; pending final disposal; auditor emphasis-of-matter paragraphs across 3 years | Legacy governance overhang not fully resolved at DRHP stage; investors buying into an open matter |
| Business quality | 55% PAT margin, 33% ROE, 92.99% cash market share, near-monopoly in F&O | Exceptional underlying business quality; the question is price, not franchise |
NSE is an exceptional business. The combination of near-monopoly market position, 55% profit margins, 33% return on equity, and a structurally growing underlying market makes its operating franchise one of the highest quality in India's listed universe. That is not the question. The question is the price at which that franchise is being offered.
At an implied P/E of 58x to 68x, on earnings that declined 15% in FY26, including a one-time NSDL stake sale gain, and at a global comparison multiple that is six to twelve times what listed exchange peers trade at, the valuation asks investors to price in a growth story that is not yet visible in the DRHP. The colocation settlement, while close to resolution, remains pending. Early shareholders have already captured the long-term compounding from decades of holding. What remains for IPO investors is the growth from a high unlisted-price starting point, at a demanding valuation. That is not a reason to avoid the IPO. It is a reason to know clearly what you are paying for, and why.
As of the DRHP filing on June 17, 2026, no IPO date or price band has been announced. The DRHP is the first step in the process. SEBI will review the document, potentially seek clarifications, and issue observations. Only after SEBI's observations can NSE file the Red Herring Prospectus with the price band. Based on the timeline indicated by NSE's CEO (8 to 9 months from the January 30, 2026 NOC), a listing before December 2026 remains the target, but this is subject to regulatory review timelines.
Based on the unlisted market price of approximately ₹1,950-2,050 per share, NSE's indicative valuation is approximately ₹5 to ₹6 lakh crore (around $60 to $65 billion). At an FY26 net profit of ₹10,302 crore, this implies a P/E multiple of 58x to 68x. The final IPO valuation will be set in the price band disclosed in the Red Herring Prospectus after SEBI review.
The NSE IPO is structured entirely as an Offer for Sale (OFS) of approximately 14.89 crore shares, representing roughly 6% of NSE's equity. NSE itself receives no proceeds from the IPO; all funds go to the selling shareholders, which include State Bank of India, Morgan Stanley, Bank of Baroda, SHCIL, and others. NSE is not issuing any new shares and does not need to raise capital for its own business.
The co-location case relates to allegations from 2015 that certain brokers received preferential, faster access to NSE's live market data feed, giving them a structural trading advantage. The case led to SEBI investigations, two CEO exits, and a decade-long delay to NSE's IPO. NSE has proposed a settlement of ₹1,491.21 crore and SEBI Chairman confirmed internal approval on June 20, 2026. However, as of the DRHP filing date, the settlement applications and related Supreme Court appeals remain pending for final disposal. The DRHP explicitly states the outcome is "uncertain at this stage."
NSE shares will list on BSE. SEBI regulations prohibit a stock exchange from listing its own shares on its own platform. NSE is also not part of the Nifty 50 or other NSE indices, as index rules typically exclude companies that are not listed on NSE itself. This means NSE's own shares will trade exclusively on BSE after listing.
This requires each investor to assess the quality of the business against the valuation being asked. NSE has exceptional operating metrics: 55% profit margins, 33% ROE, and near-monopoly market position. The concerns are the valuation (58x to 68x P/E on declining earnings), the unresolved colocation settlement, and the absence of a clearly articulated next growth driver in the DRHP. Whether the business quality justifies the premium is a judgment call that depends on each investor's time horizon and risk tolerance. Please consult a SEBI-registered investment adviser before making any investment decision related to the NSE IPO.
IPO decisions benefit from a complete picture of your existing portfolio exposure, risk capacity, and financial goals, not just the quality of the issuer. At Finnovate, we help investors evaluate IPO participation in the context of their overall plan, not in isolation.
Take the FinnFit TestDisclaimer: This article is for general information and educational purposes only. It does not constitute investment advice, a recommendation, or an offer to buy or sell any securities or financial instruments. All financial data and valuation comparisons referenced are sourced from NSE's DRHP filed with SEBI on June 17, 2026, and publicly available financial information as of June 2026. Peer company market capitalisation figures are approximate and subject to daily change. The NSE IPO price band, issue size, and listing date have not been announced as of the time of writing. The co-location settlement figures are from the DRHP and remain pending final regulatory disposal. This article does not constitute an offer or solicitation to subscribe to the NSE IPO. Please consult a SEBI-registered investment adviser before making any investment decision.
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