SEBI Chair Tuhin Kanta Pandey Confirms NSE IPO Issues to be Resolved Soon

Securities and Exchange Board of India (SEBI) Chairman Tuhin Kanta Pandey on May 22 confirmed that the much-awaited initial public offering (IPO) of the National Stock Exchange (NSE) is advancing toward regulatory clearance, with all outstanding issues expected to be resolved soon. Addressing reporters at the 16th ASSOCHAM Capital Market Conference, Pandey stated, “We will soon go ahead with it,” indicating that discussions between SEBI and NSE are actively progressing. (NEW DELHI)

Highlights:

• SEBI Chairman says all outstanding NSE IPO issues to be resolved “soon.”

• Ongoing dialogue includes matters of governance, technology, litigation, and clearing corporation.

• NSE first filed IPO prospectus in December 2016.

Regulatory Dialogue Accelerating as SEBI and NSE Target Resolution on Key IPO Hurdles

According to Pandey, SEBI is holding extensive discussions with NSE on a variety of crucial aspects, including governance frameworks, technological systems, legal challenges, and the ownership structure of its clearing corporation. The SEBI chief noted that a roadmap is being formulated to address all concerns comprehensively, thereby clearing the path for the long-delayed IPO. Earlier, Pandey had stated in a Moneycontrol interview that the regulator’s goal was to ensure transparency and accountability before NSE’s public listing process is approved.

Highlights:

• SEBI and NSE in advanced talks over IPO preparedness and compliance.

• Issues include KMP roles, colocation-related litigation, and clearinghouse control.

• Regulatory clearance dependent on resolution of these structured concerns.

NSE’s Persistent Push for IPO Approval Dates Back to 2016 Amid Regulatory Hurdles

NSE initially filed its draft red herring prospectus (DRHP) in December 2016, but the process has faced multiple delays due to regulatory and legal setbacks — primarily revolving around the infamous colocation case and governance issues. NSE has submitted multiple requests to SEBI for a No Objection Certificate (NOC) over the past five years — including submissions in November 2019, two separate instances in 2020, and again in August 2024. Each attempt required detailed responses to SEBI’s observations on structural and compliance gaps.

Highlights:

• NSE’s IPO application process spans back nearly eight years.

• Multiple NOC requests made: 2019, 2020 (twice), 2024, and most recently in March 2025.

• SEBI’s February response identified deficiencies NSE has since addressed.

NSE’s Latest NOC Request Followed Detailed Compliance Measures in Response to SEBI Concerns

In February 2025, SEBI responded to NSE’s latest NOC request, raising fresh observations related to NSE’s internal technology systems, management accountability, and unresolved legal cases. NSE replied in March with a detailed submission aimed at resolving each of the regulator’s objections, renewing its push for IPO clearance. The stock exchange maintains that it has now met all criteria for the regulator to greenlight its listing.

Highlights:

• SEBI flagged concerns in February around tech, litigation, and management.

• NSE’s March response aimed at fulfilling SEBI’s latest set of conditions.

• NOC remains the final regulatory hurdle before IPO launch can proceed.

NSE’s Expanding Investor Base Underscores Growing Market Interest in Unlisted Shares

Meanwhile, NSE continues to witness robust interest from the unlisted securities market. Earlier this month, the exchange’s shareholder count surpassed the one lakh mark, making it one of India’s largest unlisted firms by investor base. Despite being a private company, its shares remain among the most heavily traded in the grey market, highlighting significant anticipation for a public listing.

Highlights:

• NSE has over 1 lakh shareholders, larger than many listed companies.

• Its shares are actively traded in India’s unlisted securities market.

• Investor demand remains strong ahead of any formal listing announcement.