The Reserve Bank of India (RBI), under its scale-based regulation framework for non-banking financial companies (NBFCs), mandates that all upper-layer NBFCs must list on stock exchanges within a stipulated timeframe. HDB Financial Services, a wholly owned subsidiary of HDFC Bank and classified as an upper-layer NBFC, falls under this rule. As per current guidelines, the deadline for its listing is September 2025.
HDB Financial Services filed its draft red herring prospectus (DRHP) with the Securities and Exchange Board of India (SEBI) in November 2024. The proposed ₹12,500 crore initial public offering (IPO) comprises an offer for sale (OFS) of ₹10,000 crore by parent company HDFC Bank, and a fresh issue of ₹2,500 crore aimed at enhancing Tier-I capital and meeting future lending requirements.
If approved and executed, this IPO will mark the largest listing by any NBFC in India and the fifth-largest across all sectors.
According to a Business Standard news report, HDB’s IPO is facing delays due to certain compliance concerns. These reportedly include potential breaches of regulations concerning share issuances by unlisted entities, as well as issues related to employee stock option plans (ESOPs) and shareholder count.
These irregularities have stalled SEBI’s review process. Sources noted that the last formal communication between SEBI and the company’s merchant bankers occurred on March 12, 2025.
Read More: HDB Financial $1.5 Billion IPO Under SEBI Eyes for Compliance Issues.
In response to media queries, an HDFC Bank spokesperson clarified: “Our subsidiary, HDB Financial Services, has filed its DRHP with SEBI and awaits final observations.”
The company has not made any public statements regarding a potential extension request, although industry insiders suggest that a formal application to the RBI is under consideration.
Typically, after post-regulatory approval, companies take three to four weeks to prepare for an IPO, especially one of this scale. Given that HDB’s DRHP is still under review and the listing deadline is fast approaching, market watchers believe the timeline may be difficult to meet without regulatory intervention.
Separately, HDB Financial Services is involved in an unrelated legal appeal currently pending before the Securities Appellate Tribunal (SAT). Legal experts have clarified that this proceeding does not affect the IPO process directly, although it adds to the broader legal context surrounding the company’s compliance posture.
As the September 2025 deadline nears, all eyes are on the Reserve Bank of India and SEBI. Whether HDB Financial Services receives the green light in time or opts for a formal extension request could influence the NBFC’s trajectory and HDFC Bank’s capital planning for the near future.
Disclaimer: This blog has been written exclusively for educational purposes. The securities mentioned are only examples and not recommendations. This does not constitute a personal recommendation/investment advice. It does not aim to influence any individual or entity to make investment decisions. Recipients should conduct their own research and assessments to form an independent opinion about investment decisions.
Investments in the securities market are subject to market risks, read all the related documents carefully before investing.
Published on: May 14, 2025, 2:11 PM IST
Team Angel One
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