IPO Rule Changes May Clear Path for PhonePe, NSE, Reliance Jio Listings

The government has introduced significant changes to India’s IPO public shareholding rules, a move that could potentially smooth the path for some of the country’s most anticipated listings, including PhonePe, National Stock Exchange (NSE), and Reliance Jio.

Through the Securities Contracts (Regulation) Amendment Rules, 2026, the Department of Economic Affairs (DEA) has revised minimum public shareholding requirements, linking them to the post-issue capital and market capitalisation of companies.

The policy shift is widely seen as an effort to make capital markets more accessible for large companies planning public listings while ensuring adequate public participation over time.

Revised Public Shareholding Framework

Under the amended rules, companies with post-issue capital of up to ₹1,600 crore will continue to follow the existing requirement of offering at least 25% of equity shares to the public.

However, companies with post-issue capital between ₹1,600 crore and ₹4,000 crore will now be required to offer shares worth at least ₹400 crore instead of adhering to a fixed percentage requirement.

For firms with post-issue capital between ₹4,000 crore and ₹50,000 crore, the minimum public shareholding requirement has been set at 10% at the time of listing. These companies must subsequently increase public shareholding to 25% within three years, as per regulations set by the Securities and Exchange Board of India (SEBI).

The government said these changes aim to balance investor participation with practical listing requirements for large companies. 

Relaxations for Mega IPOs

The new rules introduce further flexibility for companies with very large valuations, which could include potential IPO candidates such as PhonePe, NSE, and Reliance Jio.

Companies with post-issue capital between ₹50,000 crore and ₹1 lakh crore will be required to offer shares worth at least ₹1,000 crore, representing a minimum public shareholding of 8%. These firms will have five years to raise public shareholding to 25% after listing.

For companies with post-issue capital between ₹1 lakh crore and ₹5 lakh crore, the minimum public offer size has been fixed at ₹6,250 crore, with at least 2.75% public shareholding.

Meanwhile, firms with market capitalisation above ₹5 lakh crore can list with a minimum public offer worth ₹15,000 crore, provided they maintain at least 1% public shareholding at the time of listing.

Gradual Increase in Public Float

The revised framework also sets a phased timeline for increasing public shareholding after listing. Companies that list with less than 15% public shareholding must raise it to 15% within five years and 25% within ten years. If the public shareholding at listing is 15% or higher, companies will have five years to reach the 25% threshold.

Additionally, the rules state that at least 2.5% of each class of shares or convertible debentures must be offered to the public, regardless of the company’s size.

Read more: PhonePe IPO: Does its Equity-Heavy Employee Compensation Structure Really Benefit It?

Conclusion

The revised IPO norms could significantly ease listing requirements for large companies, potentially paving the way for major offerings in India’s capital markets. With anticipated listings such as PhonePe, NSE, and Reliance Jio on investors’ radar, the policy changes are expected to make it easier for high-value companies to tap public markets while gradually expanding their public shareholding base.

The move also signals the government’s broader effort to strengthen India’s IPO ecosystem and attract large-scale listings to domestic exchanges.

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. 

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