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SEBI Proposes Tiered IPO Floats and Longer MPS Timelines for Mega-Cap Listings

The regulator opened a consultation to ease market absorption for very large issuers through smaller initial floats.

Overview

  • Under the draft, issuers worth ₹50,000 crore–₹1 lakh crore must offer at least ₹1,000 crore and 8% of post-issue capital, those at ₹1–5 lakh crore must offer ₹6,250 crore and 2.75%, and firms above ₹5 lakh crore must offer ₹15,000 crore and at least 1% subject to a 2.5% minimum dilution.
  • If public shareholding at listing is below 15%, companies would have five years to reach 15% and ten years to reach 25%; if it is 15% or more at listing, the 25% threshold must be met within five years.
  • SEBI retains the 35% retail investor allocation in IPOs, reversing an earlier idea to cut the retail quota for very large issues.
  • Public comments are invited until September 8, 2025, and final adoption would require changes to the Securities Contracts (Regulation) Rules and related government approvals.
  • SEBI cites limits on the market’s ability to absorb very large offerings, with recent big IPOs as reference points, while observers warn thinner floats could constrain liquidity and price discovery and note potential beneficiaries could include prospective listings such as Reliance Jio and the NSE.