SBI Capital To Sell 8.78 Million NSE Shares In IPO

SBI Capital Markets (SBICAPS) will sell 8.78 million NSE shares in the proposed IPO after SBI transfers them to its wholly-owned subsidiary. SBI will now sell 15.97 million shares, taking the SBI Group’s total offer to 24.75 million shares. Here’s what the latest change means for the NSE IPO.

How SBI Changed the NSE IPO Structure

According to the latest article on the DRHP, SBI transferred 8.78 million NSE shares to its wholly-owned subsidiary, SBICAPS. These shares will now be offered by SBICAPS in the IPO. Earlier, SBI was proposed to sell 24.75 million NSE shares on its own. After the change, the sale has been divided between SBI and SBICAPS.

The important point is that 24.75 million shares remain the SBI Group's total offering. Simply, the latest update changes who is selling the shares, not the total number of NSE shares being offered by SBI Group. So, the SBI Group's total proposed sale remains unchanged.

Has the NSE IPO Become Bigger?

The proposed NSE IPO remains an Offer for Sale (OFS) of up to 148.91 million shares, or around 14.89 crore shares. There is no fresh issue in the proposed IPO. NSE is not raising fresh money through new shares. Existing shareholders will sell their holdings to public investors instead. So, SBICAPS's joining the IPO does not increase the number of shares on offer by another 8.78 million.

Those shares are part of SBI Group's original proposed sale. The NSE IPO has been widely estimated at around Rs.30,000 cr, but this is not the final confirmed issue value. The actual value will depend on the IPO price band announced by NSE.

Why Is SBI Capital Markets Selling NSE Shares?

SBICAPS has been an NSE shareholder for many years. According to Moneycontrol, SBICAPS acquired NSE shares through transactions involving entities including Saturn India Ltd, Saturn South Asia, MS Strategic (Mauritius) Ltd and Reliance Strategic Investment Ltd during 2007-08.

Its NSE holding later changed through corporate actions, including NSE's 4:1 bonus issue in November 2024. Now, as NSE prepares for its public listing, SBICAPS will sell 8.78 million shares through the IPO. So, this might not be a new investment by SBICAPS. It is the sale of part of a long-held NSE investment.

SBICAPS' NSE Shares Have an Rs.0.38 Acquisition Cost

One of the most notable details for investors is the historical acquisition cost of the shares. The weighted average acquisition cost of the NSE shares being offered by SBICAPS is Rs.0.38 per share. For comparison, the reported weighted-average acquisition cost of the NSE shares being offered by SBI is Rs. 0.80 per share. These low acquisition costs reflect how early the SBI Group entered NSE's shareholding structure.

However, the Rs.0.38 figure should not be treated as the IPO price or as a confirmed profit. NSE has not yet announced its final IPO price band. The amount SBI and SBICAPS ultimately realise will depend on the final offer price.

What Was the 4:1 Bonus Issue?

NSE carried out a 4:1 bonus issue in November 2024. Simply means shareholders received four additional shares for every one share they held. For example, if an investor held one NSE share before the bonus issue, the investor would receive four additional shares, taking the total to five shares.

SBICAPS also received shares through this bonus issue. Moneycontrol reported that its post-bonus holding rose to around 85.8 million shares. The bonus issue is important because it helps explain why the number of shares held by long-term shareholders can be much higher than the number they originally acquired.

SBICAPS' Role in the NSE IPO Also Changes

The latest development would also affect SBICAPS' role in the IPO. SBICAPS was already one of the Book Running Lead Managers (BRLMs) appointed for the NSE IPO. NSE has appointed 20 BRLMs for the issue, including several major domestic and international investment banks. However, SBICAPS is now also a selling shareholder. Because SBICAPS is also selling its own NSE shares, its role as a BRLM is now limited to marketing the IPO. It will not take part in the wider issue-management process.

NSE IPO 2026: Key Details

How Does the SBI-SBICAPS Change Affect Investors?

The latest update could give investors more clarity on the shareholders selling NSE shares in the IPO.

1. SBI has kept the IPO size unchanged.

SBICAPS' 8.78 million shares are part of the SBI Group's original 24.75 million-share offering.

2. SBI remains a major seller.

SBI will still sell 15.97 million NSE shares through the IPO.

3. SBICAPS has a very low historical cost.

The Rs. 0.38 per-share acquisition cost shows that SBICAPS has held its NSE investment for many years.

4. NSE Will Not Get the OFS Money

NSE will not receive the money from these shares. The existing shareholders selling their shares will get the OFS proceeds.

5. Investors Could Still Need the IPO Price

The IPO price will give investors a clearer idea of what NSE could be worth when it lists. Until NSE announces the price band, its final IPO valuation could remain unclear.

What’s Next for the NSE IPO?

With SBI and SBICAPS now set to sell a combined 24.75 million NSE shares, the selling structure is clearer. The bigger question for investors is the valuation NSE will command at the IPO price. The next key update to watch is the IPO price band, which can give investors a better idea of NSE’s valuation and whether the long-awaited listing looks attractive at the offer price.

Also Read: NSE Profits Grows Up 6.7% to Rs. 3,120 Cr: Q1 FY27 Results