SEBI Registered: Investment Adviser – INA000013323Talk to an adviser

NSE IPO: Expert Review and Recommendations 

By MoneyWorks4me · Senior Equity AnalystLast updated September 18, 20268 min read

For educational purposes only. This is not investment advice; consider your own circumstances or consult a registered adviser before investing.

Untitled design 3
National Stock Exchange of India Limited – IPO Review

National Stock Exchange

India’s market-infrastructure platform for trading, clearing, listings and market data

NSE is the platform where investors and institutions trade securities. It earns a fee when trades are executed, companies list, market participants use data or technology services, and clearing activity is completed. Its scale makes the platform more liquid; that liquidity, in turn, attracts more users.

Price band
Rs 1,700-1,785
Issue size, Rs Cr
21,494-22,569
At the stated price band
Issue dates
17-21 Sep 2026
Opens 17 Sep · Closes 21 Sep
Offer type
100% OFS
No capital raised by NSE
Listing P/E
42.9x
At the cap price, on FY26 EPS
Key facts
Expected market cap
Rs 4.42 lakh Cr
At the cap price
FY26 revenue from operations
Rs 16,601 Cr
FY26 PAT
Rs 10,302 Cr
Shares offered for sale
5.1%
Of pre-offer equity
Promoter stake, pre / post
N.A. / N.A.
No identifiable promoter
Cash-market share
93.1%
Equity-futures share
99.7%
Equity-options share
68.5%
Business model
01

NSE earns when India trades, invests, lists and settles

It runs the infrastructure that allows market participants to transact securely and at scale.

How the platform earns money
01Participants trade and investInvestors and institutions place cash, futures, options and other orders through members.
02NSE is a crucial part of the stock marketIt provides the trading technology, surveillance and market rules that match these orders.
03Clearing completes the tradeNSE Clearing manages settlement and risk backstops for the ecosystem.
04Fees are collectedTransaction, listing, connectivity, data, licensing and clearing services generate revenue.
FY26 revenue from operations by major stream
Rs 16,601 Cr total revenue from operations; % of total
Options transaction charges
60.2%
Futures & other transaction charges
18.3%
Connectivity charges
6.8%
Investment income in operations
5.1%
Other operating services
9.6%
3,005
LISTED ENTITIESAs of June 2026. The listings ecosystem supports a broader set of transaction, data and issuer-service revenues.
Key takeaway

NSE’s economics are largely volume-led: a liquid market creates recurring transaction income, while adjacent data, connectivity and listing services broaden the revenue base.

Competitive position
02

Liquidity is the core competitive advantage

A market with more orders, buyers and sellers tends to deliver better execution. That reinforces its lead over time.

NSE market share by trading segment
Three months ended June 2026, %
Cash market turnover
93.1%
Equity futures turnover
99.7%
Equity options premium turnover
68.5%
Currency options premium turnover
100.0%
13.24 Cr
UNIQUE REGISTERED INVESTORSJune 2026. This counts distinct investors; one investor can hold more than one market account.
RHP market-growth context, FY26-FY30P: cash-market turnover 14-16% CAGR; equity futures 16-18%; equity-options premium turnover 9-11%; connectivity / colocation 20-25%. These are relevant-market projections, not NSE revenue forecasts.
Why this matters
The exchange has been India’s largest in cash and equity-derivatives turnover for decades, according to the RHP’s Redseer data.
What can weaken it
Regulatory changes, lower trading activity or competing products can reduce volumes and narrow the network advantage.
Key takeaway

NSE’s market-share lead is the main reason it commands premium economics. The important monitorable is not merely share, but whether trading liquidity stays durable after regulatory changes.

Growth opportunity
03

India’s market participation is the structural growth driver

More investors, listed companies and market products can increase activity on the platform over time.

Operating scale and market activity
As stated in the RHP
26.14 CrRegistered investor accountsJune 2026. Accounts can exceed unique investors because one person may hold multiple accounts.
1,328Trading membersMembers connect investors and institutions to the exchange infrastructure.
Rs 20.3 lakh CrTotal fund mobilisationFY26, across equity and debt fund-raising on the platform.
51.2%Global derivatives contracts shareFY26 share by contracts traded, as cited from World Federation of Exchanges.
Growth opportunities
India’s financialisation, new listings, passive investing, data products, GIFT City activity and a broader institutional investor base can extend the platform’s addressable opportunity.
Key takeaway

NSE will benefit from a deeper Indian capital market without needing to deploy large incremental capital for each new trade; this operating leverage is a central advantage.

Financial track record
04

FY26 earnings softened after a very strong prior year

The franchise remains highly profitable, but recent regulatory measures and lower derivatives activity affected transaction income.

Revenue from operations
Rs Cr
14,780FY24
17,141FY25
16,601FY26
FY26 was 3.1% lower year on year, after regulatory changes to the equity-derivatives framework.
66.9%
FY26 OPERATING EBITDA MARGINThe underlying platform still carries a very high operating margin.
Profit after tax
Rs Cr
8,306FY24
12,188FY25
10,302FY26
51.0%
FY26 PAT MARGINProfitability remains exceptional, even after a 15.6% year-on-year PAT decline.
Key takeaway

FY26 demonstrates the sensitivity of earnings to derivatives activity and regulation. A recovery depends on the franchise returning to growth without assuming that the prior profit peak is the new base.

Offer structure
05

The IPO changes ownership, not NSE’s balance sheet

This is a sale by existing shareholders. No fresh proceeds will be received by NSE for expansion, technology or debt repayment.

Offer structure100% offer for sale
Shares offeredUp to 12.64 Cr shares
Price bandRs 1,700-1,785
ListingBSE
Selected selling shareholders
Equity stake, % of share capital
ShareholderPre-offerPost-offer
State Bank of India3.23%2.58%
Canada Pension Plan Investment Board1.60%1.12%
Aranda Investments (Mauritius)4.54%4.09%
MS Strategic (Mauritius)1.20%0.76%
Post-offer stake assumes each seller offers its full stated allocation. Share capital is unchanged because the IPO is entirely an offer for sale.
0
FRESH-ISSUE PROCEEDSInvestors are buying existing shares. The offer does not itself add capital to NSE.
Balance-sheet comfort
NSE holds substantial treasury investments and cash. Its investment case does not depend on IPO proceeds funding a turnaround or a large expansion plan.
Governance context
NSE has no identifiable promoter, and operates as a regulated market-infrastructure institution with extensive SEBI oversight.
Key takeaway

The OFS structure is neutral to operating value creation. The investment decision rests on the durability of NSE’s franchise and cash generation, not on a use-of-proceeds story.

Risk assessment
06

The earnings engine is concentrated in options activity

NSE benefits from derivatives leadership, but that same exposure makes regulation and market activity the most important risks.

Transaction charge mix
FY26, % of revenue from operations
Options
60.2%
Futures
8.9%
Other transaction charges
9.4%
Transaction charges were 78.7% of FY26 revenue from operations.
47.0%
TOP TEN TRADING MEMBERSJune 2026. The members account for a material portion of operating revenue.
Regulatory risk
SEBI’s derivative-market measures affected FY26 activity. Further changes to products, expiry structures, participation or risk rules can impact volumes and fees.
Technology and cyber risk
As critical market infrastructure, system interruption or a cyber incident can damage trading activity, reputation and regulatory standing.
Competitive risk
BSE and new products can challenge share in segments where market liquidity is less entrenched.
Key takeaway

The report treats options regulation as the central risk, not a minor footnote. Investors should be comfortable with periodic earnings volatility around an otherwise strong franchise.

Valuation
07

The listing P/E is below BSE’s current TTM P/E

NSE’s listing P/E is 42.9x at the cap price, compared with BSE’s current TTM P/E of 46.7x.

TTM P/E comparison
PeerBSE Limited
Times
BSE TTM P/E
46.7x
NSE listing P/E
42.9x
TTM peer context
NSE’s 42.9x listing P/E is 3.8x below BSE’s 46.7x TTM P/E. This is a market-price comparison, not a recommendation on BSE.
FY26 operating comparison
% unless stated
NSE operating EBITDA margin
66.9%
BSE operating EBITDA margin
64.0%
NSE RoNW
33.2%
BSE RoNW
45.0%
Valuation discipline
The TTM peer comparison provides context, but it should not be read as a guarantee. The valuation needs to absorb potential normalisation in derivatives activity.

BSE Limited is presented solely for comparative reference and should not be construed as a recommendation, solicitation or offer to buy, sell or subscribe to any security.

Key takeaway

The cap price is reasonable for a dominant exchange franchise, especially relative to the disclosed peer. The valuation is most attractive if NSE can resume compounding once regulatory effects settle.

Anchor book
08

Institutional interest in the anchor book

At Rs 6,746 Cr, the anchor book equals 29.9% of the Rs 22,569 Cr issue size at the cap price.

Largest anchor allocations
% of total anchor shares
Life Insurance Corporation of India
6.93%
Government Pension Fund
3.71%
Monetary Authority of Singapore
2.96%
Abu Dhabi Investment Authority
2.96%
29.9%
ANCHOR BOOK AS % OF ISSUERs 6,746 Cr anchor book versus Rs 22,569 Cr total issue size, both at the cap price.
Anchor composition
% of total anchor allocation
47.0Other anchor investors
37.0Mutual funds
16.0Life insurers & pension funds
Key takeaway

The anchor book includes sovereign and foreign institutions alongside domestic mutual funds and insurer-pension capital. LIC and Government Pension Fund received the largest individual allocations.

Final assessment
09

Final assessment

The appropriate action is to apply for long-term investment, with a clear understanding of the derivatives-regulation risk.

IPO decision

Apply for long-term investment

NSE combines a dominant network-effect business with high profitability, a strong balance sheet and a valuation below its disclosed listed peer. Regulatory action on derivatives remains the key uncertainty.

QuestionViewWhy
Business qualityVery strongDominant liquidity platform across cash and derivatives with significant network effects
Financial qualityStrongHigh margins and cash generation; FY26 shows sensitivity to regulatory and volume changes
ValuationReasonableListing P/E of 42.9x at the cap price, compared with BSE’s TTM P/E of 46.7x
Key risk
DERIVATIVES REGULATIONChanges to product design, participation or risk rules can affect activity and transaction income.

Reason 1: NSE’s trading liquidity and broad market-share leadership create a hard-to-replicate market-infrastructure franchise.

Reason 2: The platform’s high-margin, low incremental-capital model can compound with deeper Indian capital-market participation.

Reason 3: The 42.9x listing P/E is below BSE’s 46.7x TTM P/E, providing valuation context.

What supports the view
Resilient market shares, sustained investor participation and a return to growth in transaction income after the regulatory reset.
What would change the view
A further material contraction in options activity, loss of liquidity to competitors, or regulatory measures that structurally weaken monetisation.
Key takeaway

Apply with a long-term horizon. The quality of the franchise outweighs the current earnings moderation, but the position should be sized with the possibility of regulatory-led volatility in mind.

National Stock Exchange IPO Note | MoneyWorks4Me

Get the Investment Shastra letter

Occasional, practical investing notes from the MoneyWorks4Me desk. No noise, unsubscribe any time.