NSDL IPO To Open on July 30

Mumbai, July 24, 2025: National Securities Depository Limited’s (NSDL) ₹4000 crore Initial Public Offering (IPO) will open on 30th July 2025 and close on 1st August 2025.

IPO Details: 100% Offer for Sale by Prominent Institutions

This IPO is structured as a 100% Offer for Sale (OFS), meaning that the company itself will not receive any proceeds from the issue. Instead, existing shareholders are selling up to 5,01,45,001 equity shares, each with a face value of ₹2. This offers retail investors an opportunity to acquire shares from established institutions.

NSDL IPO Timeline (Tentative Schedule):

• IPO Open Date: Wednesday, 30th July 2025
• IPO Close Date: Friday, 1st August 2025
• Tentative Allotment: Monday, 4th August 2025
• Initiation of Refunds: Tuesday, 5th August 2025
• Credit of Shares to Demat: Tuesday, 5th August 2025
• Tentative Listing Date: Wednesday, 6th August 2025
• Cut-off time for UPI mandate confirmation: 5 PM on 1st August 2025

Key Performance Indicator (KPI) of NSDL:

• Return on Equity (ROE): 17.11%
• Return on Capital Employed (ROCE): 22.7%
• Return on Net Worth (RoNW): 17.11%
• Profit After Tax (PAT) Margin: 22.35%
• EBITDA Margin: 23.95%
• Earnings Per Share (EPS): ₹17.16 (both Pre IPO and Post IPO)

Offer Structure and Major Sellers:

A specific employee reservation portion of 85,000 equity shares has been included in the IPO, potentially offering a discount to eligible employees, providing an exclusive avenue for those within the NSDL family.

Bid Timeline and Listing

Upon successful completion of the IPO, NSDL’s equity shares are proposed to be listed on the BSE, which will serve as the designated stock exchange.

Book Running Lead Managers (BRLMs)

The IPO is being managed by a syndicate of six Book Running Lead Managers (BRLMs), which include ICICI Securities, Axis Capital, HSBC Securities and Capital Markets, IDBI Capital Markets, Motilal Oswal Investment Advisors, and SBI Capital Markets. The Registrar for the issue, responsible for managing application and allotment processes, is MUFG Intime India Private Limited.

Financial Performance

FY25 Financial Performance: In FY25, NSDL delivered double-digit growth: total income rose to ₹1,535 crore (up 12.4%), supported by strong showings in depository (33% growth to ₹619 crore) and banking services (28% growth to ₹720 crore).

Profitability & Margins: Profit before tax grew 27.7% to ₹453 crore, and net profit climbed 24.6% to ₹343 crore. The net profit margin widened to 22.4%, and the EBITDA margin improved to 32.0%.

IPO Analysis For Retail Investors

The upcoming NSDL IPO presents an interesting opportunity for retail investors, given the company’s foundational role in India’s capital market infrastructure. Here’s a breakdown of key factors to consider:

 1. Strong Financial Performance & Consistent Profitability

• NSDL’s revenue grew by 12.4% YoY to ₹1,535 crore in FY25.
• Net profit rose 24.6% YoY to ₹343 crore.
• EBITDA margin stood at 32.0%; PAT margin at 22.4%.
• Return on Equity (ROE) was 17.11%, and Return on Capital Employed (ROCE) was 22.7%.
• The company enjoys steady, fee-based income with low volatility.

2. Business Moat & Strategic Importance

• NSDL is India’s largest securities depository, with over 3.4 crore active demat accounts.
• It holds custody of assets worth over ₹400 lakh crore.
• It plays a critical role in market operations and corporate actions.
• Operates under SEBI regulations as a Market Infrastructure Institution (MII).
• It is promoter-less and professionally managed, reducing governance concerns.

3. Valuation Perspective

• The IPO is a 100% Offer for Sale (OFS), with no fresh capital infusion.
• Based on FY25 EPS of ₹17.16 and an expected price band around ₹1025, the implied P/E is ~60x.
• This valuation is slightly lower than listed peer CDSL, which trades around 69x.
• Offers a fair entry point for long-term investors relative to its peers.

4. No Promoter Risk & Clean Balance Sheet

• The company has no long-term debt and maintains a strong, cash-rich balance sheet.
• Its operations are supported by internal accruals, reducing dependence on external funds.
• The absence of a promoter group reduces potential conflicts of interest.

5. Risks to Consider

• As a 100% OFS, IPO proceeds will not be used for company expansion.
• Revenue depends on market activity, which may fluctuate with market cycles.
• Increasing competition from CDSL and fintech firms may impact margins in the long term.

Corporate Snapshot

NSDL, established in 1996 and incorporated in 2012, holds the distinction of being India’s first securities depository. It plays an indispensable role in the country’s capital market infrastructure by facilitating the dematerialisation, settlement, and custody of securities across various asset classes. As of 31st March 2025, NSDL stands as the largest depository in India, measured by factors such as the number of issuers, active instruments, demat value of settlement volume, and the value of assets under custody. Operating under the supervision of SEBI, NSDL also extends its services through subsidiaries like NSDL Database Management Limited (NDML) and NSDL Payments Bank Limited (NPBL), offering digital governance, payments, and compliance solutions. As a professionally managed Market Infrastructure Institution (MII), NSDL does not have an identifiable promoter.

REF: https://nsearchives.nseindia.com/content/equities/NSDL_RHP.pdf

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