The Centre has eased the minimum public shareholding requirement for companies planning to go public, allowing large firms to offer a smaller portion of shares during their IPOs. The finance ministry notified the changes through amendments in the Securities Contracts (Regulation) Amendment Rules, 2026.
Under the revised rules, companies with a post-issue capital of more than ₹5 Lakh Cr will need to offer at least 2.5% of their shares to the public when listing on recognised stock exchanges.
Notably, SEBI had earlier allowed the changes in minimum shareholding in September last year to facilitate IPOs of large companies. The 5% minimum public float requirement was a concern for large companies going public, as they were uncertain about sufficient demand and market depth.
The notification clears the path for large IPOs, including that of Jio Platforms – the telecom and digital services arm of Reliance Industries. Earlier, it was reported that RIL was awaiting government notification to move ahead with the Jio IPO.
As per the notification, companies with post-issue capital of up to ₹1,600 Cr will need to offer at least 25% of their shares to the public, while those with post-issue capital between ₹1,600 Cr and ₹4,000 Cr must offer shares equivalent to at least ₹400 Cr.
For companies with post-issue capital between ₹4,000 Cr and ₹50,000 Cr, the minimum public shareholding requirement is 10%. These companies will need to increase their public shareholding to 25% within three years of listing.
Companies with post-issue capital between ₹50,000 Cr and ₹1 Lakh Cr must offer shares worth at least ₹1,000 Cr and ensure a minimum public float of 8%. These companies will have five years from the date of listing to increase their public shareholding to 25%.
For firms valued between ₹1 Lakh Cr and ₹5 Lakh Cr, the minimum public float has been set at 2.75%, with shares worth at least ₹6,250 Cr offered to the public.
Companies with public shareholding below 15% at the time of listing, will have to increase it to 15% within five years and 25% within 10 years of listing.
While revising the minimum public shareholding norms last year, SEBI had said that requiring very large companies to dilute a big portion of their stake during an IPO could create challenges as the market may not be able to absorb such a large supply of shares.
According to the regulator, lowering the minimum public offer could encourage large issuers to pursue listings in India while still ensuring adequate liquidity in the market.
The notification comes amid growing anticipation around the IPO of Jio, which has been estimated to command a market capitalisation of up to $170 Bn (about ₹14 Lakh Cr).
Last year, RIL CMD Mukesh Ambani said the company was aiming for Jio’s listing in the first half of 2026, subject to regulatory approvals.
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