Glossary Β· India

SEBI (Securities and Exchange Board of India)

India skyline
Mumbai skyline β€” Wikimedia Commons, CC BY-SA 3.0

Definition

India's securities regulator, overseeing public markets, IPOs, and the offer-for-sale (OFS) mechanism that structures many Indian secondary exits, from PhonePe to the NSE's own listing.

Why it matters for a secondary

SEBI's OFS framework is the reason so many marquee Indian secondaries β€” NSE, SBI Funds Management, Zepto β€” happen as part of a formal IPO process rather than a private, unregulated transfer.

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How it works in practice

SEBI regulates India's securities market, its intermediaries and its listing process, and its rules shape secondaries mainly through the IPO route: what must be disclosed about selling shareholders, which holders can sell in an offer-for-sale, and the lock-in periods that apply to pre-IPO shareholders after listing.

A concrete illustration

A pre-IPO investor buys shares expecting to sell into the listing. Depending on when and how the shares were acquired, a lock-in may prevent any sale for a period after the IPO β€” so the liquidity event the buyer priced for arrives later than the listing date itself.

What people most often get wrong

In India the difference between 'the company listed' and 'I can sell' is measured in months and is set by rules, not by the market. Confirm the lock-in position for your specific shares and acquisition date before assuming the IPO is your exit.

Frequently asked questions

Does SEBI regulate unlisted share transactions?
Its core remit is the listed market and its intermediaries, but its rules reach pre-IPO holders through listing requirements, disclosure of selling shareholders and post-listing lock-ins.
What is a lock-in period?
A period after listing during which specified shareholders may not sell. The length and scope depend on the category of holder and how the shares were acquired, and it is the single most common surprise for pre-IPO buyers in India.

Orientation for investors and allocators, not legal or financial advice. Rules in this market change β€” confirm the current position with a licensed adviser in Indiabefore acting on anything here.