SEBI Plans Overhaul Of Mainboard IPO Rules Amid Wider Review Of Listing Norms
The Securities and Exchange Board of India (SEBI) is preparing to review regulations governing initial public offerings (IPOs) and further public offers (FPOs), as the market regulator reassesses requirements for companies seeking to raise funds through public markets, according to a report in mint.
According to an official familiar with the development and an email reviewed by Mint, SEBI plans to establish a sub-group under its Primary Markets Advisory Committee (PMAC) to examine provisions of the Issue of Capital and Disclosure Requirements (ICDR) Regulations, 2018. The proposal follows a decision taken at a PMAC meeting on August 12, 2026, with members invited to volunteer for the working group through an email sent on October 12.
“Sebi is looking to revamp ICDR (Issue of Capital and Disclosure Requirements) regulations and has asked PMAC members to nominate themselves if they are interested,” the official said, requesting anonymity.
The proposed group will examine Chapters II, IIA and IV, identifying provisions that may need revision, clarification, rationalisation or modification. Chapter II covers mainboard IPOs, including issuer eligibility, pricing, promoter contributions and lock-in conditions, while Chapter IV governs FPOs by already-listed companies.
“The proposed sub-group would examine the existing regulatory framework under the aforesaid provisions and deliberate upon the relevant issues, with a view to identify areas that may require review, clarification, rationalization or modification, as considered appropriate,” Sebi said in the email.
Sidharth Kumar, principal associate at BTG Advaya and a former SEBI officer, said the regulator could reconsider profitability thresholds and valuation safeguards.
“Sebi may look to change some of the thresholds applicable for listing in the mainboard segment. These may include the number of years a company has to be profitable, safeguards around valuations and so on,” he said. “Sebi had introduced a similar set of changes few years back to facilitate several new gen companies to list. They may look at whether those changes have worked well for the market.”
SEBI is also examining SME IPO rules. In a consultation paper published on October 14, it proposed market-capitalisation-based eligibility criteria and raising the minimum operating-profit requirement to Rs 3 crore annually over the preceding three financial years.
By July 31, 2026, SME platforms had hosted 1,496 entities and raised Rs 40,222 crore through IPOs. These proposals remain under consultation and are separate from the mainboard review.
The regulator’s broader objective is to reassess listing requirements while balancing fundraising access, market integrity and investor protection.
