SCRR Amendment 2026 | New IPO Public Offer Norms

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  • Last Updated on 17 March, 2026

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SCRR IPO minimum public offer norms

Notification No. G.S.R. 184(E); Dated: 13.03.2026

The Central Government has notified the Securities Contracts (Regulation) Amendment Rules, 2026, amending the Securities Contracts (Regulation) Rules, 1957. The amendment revises the framework for minimum public offer and allotment to the public for companies seeking listing, introducing a graded structure linked to the company’s post-issue capital. The rules also prescribe phased timelines for achieving the prescribed public shareholding levels after listing and clarify certain requirements relating to existing listed entities and companies issuing superior voting rights shares.

The key amendments are as follows:

a) Clause (b) of Rule 19(2) has been substituted to prescribe revised minimum public offer requirements based on post-issue capital calculated at the offer price.

b) For companies with post-issue capital up to Rs. 1,600 crore, the minimum public offer shall be at least 25% of each class of equity shares or convertible securities.

c) For companies with post-issue capital above Rs. 1,600 crore but up to Rs. 4,000 crore, the minimum public offer shall be shares equivalent to Rs. 400 crore, with public shareholding to be increased to 25% within three years of listing.

d) For companies with post-issue capital above Rs. 4,000 crore but up to Rs. 50,000 crore, the minimum public offer shall be at least 10%, with public shareholding to be increased to 25% within three years.

e) For companies with post-issue capital above Rs. 50,000 crore but up to Rs. 1 lakh crore, the minimum public offer shall be shares equivalent to Rs. 1,000 crore and at least 8%, with public shareholding to be increased to 25% within five years.

f) For companies with post-issue capital above Rs. 1 lakh crore but up to Rs. 5 lakh crore, the minimum public offer shall be shares equivalent to Rs. 6,250 crore and at least 2.75%, with phased timelines to increase public shareholding to 15% within five years and 25% within ten years.

g) For companies with post-issue capital above Rs. 5 lakh crore, the minimum public offer shall be shares equivalent to Rs. 15,000 crore and at least 1%, subject to similar timelines for achieving the prescribed public shareholding levels.

h) A minimum 2.5% public offer has been prescribed notwithstanding the above thresholds.

i) For companies listing in an International Financial Services Centre (IFSC), the minimum public shareholding requirement shall be 10% irrespective of post-issue capital, and the graded thresholds shall not apply.

Click Here To Read The Full Notification

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Author: Taxmann

Taxmann Publications has a dedicated in-house Research & Editorial Team. This team consists of a team of Chartered Accountants, Company Secretaries, and Lawyers. This team works under the guidance and supervision of editor-in-chief Mr Rakesh Bhargava.

The Research and Editorial Team is responsible for developing reliable and accurate content for the readers. The team follows the six-sigma approach to achieve the benchmark of zero error in its publications and research platforms. The team ensures that the following publication guidelines are thoroughly followed while developing the content:

  • The statutory material is obtained only from the authorized and reliable sources
  • All the latest developments in the judicial and legislative fields are covered
  • Prepare the analytical write-ups on current, controversial, and important issues to help the readers to understand the concept and its implications
  • Every content published by Taxmann is complete, accurate and lucid
  • All evidence-based statements are supported with proper reference to Section, Circular No., Notification No. or citations
  • The golden rules of grammar, style and consistency are thoroughly followed
  • Font and size that's easy to read and remain consistent across all imprint and digital publications are applied