The Delhi High Court on Monday rejected a writ petition challenging the no-objection certificate issued by the capital markets regulator Sebi for the proposed IPO of the National Stock Exchange, clearing a legal hurdle in the bourse’s long-delayed listing plans.
Justice Jasmeet Singh dismissed the plea filed by former judicial officer KC Aggarwal, observing that the petition appeared to have been filed only to “interdict” the IPO process of the country’s largest stock exchange.
The order comes as a relief for the NSE, which has been attempting to go public since 2016 but has repeatedly faced regulatory and legal obstacles.
Aggarwal had moved the High Court on February 10, challenging Sebi’s January 30 no-objection certificate that allows NSE to formally restart its IPO process. The NOC enables the exchange to appoint merchant bankers and legal advisers and begin drafting offer documents for listing.
At the heart of the petition was Sebi’s framework on Corporate Action Adjustments, introduced to ensure that derivatives traders remain economically neutral during corporate actions such as bonus issues, stock splits and extraordinary dividends.
Aggarwal alleged that NSE violated this framework by adjusting only prices and not quantities in certain derivative contracts, and by debiting dividend-equivalent amounts directly from derivatives traders’ accounts, including his own. He argued that under the Securities Contracts (Regulation) Act, dividends belong to shareholders and not to derivatives traders, and termed the debit “ultra vires the statute.”
The petitioner further claimed that his complaints to NSE were closed without granting him a hearing and that Sebi upheld the exchange’s actions without conducting an independent review. He also alleged that his Right to Information applications seeking details of the debited funds were rejected, creating what he described as an “information vacuum.”
According to the petition, emails sent to the Sebi chairperson had remained unanswered as of January 2026.
Aggarwal had urged the court to restrain Sebi from granting any approval for NSE’s IPO until the matter was fully investigated and addressed, arguing that the alleged violations had serious implications for investor protection and market integrity.
However, the High Court declined to intervene in the matter and rejected the plea, effectively removing an immediate legal challenge to Sebi’s clearance for the IPO.
The NSE’s journey to list has been one of the most closely watched and prolonged in Indian capital markets. The exchange first filed its IPO application with Sebi on October 18, 2016. The regulator withheld approval at the time amid concerns over governance lapses, the co-location case involving preferential access to trading servers, and issues relating to technology and internal controls.
Over the years, NSE has made multiple attempts to revive its listing plans. The appointment of Tuhin Kanta Pandey as Sebi chief in March 2025 marked a fresh push on the regulatory front. An internal committee was formed to examine the outstanding issues related to NSE’s IPO, culminating in the January 30 NOC that signalled the regulator’s comfort with the exchange moving ahead in principle.
