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Key Highlights:

Company Background:

National Securities Depository Ltd (NSDL), a SEBI registered Market Infrastructure Institution (MI), pioneered the dematerialisation of securities in India in November 1996. As of March 31, 2025, it is the largest depository in India by number of issuers, active instruments, demat settlement value market share, and value of assets under custody. It operates a wide network with 65,391 depository participant service centres, significantly higher than CDSL’s 18,918. NSDL’s core functions include maintaining allotment and ownership records, asset servicing, and facilitating transactions. Through its subsidiaries— NSDL Database Management Ltd and NSDL Payments Bank Ltd —it offers a range of IT-enabled solutions across verticals such as e-governance, regulatory platforms, KYC, insurance repository services, payment solutions, and digital banking, supporting a broad spectrum of India’s financial and securities market infrastructure.

Market Opportunity:

The financial services industry increasingly relies on advanced technology to protect customer data and improve operational efficiency. Indian depositories are adopting such technologies to enhance existing services and introduce new ones that boost customer convenience and revenue potential. As a highly regulated sector, compliance and risk management remain core priorities, supported by tech-driven solutions. Depositories are also set to benefit from rising capital market participation, driven by India’s young population, growing middle-income households, and increasing financial awareness. Millennials seeking better returns are contributing to this trend. With per capita GDP projected at ₹0.134 million in FY25 and household savings rising to 29.2% of GDP in 2023, demand for depository services is expected to strengthen further.

Pioneering India’s depository infrastructure:

NSDL, India’s first and leading depository, pioneered the dematerialisation of securities, revolutionising the country’s securities market. As of March 31, 2025, it is the largest depository in terms of number of issuers, active instruments, demat settlement value, and assets under custody. NSDL has been Instrumental in advancing settlement systems—from account period to rolling settlements—including the phased rollout of T+0 settlement from January 31, 2025. NSDL has 79,773 registered issuers, 294 Depository Participants, and 65,391 service centres, serving over 39.45 million active demat accounts. Assets under custody surpassed ₹500,000 billion by September 2024, reaffirming NSDL’s leadership and scale.

Well-diversified business verticals:

NSDL commands a strong position in the depository market, backed by the wide range of asset classes held in demat accounts. These accounts include a diverse mix of instruments such as listed and unlisted equities, preference shares, warrants, mutual funds, REITs, InvITs, AIFs, corporate and government debt, commercial papers, certificates of deposit, PTCs, SGBs, municipal debt, T-bills, SDLs, and electronic gold receipts. As of March 31, 2025, NSDL accounted for approximately 85.06% of total securities by number and 86.81% by value. It also held 67.90% of the total dematerialised custody value for individuals and HUFs, enabling it to offer services like pledging, margin pledging, and loans against securities.

Financial Performance:

For the year ended March 31, 2025, the company reported revenue from operations of ₹1,420, up from ₹1,268 crore in FY24. EBITDA stood at ₹493 crore, with an EBITDA margin of 24%. The net profit for the same period was ₹343 crore, reflecting a PAT margin of 22.3%. On the valuation front, at the upper price band of ₹800, the IPO is valued at an FY25 P/E of 46.6x based on post-issue capital.

Key Risks:

NSDL faces risks from limited success in expanding services through innovation or failed technology-based offerings. Dependence on complex IT systems exposes it to potential disruptions or security breaches, which could impact operations, reputation, and financials, and may attract regulatory penalties or financial disincentives from SEBI.

Issue Highlights:

Offer Structure

Lead Book Running Managers

• ICICI Securities Limited

• Motilal Oswal Investment Advisors Limited

• Axis Capital Limited

• HSBC Securities & Capital Markets Pvt Ltd

• IDBI Capital Market Services Limited

• SBI Capital Markets Limited

Registrar to the Offer

• MUFG Intime India Private Limited

Research Analyst

Vinay Kalani – vinay.kalani1@religare.com

Research Team

Ajit Mishra – ajit.mishra@religare.com
Abhijeet Banerjee – abhijeet.banerjee@religare.com
Gaurav Sharma – gauravsharma2@religare.com
Ashwani Harit – ashwani.harit@religare.com
Divya Parmar – divya.parmar@religare.com
Vinay Kalani – vinay.kalani1@religare.com
Rajan Gupta – rajan.gupta1@religare.com

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• Author: Religare Broking
• Last Updated: July 30, 2025