Groww, which is the top retail brokerage of India by client account, has laid out plans to test local public markets after moving its holding structure from the U.S. to India — a milestone that, should it materialize, will put it on the list of a handful of Indian startups listed domestically following a U.S.-to-India redomicile. The firm, which is backed by Microsoft chief executive Satya Nadella, has filed draft papers with India’s market regulator for a high-profile debut that mixes tech ambition and market reform.
From Delaware to Bengaluru — and on to Dalal Street
Groww, which moved its corporate headquarters from Delaware to India, paid approximately $159 million in taxes related to the transition, it said in a draft red herring prospectus filed with the Securities and Exchange Board of India (SEBI).
The move is more typical of domestic listing practices than a line that companies increasingly tread through secretive shell companies in viridian tax havens, and will keep the fintech closer to its customers, regulators, and access to capital markets.
The brokerage is one of a wave of Indian startups moving back home. PhonePe shifted its headquarters from Singapore to India in an earlier exercise, while Pine Labs, Razorpay, Meesho, Zepto, and Flipkart have already moved or announced moving their companies. For founders, the calculus includes regulatory clarity combined with a deepening pool of investors and more well-defined exit paths on Indian exchanges.
What the offer is in Groww’s planned Indian IPO
According to the draft filing, Groww is planning a fresh issue of ₹10.6 billion (about $121 million), along with a large secondary sale by its existing shareholders. Global investors, including Y Combinator, Ribbit Capital, and Tiger Global, have said that in aggregate they would sell as many as around 236 million shares — about 5.6% of Groww’s equity — which amounts to roughly 41% of the total shares on offer. The range suggests several hundred million dollars in secondary proceeds, but final pricing will be determined by institutional demand and market conditions.
Founders Lalit Keshre, Harsh Jain, Neeraj Singh, and Ishan Bansal are selling a tiny tranche of about 4 million shares, or 0.7% of the offer for sale — an unusual sign of long-term conviction in India’s tech IPO pipeline.
The syndicate comprises JPMorgan, Kotak Mahindra Bank, Citigroup, Axis Bank, and Motilal Oswal Investment Advisors — evidence of global-local coordination in book-building.
Deal terms outlined in the draft prospectus suggest a valuation of roughly $9 billion. For venture funds that got in early backing India’s brokerage digitization, the listing is also a liquidity event in a market that has been rewarding profitable, cash-generative tech platforms with premium multiples over the last year.
A retail investing giant with the profits to show for it
Groww’s operating scale is substantial. The company posted total income of ₹40.6 billion (approximately $462 million), an increase of about 45% from the previous year, and profit after tax of ₹18.2 billion (about $208 million), according to the filing. The previous period posted a net loss of about ₹8 billion (about $92 million), largely because of one-time redomiciling costs.
On the consumer side of things, Groww claims to have 37.4 million individual demat accounts — representing more than 19% of India’s market share — and more than 12.6 million active clients on the National Stock Exchange, which is an estimated 26% market share. The platform also has about 17 million active systematic investment plans and approximately 9 million unique mutual fund investors, and has surpassed 100 million cumulative app downloads — numbers that illustrate the app’s reach in India across both first-time and experienced investors.
These figures reflect larger structural changes. The National Stock Exchange (NSE) and the Association of Mutual Funds in India (AMFI) stated that retail participation, as well as monthly systematic investment plan (SIP) inflows, have continued to hit new highs supported by low-cost broking, UPI-based integration, and accelerated settlements. There is definitely operating leverage for brokerages that can turn scale into cross-selling — equities, mutual funds, derivatives, and fixed-income products.
Why this listing is important for India’s markets
The IPO of Groww would be a test of the thesis that India’s exchanges can provide competitive valuations and liquidity for technology-led consumer finance firms that until now have looked abroad for their exits. If successful, it could encourage other redomiciled startups to do the same, strengthening the feedback loop between domestic savings, domestic innovation, and domestic listings.
It’s a governance milestone as well. The increased demand for information, driven in large measure by SEBI’s rigorous requirement of disclosure, has ensured better market depth and investor confidence, along with the upgrading of market plumbing through T+1 and pilot T+0 settlement. If a massive, profitable mass-market fintech can list smoothly post a cross-border structural change — it becomes a template for policymakers, promoters, and global LPs watching India’s listing stack mature.
Key risks and factors to watch in Groww’s IPO debut
Three variables will draw scrutiny. The first is cyclicality: brokerage revenues depend on trading volumes and risk appetite; a turn in risk-off mode may weigh on spreads and cash yields. Second, competition: entrenched competitors like Zerodha, Angel One, and Upstox, as well as newer app-first brokers, are fighting a war on pricing and product breadth that could lead to unit economics getting compressed.
Third, regulation: SEBI’s maturing risk frameworks, peak-margin rules, and product suitability standards may alter revenue mix and growth. So there are the makings of a disciplined story to be parsed by global and domestic investors — and, in this case, even policymakers — as India’s IPO window remains open for companies built in and now domiciled in India.
