Mumbai: Digital payments major PhonePe has moved a step closer to the capital markets, filing an Updated Draft Red Herring Prospectus (UDRHP-I) with markets regulator SEBI on January 21, 2026, for a 100% book-built offer-for-sale (OFS). The issue will not include a fresh issue of shares, implying the company will not raise primary capital through the IPO.
As per the filing, WM Digital Commerce Holdings—the Walmart-backed promoter entity—will sell up to 45.94 million shares, while investor Tiger Global PIP 9-1 will offload up to 1.04 million shares. Microsoft Global Finance Unlimited Company is also slated to sell up to 3.68 million shares, marking a partial exit for the tech giant’s investment arm.
The equity shares carry a face value of ₹1 each. Offer price details will be discovered through the book-building process closer to the issue opening, the company said, adding that there has been no formal market for its shares so far.
PhonePe disclosed that it has received in-principle listing approvals from BSE and NSE, clearing a key regulatory hurdle ahead of the public issue.
The company also stated that, as of the filing date, there are no outstanding material litigations or regulatory actions against the company, its promoters or key management that could materially impact the offer.
The IPO comes amid renewed investor interest in India’s fintech sector, even as valuation expectations have moderated. By opting for a pure OFS, existing shareholders are seeking liquidity, while the company maintains balance-sheet flexibility ahead of listing.