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Sebi bars mutual funds from pre-IPO placements but allows investment in Anchor Investor or public issue portions of IPOs.
Sebi bars MFs to invest in pre-IPO placements in equity or equity-related instruments.
In a major move, the market regulator Sebi has prohibited mutual fund schemes to invest in pre-IPO placements of equity shares and related instruments. However, MFs are being allowed to make investment in the Anchor Investor portion or the public issue of an Initial Public Offering (IPO).
Sebi’s clarification came amdist demands by several queries asking on whether mutual funds could participate in pre-IPO placements before the opening of anchor or public issue.
Some MF managers look for pre-IPO to make investments and generate alpha returns which are usually gained by private investors.
According to Moneycontrol report, Sebi sent a letter to the Association of Mutual Funds in India (AMFI) and highlighted that Clause 11 of the Seventh Schedule of the SEBI (Mutual Funds) Regulation, 1996, making it mandatory that all investments by mutual fund schemes in equity shares and equity-related instruments must be made only in securities that are listed or to be listed.
SEBI said in a letter accessed by Moneycontrol that mutual fund schemes cannot invest in pre-IPO placements because they might end up holding unlisted shares if the IPO doesn’t happen, which would break the rules.
It clarified that for IPOs of equity shares or related instruments, mutual fund schemes can only invest as Anchor Investors or in the public portion of the issue.
The regulator official as quoted by MC said that allowing MF schemes to invest in pre-IPO placement poses a risk. If a promoter later changes his/her mind to not list his company, then how will unlisted shares be treated in the scheme? he questioned.
The regulator noted that mutual funds already have an anchor investor quota in IPOs, which they should use. However, mutual funds argue that the anchor portion doesn’t offer any price benefit, whereas pre-IPO rounds do. They’re also concerned that family offices and AIFs will dominate pre-IPO rounds, leaving mutual funds to buy shares at higher prices during the IPO.

Varun Yadav is a Sub Editor at News18 Business Digital. He writes articles on markets, personal finance, technology, and more. He completed his post-graduation diploma in English Journalism from the Indian Inst…Read More
Varun Yadav is a Sub Editor at News18 Business Digital. He writes articles on markets, personal finance, technology, and more. He completed his post-graduation diploma in English Journalism from the Indian Inst… Read More
October 24, 2025, 16:00 IST
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