Difference Between IPO & OFS

5paisa Research Team

Last Updated: 17 Jun, 2025 04:06 PM IST

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For Indian stock market traders, getting a handle on market offerings like Initial Public Offerings (IPOs) and Offer for Sale (OFS) can offer some great investment possibilities. If you’ve been searching for terms like what is IPO, what is OFS, IPO vs OFS, or difference between IPO & OFS, you’re probably trying to understand how these two options function and what sets them apart.

Although both IPOs and OFS involve selling shares to the public, their goals, methods, and effects are quite different. In this article, we’ll dive into the OFS vs IPO comparison, break down their pros and cons, and show you how to invest in them in the Indian market. Let’s get started!
 

What is IPO?

An Initial Public Offering (IPO), often searched as what is IPO, is a process where a private company goes public by issuing new shares to raise capital. The company offers these shares to the public for the first time, allowing investors to buy a stake in the business. In India, IPOs are a common way for companies to fund expansion, pay off debt, or fuel growth.

For example, a tech startup might launch an IPO to raise funds for research and development. The proceeds from an IPO go directly to the company, and the shares are listed on stock exchanges like the BSE or NSE, making them available for trading. IPOs often attract significant attention from Indian investors due to their potential for high returns, though they come with risks.
 

What is OFS?

An Offer for Sale (OFS), frequently searched as what is OFS, is a method where existing shareholders—typically promoters or large investors—sell their shares directly to the public through a stock exchange. Unlike an IPO, an OFS doesn’t involve issuing new shares; instead, it’s a transfer of ownership from current shareholders to new investors.

In India, OFS is often used by companies to meet SEBI’s minimum public shareholding norms (e.g., 25% for listed companies). For instance, if a promoter holds 80% of a company’s shares, they might use an OFS to sell 5% to the public. The proceeds from an OFS, often referred to as what is offer for sale in IPO discussions, go to the selling shareholders, not the company.
 

OFS vs IPO: Key Differences

Here’s a tabular comparison to highlight the difference between IPO & OFS:

Parameter IPO OFS
Purpose Raise fresh capital for the company Sell existing shares by shareholders
Share Type New shares issued Existing shares sold
Proceeds Go to the company Go to selling shareholders
Dilution Dilutes existing shareholders’ stake No dilution of stake
Regulatory Norms Used to go public Often used to meet SEBI’s 25% public shareholding norm
Complexity More complex, involves underwriting Simpler, faster process

In an IPO vs OFS comparison, IPOs are about growth and expansion, while OFS focuses on liquidity for existing shareholders.

Advantages & Disadvantages of IPO

Advantages:

  • Capital for Growth: IPOs provide companies with funds for expansion, R&D, or debt repayment, as seen in what is IPO scenarios.
  • Increased Visibility: Going public boosts a company’s brand and credibility, attracting more investors in India.
  • Liquidity for Investors: Shares become tradable on exchanges, offering liquidity to early investors.
  • Potential High Returns: Indian investors often see IPOs as opportunities for listing gains if the stock performs well post-launch.

Disadvantages:

  • High Costs: IPOs involve underwriting fees, legal costs, and compliance expenses, making them expensive.
  • Regulatory Scrutiny: Companies face strict SEBI regulations and ongoing disclosure requirements.
  • Risk of Underperformance: If the IPO is overpriced, the stock may fall post-listing, leading to losses for investors.
  • Dilution: Existing shareholders’ stakes are diluted as new shares are issued.
     

Advantages & Disadvantages of OFS

Advantages:

  • Quick Process: OFS is simpler and faster than an IPO, allowing shareholders to offload shares quickly, as noted in what is OFS explanations.
  • No Dilution: Since no new shares are issued, existing shareholders’ stakes remain intact.
  • Liquidity for Promoters: Promoters can cash out their holdings, often to meet SEBI’s public shareholding norms.
  • Cost-Effective: OFS involves lower costs compared to an IPO, benefiting selling shareholders.

Disadvantages:

  • No Benefit to Company: Unlike an IPO, the company doesn’t receive funds, which can limit growth opportunities.
  • Share Price Pressure: Large OFS sales can lead to an oversupply of shares, potentially lowering the stock price.
  • Limited Investor Appeal: OFS may not generate as much hype as an IPO, reducing retail investor interest.
  • Promoter Exit Concerns: A large OFS by promoters might signal a lack of confidence, worrying investors.

In an OFS vs IPO analysis, OFS is more about shareholder liquidity, while IPOs focus on company growth.
 

How to Invest in IPO & OFS

Investing in an IPO:

  • Open a Demat Account: You need a Demat and trading account with a broker to apply for an IPO.
  • Check IPO Details: Review the company’s prospectus (available on SEBI’s website) for details like issue price, lot size, and subscription dates.
  • Apply via ASBA: Use the Application Supported by Blocked Amount (ASBA) facility through your bank or broker to apply. In India, you can apply online via net banking or broking platforms like 5paisa.
  • Wait for Allotment: If oversubscribed, shares are allotted on a lottery basis. Unallotted funds are refunded.
  • Trade Post-Listing: Once listed on the BSE or NSE, you can trade the shares.
     

Investing in an OFS:

  • Check OFS Announcement: Companies announce OFS details, including the floor price and dates, through stock exchanges.
  • Use a Trading Account: Log into your trading account on the OFS day (typically a single trading day).
  • Place a Bid: Bid for shares at or above the floor price via the BSE or NSE platform. Retail investors in India often get a discount (e.g., 5%).
  • Allotment: Shares are allotted based on bids; excess funds are refunded if you don’t get the full allocation.
  • Trade Immediately: Since the company is already listed, shares are credited to your Demat account and can be traded right away.

Both processes are accessible to Indian investors, but OFS is simpler due to its shorter timeline and pre-listed status.
 

Conclusion

Understanding the difference between IPO & OFS is essential for Indian stock market traders looking to capitalize on market opportunities. An IPO vs OFS comparison shows that IPOs are about raising fresh capital for a company’s growth, while OFS, often searched as what is offer for sale in IPO, allows existing shareholders to sell their stakes without diluting ownership.

Each has its pros and cons: IPOs offer high return potential but come with risks and costs, while OFS provides liquidity but may pressure share prices. Whether you choose to invest in an IPO or OFS depends on your risk appetite and investment goals. Start exploring these options in the Indian market today to diversify your portfolio and achieve financial growth!
 

Disclaimer: Investment in securities market are subject to market risks, read all the related documents carefully before investing. For detailed disclaimer please Click here.

Frequently Asked Questions

An OFS can lead to a temporary drop in share price due to increased supply, especially if the sale is large. However, in OFS vs IPO, the impact varies based on market perception and demand.

No, OFS is not a type of IPO. While both involve selling shares to the public, IPO vs OFS shows that IPOs issue new shares for a company to raise capital, while OFS involves selling existing shares by shareholders.
 

Yes, you can sell OFS shares immediately after allotment since the company is already listed on the stock exchange, unlike some IPOs with lock-in periods.

Yes, OFS shares are taxable. In India, profits from selling OFS shares are subject to capital gains tax: 15% for short-term gains (less than 1 year) and 10% for long-term gains (above ₹1 lakh).
 

No, IPO gains are not tax-free. Like OFS, profits from IPO shares are subject to capital gains tax in India: 15% for short-term gains and 10% for long-term gains above ₹1 lakh.

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