In the unlisted shares market, one question keeps coming back —
"Mujhe IPO ke baad apne shares kab bechne milenge?"
Whether it’s a retail investor who picked up shares from the grey market, an AIF fund that backed the company early, or an employee who exercised ESOPs — the lock-in rules vary for each.
Take the example of Vikram Solar, a company now preparing to go public. Over the last year, several investors — from HNIs to private equity players — have acquired shares in the unlisted space. Now that the IPO is around the corner, they’re all asking the same thing:
Will I be free to sell on Day 1? Or will I be locked in for months?
This article simplifies the SEBI lock-in framework using Vikram Solar as a real-life context, and explains clearly what applies to unlisted buyers, AIF/PE funds, ESOP holders, promoters, and anchor investors.
Answer:
As a non-promoter public investor, your shares will be locked in for 6 months from the date of IPO allotment.
Example:
If Vikram Solar gets listed on 15th July 2025, your shares will be locked till 15th January 2026.
Answer:
If you’re an Alternative Investment Fund (Category I or II) or Private Equity investor, and you acquired shares at least 6 months before the IPO filing, your shares are generally not subject to lock-in post listing, unless:
You are selling in the IPO and
You or your group holds more than 20% of the pre-offer capital.
Example:
Bought shares on 1st October 2023
IPO filed on 15th April 2024
➡️ Lock-in does not apply post listing, if not a large seller.
Answer:
Then, your shares will be locked in for 6 months from the date of purchase.
Example:
Bought shares on 15th February 2025
IPO lists on 15th July 2025
➡️ Lock-in ends on 15th August 2025
Answer:
If the ESOPs were exercised under a SEBI-compliant scheme before IPO, there is no formal lock-in post-listing.
However, the company may voluntarily declare an intention (e.g., KMPs may not sell for 3 months post listing), but this is not a SEBI-mandated lock-in.
Example:
You exercised ESOPs in January 2024
➡️ Shares can generally be sold on listing, unless the company has a specific restriction.
Answer:
20% of post-offer capital (promoter contribution) = Locked for 18 months
Excess promoter holding = Locked for 6 months
From the IPO allotment date
Answer:
50% of shares = Locked for 90 days from allotment
Remaining 50% = Locked for 30 days from allotment
Example:
Allotment Date: 10th July 2025
50% locked till 8th October 2025
50% locked till 9th August 2025
| Investor Type | Lock-in Period | Starts From |
|---|---|---|
| Normal Unlisted Buyer | 6 months | IPO Allotment Date |
| AIF/PE (≥6 months pre-IPO) | No lock-in | — |
| AIF/PE (<6 months pre-IPO) | 6 months | Date of Purchase |
| ESOP Holders | No lock-in (if compliant) | — (voluntary declaration may apply) |
| Promoter (20%) | 18 months | IPO Allotment Date |
| Promoter (excess) | 6 months | IPO Allotment Date |
| Anchor Investors | 30–90 days | IPO Allotment Date |
