When RBI Rules Push a Tata Giant to Market, Unexpected Openings Emerge

Tata Capital's regulatory-driven IPO offers investors exposure to an established NBFC brand whose valuation merits scrutiny.

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By Krishnadevan V

Krishnadevan is Consulting Editor at BasisPoint Insight. He has worked in the equity markets, and been a journalist at ET, AFX News, Reuters TV and Cogencis.

October 7, 2025 at 5:52 AM IST

The Tatas never wanted to list Tata Capital, but are doing so because the Reserve Bank of India told them to. This need for regulatory compliance has created a rare opportunity in India’s Initial Public Offering market, a chance to buy into the country's most trusted business family at a price they wouldn't normally accept. The ₹155 billion IPO managed just 39% subscription from retail investors on opening day, but here's where it gets interesting.

Institutional investor activity told a completely different story. 

Institutions went full throttle with Life Insurance Corp, Goldman Sachs, and Morgan Stanley purchasing Tata Capital shares worth ₹46 billion. Their 52% subscription rate versus retail's tepid 35% reveals precisely who grasped what was unfolding here.

Compare this response with Urban Company's recent IPO saga, where retail investors scrambled as if it were a stock clearance sale, oversubscribing seven times within hours. While that was momentum investing at its frothiest, the Tata Capital IPO response is different. When genuine quality gets dragged kicking and screaming into markets during sectoral challenges, patient capital can pick up bargains.

The RBI's Scale-Based Regulation framework requires all large non-banking finance companies to go public. Tata Capital isn't raising money because its balance sheet needs it, but due to regulatory requirements that demand transparency and public oversight for systemically important lenders.

Yet this regulatory requirement offers benefits that investors can gain from. The compliance will offer investors the comfort of a safety feature like banking-level supervision without banking-level shackles on the company. Also, the Tata surname now gets regulatory validation in financial services.

The timing couldn't be more exquisite from a contrarian investor’s perspective. NBFC credit growth is expected to experience short-term volatility, and unsecured retail loan levels are already under regulatory scrutiny. It is here that the Tata family name delivers a competitive edge others simply cannot replicate. Tata Capital’s cost of customer acquisition could get lower as the brand screams reliability, while this cost can be higher for competitors.

The numbers validate this brand supremacy. 

Tata Capital expanded its loan book 37% annually to ₹2.33 trillion while keeping dodgy loans at 2.1%. They have muscled up to become India's third-largest NBFC behind Bajaj Finance and Shriram Finance, according to the IPO prospectus. Market darling Bajaj Finance trades at 6.3× book value, delivering 19.2% returns on equity, while Tata Capital enters the markets at 4.1× book, generating 10.6% returns. This is not a spectacular performance, but the company has solid fundamentals with obvious improvement potential as credit cycles inevitably turn.

The ₹68 billion fresh capital injection provides serious firepower for expansion when conditions brighten. The ₹87 billion offer-for-sale enables Tata Sons to tidy up their portfolio management. The company has all the investment textbook features like a clean capital structure, regulatory compliance sorted, and brand advantage.

There are over a dozen non-bank finance companies facing identical listing mandates over the coming months. Some institutions will crumble under public market scrutiny, and it is here that regulatory compliance becomes a competitive moat. The combination typically works brilliantly for patient investors willing to endure short-term volatility for long-term value creation.

The IPO subscription figures matter far less than the underlying setup. When regulatory requirements collide with brand excellence during sector distress, the stock price usually reflects prevailing sentiment rather than genuine long-term worth. The institutional enthusiasm suggests that sophisticated money recognises opportunities where retail investors detect risks.

For investors with patience and contrarian instincts, this could be an opportunity to get undisputed quality during temporary difficulty. After all, a Tata surname company in financial services, with regulatory compliance and at a sensible price, could be testimony to one’s foresight in hindsight.

The question isn't whether NBFC conditions will eventually improve—they invariably do. The question is whether adding India's most trusted brand to one’s portfolio during its reluctant market debut could turn out to be the alpha return generator.

*Disclaimer: This article represents the author's personal views and analysis for informational purposes only. It is not investment advice or a recommendation to buy, sell, or hold any securities. The author is not a SEBI-registered investment advisor or research analyst. The author assumes no responsibility for any financial losses arising from reliance on this content.