Skip to content

Glossary

What is a lock-in period?

Finfod Research DeskUpdated 2 Nov 2026How we check3 min read

On this page2 sections

A lock-in is a period in which specified shares cannot be sold. In an IPO the ICDR Regulations set the lengths. They are counted from the date of allotment, not from the day you first saw the draft. A lock-in is not a promise that the price will stay up. It is only a bar on selling those particular shares until the period ends.

Run this on the calculator

Capital Gains Calculator

Tax on shares, equity funds, debt funds, property and gold for one sale.

Open calculator

Promoters have to hold at least 20% of the post-issue capital. That minimum contribution is locked for 18 months. If the majority of the issue proceeds, leaving out the offer for sale, is meant for capital expenditure, the lock-in on the minimum is 3 years. Capital expenditure includes civil work, plant and machinery, land and building, and repayment of loans taken for that spending. Shares above the minimum are locked for 6 months, or 1 year in that capital-expenditure case.

Shares pledged with a lender do not count toward the minimum. A pledge is disclosed in the capital structure. The regulations do not add a second percentage at which a pledge is automatically too high. Pre-issue shares held by anyone other than the promoters are locked for 6 months. Anchor shares have their own split: 90 days on half and 30 days on the other half, for issues opening on or after 1 April 2022.

Other lock-ins people mix up

An ELSS mutual fund has a lock-in under the tax scheme, from the date of each unit. A tax-saving fixed deposit has a lock-in of its own. PPF has a maturity, which is a different rule again. Those are not IPO lock-ins. The PPF, ELSS and NPS comparison is the place for the savings-scheme versions. The IPO lengths on this page are only the ICDR ones.

If you are allotted retail shares with no special reservation, you are not inside the promoter lock-in. Selling on listing day is allowed. The gain is short-term. Section 196 (this was Section 111A) taxes it at 20%. The capital gains calculator does that sum. The offer-document guide shows where the lock-in table sits in the filing. Checked on 2 November 2026.

Mistakes

  • Assuming every shareholder is locked for 18 months. Only the specified shares are.
  • Ignoring a 3-year lock when the objects are mostly capital expenditure.
  • Treating pledged shares as if they filled the 20% minimum.
  • Selling anchor shares in your head on listing day. Half of them stay locked for 90 days.

Questions

How long are promoter shares locked after an IPO?

The minimum promoters’ contribution is locked for 18 months from allotment, or 3 years if most of the issue proceeds other than the offer for sale are for capital expenditure. Holding above that minimum is locked for 6 months, or 1 year in the capital-expenditure case.

Are my retail IPO shares locked?

A normal retail allotment is not under the promoter lock-in. You can sell when trading starts, and tax applies on the sale. An employee reservation, or any other special category, can have its own lock-in. That line is in the offer document for that issue. Read it before you assume listing day is a sale day.

What is the lock-in on pre-IPO shares?

The whole pre-issue capital held by people other than the promoters is locked for 6 months from allotment. That is why a recent pre-IPO placement cannot all be sold on listing day. The price of those shares, next to the band, is in the capital structure.

Sources

Figures checked 2 Nov 2026.

Related calculators

Related guides