Quick commerce company Zepto has filed its draft IPO papers, giving a detailed look at its business, financial performance, shareholder structure, and the challenges it faces before going public. The company is aiming to become India’s first standalone quick commerce platform to be listed on the stock market, with an IPO expected to raise between Rs 9,000 crore and Rs 10,000 crore.
The filing highlights Zepto’s strong growth journey, plans for expansion, investor exits, and ongoing regulatory issues. While the company has become one of the biggest players in India’s quick commerce sector, the documents also show rising losses, legal matters, and operational risks that investors will closely watch.
IPO Funds to Support Expansion, Founders Not Selling Shares
The proposed IPO includes a fresh issue of shares worth Rs 8,010 crore and an Offer for Sale (OFS) of up to 11.35 crore shares by existing investors. Zepto may also raise up to Rs 1,602 crore through a pre-IPO placement before the final issue opens.
Most of the fresh capital will be used to expand the company’s dark store network. Zepto plans to spend over Rs 1,628 crore to set up 1,904 new dark stores across India. Another Rs 1,734 crore has been allocated for lease and rental costs related to these facilities.
Co-founders Aadit Palicha and Kaivalya Vohra will not sell any shares in the IPO. Instead, the OFS is being driven by early investors such as Nexus Ventures and other existing shareholders who are looking to partially exit their investments.
The filing also mentions a major secondary share sale that took place in August 2025. During the transaction, Motilal Oswal Financial Services purchased shares worth Rs 577 crore from several investors, allowing them to cash out part of their holdings before the public issue.
Although the founders directly own relatively small stakes in the company, a significant portion of their ownership is held through family trusts, which continue to have a major presence in Zepto’s shareholding structure.
Revenue Doubles but Losses Continue to Increase
Zepto reported strong financial growth during FY26. Revenue from operations more than doubled to Rs 22,624 crore from Rs 11,110 crore in FY25.
The sharp increase reflects the growing demand for quick delivery services in India’s major cities. Zepto has built a strong position in the market and now competes with some of the biggest names in the quick commerce industry.
However, this rapid growth has come with heavy spending. The company’s net loss increased to Rs 5,905 crore in FY26, compared to Rs 4,700 crore a year earlier. The rising losses show the high costs involved in opening dark stores, expanding operations, attracting customers, and maintaining market share.
Ahead of the IPO, Zepto also expanded its employee stock ownership plan (ESOP) pool. Several senior executives received large stock option grants, including leaders from the finance, business, and product teams. At the same time, the number of regular employees receiving ESOP benefits fell compared to the previous year.
ED Probe, Legal Issues and Gig Worker Concerns
The draft filing also reveals that Zepto is dealing with several regulatory and legal challenges.
One of the key disclosures is related to a summons issued by the Enforcement Directorate (ED) in April 2026 under the Foreign Exchange Management Act (FEMA). The agency sought details about foreign investments, company finances, shareholding patterns, and other corporate records.
Both founders appeared before the authorities and submitted the required documents. According to the company, it has provided all requested information and has not received any adverse findings so far.
Zepto is also facing action from consumer protection authorities over alleged use of certain “dark patterns” on its platform. Regulators have raised concerns about pricing practices and features that may affect customer choice. The company is challenging some of these actions.
Food safety issues have also surfaced in different cities. Local authorities have reportedly taken action against products sold through the platform after finding cases involving expired or sub-standard goods. These incidents have led to inspections, fines, and legal proceedings in some locations.
The company is also facing concerns related to its delivery workforce. Zepto depends heavily on gig workers, a segment known for high employee turnover. In recent months, delivery partners in some cities have raised concerns about earnings, working conditions, and social security benefits. New government rules aimed at improving welfare measures for gig workers could increase compliance requirements for digital platforms.
In addition, Zepto is dealing with public interest litigations related to app accessibility for persons with disabilities and road safety concerns involving delivery riders.
Despite these challenges, Zepto continues to focus on expansion and strengthening its position in India’s fast-growing quick commerce market. Its IPO filing shows a company growing rapidly while also managing the pressures of regulation, profitability, workforce issues, and operational compliance. As the IPO moves closer, investors will be watching whether Zepto can maintain its growth momentum while addressing these challenges.