Zepto Gets SEBI Approval: Is This the Right Time to Buy Zepto Unlisted Shares?

India’s quick commerce race is no longer just about delivering groceries in 10 minutes. It is now becoming one of the biggest capital market stories in the startup ecosystem.

Now that Zepto has reportedly got the nod from SEBI, the conversation has quickly moved towards one place in the unlisted market. Investors who have been sitting on the fence are suddenly asking whether this is the moment to get in, whether investors should buy Zepto unlisted shares before the IPO, or whether the excitement or whether everyone else has already figured that out and the price has run ahead of the opportunity.

The honest answer is that this is not a simple yes or no situation. Look past the headlines, and you find a company whose growth rate is difficult to ignore and argue with. But it is operating in a sector where the competition does not sleep, the margins are thin, and staying relevant costs serious money. That combination of real growth on one side, real cash burn on the other is what makes Zepto such a difficult call for investors right now. The upside is there. So is the downside. And neither one is small. Zepto has high-potential yet high-risk pre-IPO opportunities currently available in India’s unlisted market.

Zepto’s IPO Journey Is Moving Faster Than Expected

According to multiple media reports, Zepto has received SEBI’s observation letter for its proposed IPO, clearing a key regulatory hurdle toward its public listing plans. The updated DRHP is expected to land in the coming weeks, and the listing window being talked about is somewhere between July and September 2026.

The issue size being talked about is somewhere between ₹8,000 crore and ₹12,000 crore. If that holds, this will sit among the bigger startup listings India has seen in a while.

This goes beyond Zepto; it means something for the entire startup world in India.

And honestly, this is not just a Zepto story. The entire quick commerce category has been built on venture money and the promise of future profits. Nobody really had to answer the hard questions as long as the next funding round kept coming. That changes now. Public market investors are a different audience; they want to see actual numbers, clean books, a path to profit that makes sense, and a business that can stand on its own without being propped up by fresh capital every few months.

Now, Zepto is preparing to face public market scrutiny where profitability, cash flows, governance, and sustainable economics matter far more than valuation headlines.

Why Zepto Has Become One of India’s Most Watched Startups

Founded by Aadit Palicha and Kaivalya Vohra, Zepto entered India’s grocery delivery market in 2021 and rapidly emerged as one of the biggest players in quick commerce.

What makes Zepto different is the speed of its scaling.

In less than five years, the company has expanded aggressively across major Indian cities through its dark-store model, competing directly with:

Blinkit
Swiggy Instamart
Flipkart Minutes
Amazon’s fast delivery initiatives

The quick commerce market in India is already a $10 to $11 billion business when you look at total transaction value, and it is still moving upward. The reasons are not complicated. People in cities want things faster; smartphones have made ordering effortless, and once someone gets used to 10-minute delivery, it is genuinely hard to go back to anything slower.

For investors, what Zepto really represents is a seat at the table in one of the few consumption trends in India that is growing at this kind of pace and still has significant room ahead of it.

The Financial Story Is Both Impressive and Concerning

This is where the investment debate becomes interesting.

Zepto’s FY25 numbers show explosive growth:

Revenue reportedly surged 129% year-on-year to around ₹9,669 crore
The company expanded aggressively across cities and warehouse infrastructure
Investor interest pushed valuation estimates close to $7 billion during recent funding rounds

But the other side of the story is equally important.

Reports suggest Zepto’s net losses widened sharply to over ₹3,300 crore during FY25 as the company continued spending heavily on customer acquisition, discounts, logistics, and expansion.

This is the core risk investors cannot ignore.

Quick commerce is an extremely capital-intensive business. Every 10-minute delivery promise requires:

Dense dark-store networks
Inventory management
Rider fleets
Technology infrastructure
Heavy discounting to retain customers

The biggest question for investors is not whether Zepto can grow. It clearly can.

The real question is whether the business can generate sustainable profits at scale.

What SEBI Approval Actually Means For Investors

Many retail investors misunderstand SEBI approval.

SEBI’s observation letter does not mean the IPO is guaranteed to succeed or that the valuation is justified. It simply means the regulator has allowed the company to move forward with the public issue process after reviewing disclosures and compliance requirements.

The actual investment decision will depend on:

Final IPO valuation
Updated DRHP disclosures
Profitability roadmap
Competitive positioning
Market conditions during listing

Still, SEBI approval is a psychologically important event for unlisted investors because it reduces uncertainty around the company’s IPO intentions.

Historically, many startup valuations in the unlisted market rise sharply once IPO visibility improves.

Should Investors Buy Zepto Unlisted Shares Now?

The answer depends entirely on investor risk appetite and investment horizon.

Why Some Investors Are Bullish

There are several reasons why investors remain optimistic on Zepto’s pre-IPO opportunity:

1. India’s Quick Commerce Market Is Still Expanding

The market is crowded, but it is also genuinely growing. Shopping habits in India have shifted in ways that feel permanent now groceries, medicines, electronics, everyday things more of it is moving to quick delivery every single month.The preference for getting things fast is not a passing trend. It has become a habit.

And the important thing to understand is that urban India has not even scratched the surface of where this market can go.

2. IPO Visibility Often Drives Pre-IPO Demand

Once a company enters the IPO pipeline seriously, demand for unlisted shares generally increases because investors anticipate potential listing gains and institutional participation.

3. Strong Institutional Backing

Zepto has raised billions from global investors including major venture capital and institutional funds.

Such backing gives the company financial strength to continue expansion despite heavy competition.

4. Strategic India Domicile Shift

The company shifted its domicile from Singapore back to India ahead of the IPO process — a significant move that aligns it better with Indian capital markets and domestic institutional investors.

But the risks are equally serious

Investors should avoid looking at Zepto purely through excitement-driven startup narratives.

1. Profitability Is Still Uncertain

Revenue growth looks impressive, but losses remain substantial. Public market investors today are far more focused on sustainable cash generation than aggressive expansion alone.

2. Competition Is Brutal

Blinkit, Swiggy Instamart, Flipkart Minutes, and Amazon continue investing aggressively. This could keep margins under pressure for years.

3. Valuation Risk

One of the biggest risks in pre-IPO investing is overpaying before listing.

If Zepto enters the IPO market at very aggressive valuations, listing gains may become limited despite strong business growth.

4. Liquidity Risk In Unlisted Shares

Unlike listed stocks, unlisted shares are less liquid, pricing is opaque, and exits are not always easy before IPO.

Many retail investors underestimate this risk.

What Kind Of Investors Should Consider Zepto Unlisted Shares?

Zepto may suit investors who:

Understand startup investing risks
Can tolerate volatility
Have a long-term investment horizon
Want exposure to India’s digital consumption and quick commerce growth story
Are you comfortable with pre-IPO illiquidity

However, conservative investors seeking stable earnings visibility may prefer waiting for post-listing financial clarity instead of entering through the unlisted market.

Investors who are not comfortable sitting with uncertainty and limited exit options should probably wait. Once the final DRHP is out, IPO pricing is announced, and there is more clarity on where the business is actually heading financially, the picture will be cleaner. Paying a premium in the unlisted market before any of that is known is a bet, not an investment decision.

Final Thoughts

Zepto getting SEBI’s approval is not a small thing. The company has scaled faster than almost any consumer internet business India has produced, and it is heading into public markets at a time when appetite for technology-driven growth stories is genuinely coming back.

But investors should separate business excitement from investment discipline.

That said, the growth story and the investment case are two different things. Zepto plays in a space where everybody is still spending more than they are making. Margins are tight across the board and none of the players, including Zepto, have truly solved the profitability puzzle yet.

Investors who go in with eyes open and can afford to wait it out may find the unlisted route worthwhile. For those who prefer firmer ground, holding off until the final pricing is out, the updated disclosures are public, and the profit story is less fuzzy is simply the more sensible call.

The IPO will get attention. But what actually determines whether investors make money is whether Zepto can eventually turn the scale it has built into a business that consistently makes more than it spends.

For investors looking to track Zepto’s unlisted share price or explore pre-IPO opportunities, platforms like Planify have been among the more followed destinations where Pre IPO shares like Zepto unlisted shares and emerging unlisted shares are actively discussed and traded.