More Stories

Informist, Thursday, Aug. 6, 2026

 

--SEBI releases consultation paper to ease norms for REITs, InvITs 

 

MUMBAI – The Securities and Exchange Board of India Thursday released a consultation paper on proposals to ease norms related to real estate investment trusts and infrastructure investment trusts. The regulator sought comments and suggestions on the consultation paper by Aug. 27.

 

SEBI seeks to permit REITs and InvITs to invest in underconstruction projects without controlling interest, within the existing limits for investment. REITs will be permitted to invest in companies that are engaged in real estate and have 80% of their assets in real estate projects. Likewise, InvITs will be permitted to invest in companies that are engaged in infrastructure activities and hold not less than 90% of their assets in infrastructure projects. Currently, the REIT and InvIT regulations do not permit investment in special purpose vehicles from third parties without controlling interest.

 

Another proposal by the market regulator is to amend the basis of threshold for unitholders' approval for certain matters to total votes cast for the resolution instead of value of the votes. Under the amendment, the threshold for unitholders' approval for certain matters will be at least 75% of the total votes in favour of the resolution, against 75% unitholder approval by value required earlier. This will be applicable to matters pertaining to acquisition of units exceeding 25% of outstanding units of the InvIT or REIT, change in sponsor or control of sponsor, and conversion of investment manager to self-sponsored manager.

 

For InviTs, the amendment in threshold for unitholders' approval will be applicable to matters pertaining to total borrowings exceeding 49% of the value of its assets.

 

SEBI also seeks to review the framework related to the exit offer in case of a change in sponsor. Under this, the regulator seeks to change the definition of "dissenting unitholders" to include only those who have voted against a proposed resolution and not all unitholders who have not voted in its favour. Earlier, any unitholder who had not voted in favour was counted as a dissenter.

 

SEBI further seeks to clarify that in the case of REITs or InvITs with multiple sponsors, the exit offer of any one of them can be provided by either the outgoing sponsor or its sponsor group entities, or any of the continuing sponsor or its sponsor group entities.

 

Currently, the InvIT and REIT master circulars provide that during an exit offer, only such number of tendered units be accepted on a proportionate basis that the minimum public unitholding after completion of the exit option process is maintained. SEBI now recommends that all units tendered must be accepted. Further, in cases where minimum public unitholding compliance is breached, the REIT or InvIT shall achieve minimum public unitholding compliance within a year from the date of such breach. SEBI also proposes to amend the table detailing timelines for activities pertaining to the exit offer in the master circulars.

 

SEBI also proposes to amend REIT regulations to classify remote common infrastructure as "real estate" to fulfil the regulatory objective of promoting environmental sustainability. Further, it seeks to reduce the cooling-off period for the sale of illiquid private InvITs to eight weeks from the current 12.  End

 

Reported by Arya S. Biju 

Edited by Rajeev Pai

 

For users of real-time market data terminals, Informist news is available exclusively on the NSE Cogencis WorkStation.

 

Cogencis news is now Informist news. This follows the acquisition of Cogencis Information Services Ltd. by NSE Data & Analytics Ltd., a 100% subsidiary of the National Stock Exchange of India Ltd. As a part of the transaction, the news department of Cogencis has been sold to Informist Media Pvt. Ltd.

 

Informist Media Tel +91 (22) 6985-4000

Send comments to feedback@informistmedia.com

 

© Informist Media Pvt. Ltd. 2026. All rights reserved.