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Corporate Laws Central Ministry of Finance Securities and Exchange Board of India Act, 1992

NSE - Reiteration of SEBI circular regarding the Amendment to Master Circular for Real Estate Investment Trusts (REITs) dated May 15, 2024

01-Apr-2025 | NSE/CML/2025/18

NSE has reiterated the SEBI circular regarding the Amendment to Master Circular for Real Estate Investment Trusts (REITs) dated May 15, 2024 effective from 28th March, 2025.

Key Highlights:

(i) The provision of Para 10.6.1. of the Master Circular for REITs dated May 15, 2024 which deals with the lock- in requirement applicable at the time of preferential issue of units by a REIT,is modified. Now, 15% of units allotted to the sponsor(s) and sponsor group(s) shall be locked in for a period of 3 years from the date of trading approval granted for the units and the remaining units will be locked in for one year, which was earlier, 25% of the units allotted to the sponsor(s) and sponsor group(s).
(ii) A sub-clause 10.6.5 is inserted regarding the transfer of units allotted under a preferential issue to a sponsor or sponsor group entities, which are subject to lock-in.
(iii) Chapter 2 of the circular is modified to insert provisions regarding follow-on offer. REITs are required to pay a fee to the Board as specified in Schedule II for issuing units through a follow-on offer.
(iv) The minimum public unitholding shall be at least 25% of the total outstanding units of the REIT on post issue basis.
(v) The REIT shall not undertake any further issue of units in any manner whether by public issue, right issue, preferential issue, institutional placement except pursuant to a unit based employee benefit scheme uptill the listing of the units or refund of application monies.
(vi) The merchant banker shall, along with the filing of the draft follow-on offer document, furnish to the Board, due diligence certificate as per Form A and Form B of Annexure -1 of the Master Circular.

Kindly refer to the attached document for more information.

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