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SEBI Revises REIT Rules on Depository Receipts and Voting
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Securities and Exchange Board of Indiacorporatereal_estatecapital_markets

SEBI Revises REIT Rules on Depository Receipts and Voting

October 18, 2026

SEBI has amended the REIT Regulations, 2014, permitting depository receipts, modifying unitholder voting requirements, and updating sponsor exit mechanisms.

SEBI Revises REIT Rules on Depository Receipts and Voting

In a parallel move to the InvIT amendments, SEBI has revised the Real Estate Investment Trusts (REITs) Regulations, 2014 through the REIT (Second Amendment) Regulations, 2026. The changes allow REITs to issue depository receipts, a step aimed at attracting overseas capital and enhancing market depth.

The amendment modifies voting thresholds for key resolutions, including sponsor exit and asset disposals. The earlier requirement of 75% unitholder approval for certain decisions has been recalibrated to balance sponsor interests with minority protection. Additionally, the rules now include clearer procedures for sponsor exit, ensuring transparency and fairness in valuation.

These reforms are part of SEBI’s broader effort to harmonize the regulatory treatment of REITs and InvITs, especially in areas of governance, disclosure, and investor exit mechanisms. The changes are expected to increase the attractiveness of Indian REITs to institutional and retail investors.

Citations

  • SEBI (REIT) (Second Amendment) Regulations, 2026
Practice Areas:corporatereal_estatecapital_markets

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