REITs and InvITs Get New Depository Receipt Rules

SEBI has issued separate frameworks for depository receipts backed by units of Real Estate Investment Trusts and Infrastructure Investment Trusts, creating an additional route for overseas participation in Indian property and infrastructure assets.

The circulars, dated 2 November 2026, follow the earlier regulatory amendments enabling the instruments. The development establishes an issuance framework; it does not establish that a particular trust has completed an offering or attracted fresh investment.

The official documents are available here -> Framework for Issuance of Depository Receipts on Units of REITs and Framework for Issuance of Depository Receipts on Units of InvITs.

How the route works

A depository receipt is a foreign-currency instrument backed by underlying securities held with a domestic custodian. Under the framework, the underlying trust units may be newly issued or transferred by existing unitholders.

Moneycontrol reports that the receipts can be listed on India International Exchange and NSE International Exchange in GIFT City. Holders and their beneficial owners cannot be persons resident in India.

The report explains the structure and conditions -> SEBI allows REITs, InvITs to issue depository receipts on GIFT City exchanges; sets 75 percent approval norm.

Unitholder approval remains important

For fresh DR issues, the framework generally requires support from at least 75% of votes cast. Exceptions cover specified simultaneous initial offerings and subsequent offerings within an already approved limit.

That qualification matters. The threshold should not be described as approval from 75% of all outstanding units, or as a requirement for a new vote on every subsequent offering.

Vantage previously examined the broader changes to REIT voting and the enabling provision for receipts -> SEBI Shifts REIT Approval Rule to Votes Cast. The November circular adds the detailed issuance framework, making this a distinct implementation update.

A funding option is different from a funding outcome

The economic consequences will depend on how individual trusts use the route.

An offering backed by newly issued units can bring capital into the trust. A transfer of existing units changes the ownership of those units and should not automatically be counted as new money available for acquisitions or debt reduction.

For existing investors, the next meaningful evidence will be trust-specific announcements: the transaction structure, pricing, intended use of proceeds and implications for each unit.

An additional access channel may broaden funding choices. It does not, by itself, improve occupancy, infrastructure revenue, distributions or investment returns.

Sources

Click an article title to view the source.

• Framework for Issuance of Depository Receipts on Units of REITs published on 2 November 2026 by SEBI.
• Framework for Issuance of Depository Receipts on Units of InvITs published on 2 November 2026 by SEBI.
• SEBI allows REITs, InvITs to issue depository receipts on GIFT City exchanges; sets 75 percent approval norm published on 2 November 2026 in Moneycontrol.
• SEBI Shifts REIT Approval Rule to Votes Cast published on 31 October 2026 in Vantage Radar.

Evidence Caveats

SEBI’s circular listings and indexed REIT circular text were accessible, but complete direct PDF access was inconsistent. Combined REIT and InvIT implementation details are also attributed to Moneycontrol. No completed offering, capital inflow or return improvement is asserted.

If a trust you follow proposes this route, which disclosure would matter most to you: pricing, use of proceeds or the effect on distributions per unit? Explain your reasoning in the attached forum discussion.