SEBI Tightens Financial Disclosure Norms for InvITs and REITs

Circular No. SEBI/HO/DDHS/DDHS-PoD-2/P/CIR/2025/63; Dated: 07.05.2025

The Securities and Exchange Board of India (SEBI) has issued revised guidelines aimed at enhancing transparency and consistency in financial disclosures made by Infrastructure Investment Trusts (InvITs) and Real Estate Investment Trusts (REITs). These revisions pertain to the presentation of financial information in offer documents or placement memoranda.

1. Key Highlights of the Revised Guidelines

1. Mandatory Disclosure of Audited Financials – InvITs and REITs are now required to disclose audited financial statements for the last three completed financial years in their offer documents. Additionally, if applicable, financial information for a stub period (i.e., a period shorter than a full financial year preceding the offer) must also be provided in the same format.
2. Timely Submission to Stock Exchanges – To ensure prompt and uniform dissemination of financial data, InvITs and REITs must submit their annual financial results to the stock exchanges within 60 days from the end of the financial year.
3. Audit Requirement – The annual financial information disclosed by these entities must be duly audited by a statutory auditor in accordance with applicable accounting and regulatory standards. This requirement aims to improve the reliability and accuracy of disclosures made to investors and regulatory authorities.

2. Objective of the Amendment

The revised disclosure framework is intended to –

• Strengthen investor confidence by ensuring greater transparency and comparability in financial reporting.
• Align the disclosure practices of InvITs and REITs with those followed by other listed entities.
• Facilitate informed investment decisions by making relevant and verified financial data readily accessible.

These changes are part of SEBI’s ongoing efforts to streamline regulatory compliance for investment vehicles and protect investor interests in the infrastructure and real estate sectors.

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