SEBI/HO/DDHS/DDHS -PoD -2/P/CIR/2025/64 — THE SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992

CIRCULAR SEBI/HO/DDHS/DDHS -PoD -2/P/CIR/2025/64 To, Indian REITs Association All Real Estate Investment Trusts (REITs) All Parties to REITs All Recognised Stock Exchanges Madam / Sir, Subject: Review of - (a) disclosure of financial information in offer document, and (b) continuous disclosures and compliances by Real Estate Investment Trusts (REITs) Chapter 3 of the Master Circular for REITs dated May 15, 2024 ("Master Circular") provides guidelines for disclosure of financial information in the offer document by REITs along with the framework for calculation of Net Distributable Cash Flows. Chapter 4 of the Master Circular specifies provisions for continuous disclosures and compliances by the REITs, post listing of units. The Working Group for review of compliance requirements for REITs and InvITs, constituted under the aegis of Hybrid Securities and Advisory Committee (HySAC), submitted its report on Ease of Doing Business recommendations for REITs and InvITs. Based on the report of the Working Group, inputs of Indian REITs Association, recommendations of the HySAC and internal deliberations, Chapter 3 and Chapter 4 of the Master Circular shall stand revised and the revised chapters are placed at Annexure – A . May 07, 2025 Further, Paragraph 7 of Annexure – 5 of the Master Circular shall be substituted with the following: “7. Financials: Disclosure as per clauses 11(a) to 11(c) and 11(e) of the Schedule III of the REIT Regulations: Provided that if the REIT has undertaken any acquisition or divestment of any material assets after the latest period for which the financial information is disclosed in the placement document but before the date of filing of the placement document, the certified proforma financial statements shall be disclosed for at least the period cov