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Ms. Rashmi Jain,

informal_guidance · 1992 · State unknown

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Parent: THE SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992 (7c4c1f5343adab106c3a94cafc08a5ecf5957ae7)

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To, Ms. Rashmi Jain, Company Secretary and Compliance Officer, Tata Realty and Infrastructure Limited, E Block, Valtas Premises, TB Kadam Marg, Chichpokli, Mumbai-400 033 Ma’am, Subject: Request for informal guidance by way of an interpretative letter on applicability of Chapter IV and Chapter VA of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 under the provisions of SEBI (Informal Guidance) Scheme, 2003 by Tata Realty and Infrastructure Limited This has reference to your letter dated June 09, 2025, seeking an interpretative letter under the SEBI (Informal Guidance) Scheme, 2003. Vide the said letter it has been inter-alia stated that Tata Realty and Infrastructure Limited is a public limited company incorporated under the provisions of the Companies Act, 2013 and is a wholly owned subsidiary of Tata Sons Private Limited, having only Non-Convertible debentures ('NCDs') listed on BSE; with no other listed specified securities. Further, based on your audited financial statements, the value of outstanding listed NCDs as on March 31, 2025 is Rs.535 crores. GENERAL MANAGER DEPARTMENT OF DEBT AND HYBRID SECURITIES POLICY AND DEVELOPMENT – 1 SEBI/HO/DDHS/DDHS-RACPOD1/P/OW/2025/0000025190/1 September 23, 2025 In view of the above, you have sought an interpretive letter under the SEBI (Informal Guidance) Scheme, 2003 from SEBI on the following: 3.1. Query 1: As on March 31, 2025, the outstanding value of the listed NCDs of the Company were Rs.535 Crores. Hence, would the company be classified as a HVDLE w.e.f April 01, 2025? 3.2. Query 2: As on March 31, 2025, the outstanding value of the listed NCDs of the company were Rs.535 crores. Hence, would the company be under statutory obligations to comply with Regulation 3(3) of SEBI Listing Regulations

Rule TOC

3 · 1. Query 1: As on March 31, 2025, the outstanding value of the listed NCDs of the Company were Rs.535 Crores. Hence, would the company be classified as a HVDLE w.e.f April 01, 2025?
3 · 2. Query 2: As on March 31, 2025, the outstanding value of the listed NCDs of the company were Rs.535 crores. Hence, would the company be under statutory obligations to comply with Regulation 3(3) of SEBI Listing Regulations which mandates the company to comply with the provision of Chapter IV of the SEBI Listing Regulations or considering that regulation 15(1A) restricts its applicability to only listed entities which have listed its non-convertible debt securities and has an outstanding value of listed non-convertible debt securities of Rupees One Thousand Crore and above, the same is not applicable to the Company.
3 · 3. Query 3: As on March 31, 2025, the outstanding value of the listed NCDs of the Company were Rs.535 Crores. Hence, would the Company be under statutory obligations to comply with the provisions of Chapter VA of SEBI Listing Regulations?
4 · Comments:
4 · 1. In regards to query 1, the following is informed:
4 · 2. In regards to query 2, the following is informed:
4 · 3. In regards to query 3, the following is informed:
1992 · and the Rules, Regulations, Guidelines and Circulars framed thereunder that are administered by Securities and Exchange Board of India or of the laws administered by any other authority.