InvIT explained: how it works and why SEBI’s new circulars matter

What an InvIT is, how it works, and what SEBI's 2 November 2026 circulars on cooling off for OFS and depository receipts on InvIT units cover.

Highway bridge and power towers at dusk with coins, representing infrastructure investment trusts
InvITs pool infrastructure assets into units investors can hold. Illustration: AI-generated.

Key points

  • SEBI issued three circulars on 2 November 2026 touching InvITs and REITs.
  • One deals with a cooling off period for offer for sale (OFS) by private listed InvITs.
  • Two set frameworks for depository receipts on units of InvITs and of REITs.
  • The circulars' detailed conditions are not covered here; read the SEBI documents for the full rules.

What it is

An InvIT, or Infrastructure Investment Trust, is a pooled investment vehicle that holds infrastructure assets and lets investors own units in it. Think of it as a trust that owns things such as roads or power lines, with units that investors can hold.

A related structure is the REIT, or Real Estate Investment Trust, which works on a similar unit-based model for property assets. Both are regulated by the Securities and Exchange Board of India (SEBI).

SEBI issued three circulars on 2 November 2026 touching InvITs and REITs.

How it works

The trust holds assets, and investors hold units in the trust. A unit is a small share of ownership in the trust as a whole, rather than in any single asset.

InvITs can be listed on a stock exchange, and some are described as private listed InvITs. The detailed features of each type are set by SEBI’s regulations, which are not reproduced in the circulars discussed below.

An offer for sale (OFS) is a way for existing holders to sell their units or shares to investors, instead of the entity issuing new ones. A depository receipt is a certificate that represents underlying securities, here units of an InvIT or REIT.

Why it is in the news

On 2 November 2026, SEBI published three circulars that concern these trusts:

  • Cooling off period for OFS by private listed InvITs. The title indicates a cooling off period will apply to such sales. Our related coverage tracks this circular.
  • Framework for issuing depository receipts on InvIT units. It sets out how such receipts can be created.
  • Framework for issuing depository receipts on REIT units. It does the same for REITs.

The two depository receipt circulars are covered together in our report on the REIT and InvIT frameworks.

The titles show the subject of each circular. The specific conditions, such as the length of the cooling off period or who can issue the receipts, are in the full SEBI texts, so check those before relying on any detail.

What it means for you

If you hold InvIT or REIT units, or follow them, these circulars set out how certain sales and receipt-based structures will be handled. Rules around how units are sold and packaged can affect how they are offered to investors, though the effect on any given trust depends on the final conditions.

If you are comparing ways to invest, read a trust’s offer documents and SEBI’s circulars directly. Units can rise and fall in value, and payouts are not guaranteed.

Investors who put money in market-linked products can estimate possible outcomes with a CAGR calculator, using their own assumed numbers.

What it means for you

The circulars set rules for how certain InvIT units can be sold and how depository receipts on InvIT and REIT units can be issued. Existing unitholders and prospective investors should read the SEBI circulars and a trust's documents for the exact conditions. Nothing here is a recommendation to buy or sell units.

CAGR Calculator

Frequently asked questions

What does InvIT stand for?

InvIT stands for Infrastructure Investment Trust, a trust that holds infrastructure assets and issues units to investors.

What did SEBI issue on 2 November 2026 about InvITs?

SEBI issued a circular on a cooling off period for offer for sale by private listed InvITs, and a framework for issuing depository receipts on InvIT units. A separate framework covers REIT units.

What is a depository receipt?

It is a certificate representing underlying securities, which in these circulars are units of InvITs or REITs.

Sources

  1. Cooling off period for offer for sale by Private listed InvITs — SEBI
  2. Framework for Issuance of Depository Receipts on Units of REITs​ — SEBI
  3. Framework for Issuance of Depository Receipts on Units of InvITs​ — SEBI

This article is for information only and is not investment, tax or legal advice. Figures are from the sources linked above as of the publish or update time. Please verify with official sources or a qualified adviser before making financial decisions.