SEBI issues circular on cooling off period for private listed InvIT OFS

SEBI issued a circular on 2 November 2026 on a cooling off period for offer for sale by privately placed listed InvITs. Here is what is confirmed so far.

Infrastructure assets such as a bridge and power towers with coins, representing InvITs
InvITs own infrastructure assets such as roads and power lines. Illustration: AI-generated.

Key points

  • SEBI issued a circular on 2 November 2026 titled 'Cooling off period for offer for sale by Private listed InvITs'.
  • The circular number is HO/17/11/17(7)2026-DDHS-POD2/I/24929/2026.
  • It concerns offers for sale by privately placed InvITs that are listed.

What happened

The Securities and Exchange Board of India (SEBI) issued a circular on 2 November 2026 dealing with a cooling off period for offer for sale (OFS) by private listed InvITs. The circular number is HO/17/11/17(7)2026-DDHS-POD2/I/24929/2026.

The details of the circular, including the length of the cooling off period and who must follow it, are in the document on SEBI’s website. This report covers only the title, date and reference number of the circular.

SEBI issued a circular on 2 November 2026 titled 'Cooling off period for offer for sale by Private listed InvITs'.

What it means for you

If you hold units of a privately placed listed InvIT, or follow such trusts, the circular is relevant to how and when units may be sold through an offer for sale. Check the full text on SEBI’s website for the exact conditions before relying on any interpretation.

Most retail investors are not directly affected, since privately placed InvITs are generally aimed at larger institutional and non-retail investors.

Background

An InvIT, or infrastructure investment trust, pools money from investors to own infrastructure assets such as roads or power lines and passes income to unit holders. An offer for sale is a way for existing holders to sell their units to the public or to other investors through the exchange, rather than the trust issuing new units. A cooling off period is a gap that must pass between two events, here as set out in the SEBI circular.

You can read how SEBI recently handled another compliance matter in our report on the digital accessibility circular timeline.

What it means for you

The circular sets out a cooling off period for offers for sale by private listed InvITs. The full conditions are in SEBI's document. Investors in such trusts should read it directly, as this report does not cover the specific terms.

Frequently asked questions

What did SEBI issue on 2 November 2026?

SEBI issued a circular titled 'Cooling off period for offer for sale by Private listed InvITs', numbered HO/17/11/17(7)2026-DDHS-POD2/I/24929/2026.

What is an offer for sale?

It is a way for existing holders to sell their units through the exchange, rather than the trust issuing new units.

Sources

  1. Cooling off period for offer for sale by Private listed InvITs — SEBI

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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.