SEBI Introduces Enhanced Investor Charter for REITs and InvITs

In a significant move blending regulatory foresight with investor empowerment, the Securities and Exchange Board of India (SEBI) has introduced detailed Investor Charters for Real Estate Investment Trusts (REITs) and Infrastructure Investment Trusts (InvITs). The initiative, formalized through Circulars bearing reference numbers SEBI/HO/DDHS/DDHS-PoD-2/P/CIR/2025/88 and 89 dated June 12, 2025, sets a new benchmark for investor protection, transparency, and market discipline within India’s growing alternative investment landscape. These directives are effective immediately.

These Investor Charters are part of SEBI’s broader regulatory roadmap anchored in the evolution of platforms such as SCORES 2.0, the Online Dispute Resolution (ODR) mechanism, and continuous consultations with the Hybrid Securities Advisory Committee (HySAC) and Industry Standards Forum (ISF).

The charters aim to:

1. Codify investor rights, responsibilities, service standards, and redressal mechanisms;
2. Align REIT and InvIT operations with SEBI’s investor-first philosophy;
3. Ensure consistency with Chapter 14 of the Master Circular for REITs (May 15, 2024) and proposed reforms under the May 2, 2025, consultation paper on REIT/InvIT regulations.

Key Features of the Investor Charters:

• Standardized Rights and Responsibilities: The charters formally recognize investor entitlements, including:

1. • Timely receipt of distributions (within 5 working days of record date);
   • Access to valuation reports, credit ratings, and compliance updates;
   • Participation rights in key decisions (InvIT-specific);
   • Privacy safeguards and recourse to grievance redressal mechanisms.

           Simultaneously, investors are expected to:

1. • Maintain KYC compliance.
   • Engage only with SEBI-registered intermediaries.
   • Rely on official communication channels, and
   • Refrain from investing speculatively.

• Mandatory Display and Dissemination: REITs, InvITs, Investment Advisers, and Research Analysts must:
  • Host the Investor Charter on their websites and mobile applications (if any);
  • Prominently display the charter in office premises.
  • Circulate it to investors via email or physical correspondence at the time of onboarding.

The Bharat InvIT Association (BIA) and Indian REITs Association (IRA) are also required to maintain and promote the Charters.

• Timelines for Standardized Services: To improve service accountability, SEBI has introduced measurable timelines, including:

1. • Distribution payouts within 5 working days of the record date;
   • Timely submission of financials, valuation reports, and credit ratings;
   • Grievance resolution via internal mechanisms (within 5–15 working days) and through SCORES/ODR (within 21 calendar days).

• Grievance Redressal and Disclosure Standards: To ensure transparency in complaint handling:

1. • REITs and InvITs must publish monthly complaint data on their websites by the 7th day of each month, using the prescribed format (Annexure B);
   • Complaints must be categorized by type, with resolution status disclosed;
   • The IRA and BIA are tasked with monitoring grievances, facilitating communication, and supporting investor awareness initiatives.

Entities under the REIT and InvIT framework must now:

1. • Integrate the Investor Charter into digital and physical platforms;
   • Amend internal policies to ensure compliance with disclosure and redressal timelines;
   • Update contractual documents (e.g., engagement letters, onboarding documents) to reflect Charter requirements;
   • Monitor compliance through internal audits and periodic reviews.

The Investor Charters signify SEBI’s shift from fragmented disclosure norms to harmonized, enforceable standards focused on the end-user, the investor. This move also addresses longstanding concerns around information asymmetry, grievance opacity, and procedural inconsistency in India’s REIT and InvIT space.

These reforms, in conjunction with SEBI’s May 2025 consultation paper on regulatory amendments for REITs and InvITs proposing broader changes to REIT/InvIT regulations, mark a clear regulatory pivot from market participant-led transparency to policy-backed investor empowerment.

By institutionalizing investor charters for REITs and InvITs, SEBI has created a robust framework that balances regulatory clarity with investor confidence. These charters are not just disclosure tools; they are enforceable commitments that place investor protection at the heart of alternative investment governance in India.