SEBI Grants In-Principle Approval for Raajmarg InvIT

The National Highways Authority of India (NHAI) has received in-principle approval from the Securities and Exchange Board of India (SEBI) for the registration of Raajmarg Infra Investment Trust (RIIT) as a Public Infrastructure Investment Trust under the SEBI (Infrastructure Investment Trusts) Regulations, 2014. Announced through a press release dated December 5, 2025, the approval marks a significant milestone in NHAI’s evolving asset monetization strategy and opens the door for wider public and retail participation in national highway infrastructure.

This move represents a strategic pivot towards market-based capital mobilization, enabling wider participation in highway infrastructure through a regulated and transparent investment vehicle. By positioning RIIT as a public InvIT, NHAI seeks to attract not only institutional investors but also domestic and retail investors, thereby broadening the investor base and democratising access to infrastructure assets.

Under the InvIT structure, RIIT is expected to leverage predictable, toll-based cash flows from completed and operational national highway stretches to generate stable, long-term returns for investors. From a policy and financing perspective, this approach supports capital recycling by reducing reliance on budgetary allocations and enabling NHAI to channel monetised proceeds into future highway development.

To transition from in-principle approval to final registration, RIIT is required to satisfy specified regulatory and organisational conditions within the next six months, including the appointment of directors, submission of prescribed financial statements, and compliance with other applicable regulatory requirements.

To operationalize the trust, NHAI has incorporated Raajmarg Infra Investment Managers Private Limited (RIIMPL) as the designated Investment Manager. RIIMPL has been established as a collaborative venture with equity participation from leading financial institutions, including major public and private sector banks such as State Bank of India, Punjab National Bank, Axis Bank, and other financial entities. This broad-based institutional backing strengthens governance, enhances operational capability, and provides strategic depth for managing and expanding RIIT’s asset base in alignment with regulatory expectations and investor interests.

The establishment of RIIT as a public InvIT also reflects the evolution of NHAI’s asset monetization strategy. Traditionally, NHAI has relied on models such as the Toll-Operate-Transfer (TOT) mechanism and private InvITs, through which it has monetised assets worth approximately Rs. 48,995 crore and raised around Rs. 43,638 crore, respectively. The public InvIT model builds on this experience while significantly expanding access to infrastructure investment.