Securities and Exchange Board of India sets one year exit or reinvestment conditions for InvIT SPVs after concession agreements end

The Securities and Exchange Board of India has issued a circular setting the conditions under which a special purpose vehicle held by an Infrastructure Investment Trust will continue to be treated as an SPV after its concession agreement, or a similar agreement, concludes or is terminated. Following the April 17, 2026 amendment to the InvIT Regulations, the investment manager must within one year either exit the investment in that SPV through sale, liquidation, winding-up or merger, or acquire a new infrastructure project in the SPV. The one-year period runs from the latest of the concession completion or termination, the conclusion of pending claims, litigation, tax assessments and related appeals, or the end of the defect liability period. Time taken to obtain statutory or regulatory approvals for an exit will be excluded from that one-year timeline. Until the InvIT continues to hold the SPV, its annual report must disclose the gross and net value of such investments at InvIT level and, for each affected SPV, details including the project and handover status, assets and liabilities, contingent liabilities, outstanding debt and repayment schedule, whether assets are sufficient to meet liabilities, the exit or reinvestment plan and timeline, and other material pending matters. The circular takes effect immediately.