Compliance Readiness of an InvIT Heading for Public Listing

This article covers what the compliance function of an infrastructure investment trust should settle between the stage before the offer document is filed and the day of listing, including the case of a privately listed InvIT converting to a public one.

It matters now because the SEBI regulations prescribe the public-issue process but do not supply a ready method for finding the gaps in a particular trust. Those gaps are usually found late, when the offer document is already filed or the first periodic filing is due, and they are cheaper to close earlier.

Where the compliance team's role begins and ends

The compliance team identifies requirements, coordinates and monitors. It cannot deliver readiness alone. The finance, legal and operations functions, project managers, the special purpose vehicles (SPVs), the investment manager and its board, and the trustee all hold information or approvals that the offer and the post-listing regime depend on. The work below is organised by the area in which a gap is most likely to appear.

Unit capital and the structure of the issue

Unit capital, existing unitholding, depository records and outstanding rights must agree with one another before filing. The issue is then tested against the conditions on public unitholding, offer size, sponsor contribution and lock-in.