SEBI Redefines Real Estate Investment Empowering Small and Medium REITs

SEBI Redefines Real Estate Investment: Empowering Small and Medium REITs

The Securities and Exchange Board of India (SEBI) has taken a significant step towards improving the landscape of real estate investment in India with its recent amendment to the regulations governing Small and Medium Real Estate Investment Trusts (SM REITs). 

These amendments, outlined in the Securities and Exchange Board of India (Real Estate Investment Trusts) (Amendment) Regulations, 2024, signify a pivotal moment for investors, developers, and the real estate industry.

Enhanced Opportunities for Investment Managers

Under the amended regulations, investment managers seeking to establish SM REITs must meet rigid criteria. 

With a requisite net worth of no less than Rs 20 crore and a mandate for at least two years of experience in the real estate sector or fund management, SEBI aims to ensure that only competent and well-established entities are entrusted with managing these investment vehicles. 

Moreover, the requirement for at least half of the directors of the investment manager to be independent adds a layer of accountability and transparency.

Protection of Investor Interests

SEBI’s amendments underscore its commitment to safeguarding investor interests. 

By demanding the appointment of an independent overseer to manage the records and documents of the SM REIT, the regulatory body seeks to ensure compliance and mitigate potential risks. 

Furthermore, the prohibition of superior voting or rights for any unit holder within a scheme, associated with the absence of multiple classes of units, fosters equity and fairness among investors.

Strengthened Operational Framework

The amended regulations provide a strong operational framework for SM REITs, ensuring transparency and consistency in their functioning. 

The requirement for each scheme to be identified by a distinct and non-misleading name serves to enhance transparency and prevent misconceptions regarding guaranteed returns. 

Additionally, the stipulation that no offer of units shall be made unless the asset size falls within the specified range of Rs 50 crore to Rs 500 crore, and the minimum number of unitholders is maintained, fosters prudence and inclusivity.

Also Read- Navigating the Real Estate Market with REITs: Insights from Keki Mistry

Focus on Asset Quality and Investment Strategy

SEBI’s amendments place a strong focus on the quality of assets held by SM REITs and their investment strategy. 

By mandating that at least 95% of the scheme’s assets must be invested in completed and revenue-generating properties, the regulatory body ensures stability and income generation for investors. 

Furthermore, the requirement for the Special Purpose Vehicle (SPV) to solely own all acquired assets and the restriction on transactions with related parties promote accountability and integrity within the investment process.


SEBI’s amendment to the regulations governing Small and Medium Real Estate Investment Trusts indicates a new era of transparency, accountability, and investor protection in the Indian real estate market. 

By establishing strict criteria for investment managers, enhancing operational frameworks, and focusing on asset quality, these amendments are poised to unlock new opportunities for investors while bolstering the overall resilience and credibility of the real estate sector. 

As these regulations come into force, the way for a more robust and inclusive ecosystem drives sustainable growth and prosperity in India’s real estate investment landscape.