About InvITs
An InvIT is a trust that pools money from investors to own infrastructure assets such as roads, power transmission and pipelines, and pass the cash flows on to unitholders. It is regulated by SEBI under its own regulations, and is usually built around a trust, a sponsor, a manager and special purpose vehicles that hold the assets.
How we help. We advise on structuring, trust and SPV formation, SEBI registration, the offer document and listing, and on the ongoing governance that follows. Our IPO and listing team supports the offer, so if a conventional IPO is an alternative, we compare the routes.
Explore InvIT work
From structuring to governance
The four stages of the work
More options
Trust type
Infrastructure
InvIT (infrastructure)
Infrastructure investment trusts.
From structuring to governance
The four stages of the work
Structuring
Assets, SPV structure, sponsor and manager roles.
Registration and public offer
Trust, SPV and SEBI registration.
Listing
Offer document and exchange listing.
Ongoing governance
Distribution, disclosure and unitholder governance.
Who does what in a InvIT transaction
The exact allocation of work depends on the transaction route and the engagement terms. This is a general overview; the appointed parties and their duties must be confirmed for each transaction.
- Finleaf Legal. If engaged for the relevant workstream, legal counsel may assist with structuring, transaction documents, legal due diligence, regulatory filings and responses, and governance documentation. The agreed scope defines the actual role.
- Sponsor. Establishes or sponsors the trust structure and is responsible for meeting applicable sponsor requirements.
- Trustee. Performs the trustee and oversight functions required by the applicable regulations and trust documents.
- Investment manager. Manages the trust’s assets and carries out the responsibilities assigned under the regulations and transaction documents.
- SPVs and asset-side parties. Hold or operate assets as applicable and provide the records, approvals and information needed for due diligence.
- Merchant banker, other advisers, exchanges and SEBI. Appointed intermediaries and advisers handle their respective roles; exchanges and SEBI exercise their applicable review and regulatory functions.
How we typically help
This is an illustrative example of how we approach a common situation. It is not a client case study.
A promoter group considering an InvIT
The legal work may include reviewing the asset and sponsor structure, documenting the trust and SPVs, coordinating agreed diligence and regulatory materials, and clarifying the responsibilities of the manager, trustee, intermediaries and other advisers.
Who we work with
- Sponsors and infrastructure groups looking to monetise stabilised infrastructure assets.
- Infrastructure groups comparing an InvIT route with a conventional listing.
- Managers and investors planning to set up or invest in an InvIT.
- Existing InvITs needing support on follow-on offers, acquisitions and ongoing governance.
What to expect when you work with us
- Initial conversationYou tell us about your objectives, your investors and your timeline. We tell you what is feasible and what the regulator will expect.
- Scope and proposalWe set out the workstreams, deliverables and fees in a written proposal, so that you know what is included before you commit.
- Kick-offWe agree on the timeline, the information we need from you and the people on each side who will be responsible.
- DeliveryStructuring, documentation and regulatory preparation move forward together, and we keep you updated at each step.
- Filing and follow-throughWe submit the application, manage regulatory queries and keep you informed until the process is complete.
- Launch handoverWe walk you through post-registration obligations and the compliance calendar, so that you can operate with confidence.
Why clients choose Finleaf
- Fewer advisers to manage. One team and one point of accountability.
- Fewer surprises. Defined scope, defined deliverables and clear next steps.
- Cleaner regulatory journeys. Structures and documents prepared with the approval process in mind from day one.
- Coordinated workstreams. Where the engagement requires it, legal documentation and regulatory preparation can be planned in parallel, subject to dependencies and regulator timelines.
- Continuity. The same team supports you after registration.
Our commitments
- Accuracy. We work from current regulations and circulars, and we tell you where the position is unsettled.
- Candour. We tell you what is feasible, what is risky and what we would do in your position.
- Confidentiality. Your plans, structures and investor details stay protected.
- Accountability. We own the outcome of our workstream and report progress clearly.
Frequently asked questions
What is the difference between a REIT and an InvIT?
A REIT holds income-generating real estate, while an InvIT holds infrastructure assets. Each has its own SEBI regulations, with different asset conditions, so the choice follows from what you own or plan to acquire.
How long does it take to launch?
The timeline depends on the product, how ready your documents and information are, and the regulator’s review. We give a realistic estimate in the proposal and update it as the work progresses.
Do you handle the entire process or only part of it?
Both are possible. Most clients engage us across structuring, documentation, regulatory execution and launch readiness, but you can engage us for a specific stage.
Do you guarantee regulatory approval?
No adviser can. Approval rests with the regulator. What we do is prepare your structure, documents and filings to the standard the process demands and manage the process closely.
Do you support us after registration?
Yes. Our Launch Readiness workstream and post-incorporation support help you onboard investors and meet your ongoing obligations.
Can you work alongside our other advisers?
Yes. We regularly coordinate with merchant bankers, tax advisers, auditors, trustees and custodians, and we can work with the advisers you already have.
Do you manage money or distribute investment products?
No. Finleaf provides legal and regulatory advisory services. We do not manage funds or distribute investment products.
How do I get started?
Share a short brief about your fund or offering. We will revert to discuss scope and next steps.
Speak to Finleaf
Planning a fund, a PMS or a listing? Let’s structure it properly from the start.