NDR InvIT Trust Discloses Beneficial Owners for Preferential Issue

NDR InvIT Trust has disclosed the ultimate beneficial ownership details of the proposed allottees regarding its preferential issue of units. The disclosure was submitted to the National Stock Exchange of India Limited on May 20, 2026, and is an integral part of the Postal Ballot Notice dated April 17, 2026, along with subsequent revisions and corrigenda.

The preferential issue is being undertaken pursuant to the Securities and Exchange Board of India (Infrastructure Investment Trusts) Regulations, 2014, as amended, and other applicable laws. The Investment Manager to the InvIT, NDR InvIT Managers Private Limited, provided the details to ensure compliance with regulatory disclosure requirements.

Beneficial Ownership Details

The following table outlines the proposed allottees and their respective ultimate beneficial owners:

Sr. No.	Name of Proposed Allottee	Name of Ultimate Beneficial Owner(s)
1	Infrastructure and Real Assets Fund	Abhishek Dixit Ashish Kumar Jain Shravan Agarwal Chatra Sreekumar
2	ASKWA Income Opportunities AIF	Somnath Mukherjee

The information has been uploaded on the official website of the Trust. The preferential allotment is subject to the approval of the Unitholders through the postal ballot process. The Trust has requested the exchange to place the information on record.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
0.0%	+1.47%	0.0%	+13.69%	+25.69%	+31.73%

NDR InvIT Trust , through its Investment Manager NDR InvIT Managers Private Limited, has issued a Second Corrigendum ("Corrigendum II") dated May 09, 2026, to its Postal Ballot Notice dated April 17, 2026, read with the Revised Postal Ballot Notice dated April 20, 2026, and Corrigendum I dated May 05, 2026. This latest corrigendum introduces further amendments to the list of proposed allottees for cash consideration and related disclosures, and shall form an integral part of the Postal Ballot Notice from the date of issuance. All other contents of the Postal Ballot Notice, as previously modified, remain unchanged.

Background: Preferential Issue of Units

The Postal Ballot Notice was issued to unitholders of NDR InvIT Trust in accordance with Regulation 22(2)(c) of the Securities and Exchange Board of India (Infrastructure Investment Trusts) Regulations, 2014 ("SEBI InvIT Regulations"), read with Circular No. SEBI/HO/DDHS-PoD-2/P/CIR/2025/102 dated July 11, 2025. The notice seeks unitholder approval for the issuance of up to 6,24,01,829 units of the Trust at an issue price of INR 135.80 per unit on a preferential basis.

Key Amendments Introduced by Corrigendum II

Corrigendum II specifically revises the list of proposed allottees for cash consideration as disclosed under Corrigendum I, substituting the earlier list in its entirety. The total maximum units to be allotted for cash consideration across all 64 Non-Sponsor allottees remains at up to 5,35,25,000 units. The following table highlights select major allottees by maximum unit allocation:

Sr. No.	Name of Proposed Allottee	Maximum Units (Up to)
18.	Larsen & Toubro Limited	1,10,25,000
19.	LTM Limited	55,00,000
36.	Infrastructure and Real Assets Fund	73,50,000
1.	NEO Real Asset Yield Fund	18,50,000
62.	Kenai Advisors LLP	18,25,000
42.	Everest Food Products Private Limited	18,25,000
21.	Rudira Aqua Limited	14,50,000
43.	Kunjal Lalitkumar Patel	14,50,000
2.	Munjal Mavjibhai Lakhani	11,25,000
47.	Vimal Labhubhai Lakhani	11,00,000
Total (All 64 Allottees)		5,35,25,000

Swap Consideration: Target Entities

The swap consideration component of the preferential issue, as established under Corrigendum I, remains at up to 88,76,829 units, to be issued to the shareholders of the following target entities:

Target Entity	Maximum Units (Up to)
NDR Unique Space Private Limited	6,299,015
NDR Bigbox Private Limited	119,224
NDR Space Private Limited	2,458,590

Revised Unitholding Pattern

The unitholding pattern of the Trust, based on the latest BENPOS date of April 10, 2026, and assuming allotment to all allottees up to the maximum number of units, is presented below:

Category	Before Preferential Issue (Units)	Before (%)	After Preferential Issue (Units)	After (%)
Sponsor & Sponsor Group (A)	15,99,85,532	40.40	15,99,85,532	34.90
Public Holding – Institutions (B1)	3,40,55,154	8.60	4,39,80,154	9.59
Public Holding – Non-Institutions (B2)	20,19,71,528	51.00	25,44,48,357	55.51
Total Public Holding (B)	23,60,26,682	59.60	29,84,28,511	65.10
Total Units Outstanding (C = A+B)	39,60,12,214	100.00	45,84,14,043	100.00

Beneficial Ownership Disclosures

Corrigendum II also amends Exhibit-B1, providing updated details of the ultimate beneficial owners and/or natural persons who ultimately control the proposed allottees. Notable beneficial ownership disclosures include Cyrus Soli Poonawalla for Serum Institute of India Private Limited, Aamir Khan for Aamir Khan Films LLP, and Ranbir Rishi Kapoor and Neetu Rishi Kapoor for Krishnaraj Ventures LLP, among others. Listed companies such as Larsen & Toubro Limited and LTM Limited are noted as "Not Applicable being Listed Company."

The corrigendum was signed by Neha Chovatia, Company Secretary and Compliance Officer of NDR InvIT Managers Private Limited, and is available on the Trust's website at https://www.ndrinvit.com/ .