NDR InvIT Trust Issues Second Corrigendum to Postal Ballot Notice for Preferential Issue of Units
NDR InvIT Trust, through its Investment Manager NDR InvIT Managers Private Limited, issued a Second Corrigendum dated May 09, 2026, to its Postal Ballot Notice, revising the list of 64 Non-Sponsor proposed allottees for cash consideration totalling up to 5,35,25,000 units and updating beneficial ownership disclosures. The preferential issue seeks to allot up to 6,24,01,829 units at INR 135.80 per unit, with an additional swap consideration component of up to 88,76,829 units for target entity shareholders. Post-issue, total units outstanding are projected to rise to 45,84,14,043, with public holding increasing to 65.10%.

*this image is generated using AI for illustrative purposes only.
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/ .
Historical Stock Returns for NDR InvIT Trust
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| 0.0% | 0.0% | 0.0% | +13.81% | +20.62% | +30.77% |
How might Larsen & Toubro's significant stake acquisition in NDR InvIT Trust influence the trust's future asset acquisition strategy and pipeline in the warehousing and logistics sector?
Given that the sponsor group's holding will dilute from 40.40% to 34.90% post-issuance, what are the implications for governance and control of NDR InvIT Trust going forward?
With high-profile beneficial owners like Cyrus Poonawalla and Bollywood celebrities participating, could this signal a broader trend of celebrity and ultra-high-net-worth individual interest in InvIT investments in India?































