Shrem InvIT sponsor releases pledge on 2.68 crore units

Shrem Infra Invest Private Limited, the sponsor of Shrem InvIT, released the pledge on 2,68,50,352 units on June 03, 2026. This disclosure, submitted by Shrem Infra Investment Manager Private Limited, confirms the removal of the encumbrance previously held by MITCON Trusteeship Services Limited. The release represents 4.396% of the total outstanding units of the InvIT, significantly reducing the pledged portion of the sponsor's holding.

The communication was addressed to the National Stock Exchange of India Limited in compliance with Chapter 10 of the SEBI Master Circular. The circular, referenced as SEBI/HO/DDHS-PoD-2/P/CIR/2025/102 dated July 11, 2025, mandates such disclosures. The filing was signed by Kunal Trivedi, Company Secretary and Compliance Officer of Shrem Infra Investment Manager Private Limited.

Shrem Infra Invest Private Limited holds a total of 24,57,46,552 units, constituting 40.231% of the total outstanding units of Shrem InvIT. The specific release of 2,68,50,352 units accounts for 10.926% of the total units held by the sponsor. Following the release, the details regarding the period of release and the entity in whose favor the units were encumbered were marked as not applicable (NA).

Details of Release of Encumbrance

Parameter	Details
Name of InvIT	Shrem InvIT
Name of the recognized stock exchanges where the units of InvIT are listed	National Stock Exchange of India Limited
Name of the sponsor	Shrem Infra Invest Private Limited
Total unitholding	No. of units: 24,57,46,552; % of total outstanding units: 40.231%
Date of release	June 03, 2026
Type of release	Release of encumbrance
No. and % of units released	No. of units: 2,68,50,352; % of total outstanding units release: 4.396%
Released units as a % of total units held	10.926%
Name of the entity in whose favor units have been encumbered	NA
Purpose of borrowing	NA

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
0.0%	-0.20%	+0.79%	+1.80%	-4.86%	+1.80%

Shrem InvIT has initiated a postal ballot process seeking unitholder approval for a Right of First Offer and Future Assets Agreement (ROFO and FA Agreement) with its sponsor and associates, alongside a variation in the use of proceeds from a preferential issue. The resolutions aim to facilitate the acquisition of existing and future infrastructure assets and redirect unutilised funds towards new acquisitions, including Chilakaluripet Bypass Private Limited. Unitholders can cast their votes through remote e-voting from May 28, 2026, to June 19, 2026.

Proposed Resolutions

The Board of Directors of Shrem Infra Investment Manager Private Limited, acting as the Investment Manager to Shrem Infrastructure , has proposed two key resolutions. The first resolution seeks approval to enter into the ROFO and FA Agreement with Shrem Infra Invest Private Limited (Sponsor), Shrem Tollway Private Limited, and Chhatwal Group Trust. This agreement grants Shrem InvIT the first right to evaluate and acquire existing assets and any future assets developed or acquired by the sponsor and its associates.

The second resolution requests approval to vary the terms of utilization for the proceeds raised from a preferential issue of units conducted in August 2024. The trust raised INR 400,46,99,847 through the allotment of 3,60,78,377 units at a price of INR 111 per unit. While INR 296,60,62,247 has been utilised for acquiring three SPVs and reducing debt, INR 103,86,37,600 remains unutilised.

Utilisation of Unutilised Proceeds

The Board has approved expanding the use of the unutilised proceeds to include the acquisition of Chilakaluripet Bypass Private Limited, a proposed NHAI HAM project in Andhra Pradesh, and other future SPVs. The revised utilisation plan covers the acquisition of five specific SPVs, debt reduction, and general capital expenditure requirements. The change in use of proceeds requires unitholder approval via a special majority.

Key Terms of ROFO and FA Agreement

The ROFO and FA Agreement establishes a framework for Shrem InvIT to acquire assets from the sponsor group before they are offered to third parties. The table below summarises the key terms:

Aspect	Details
Parties Involved	1. Shrem InvIT (acting through its Investment Manager) 2. Shrem Infra Invest Pvt. Ltd. (SIPL) 3. Shrem Tollway Pvt. Ltd. (STPL) 4. Chhatwal Group Trust (CGT)
Purpose	To confer a right of first offer on Shrem InvIT over all Existing Assets and Future Assets.
Applicability	Applies to all Existing Assets and Future Assets up to and beyond the Construction Completion Date.
Obligations of Shrem InvIT	• Enjoy an exclusive period to deliver a binding offer for 100% of equity interests. • Complete acquisition within a specified timeframe if the offer is accepted. • Retain discretion to accept, reject, or negotiate offers.
Obligations of SIPL, STPL, CGT	• Deliver an Initial Invitation with required information before transferring any asset. • Provide full cooperation with diligence requests. • Obtain necessary regulatory approvals. • Restart the sale process if a third-party sale does not materialize.

E-Voting Process and Timelines

The remote e-voting period commences at 9:00 a.m. IST on May 28, 2026, and concludes at 5:00 p.m. IST on June 19, 2026. M/s. Nitin Bhardwaj & Associates has been appointed as the scrutinizer to ensure a fair and transparent voting process. Unitholders whose names appear in the Register of Beneficial Owners as of the close of business hours on May 22, 2026, are eligible to vote.

The facility for casting votes is provided by MUFG Intime India Private Limited, the registrar and share transfer agent. Unitholders can vote through various methods, including NSDL and CDSL e-voting websites, the InstaVote platform, or their depository participant's login. The results will be declared within two working days from the last date of e-voting and submitted to the designated stock exchanges.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE0GTI23014/ebbce12a60924445.pdf