Vertis Infrastructure Trust (formerly known as Highways Infrastructure Trust) has notified the stock exchanges of an upcoming board meeting of its Investment Manager, Vertis Fund Advisors Private Limited (formerly known as Highway Concessions One Private Limited), scheduled for Wednesday, May 20, 2026. The meeting has been convened in compliance with the Securities and Exchange Board of India (Infrastructure Investment Trusts) Regulations, 2014, and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Key Agenda Items

The board meeting has been called to consider and approve two primary matters. The following table outlines the key agenda items for the scheduled meeting:

Trading Window Closure

In accordance with the Trust's intimation dated March 30, 2026, and pursuant to the provisions of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, the Trading Window for dealing in the securities of the Trust by any Designated Person and their immediate relatives is already closed. The Trading Window will remain closed until 48 hours after the public announcement of the outcome of the board meeting.

Trust and Investment Manager Details

The key details of the Trust and its Investment Manager are as follows:

The intimation was signed by Pratik Desai, Company Secretary & Compliance Officer, on May 14, 2026, from Mumbai. The said information has also been uploaded on the Trust's website at www.vertis.co.in . Copies of the intimation have been marked to Axis Trustee Services Limited (Unit Trustee), Catalyst Trusteeship Limited (Debenture Trustee), and ICICI Bank Limited (Issuing & Paying Agent).

Vertis Infrastructure Trust has announced board approval for its strategic conversion from a privately listed infrastructure investment trust (InvIT) to a publicly listed InvIT through an offer for sale of up to INR 30,000 million. The Board of Directors of Vertis Fund Advisors Private Limited, acting as the Investment Manager, formally approved this significant proposal on April 24, 2026.

Board Resolution and Offer Structure

The board resolution passed on April 24, 2026, approved the conversion through a public offer of units by way of an offer for sale by certain existing eligible unitholders, designated as "Selling Unitholders." The offer size has been set at up to INR 30,000 million, subject to market conditions and regulatory approvals.

Regulatory Compliance and Documentation

The conversion is being undertaken in accordance with the Securities and Exchange Board of India (Infrastructure Investment Trusts) Regulations, 2014, and the Master Circular no. SEBI/HO/DDHS-PoD-2/P/CIR/2025/102 dated July 11, 2025. The trust will file comprehensive documentation with SEBI and stock exchanges as part of the regulatory process.

Trust Deed Amendment and Unitholder Approval

The board also approved the amendment and restatement of the second amended and restated trust deed dated June 27, 2025. These amendments will incorporate regulatory changes and align provisions applicable to publicly listed InvITs. The trust will issue a postal ballot notice to seek unitholder approval for both the conversion proposal and trust deed amendments.

Key Service Providers and Corporate Structure

Vertis Infrastructure Trust operates through a comprehensive service provider network to ensure regulatory compliance and operational efficiency. The trust maintains its principal place of business at Unit No. 601-602, 6th Floor, Windsor House, Off CST Road, Kalina, Santacruz East, Mumbai-400098.

Market Positioning and Strategic Outlook

The conversion represents a significant milestone in Vertis Infrastructure Trust's evolution, positioning it for enhanced market access and improved liquidity for unitholders. The offer is contingent upon multiple factors including prevailing market conditions, investor interest, and receipt of requisite regulatory approvals from SEBI and stock exchanges.

The trust has emphasized that the final decision to proceed will be made in consultation with book running lead managers and other appointed advisors, ensuring optimal market timing and execution. This strategic initiative demonstrates the trust's commitment to expanding its market presence while maintaining strict compliance with all applicable regulatory frameworks.