FME Regulatory Intelligence, Learning & Practice · IFSCA (Fund Management) Regulations, 2025
Sponsor

Regulation 86

Sponsor

IFSCA (Fund Management) Regulations, 2025No change in 2026Chapter VI · Other Fund Management Activities

Chapter VI · Other Fund Management Activities

Regulation 86 – Sponsor
High importance about 4 min

Investment Trusts — REITs & InvITs: Setting up and running listed and unlisted Investment Trusts, from sponsor to distribution.

1

In plain English

Each sponsor must hold (or propose to hold) at least 5% of units post-initial-offer (a one-year window to cure any dip below 5%), and maintain of at least USD 15 million (for a REIT, at least USD 3 million per sponsor and USD 15 million collectively), with a sound track record in real estate/infrastructure or related fund management (at least five years; two completed projects if a developer).

In plain English
≥5% units; net worth ≥ USD 15m (REIT: ≥USD 3m each, ≥USD 15m collective)
IT sponsor — holding / net worth
2

The rule, in its own words

Read the exact text of Regulation 86
86. The following are the eligibility conditions for a sponsor of an Investment Trust: (a) Each sponsor shall hold or propose to hold not less than five per cent. (5%) of the number of units of the Investment Trust on post-initial offer basis: Provided that in case the holding goes below five per cent. (5%), the sponsor shall comply with the requirement within a time period of one year from the date of such decline; (b) Each sponsor shall maintain net worth not less than USD 15 million if it is a body corporate or a company, or net tangible assets of value not less than USD 15 million in case it is a limited liability partnership: Provided that in case of REIT, each sponsor shall maintain a …
Show the full text
86. The following are the eligibility conditions for a sponsor of an Investment Trust: (a) Each sponsor shall hold or propose to hold not less than five per cent. (5%) of the number of units of the Investment Trust on post-initial offer basis: Provided that in case the holding goes below five per cent. (5%), the sponsor shall comply with the requirement within a time period of one year from the date of such decline; (b) Each sponsor shall maintain net worth not less than USD 15 million if it is a body corporate or a company, or net tangible assets of value not less than USD 15 million in case it is a limited liability partnership: Provided that in case of REIT, each sponsor shall maintain a net worth of not less than USD 3 million and the sponsor(s), on a collective basis, shall maintain a net worth of not less than USD 15 million; (c) The sponsor(s) or its associate(s) shall have a sound track record in development of real estate or infrastructure or fund management in the infrastructure / real estate sector. Explanation.- For the purpose of this sub-regulation, ‘sound track record' means relevant experience of at least five (5) years, and where the sponsor is a developer, at least two projects of the sponsor have been completed.
Statutory text — Principal Regulations, 2025 (as amended to 30 January 2026), consolidated where amended. The notified Gazette text prevails. Tap a highlighted word for how it functions.
3

Exceptions and conditions

Taken from the wording of this provision — the carve-outs and conditions worth reading closely.

Provided that in case the holding goes below five per cent
Provided that in case of REIT, each sponsor shall maintain a net worth of not less than USD 3 million and the sponsor(s), on a collective basis, shall maintain a net worth of not less than USD 15 million
4

What this means in practice

Compliance actions
Applies to
Investment Trust (Sponsor)
Frequency
At set-up and ongoing
Evidence
Sponsor net worth and holding records; Track-record evidence
5

The numbers that matter

RequirementThresholdOn crossing
IT sponsor — holding / net worth≥5% units; net worth ≥ USD 15m (REIT: ≥USD 3m each, ≥USD 15m collective)Cure sub-5% holding within 1 year
6

Where it connects

Read alongside

7

Check yourself

Each Investment Trust sponsor must hold at least what proportion of units after the initial offer?
A REIT sponsor's net worth must be at least:
8

Your notes

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Investment Trusts — REITs & InvITs
Regulation 86 Chapter VI · Part B High · about 4 min