Description

SEBI settlement order against Nexus Select Mall Management Private Limited for failing to maintain required net worth and not intimating SEBI about material changes in net worth under REIT Regulations. Settled for ₹24,37,500.

Summary

SEBI issued a settlement order against Nexus Select Mall Management Private Limited (PAN: AAHCN6694D) for alleged violations of SEBI (Real Estate Investment Trusts) Regulations, 2014. The applicant failed to maintain the required net worth and failed to intimate SEBI about material changes in net worth. The matter was settled without admission or denial of facts, upon payment of ₹24,37,500.

Key Points

  • Nexus Select Mall Management Private Limited violated Regulation 7(b) r/w Regulation 4 and Regulation 7(c) r/w Regulation 4(2)(e) of SEBI (REIT Regulations), 2014
  • Applicant failed to maintain required net worth as a REIT manager
  • Applicant failed to intimate SEBI about material changes in net worth
  • Settlement application (No. 8623/2025) filed on July 10, 2025
  • HPAC recommended settlement on December 19, 2025
  • Settlement amount: ₹24,37,500 (Rupees Twenty-Four Lakhs Thirty-Seven Thousand Five Hundred only)
  • Settlement amount paid by the applicant on February 12, 2026

Regulatory Changes

No new regulatory changes introduced. This is an enforcement/settlement order under existing SEBI (REIT) Regulations, 2014 and SEBI (Settlement Proceedings) Regulations, 2018.

Compliance Requirements

  • REIT managers must maintain the required net worth as prescribed under Regulation 7(b) r/w Regulation 4 of REIT Regulations
  • REIT managers must promptly intimate SEBI of any material change in net worth as required under Regulation 7(c) r/w Regulation 4(2)(e) of REIT Regulations
  • Settlement terms accepted and fulfilled by the applicant; proceedings disposed of

Important Dates

  • May 23, 2025: SEBI appointed Adjudicating Officer
  • June 11, 2025: Show Cause Notice issued to applicant
  • July 10, 2025: Settlement application filed (Application No. 8623/2025)
  • August 14, 2025 & October 14, 2025: Meetings with SEBI Internal Committee
  • October 17, 2025: Applicant proposed revised settlement terms
  • December 19, 2025: HPAC recommended settlement terms
  • February 3, 2026: Panel of Whole Time Members of SEBI approved recommendation
  • February 4, 2026: Settlement terms communicated to applicant
  • February 12, 2026: Settlement amount paid by applicant

Impact Assessment

This settlement order has limited broader market impact as it is specific to Nexus Select Mall Management Private Limited, the manager of Nexus Select Trust REIT. The settlement resolves compliance lapses related to net worth maintenance and disclosure obligations. REIT managers should note the importance of monitoring and timely reporting of net worth changes to SEBI to avoid similar proceedings. The settlement amount of ₹24,37,500 is moderate and reflects the nature of the disclosure/compliance violations involved.

Impact Justification

Entity-specific settlement order with no broad market impact; pertains to a single REIT manager's compliance failure resolved through settlement payment.