In-principle approval for preferential issue of units to Sponsor for three proposed acquisitions

Board of the Investment Manager of Cube Highways Trust met on October 08, 2026.

Thu 8 Oct 2026

Board Meeting Date

October 08, 2026

Proposed Acquisitions

Devanahalli Tollway Private Limited, at least 95% of Western MP Infrastructure & Toll Roads Private Limited, Chenani Nashri Tunnelway…

Allottees

Sponsor, Cube Highways and Infrastructure V Pte. Ltd., and Cube Highways and Infrastructure II Pte. Ltd. of the Sponsor Group

What the Board approved

The Board of Cube Highways Fund Advisors Private Limited, acting in its capacity as the Investment Manager to Cube Highways Trust, met on October 08, 2026 and accorded its in-principle approval for the issuance of units of the InvIT on a preferential basis:

• To Cube Highways and Infrastructure V Pte. Ltd., the Sponsor of the InvIT, towards the proposed acquisition of the entire issued, subscribed and paid-up share capital of Devanahalli Tollway Private Limited and at least 95% of the issued, subscribed and paid-up equity share capital, on a fully diluted basis, of Western MP Infrastructure & Toll Roads Private Limited.
• To Cube Highways and Infrastructure II Pte. Ltd., forming part of the Sponsor Group of the InvIT, towards the proposed acquisition of the entire issued, subscribed and paid-up share capital of Chenani Nashri Tunnelway Limited.

What is still pending

The approval is in-principle only, and the update lists the steps still required before the issue can go ahead:

• Approval of the unitholders of the InvIT
• Finalisation of the terms of the preferential issue
• Receipt of all requisite regulatory, statutory and other approvals, permissions, consents and sanctions, as may be applicable

On Baharampore-Farakka Highways Limited

The update refers to the outcome of the Board meeting dated January 30, 2026, where the Board had approved the proposed acquisition of Baharampore-Farakka Highways Limited from Cube Highways and Infrastructure V Pte. Ltd., the Sponsor. It is now clarified that the acquisition of Baharampore-Farakka Highways Limited will be undertaken at a later stage, upon completion of the applicable conditions precedents and fulfilment of other transaction requirements.

How a retail unitholder can read this

• In-principle approval is an early step. It records the Board's intent and allows the proposal to move to the next stage. It is not the same as the units having been issued.
• A preferential issue means units are issued to specific identified investors, here the Sponsor and a Sponsor Group entity, rather than to all unitholders in proportion to their holding.
• The units are being issued towards proposed acquisitions of toll-road businesses. Such acquisitions change what assets sit inside the InvIT.
• The number of units, the terms, and when the issue happens are to be finalised, and the transaction has to go to unitholders for approval.
• The Sponsor already belongs to the Sponsor Group of the InvIT, so the identity of the allottees is already known to unitholders.

Update details

• The disclosure was made under Regulation 23 of the SEBI InvIT Regulations, read with Chapter 7 of the Master Circular for InvITs dated July 11, 2025 on preferential issue and institutional placement of units, and Regulation 51 of the SEBI LODR Regulations.
• The communication is dated October 08, 2026 and is addressed to the listing departments of BSE Limited and the National Stock Exchange of India Limited.

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