The Competition Commission of India has approved the acquisition of 100 per cent equity shareholding of KNR special purpose vehicles (SPVs) by Indus Infra Trust (Acquirer Trust) from KNR Constructions Limited (KNR). The approval authorises the transfer of complete ownership of the identified SPVs to Indus, which will hold the equity through the Acquirer Trust. The seller is KNR Constructions Limited, which established the SPVs for specific infrastructure projects.

The SPVs concerned are KNR Palani Infra Private Limited, KNR Ramanattukara Infra Private Limited, KNR Guruvayur Infra Private Limited and KNR Ramagiri Infra Private Limited. Indus will act through its investment manager, GR Highways Investment Manager Private Limited (GRHIMPL), hereafter referred to as the Investment Manager. The transaction involves the acquisition of 100 per cent equity in each of these four SPVs from KNR.

The Acquirer Trust is an irrevocable trust settled under the Indian Trusts Act, 1882, and is registered as an infrastructure investment trust (InvIT) with the Securities and Exchange Board of India (SEBI). The InvIT will be governed by the SEBI (Infrastructure Investment Trusts) Regulations, 2014, as amended, and will be subject to all applicable guidelines, circulars, notifications and directions issued by SEBI. The Investment Manager will be responsible for managing the assets and overseeing compliance with the InvIT regulations on behalf of the Acquirer Trust.

The KNR SPVs were incorporated by KNR to execute projects awarded by the National Highway Authority of India (NHAI) under the Hybrid Annuity Model (HAM), under which the concessionaires undertake development, building, operation and maintenance of road infrastructure. KNR is a multi-domain infrastructure project development company providing engineering, procurement and construction (EPC) and operations and management (O&M) services across roads and highways, irrigation and urban water infrastructure management. The Commission has stated that a detailed order will follow.