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FAQs on Alternative Investment Fund license
What is Alternative Investment Fund registration?
Alternative Investment Fund registration is the process of getting SEBI approval to allow AIF investments in India. AIF is a type of investment fund that is created by pooling funds from investors, which are then invested under different investment categories outlined by the Securities and Exchange Board of India (SEBI).
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AIF is legally permitted to invest in various asset classes except stocks, bonds and cash. AIFs offer various benefits to investors, and if you are considering AIF registration, our consultants at can assist you with a seamless process.
Who regulates the Alternative Investment Fund license in India?
What is not considered an Alternative Investment Fund (AIF)?
Who is eligible to be a fund manager in an AIF?
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Who is responsible for approving the Alternative Investment Fund license in India?
How long does it take to complete the process for SEBI AIF registration?
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How many categories are there under Alternative Investment Fund registration?
Why is Form A required for SEBI AIF registration?
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Alternative Investment Fund (AIF) is a privately pooled Indian investment vehicle that collects funds from Indian and foreign investors for investing per a defined policy. Its mandatory <strong>registration</strong> is governed by SEBI regulations to ensure regulatory oversight, transparency, and investor protection.
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AIF will be Set up as a TrustCompany</strong>, or Limited Liability Partnership (LLP) with the appropriate charter documents (Trust Deed, MoA/AoA, or LLP Agreement) duly registered and containing clauses pertaining to AIF activities
Can choose one of the 3 categories based on its investment strategy, as this determines regulatory requirements and fees:
Category I AIF: Funds investing in sectors that the government considers socially or economically desirable (e.g., Venture Capital Funds, Infrastructure Funds, Angel Funds, SME Funds).
Category II AIF: Funds that do not fall under Category I or III and do not undertake leverage other than to meet day-to-day operational needs (e.g., Private Equity Funds, Debt Funds)
<strong>Category III AIF:</strong> Funds that employ diverse or complex trading strategies and may use leverage (e.g., Hedge Funds)</li>
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Prohibited from conducting any business activities other than those specifically permitted by its license and the regulations
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Regulation 3, 4, 5, 6, 7, 8 of SEBI (Alternative Investment Funds) Regulations, 2012
Para 1 of Master Circular for Alternative Investment Funds (AIFs)
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Charter documents:
Permits to carry on the activity of an AIF
Explicitly prohibit inviting or soliciting the public to subscribe to its securities.
Applicant, Sponsor, and Manager must <strong>meet the ‘fit and proper’ criteria
Manager’s key investment team must have:
At least one personnel with the required professional qualification and/or certification
At least one key personnel with professional qualification in finance, accountancy, business management, commerce, economics, capital market or banking
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Manager/Sponsor must have the necessary infrastructure and manpower.
Entities Not Considered AIFs
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Family Trusts <br> (for relatives)
ESOP Trusts (for employee stock benefits
Holding <br> Companies
Non-Fund-Manager SPVs (like securitization trusts regulated elsewhere)
step soft-blush">RBI-Regulated Securitization/Reconstruction Funds
Any Pool of Funds directly regulated by another Indian regulator
Procedure
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The application must be made using <strong>Form A (Application for Grant of Certificate of Registration) of the First Schedule, to SEBI, along with the supporting documents, at the weblink, and the prescribed non-refundable fee
The <strong>amount of the fee is specified in Form A (Amount to be Paid as Fees) of the Second Schedule which must be paid using the method specified in Part B of the Second Schedule.
User Manual for Registration is available at
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SEBI can demand any extra information or detailed explanation about the Sponsor, the Manager, or how the fund operates at any time—both during the application phase and after the AIF has been registered
If SEBI asks for it, the applicant, Sponsor, or Manager must attend an in-person meeting or hearing with the Board
SEBI can reject the application if it finds grounds to do so. However, the applicant will be given a <strong>fair chance to be heard before the rejection is finalized
The rejection decision must be communicated to the applicant within 30 days
A rejected applicant <strong>must immediately stop all activities as an AIF
Rejection <strong>does not cancel the applicant existing liabilities toward its investors.
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Category-Specific Approval: SEBI will grant a certificate under a specific Category (I, II, or III) only if it satisfied that the applicant meets all the rules outlined in the AIF regulations.
Final Registration Once the applicant pays the required registration fee (as detailed in the Second Schedule), SEBI will officially grant the Certificate of Registration in Form B , which shall be valid until AIF is wound up.
Note:- Conditional Registration: SEBI has the power to impose specific conditions when granting the registration if it deems them necessary.
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In-Principle Approval:
SEBI can give in-principle approval even if the applicant has not yet met requirements related to having the necessary Trust Deed/Partnership Deed
Applicant must comply with the missing organizational requirements within six months of getting the in-principle approval
Once the compliance is confirmed, SEBI then proceeds to grant the final registration certificate.
Investor Commitments: An AIF with in-principle approval can accept commitments (promises of investment) from investors, but it cannot accept or draw down any actual money until the final Certificate of Registration (Form B) is issued.
Immediately inform SEBI in writing if any information it previously submitted is later found to be false, misleading, or if there is any major, material change to the facts previously reported.
Once registered under a specific Category (I, II, or III), the AIF <strong>cannot change its category afterward unless it obtains prior approval from the SEBI Board.
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