To assess an Indian Alternative Investment Fund (AIF), read the scheme’s current Private Placement Memorandum (PPM), your signed contribution or subscription agreement, and every later amendment or side letter together. Build a written record of each fee, the scheme’s tenure, your personal lock-in, and the precise redemption or distribution process. A fund’s category and stated tenure do not, by themselves, tell you when you can exit or how quickly money will be paid.
This guide applies to Indian AIF schemes generally. It is not a suitability recommendation or a review of any particular fund. Confirm the documents and regulatory material in force when you invest or request an exit.
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What you should know before opening the documents
- Category I and Category II AIF schemes are close-ended and must have a minimum three-year tenure. Category III schemes may be open-ended or close-ended.
- For a close-ended scheme, SEBI’s current Master Circular calculates tenure from the date of First Close, not automatically from the date you signed.
- Tenure is the life of the scheme. Your lock-in and exit rights are separate contract terms that must be found in the PPM and your investor documents.
- There is no single fee rate or universal redemption timetable for all AIFs. Amounts, bases, payment dates, hurdles, gates and notice periods are scheme-specific.
- Fees can be attributed to the manager or sponsor and can also be charged to the AIF or an investee company, including charges attributed to associates. Identify who ultimately bears each cost.
SEBI’s Investor Charter tells investors to read the PPM, contribution agreement, sales literature, newsletters and other fund documents and to consider the risks and fees described in them. The AIF Master Circular also says that the contribution or subscription agreement should align with, and not go beyond, the PPM.
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Do not rely on a presentation, a fee summary or a conversation with a distributor as the controlling record. Ask for the version that applied when you committed and the latest version now in force.
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- Current PPM: record its date, version number and the scheme name exactly as registered.
- Signed contribution or subscription agreement: include every schedule, annexure and election form.
- Amendments and consent notices: gather revised PPM pages, addenda, circulars and notices that changed economics, term or strategy.
- Side letters: include any investor-specific fee break, reporting right, transfer permission, excuse right or liquidity arrangement.
- Periodic communications: retain capital-account statements, fee statements, valuation notices, distribution notices and newsletters because they may show how a disclosed term is being applied.
Save each file with its date and keep an index. A document that was current at subscription may not be the document that governs a later redemption request.
Step 1: identify the scheme and its regulatory shape
Confirm the AIF category
Write down whether the scheme is Category I, Category II or Category III. The category affects the basic close-ended or open-ended framework, but it does not replace the scheme’s own exit clauses.
| Category | Regulatory structure described in SEBI materials | What you still must verify |
|---|---|---|
| Category I | Close-ended; minimum scheme tenure of three years | First Close date, extensions, investor lock-in, transfer provisions and any permitted redemption or distribution route |
| Category II | Close-ended; minimum scheme tenure of three years | First Close date, extensions, investor lock-in, transfer provisions and any permitted redemption or distribution route |
| Category III | May be open-ended or close-ended | Whether this specific scheme accepts ongoing subscriptions and redemptions, and the applicable dealing calendar and restrictions |
The three-year figure is a minimum scheme-tenure rule for Category I and II schemes, not a promise that an individual investor can withdraw after three years.
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For a close-ended scheme, find the definition of “First Close” and the notice or certificate establishing its date. Then record the stated end date, any extension mechanism, and the circumstances in which the manager may liquidate, wind up or continue holding assets. Calculate the stated tenure from First Close as required by the Master Circular, rather than from your personal commitment date.
SEBI guidance allows an investor, before First Close, to withdraw or reduce a commitment. That early-stage right should not be treated as a continuing redemption right after the scheme has closed. Check the PPM and your signed agreement for the actual procedure and deadline.
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Step 2: make a complete fee map
Start with a page-by-page inventory. A headline “management fee” rarely captures every amount that affects your net return. Record the recipient, calculation base, accrual period and payment event for every disclosed charge.
| Review column | What to record |
|---|---|
| Fee name | The document’s exact label, such as management, administration, acquisition, monitoring, custody, audit, transaction or performance-related fee |
| Recipient | Manager, sponsor, trustee, administrator, another service provider, the AIF, an investee company or an associate |
| Rate or amount | Percentage, fixed amount, per-investor amount, minimum, maximum or formula; write “not stated” if the document does not provide a figure |
| Calculation base | Committed capital, drawn or invested capital, net asset value, cost, realised proceeds, distributions or another defined base |
| Accrual and payment timing | When the amount starts accruing and when it is invoiced, deducted, settled or netted from a distribution |
| Performance conditions | Any hurdle, preferred return, catch-up, carried-interest formula, crystallisation date or loss-recovery condition |
| Offsets and limits | Caps, step-downs, rebates, transaction-fee offsets or exclusions stated in the PPM or agreement |
| Document reference | Document title, version/date, page and clause number |
Separate manager, fund and investee-company charges
SEBI’s Investor Charter calls for periodic disclosure of fees ascribed to the manager or sponsor and fees charged to the AIF or an investee company. Put these in separate rows. A cost paid by an investee company can still reduce the value of the investment even when it is not deducted from your capital account directly. If an associate receives a fee, record the relationship and the disclosure explaining it.
Distinguish recurring, one-time and conditional amounts
Mark each entry as recurring, one-time or conditional. A fee charged on committed capital can continue during an investment period even if little capital has been drawn; a fee based on net asset value can change as valuations change; and a performance-related amount may arise only after a hurdle or realisation condition is met. Do not compare percentages until you have confirmed that their bases and periods are equivalent.
For an illustrative check, you can write the document’s formula in a spreadsheet such as charge = stated rate × stated base × applicable period. Use only the base, day-count convention, start date and payment rule written in the documents. This is a verification method, not a standard AIF formula.
Step 3: separate tenure, lock-in and liquidity
Tenure is the scheme’s life
Tenure answers how long the scheme is designed to operate. For Category I and II close-ended schemes, the minimum is three years, measured from First Close under SEBI’s Master Circular. The PPM may provide a longer initial term, extension periods or a winding-up process. Record each of those dates and who can approve an extension.
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Lock-in is your restriction on exit
Search the PPM and agreement for “lock-in,” “transfer,” “withdrawal,” “redemption,” “exit,” “default,” “excuse” and “investor transfer.” Record:
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- the date the lock-in begins and ends;
- whether it applies to all units or only a commitment or class;
- whether a transfer to another investor is permitted during the lock-in;
- manager, trustee or committee consent requirements;
- minimum transfer size, eligibility and documentation conditions;
- exit charges, indemnities or costs; and
- what happens if an investor fails to fund a drawdown or breaches the agreement.
A scheme can reach the end of its stated tenure while an investor still faces a distribution process, transfer restriction or unresolved asset realisation. Conversely, an open-ended scheme can accept redemption requests but restrict them through notice periods, gates or suspension clauses.
Redemption and distribution are different events
“Redemption” means the scheme buys back or cancels your interest under the applicable process. A “distribution” is a payment of cash or assets resulting from an investment realisation, winding-up or another distribution event. A close-ended scheme may have no routine redemption facility yet make distributions as assets are realised. An open-ended scheme may offer periodic redemption but delay payment until valuation and settlement steps are complete.
Read the redemption mechanics line by line
For a scheme that offers redemption or another exit route, make a separate checklist:
- Request window: the dates or dealing days on which a request can be submitted.
- Notice period: the number of days or months between a valid request and the valuation or payment date.
- Form and cut-off: the required form, delivery method, time zone and deadline.
- Minimums: minimum redemption amount, remaining balance or frequency limits.
- Gates and pro rata treatment: whether the manager can cap total redemptions and carry the balance forward.
- Suspension powers: events such as market disruption, valuation uncertainty, regulatory action or insufficient liquidity.
- Valuation date and price: the applicable net asset value, valuation policy, adjustment factors and any anti-dilution mechanism.
- Exit charges: redemption fee, early-exit charge, transfer cost or other deduction.
- Settlement timing: the target payment period, conditions precedent and the account to which payment is sent.
- In-kind distributions: whether assets rather than cash may be delivered and how selection, valuation, custody and expenses work.
- Tax and withholding: which deductions may be made before payment and what statements you receive.
The official materials reviewed do not establish one universal redemption timetable for every AIF. Treat any timetable in a presentation as subordinate to the operative clauses in the PPM and agreement.
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Step 4: reconcile the PPM, agreement and amendments
Read the same topic across documents rather than finishing one document before checking another. Create a comparison row for fees, term, lock-in, redemption, valuation, distributions, transfers and amendment rights.
| Topic | PPM says | Signed agreement says | Latest amendment or side letter says | Action |
|---|---|---|---|---|
| Management and other fees | Clause and page | Clause and page | Effective date and consent | Resolve any rate, base or recipient mismatch in writing |
| Scheme tenure | First Close reference and end date | Investor acknowledgement | Extension or revised term | Confirm the date that governs this scheme |
| Investor lock-in | Start, end and exceptions | Investor-specific terms | Any waiver or variation | Obtain written confirmation of your applicable term |
| Redemption or transfer | Windows, notice, gates and valuation | Procedural requirements | Temporary or permanent changes | Ask how a request would be processed today |
| Distributions | Cash or in-kind provisions | Payment instructions | Changed process or costs | Confirm expected steps without treating them as guaranteed dates |
The Master Circular’s alignment requirement means a contribution or subscription agreement should not introduce terms that go beyond the PPM. If you find a contradiction, pause any new commitment or exit instruction until the manager supplies a written explanation and corrected or controlling document.
Understand changes that require investor consent
SEBI’s Investor Charter identifies material PPM changes, including changes to the fund term, investment strategy and increases in fees and charges, as matters for which investor consent is identified. Keep the notice, voting record and effective date with your documents. A general disclosure does not automatically alter your individual contract; check the consent mechanism and the wording of your agreement.
Independent reader supportYour contribution helps us test, update, and keep practical guides available for everyone.How to compare two AIF schemes without hiding the differences
Use the same evidence fields for each scheme, but do not treat different categories or strategies as equivalent investments. A lower stated fee can accompany a broader cost base, a longer holding period or fewer exit options.
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|---|---|
| Total disclosed charges | What is charged to the investor, AIF, investee company and associates, and who receives it? |
| Calculation basis | Is each amount based on commitments, drawn capital, NAV, cost, proceeds or another definition? |
| Payment timing | When does each charge accrue, get invoiced, get deducted or become payable? |
| Structure and tenure | Is the scheme open-ended or close-ended, what is its category, and when does tenure begin and end? |
| Personal lock-in | When can this investor transfer, redeem, withdraw or otherwise exit? |
| Liquidity mechanics | What notice, dealing windows, gates, suspensions, valuation rules and payment timing apply? |
| Amendment and consent | Which changes require notice, consent, a vote or a revised agreement? |
Mark every field as confirmed, unclear or not stated. “Not stated” is more useful than filling a gap with an assumption.
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Keep an auditable one-page summary
After reviewing the documents, prepare a one-page term sheet for your own records. Include:
- scheme name, category, open-ended or close-ended status and First Close date;
- PPM version/date and the date of your signed agreement;
- each fee, recipient, rate or amount, base, timing and document page;
- scheme tenure, extensions and liquidation provisions;
- your lock-in start and end dates and any transfer route;
- redemption request windows, notice, valuation, gates, suspensions, charges and payment process;
- cash-versus-in-kind distribution provisions;
- all amendments, consent notices and unresolved questions; and
- the name and date of every written response from the manager.
When a fee statement or distribution notice arrives, reconcile it to this sheet. Update the sheet when a new PPM, amendment or side letter becomes effective, retaining the older version for an audit trail.
What to do when terms are unclear or inconsistent
- Quote the exact clauses. Send the manager the document name, version, page and wording that conflict.
- Ask a focused question. For example: “Which fee base applies after the investment period?” or “Is my redemption request subject to the gate described in clause X?”
- Request the controlling document. Ask for a signed amendment, corrected page or written interpretation identifying its effective date.
- Check investor consent. For a material fee, term or strategy change, ask how and when consent was obtained.
- Do not rely on an oral assurance. Keep the answer in an email or formal notice attached to your records.
- Escalate specialist issues. A securities lawyer or SEBI-registered investment adviser can review a disputed contract or a complex individual situation.
Complaints and regulatory reference points
The SEBI Investor Charter states that an AIF should have a dispute-resolution procedure and identifies the SEBI SCORES platform for investor complaints. It also gives a 30-day response timeline for investor complaints. Keep your contract, statements, correspondence and the chronology of your complaint before escalating.
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The regulatory reference points for this guide are SEBI’s Investor Charter circular dated December 10, 2021; the First Close circular dated November 17, 2022; the AIF Master Circular issued June 3, 2026 and updated June 16, 2026; and the AIF Regulations listing marked last amended July 14, 2026. Regulatory text and scheme documents can change, so verify the current versions before acting.
The decision rule
You have a reliable answer only when the current PPM, your signed agreement and subsequent amendments tell the same story. A fee is not understood until its recipient, base and payment timing are clear. A lock-in is not understood until its dates and exceptions are clear. A redemption right is not understood until you know the request window, notice, valuation, restrictions, charges and payment mechanics. If any of those fields remains unclear, obtain written clarification before committing more capital or assuming that an exit is available.
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