AIF Registration (Alternative Investment Funds)
Setting up an Alternative Investment Fund in India? We guide fund managers and sponsors through SEBI registration of Category I, II and III AIFs — from choosing the right structure and drafting the Placement Memorandum to filing Form A and handling post-registration compliance.
What is an Alternative Investment Fund?
An AIF is a privately pooled investment vehicle that collects capital from investors and deploys it into non-traditional asset classes — such as private equity, hedge funds, venture capital, startups, pre- and post-IPO opportunities and real estate. Constituted as a trust, LLP, company or body corporate, an AIF must register with SEBI under the SEBI (Alternative Investment Funds) Regulations, 2012 to operate legally, ensuring transparency and investor protection.
Privately pooled vehicle
Raises capital from HNIs, institutional investors and corporates as a trust, LLP, company or body corporate.
Non-traditional assets
Invests in private equity, venture capital, hedge funds, startups, real estate and pre/post-IPO plays.
Indian & foreign capital
Legally raises capital from domestic and international investors to tap India's growing economy.
SEBI-regulated
Mandatory SEBI registration ensures legal operation, disclosure standards and investor protection.
The three types of AIF
Your category is chosen based on investment strategy, risk profile and fund objectives.
Category I AIF
Invests in start-ups, early-stage ventures, social ventures, SMEs and infrastructure — sectors considered socially or economically desirable.
Category II AIF
Private equity, debt funds and fund of funds. Cannot borrow or use leverage, except short-term borrowing for day-to-day operational needs.
Category III AIF
Complex or leveraged trading strategies aimed at shorter-term returns, investing in listed and unlisted securities — suited to experienced investors.
AIF registration & compliance scope
We manage the complete registration lifecycle so your fund stays SEBI-compliant end to end.
The SEBI AIF registration process
A clear path from fund structuring to your Certificate of Registration.
Structure the fund & identify category
Select the right legal structure — trust, LLP or company — and the suitable AIF category (I, II or III) based on investment goals, investor profile and SEBI requirements.
Draft legal documents & Placement Memorandum
Prepare the Trust Deed or LLP Agreement and a comprehensive Placement Memorandum setting out the fund's objectives, risk factors, tenure and investment strategy for SEBI review.
File SEBI Form A
Submit Form A with all required documents, declarations and application fees to SEBI, checked for accuracy and completeness to avoid unnecessary delays.
SEBI review & query resolution
SEBI reviews the application, usually within 21 working days. Where queries arise, we prepare accurate, timely responses to keep the process on track.
Receive Certificate of Registration
Once satisfied, SEBI issues the Certificate of Registration, formally allowing the fund to launch schemes, raise capital and commence investment operations.
Indicative timeline: 90 to 180 days. SEBI typically responds within 21 working days of application. Actual timelines depend on document readiness and any queries raised.
What you'll typically need
Exact documents depend on your entity type (trust, LLP or company) and category.
Confirms the legal validity of the entity.
Registered under the LLP Act, 2008.
Executed under the Indian Trusts Act, 1882.
Information on all directors of the entity.
Objectives, risks, strategy, fees and tenure.
Valid address for SEBI communication.
Scope, objectives and governance rules.
Evidence of sponsor and manager net worth.
Key benefits of AIF registration
Registration unlocks regulated, high-potential investment opportunities within a transparent legal framework.
Regulatory recognition
Formal SEBI recognition builds credibility and lets you operate legally with clear governance.
Investor trust
Mandatory disclosures and reporting build long-term confidence with HNI and corporate investors.
Tax efficiency
Category I & II AIFs enjoy pass-through status — gains are taxed in investors' hands.
Access HNI capital
Legally raise capital from high-net-worth and approved investors into private equity and VC.
Operational flexibility
Freedom to decide fund structure, strategy and management roles aligned to your goals.
Tap India's growth
Invest into fintech, startups and infrastructure across a fast-growing economy.
Global capital
SEBI approval is a mark of credibility that opens doors to international private capital.
Diverse avenues
Diversify into hedge funds, private debt, real estate and structured products beyond equities.
RBI directions on regulated entities in AIFs
In 2025 the RBI issued draft directions reshaping how banks and NBFCs may invest in AIFs. Key points below.
10% exposure limit
Each regulated entity may invest up to 10% of an AIF scheme's corpus, reducing concentration risk.
15% combined limit
All regulated entities together cannot invest more than 15% in a single AIF scheme.
Below-5% relief
Entities whose investment is under 5% of the corpus are exempt from certain provisioning rules.
Debt-linked provisioning
Higher provisioning applies where an AIF lends to a company already indebted to the investing entity.
Strategic AIFs
AIFs aligned with national goals — ESG, infrastructure or defence — may receive special treatment, subject to approval.
Existing investments
New rules apply to future investments; earlier bank/NBFC investments are protected for a smooth transition.
Regulations evolve frequently. We confirm the current position with you before you act.
Planning to launch an AIF?
Talk to our team for a confidential, no-obligation discussion of your fund — from category selection to your SEBI Certificate of Registration.
Frequently asked questions
What is AIF registration in India?
AIF registration is the process of obtaining SEBI approval to operate as an Alternative Investment Fund — a privately pooled vehicle that gathers capital from investors and invests in alternative assets such as private equity, hedge funds, venture capital, startups and real estate, under the SEBI (Alternative Investment Funds) Regulations, 2012.
How long does the AIF registration process take?
Typically 90 to 180 days, from fund structuring to the Certificate of Registration. SEBI usually responds within 21 working days of the application; actual timelines depend on document readiness and any queries raised.
What is the minimum corpus required?
The minimum corpus is ₹20 crore for Category I, II and III AIFs. Angel Funds under Category I require ₹10 crore, and funds set up by Accredited Investors may have a lower threshold. Individual angel investors need ₹2 crore net worth and corporate angel investors ₹10 crore.
Who regulates AIFs in India?
SEBI, the Securities and Exchange Board of India, regulates AIFs under the SEBI (Alternative Investment Funds) Regulations, 2012, to protect investor interests and maintain an orderly securities market.
What are the three categories of AIF?
Category I invests in start-ups, SMEs, social ventures and infrastructure. Category II covers private equity, debt funds and fund of funds without leverage. Category III uses complex or leveraged strategies, such as hedge funds, for sophisticated investors.
Which entities are not eligible for AIF registration?
Family trusts, ESOP and employee-welfare or gratuity trusts, holding companies, SPVs not set up by fund managers, securitisation trusts under the SARFAESI Act, and any pooled fund already regulated by a regulator other than SEBI are generally not eligible.