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TMI BlogModalities for migration of Venture Capital Funds registered under erstwhile SEBI (Venture Capital Funds) Regulations, 1996 to SEBI (Alternative Investment Funds) Regulations, 2012X X X X Extracts X X X X X X X X Extracts X X X X ..... t link. 2. In terms of Regulation 19V(1) of AIF Regulations, "Migrated Venture Capital Fund" means a fund that was previously registered as a Venture Capital Fund under the VCF Regulations and subsequently registered under AIF Regulations as a sub-category of Venture Capital Fund under Category I - Alternative Investment Fund, in accordance with the provisions of Chapter III - D of AIF Regulations. 3. In terms of Regulation 19X(1) of AIF Regulations, an application for seeking registration as a Migrated Venture Capital Fund shall be made to SEBI in the manner specified by SEBI. In this regard, while applying to SEBI for migration to AIF Regulations as "Migrated VCFs", VCFs shall submit the following: 3.1. Original certificate of registration issued under VCF Regulations. 3.2. Requisite information as per the format specified in Annexure I. 4. While opting for migration to AIF Regulations, VCFs having only schemes whose liquidation period (in terms of Regulation 24(2) of VCF Regulations) has not expired, shall be subject to the following conditions - 4.1. The facility of migration to AIF Regulations shall be available till July 19, 2025. 4.2. The tenure of scheme(s) of the Mi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... . Scheme(s) of VCFs, whose liquidation period (in terms of Regulation 24(2) of VCF Regulations) has not expired, shall be subject to enhanced regulatory reporting as may be prescribed by SEBI in line with the regulatory reporting applicable to AIFs under AIF Regulations. 8.2. VCFs having at least one scheme whose liquidation period (in terms of Regulation 24(2) of VCF Regulations) has expired shall be subject to appropriate regulatory action for continuing beyond the expiry of their original liquidation period. 9. The flexibility to opt for migration to AIF Regulations shall not be available to VCFs wherein - 9.1. All the schemes of the VCF have been wound up; and/or, 9.2. No investment has been made by schemes of the VCF which have not been wound up. Such VCFs shall submit an application to SEBI for surrender of their registration on or before March 31, 2025, failing which appropriate action shall be initiated to cancel the certification of registration. 10. The manager, trustee and key management personnel of the VCF/Migrated VCF and manager shall be responsible for compliance with the provisions of this circular. 11. The trustee/ sponsor, as the case may be, shall ensure ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e Bank of India or any other regulatory authority in any capacity along with the details of its registration. Details of trustee/trustee company 12. Whether the trustee is an individual or a trustee company 13. Name of the Trustee 14. PAN of Trustee 15. Address of the registered office 16. Contact person of Trustee Name: Direct Line Number: Mobile No.: Email ID: 17. Name, Identity and Address proof of Directors of the Trustee Company 18. Whether the Trustee Company is registered with Board, or any other regulatory authority in any capacity along with the details of its registration Details of sponsor(s) 19. Name of Sponsor 20. PAN of Sponsor 21. Address of the Registered Office Address: Tel No.: Mobile No. : Email ID: 22. Address for Correspondence Address: Tel No.: Mobile No. : Email ID: 23. Address of Principal Place of Business Address: Tel No.: Mobile No. : Email ID: 24. Legal Structure and date of incorporation/ establishment of Sponsor 25. Contact person of Sponsor Name: Mobile Number: Email ID: 26. Name, Identity proof and address proof of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e a declaration to that effect) 14. Whether the scheme had a firm commitment from the investors for contribution of an amount not below rupees five crores before the start of operations under VCF Regulations (enclose a declaration to that effect) Table 3 - Details of Regulatory Action S. No. Particulars Information as submitted by the applicant 1. Whether there are any pending investor complaints with respect to non-receipt of funds/securities, against the VCF/any of the scheme of VCF whose liquidation period has expired, at the time of filing this information. (Enclose a declaration to that effect) 2. Whether the applicant or Sponsor or its directors/ partners or Manager or its Directors/ Partners or Trustees/ Trustee Company or its directors are/ were involved in any litigation connected with the securities market and any order has/ had been passed against them for violation of securities laws. (If yes, provide details. If no, enclose a declaration to that effect) 3. Whether the applicant/ Sponsor/ Trustee/ Manager or its directors or Partners or employees are / have been involved in any litigation connected with the securities market which ma ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... line with Regulation 19AC of AIF Regulations) * Modalities for filing of PPM through a Merchant Banker * Timeline for declaration of First Close of schemes of AIFs * Audit of terms of PPM * Changes in PPM Chapter 3 Registration related clarifications Not applicable - * In-principle approval * Change in category of AIF Chapter 4 Investment in AIFs Applicable - * Para 4.1 and 4.2 of Master Circular for AIFs pertaining to conditions for onboarding investors in AIF (FATF / IOSCO MMoU compliance) * Para 4.3 of Master Circular for AIFs Not applicable - * Para 4.4 of Master Circular for AIFs * Para 4.5 of Master Circular for AIFs pertaining to contribution from Joint investors * Para 4.6 of Master Circular for AIFs pertaining to units to manager for profit sharing * Para 4.7 of Master Circular for AIFs pertaining to open ended schemes of Category III AIFs Chapter 5 Operational and prudential norms for Category III AIFs Not applicable Chapter 6 Norms for Special Situation Funds (SSF) Not applicable Chapter 7 Guidelines for overseas investments by AIFs and related reporting Applicable Chapter 8 Investment in units of AI ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on of investment portfolio of Alternative Investment Funds Applicable - * Manner of valuation of AIF's investments (Para 22.1 of Master Circular for AIFs) * Responsibility of manager of AIF with regard to valuation of investments of AIF (Para 22.2 of Master Circular for AIFs) * Reporting of valuation of investments of AIF to performance benchmarking agencies (Para 22.4 of Master Circular for AIFs) Not applicable - * Eligibility criteria for Independent Valuer (Para 22.3 of Master Circular for AIFs) Chapter 23 Modalities for launching Liquidation Scheme and for distributing the investments of Alternative Investment Funds (AIFs) in-specie Framework of Dissolution Period and norms for distributing the investments of Alternative Investment Funds (AIFs) in-specie applicable Chapter 24 Guidelines with respect to excusing or excluding an investor from an investment of AIF Applicable Chapter 25 Direct plan for schemes of Alternative Investment Funds (AIFs) and trail model for distribution commission in AIFs Not applicable B. Applicability of circulars issued under AIF Regulations in FY24-25 to Migrated VCFs: Date of circular Title Applicabil ..... X X X X Extracts X X X X X X X X Extracts X X X X
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