SEBI has by way of its Circular dated November 17, 2022, introduced certain guidelines with respect to the declaration of first close, calculation of tenure and change of sponsor/manager or change in control of sponsor/manager as specified below:
i. The first close of a scheme is now required to be declared within 12 months from the date of SEBI communication for taking the private placement memorandum (‘PPM’) of the scheme on record and the corpus of the scheme at the time of such declaring should not be less than ₹20 crores (approx. US$ 2.4 million);
ii. Existing schemes of AIFs: (a) who have not declared their first close should declare the first close not later than 12 months from the date of the Circular; and (b) whose PPMs were taken on record prior to 12 months from the date of the Circular and have not declared their first close, are required to submit updated PPM with SEBI in the specified format, through a SEBI registered merchant banker along with due diligence certificate from the merchant banker and such updated PPM will be circulated to investors before declaration of first close. SEBI has also provided certain directions for first close for large value fund for accredited investors scheme;
iii. If the above requirements are not met within the above timelines, then AIFs are required to file a fresh application with SEBI for launch of such scheme along with requisite fees;
iv. SEBI has also, inter alia, directed that the tenure of close-ended schemes of AIF will be calculated from the date of declaration of the first close. Existing schemes of AIFs which have already declared their first close may continue to calculate tenure from the date of the final close; and
v. SEBI has also provided certain directions with respect to change of sponsor/manager or change in control of sponsor/manager of AIFs, registration fees to be paid in such cases, validity of SEBI approval, etc.