How to Register an AIF in India: Step-by-Step SEBI Approval Guide (2025)
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Thinking of Launching an AIF in India? Start Here.
Suppose you want to register an AIF under SEBI. In that case, whether it’s a Category I Angel Fund, a VC-focused Category I fund, or another Cat I vehicle, this guide gives you the real operator playbook, not the usual copy–paste legal jargon.
This is exactly how SEBI thinks, and this is exactly what slows down (or accelerates) your approval.
What Exactly Is the AIF Registration Process?
SEBI follows a structured 4–8 week approval flow. If your documentation is tight and your strategy is clear, the process is straightforward. If not, prepare for back-and-forth.
The registration involves:
Creating the fund structure
Drafting the PPM + agreements
Appointing mandatory service providers
Filing the online SEBI application
Responding to clarifications
Receiving the registration certificate
Consider this your roadmap.
Quick Summary: Requirements & Documentation
A crisp upfront checklist, Google loves these.
Minimum Requirements
Sponsor commitment: 2.5% of corpus or INR 50 lakh (whichever is lower)
Minimum fund size: INR 5 crore
Trustee/Board oversight
Defined investment strategy & risk framework
Fit & Proper criteria for all key individuals
Fund Manager with relevant experience
Documents Needed
PPM (Private Placement Memorandum)
Trust Deed / LLP Agreement / Company MoA
Investment Manager Agreement
Due diligence docs for key personnel
Net-worth certificates (where applicable)
Compliance declarations
SEBI application form + fees
Step-by-Step AIF Registration Process
Step 1 — Choose Your AIF Structure
You can form an AIF through:
Trust (most common)
LLP
Company
Why most funds use Trust: flexibility, faster approvals, easier governance.
Step 2 — Select Your AIF Category
Category I → Angel Funds, VC Funds, SME Funds Category II → PE, Debt, Credit Funds Category III → Hedge-style funds with leverage
This page focuses on Category I & Angel Funds, since that's the highest search volume segment.
Step 3 — Draft the PPM (Private Placement Memorandum)
This is the heart of the application.
A strong PPM includes:
Strategy and sector focus
Team background & experience
Investment process
Fee structure
Governance & IC structure
Risk factors
Valuation & exit policies
Compliance + reporting framework
90% delays come from weak PPM drafting.
Step 4 — Appoint Mandatory Service Providers
SEBI expects professional oversight.
You’ll need:
Fund Manager
Trustee (for Trust structure)
Custodian (if corpus crosses the threshold)
Auditor
Valuer
Compliance Officer
Each must meet SEBI’s eligibility norms.
Step 5 — File the SEBI Online Application
Upload all documents, pay the fee, and initiate the approval workflow.
Step 6 — Respond to SEBI Queries
Expect queries. SEBI is predictable.
Common questions:
Strategy clarity
Team experience & roles
Fee structure justification
Conflict of interest policies
Sponsor net-worth support
Smooth, precise responses = faster approval.
Step 7 — Receive Your AIF Registration Certificate
Once SEBI is satisfied, it issues the Certificate of Registration, and you officially become an AIF under SEBI Regulations.
Typical Timeline Snapshot
Document preparation: 2–3 weeks
SEBI process: 4–8 weeks
Total: 6–12 weeks
Category I Angel Fund:
Special Requirements
If you're registering a Category I Angel Fund, here’s what SEBI cares most about:
Minimum investment per investor: INR 25 lakh
Investors must meet eligibility criteria
Strategy must focus on early-stage startups
Zero leverage
Clear governance + IC structure
Crisp risk framework
Angel Funds move fast, but only if documentation is airtight.
Cost of Registering an AIF in India
Actual numbers people search for.
Legal Drafting: INR 2–6 lakh
Trustee Setup: INR 1–3 lakh
SEBI Application Fee: INR 1–2 lakh
Custodian (if needed): variable
Compliance + Valuation (ongoing)
This is the real-world cost stack.
The Most Common Mistakes
That Delay Approval
And why most lawyers slow founders down.
Generic strategy, unclear thesis
Weak team experience description
No conflict-of-interest framework
Missing compliance processes
Trustee not fully independent
Vague risk and governance sections
If you avoid these, SEBI moves faster.
AIF Registration FAQs
How long does AIF registration take?
Usually 6–12 weeks, depending on documentation quality.
Can NRIs invest in AIFs?
Yes, under FEMA guidelines.
What is the minimum corpus?
INR 5 crore.
Can first-time fund managers apply?
Yes, if experience is clearly articulated.
What’s the minimum sponsor commitment?
2.5% of the corpus or INR 50 lakh.
Do LLPs qualify to register AIFs?
Yes, all three structures- Trust, LLP, and company are eligible.
Ready to Launch Your AIF or Angel Fund?
We built and operated India’s largest Category I Angel Fund.If you’re thinking of launching one, start with the people who’ve actually done it—at scale.
Register an AIF in India



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