The Securities and Exchange Board of India has issued a circular introducing a fast-track mechanism for processing Private Placement Memorandums for Angel Funds and other alternative investment fund schemes that are not large value funds for accredited investors. Under the new approach, an alternative investment fund may launch a new scheme and circulate its Private Placement Memorandum to investors 30 days after filing with SEBI unless otherwise advised. For an alternative investment fund's first scheme, launch can begin only from the later of the date of SEBI registration or 30 days after filing. Any comments issued by SEBI during that 30-day period must be complied with before launch or circulation. The circular also requires the first close of a scheme to be declared within 12 months from the date the fund becomes eligible to launch, modifying the relevant part of the May 2024 Master Circular for alternative investment funds. For these non-large value fund schemes, filings must be made on the SEBI intermediary portal together with the merchant banker due diligence certificate, fit and proper declarations for the fund, sponsor and manager, declarations on minimum continuing interest commitment, and specified PAN copies. A prescribed disclaimer must be included in the Private Placement Memorandum stating that SEBI has not approved the document and that the manager and merchant banker are responsible for the truth, fairness, adequacy and completeness of disclosures. SEBI said irregularities or lapses in the Private Placement Memorandum may lead to action. The changes take effect immediately and also apply to Private Placement Memorandums for non-large value fund schemes already pending with SEBI. All other provisions of the May 2024 Master Circular remain unchanged.
Securities & Exchange Board of India 2026-04-30
Securities and Exchange Board of India introduces fast-track placement memorandum processing for Angel Funds and other alternative investment fund schemes excluding large value funds
The Securities and Exchange Board of India has introduced a fast-track mechanism for processing Private Placement Memorandums for Angel Funds and other alternative investment fund schemes that are not large value funds for accredited investors, allowing scheme launch and circulation 30 days after filing unless otherwise advised. The circular also requires first close within 12 months of eligibility, mandates electronic filings with specified due diligence and fit and proper documentation, and prescribes a disclaimer clarifying that SEBI has not approved the memorandum and that the manager and merchant banker are responsible for disclosures.