NISM Series XIX-A study materials
NISM Series XIX-A study resources

NISM Series XIX-A key terms

NISM Series XIX-A · Get comfortable with the vocabulary.

Alternative Investment Fund (AIF)

A privately pooled investment vehicle incorporated or established in India that collects funds from investors to invest under a defined strategy, registered with SEBI and governed by the AIF Regulations, 2012.

Related: Category I AIF, Category II AIF, SEBI AIF Regulations, 2012
SEBI AIF Regulations, 2012

The regulatory framework issued by SEBI that defines AIF categories, registration requirements, investment conditions, governance norms, and compliance obligations applicable to funds, managers, and distributors.

Related: Alternative Investment Fund (AIF), Category I AIF, Category II AIF
Category I AIF

AIFs that invest in start-ups, early-stage ventures, SMEs, infrastructure, or other sectors the government or regulator considers socially or economically desirable, with specified investment conditions and concessions.

Related: Venture Capital Fund, Angel Fund, Infrastructure Fund
Category II AIF

AIFs that do not fall under Category I or III and do not use leverage other than for operational needs; typically include private equity funds and debt funds investing in unlisted securities.

Related: Private Equity Fund, Debt Fund (AIF), Category I AIF
Venture Capital Fund (VCF)

A Category I AIF that primarily invests in unlisted securities of start-ups, early-stage companies, or ventures with high growth potential, subject to SEBI-prescribed investment conditions.

Related: Category I AIF, Angel Fund, Start-up
Angel Fund

A sub-category of Venture Capital Fund registered under Category I that pools capital from angel investors to fund start-ups and early-stage ventures, subject to specified investment limits and conditions.

Related: Venture Capital Fund (VCF), Category I AIF, Start-up
Infrastructure Fund

A Category I AIF that invests primarily in infrastructure projects or infrastructure-related companies, often under government-specified conditions and with long lock-in periods.

Related: Category I AIF, Social Impact Fund, SME Fund
SME Fund

A Category I AIF that invests in small and medium enterprises as defined under applicable law, aiming to provide growth capital while meeting SEBI's sectoral investment conditions.

Related: Category I AIF, Venture Capital Fund (VCF), Infrastructure Fund
Social Impact Fund

A Category I AIF that invests in ventures, entities, or projects generating measurable social or environmental benefits alongside financial returns, often with government or multilateral participation.

Related: Category I AIF, Infrastructure Fund, Impact Investing
Private Equity Fund

A Category II AIF that invests in unlisted equity or equity-linked securities of companies, typically with a medium-to-long horizon and active involvement in management or governance.

Related: Category II AIF, Debt Fund (AIF), Drawdown Fund
Debt Fund (AIF)

A Category II AIF that primarily invests in debt and debt-linked instruments of unlisted companies, subject to SEBI conditions on leverage, concentration, and eligible instruments.

Related: Category II AIF, Private Equity Fund, Leverage
Fund Manager (AIF)

The entity responsible for managing an AIF's investments, operations, and compliance, including making investment decisions and ensuring adherence to the fund's stated strategy and SEBI regulations.

Related: Sponsor, Investment Committee, SEBI AIF Regulations, 2012
Sponsor

The person or entity that establishes an AIF, provides seed capital, and may have a continuing role in governance or economic participation, subject to SEBI-prescribed conditions.

Related: Fund Manager (AIF), Seed Capital, Investment Committee
Investment Committee

A governance body within an AIF's management structure that reviews and approves investment decisions, monitors portfolio performance, and ensures alignment with the fund's investment policy.

Related: Fund Manager (AIF), Sponsor, Investment Policy
Investment Policy

A written document describing an AIF's investment strategy, target sectors, asset allocation, risk limits, and valuation approach, which must be consistent with its registration category.

Related: Investment Committee, Private Placement Memorandum (PPM), Category II AIF
Private Placement Memorandum (PPM)

The disclosure document used to raise capital from investors in an AIF, setting out strategy, risks, fees, governance, conflicts of interest, and other material terms of the offering.

Related: Investment Policy, Accredited Investor, Drawdown Fund
Accredited Investor

An investor meeting SEBI-prescribed eligibility criteria, including minimum ticket size and net-worth or income thresholds, permitted to invest in AIFs and other privately placed securities.

Related: Private Placement Memorandum (PPM), Minimum Ticket Size, Qualified Institutional Buyer
Minimum Ticket Size

The smallest investment amount an eligible investor may commit to an AIF, currently set at INR one crore under SEBI norms, with a lower threshold for certain accredited categories.

Related: Accredited Investor, Commitment, Unit
Commitment

The total amount an investor agrees to contribute to an AIF over its life, which is drawn down in tranches rather than paid upfront in a drawdown-style fund.

Related: Drawdown Fund, Capital Call, Minimum Ticket Size
Drawdown Fund

An AIF structure in which investors commit capital upfront and the manager calls it in tranches as investments are identified, typically used by private equity and venture funds.

Related: Commitment, Capital Call, Private Equity Fund
Capital Call

A formal notice from an AIF's manager requiring investors to fund a portion of their committed capital, usually within a specified period and for a stated investment or expense.

Related: Commitment, Drawdown Fund, Defaulting Investor
Defaulting Investor

An investor who fails to meet a capital call or other contribution obligation, triggering remedies such as forfeiture of commitment, dilution, or loss of rights under the fund documents.

Related: Capital Call, Commitment, Side Letter
Side Letter

A supplemental agreement between an AIF manager and a specific investor granting customized rights such as fee discounts, reporting, or co-investment access, subject to SEBI conditions.

Related: Defaulting Investor, Co-Investment, Most Favoured Nation Clause
Most Favoured Nation Clause

A provision ensuring that an investor receives terms at least as favourable as those granted to other investors in the same fund, often implemented through side letters.

Related: Side Letter, Co-Investment, Private Placement Memorandum (PPM)
Co-Investment

An arrangement where an AIF investor invests directly alongside the fund in a portfolio company, typically on terms set out in the fund documents or side letters.

Related: Side Letter, Most Favoured Nation Clause, Portfolio Company
Portfolio Company

An entity in which an AIF has invested, forming part of the fund's portfolio and subject to monitoring, valuation, and eventual exit by the fund manager.

Related: Co-Investment, Exit, Valuation
Exit

The process by which an AIF realises its investment in a portfolio company, such as through an IPO, secondary sale, strategic sale, or buyback.

Related: Portfolio Company, Valuation, Lock-in Period
Valuation

The process of determining the fair value of an AIF's portfolio investments, required periodically under SEBI norms and typically carried out by an independent valuer.

Related: Portfolio Company, Exit, Net Asset Value (NAV)
Net Asset Value (NAV)

The value of an AIF's assets minus its liabilities, divided by the number of units, used for reporting, subscription, and redemption calculations where applicable.

Related: Valuation, Unit, Performance Fee
Unit

A standard measure of an investor's interest in an AIF, representing a proportionate share of the fund's assets and entitlements to distributions and returns.

Related: Net Asset Value (NAV), Minimum Ticket Size, Distribution Waterfall
Management Fee

A periodic fee charged by an AIF manager, usually calculated as a percentage of committed or invested capital, to cover operating and management costs.

Related: Performance Fee, Hurdle Rate, Distribution Waterfall
Performance Fee

A fee paid to an AIF manager based on realised or accrued profits, typically calculated as a share of returns above a hurdle rate and subject to clawback provisions.

Related: Hurdle Rate, Distribution Waterfall, Clawback
Hurdle Rate

The minimum return an AIF must achieve before the manager becomes entitled to a performance fee, often expressed as a preferred return to investors.

Related: Performance Fee, Distribution Waterfall, Clawback
Distribution Waterfall

The contractual order in which an AIF's cash flows are distributed among investors and the manager, covering return of capital, preferred returns, and performance fees.

Related: Hurdle Rate, Performance Fee, Clawback
Clawback

A provision requiring an AIF manager to return previously received performance fees if later results show the manager was overcompensated relative to the agreed profit-sharing arrangement.

Related: Performance Fee, Hurdle Rate, Distribution Waterfall
Leverage

The use of borrowed funds or derivative exposure to increase an AIF's investment capacity, restricted for Category I and II funds except for operational requirements.

Related: Category II AIF, Debt Fund (AIF), SEBI AIF Regulations, 2012
Lock-in Period

A minimum period during which investors in an AIF cannot redeem or transfer their units, helping the fund maintain stable capital for its investment strategy.

Related: Exit, Unit, Redemption
Redemption

The process by which an investor's units in an AIF are repurchased or cancelled, subject to the fund's terms, lock-in conditions, and SEBI-prescribed restrictions.

Related: Lock-in Period, Unit, Net Asset Value (NAV)
Qualified Institutional Buyer

An institutional investor category recognised under Indian securities law, eligible to participate in specified offerings and subject to distinct investment and disclosure requirements.

Related: Accredited Investor, Private Placement Memorandum (PPM), Minimum Ticket Size
Impact Investing

An investment approach seeking measurable positive social or environmental outcomes alongside financial returns, often aligned with Social Impact Funds under Category I.

Related: Social Impact Fund, Category I AIF, Venture Capital Fund (VCF)
Start-up

An early-stage entity meeting government-defined criteria such as age, turnover, and innovative business model, eligible for investment by Venture Capital Funds and Angel Funds.

Related: Venture Capital Fund (VCF), Angel Fund, SME Fund
Seed Capital

Initial capital contributed by a sponsor or founding investors to establish an AIF and cover setup costs before external investors commit funds.

Related: Sponsor, Commitment, Fund Manager (AIF)