Category III AIF managers - eligibility, registration and compliance obligations
What this domain tests
Registration mechanics - what SEBI registers, who may act as manager, and the continuing obligations that fall on a leveraged fund.
Eligibility and registration
- The AIF is registered with SEBI, one registration per fund; individual schemes are launched under it.
- The manager must be a company or LLP, be a fit and proper person, and have key personnel with relevant securities-market experience. A Category III manager additionally needs demonstrable risk-management capability, because schemes may take leverage.
- Application in the prescribed form with fee; refusal on fit-and-proper or disclosure grounds is appealable to the Securities Appellate Tribunal.
- Custodian: a Category III AIF must appoint a SEBI-registered custodian for safekeeping of securities - a frequent one-mark question.
- PPM goes to SEBI at least 30 days before launch; material changes must be intimated to investors, who get an exit option.
Ongoing compliance
- Periodic reporting to SEBI, annual audit of accounts, compliance certificates.
- Code of conduct: fiduciary duty, fair treatment of investors, disclosure of conflicts, no assured returns.
- Change in control of the manager or sponsor requires SEBI approval; surrender or cancellation follows the prescribed process.
- Past-performance disclosure is generally permitted for Category III schemes subject to SEBI's conditions - it is not a licence to advertise projected returns.
Worked example
A manager plans to launch on 1 June, so the PPM must reach SEBI by 2 May. On 20 May the performance-fee hurdle changes from 8% to 12%. That is material: SEBI and affected investors must be informed and exit options offered. Launching on the original date without that step is a compliance breach, not a paperwork delay.
Traps
Describing the manager as "registered as a Category III AIF"; missing the custodian requirement; treating PPM changes as internal matters; assuming registration, once granted, needs periodic renewal.