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Information to be filed by schemes of AIFs availing dissolution period/additional liquidation period and conditions for in-specie distribution of assets of AIFs

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....ment) Regulations 2024, notified on April 25, 2024, flexibility has been provided to schemes of AIFs to opt for dissolution period to deal with their unliquidated investments that are not sold due to lack of liquidity. 2. Subsequently, SEBI circular no. SEBI/HO/AFD/PoD1/CIR/2024/026 dated April 26, 2024, inter-alia, specified the modalities for schemes of AIFs entering into dissolution period. 3. In terms of Regulation 29B(2) of SEBI (Alternative Investment Funds) Regulations, 2012 ('AIF Regulations'), scheme of an AIF entering into dissolution period shall file an information memorandum with SEBI through a merchant banker in the manner as may be specified by SEBI. 4. In this regard, the following is specified - 4.1. The informa....

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....distribution of investments of AIFs - 7. In terms of Regulation 29(9) of AIF Regulations, para 23.2 of SEBI Master circular no. SEBI/HO/AFD-1/AFD-1-PoD/P/CIR/2024/39 dated May 07, 2024 for AIFs and para 3 of SEBI circular no. SEBI/HO/AFD/PoD1/CIR/2024/026 dated April 26, 2024 specify conditions and modalities for carrying out in specie distribution of unliquidated investments of a scheme of an AIF during liquidation period and for carrying out mandatory in specie distribution of unliquidated investments, respectively. 8. Further, with respect to carrying out in specie distribution of investments of a scheme of an AIF in terms of Regulation 29(8) of AIF Regulations, it is clarified that such in specie distribution (other than the afore....

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....ing the dissolution period Sr. No Particulars Information 1. Name of the AIF    2. Category of the AIF   3. Registration no. of the AIF   4. Name  of  the  Trustee/Board  of Directors/ Designated Partners of the AIF (as per the legal structure of the AIF)    5. Name of the Sponsor   6. Name of the Manager   7. Name of the scheme of AIF availing the dissolution period   8. PAN No. of Scheme (if available)   9. Date  of  initial  closing  of  the  Scheme  (in dd/mm/yyyy)   ....

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.... to be submitted along with Information Memorandum to SEBI for availing dissolution period  To,  SECURITIES AND EXCHANGE BOARD OF INDIA  Dear Sir / Madam,  Sub.: Filing of information memorandum for availing dissolution period for (name of scheme), scheme of (name of AIF)  On the basis of examination of information memorandum for availing dissolution period, private placement memorandum (PPM) of the scheme, supporting documents submitted by AIF and discussions held with AIF, its manager, sponsor, trustee, etc., we hereby confirm that:  1. We have independently exercised due-diligence regarding compliance of the AIF/aforesaid scheme of AIF with Regulation 29 of SEBI (Alternative Investment Fund....

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....ent for opting of dissolution period by the scheme of AIF -  i. Proposed tenure of the Dissolution Period,  ii. Details of unliquidated investments,  iii. An indicative range of bid value arranged for a minimum of 25% of the value of its unliquidated investments,  (representing consolidated value of all unliquidated investments of the scheme's investment portfolio) iv. Valuation of the unliquidated investments carried out by two independent valuers.      2. Whether investors of the scheme have been informed  regarding  the  following  before seeking consent for dissolution period - i. After obtaining approval of at ....

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....nimum of 25% of value of unliquidated investments of the scheme?     7. Whether dissenting investors were offered option to exit the scheme out of the bid arranged?     8. Whether unsubscribed portion of the bid, if any, after offering exit to dissenting investors, has been used to provide pro-rata exit to non-dissenting investors, in case they opted for exit?     9. Whether the bidder or its related party, who are also investors of the scheme, have been provided exit out of the bid from the bidder?      10. In case the scheme availed additional liquidation period in terms of Regulation 29(9A) of AIF regulations, whether the scheme....