Launching an AIF scheme after the July 2026 amendment: filing, fees and first close

The SEBI (Alternative Investment Funds) (Second Amendment) Regulations, 2026, notified in July 2026, changed how an AIF launches a scheme. If your launch checklist was written before then, it needs updating. This guide walks through the current steps.

Step 1: prepare the placement memorandum

Every scheme is launched through a placement memorandum, which tells investors about the scheme. Under Reg 12(1), the placement memorandum is filed with SEBI along with the scheme fee.

Step 2: the first scheme is free

Since the July 2026 amendment, no scheme fee is payable on the launch of an AIF's first scheme (proviso to Reg 12(1)). From the second scheme onwards, the fee applies.

Step 3: file through a merchant banker, ten working days ahead

The placement memorandum is filed with SEBI through a merchant banker at least ten working days before the scheme launches (Reg 12(2)). Before July 2026 the period was thirty days. SEBI may send comments to the merchant banker or the Manager, who must make sure they are complied with.

Worked example. A Manager wants to open a scheme to investors on Monday 16 November 2026. Ten working days before that, counting weekdays only and ignoring holidays, is Monday 2 November. The merchant banker should file on or before that date, and the team should allow time to deal with any SEBI comments.

Step 4: Accredited Investors only funds take a shorter route

Reg 12(2), (3) and (3A) do not apply to an Accredited Investors only fund, a fund in which every investor other than the Manager, Sponsor and their employees or directors is an accredited investor (proviso to Reg 12; definition in Reg 2). Keep the accreditation evidence for every outside investor, because the exemption depends on it.

Step 5: first close, and what happens if you miss it

The first close is declared in the manner SEBI specifies. If the scheme fails to declare its first close, it must file a fresh application with the scheme fee (Reg 12(4), (5)).

Step 6: plan the tenure

Category I and II funds are close-ended with a minimum tenure of three years; Category III schemes may be open-ended or close-ended (Reg 13). A close-ended fund can extend its tenure by up to two years with the approval of two-thirds of unit holders by value, or up to five years for an Accredited Investors only fund (Reg 13(5)).

Key takeaways

• Count ten working days, not calendar days. The SEBI AIF Deadline Calculator does it for you.
• Budget the scheme fee from your second scheme.
• If every outside investor is accredited, check whether the Accredited Investors only route applies.
• The SEBI AIF Scheme Launch Planner sets out the whole launch as a roadmap.