FME Regulatory Intelligence, Learning & Practice · IFSCA (Fund Management) Regulations, 2025
Nature and structure of Scheme

Regulation 21

Nature and structure of Scheme

IFSCA (Fund Management) Regulations, 2025No change in 2026Chapter III · Schemes for Fund Management

Chapter III · Schemes for Fund Management

Regulation 21 – Nature and structure of Scheme
High importance about 3 min

Venture Capital schemes: Structure, eligible investors, permissible investments and the FME's own contribution for VC schemes.

1

In plain English

VC schemes must be close-ended with a minimum 3-year tenure disclosed in the PM; tenure may be extended by up to 2 years with two-thirds (by value) investor approval.

In plain English
2

The rule, in its own words

Read the exact text of Regulation 21
21. (1) A Venture Capital scheme shall only be a close ended scheme. (2) The amount to be raised under a Venture Capital scheme and the tenure of the scheme, which shall not be less than three (3) years, shall be disclosed in the placement memorandum. (3) The tenure of a close ended scheme may be extended up to two (2) years, subject to approval of two-thirds (2/3rd) of the investors by value of their investment in the Venture Capital scheme.: (4) Further extension to the tenure of a Venture Capital scheme beyond the two (2) year period shall be subject to express consent of the willing investors and exit opportunity being made available to the dissenting investors. (5) A Venture Capital scheme shall be constituted in IFSC as Company or LLP or Trust under the applicable laws of India.
Statutory text — Principal Regulations, 2025 (as amended to 30 January 2026), consolidated where amended. The notified Gazette text prevails. Tap a highlighted word for how it functions.
3

Exceptions and conditions

Taken from the wording of this provision — the carve-outs and conditions worth reading closely.

(3) The tenure of a close ended scheme may be extended up to two (2) years, subject to approval of two-thirds (2/3rd) of the investors by value of their investment in the Venture Capital scheme.:
(4) Further extension to the tenure of a Venture Capital scheme beyond the two (2) year period shall be subject to express consent of the willing investors and exit opportunity being made available to the dissenting investors
4

What this means in practice

Compliance actions
Applies to
Venture Capital scheme
Frequency
At launch; event-driven for extension
Evidence
Placement memorandum tenure disclosure; Investor approval records for any extension
5

Where it connects

Read alongside

6

Check yourself

A Venture Capital scheme may be open-ended.
7

Your notes

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Venture Capital schemes
Regulation 21 Chapter III · Part A High · about 3 min