FME Regulatory Intelligence, Learning & Practice · IFSCA (Fund Management) Regulations, 2025
Borrowing

Regulation 37

Borrowing

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

Chapter III · Schemes for Fund Management

Regulation 37 – Borrowing
about 3 min

Restricted (non-retail) schemes: The core non-retail scheme regime — corpus, investors, disclosure, valuation and contribution.

1

In plain English

Restricted schemes may borrow/leverage subject to PM-disclosed maximum leverage and methodology, with investor consent (two-thirds) needed for any deviation.

In plain English
2

The rule, in its own words

Read the exact text of Regulation 37
37. A restricted scheme may borrow funds or engage in leveraging activities, subject to the following conditions:- (a) The maximum leverage by the scheme, along with the methodology for calculation of leverage, shall be disclosed in the placement memorandum; (b) The leverage shall be exercised in accordance with the disclosures in the placement memorandum and any deviation therefrom shall be subject to consent of two-thirds (2/3rd) of the investors by value; and (c) The FME intending to employ leverage shall have a comprehensive risk management framework appropriate to the size, complexity and risk profile of the fund.
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.

A restricted scheme may borrow funds or engage in leveraging activities, subject to the following conditions:-
(b) The leverage shall be exercised in accordance with the disclosures in the placement memorandum and any deviation therefrom shall be subject to consent of two-thirds (2/3rd) of the investors by value
4

What this means in practice

Compliance actions
Applies to
Restricted scheme
Frequency
Ongoing / event-driven
Evidence
PM leverage disclosure; Investor consent record for deviations
5

Where it connects

Read alongside

6

Check yourself

Any deviation from the PM-disclosed maximum leverage of a Restricted scheme requires what?
7

Your notes

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Restricted (non-retail) schemes
Regulation 37 Chapter III · Part B · about 3 min