Regulation 45: Nature and Structure of Scheme

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In plain English

Retail schemes may be open- or close-ended; close-ended schemes need a minimum 3-year tenure disclosed in the , extendable by up to 2 years with two-thirds (by value) investor and Authority approval.

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The rule, in its own words

Read the exact text of Regulation 45

45. (1) Retail schemes may be open-ended or close-ended. (2) The tenure of a close-ended scheme, which shall not be less than three (3) years, shall be disclosed in the offer document. (3) The tenure of the 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 scheme and the approval of the Authority. (4) Retail schemes shall be constituted in IFSC as Company or Trust under the applicable laws of India. (5) Retail schemes may be launched for various investment strategies including for investment in Social Ventures, Infrastructure, towards ESG objectives, specific sectors (sectoral schemes), cert…

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45. (1) Retail schemes may be open-ended or close-ended. (2) The tenure of a close-ended scheme, which shall not be less than three (3) years, shall be disclosed in the offer document. (3) The tenure of the 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 scheme and the approval of the Authority. (4) Retail schemes shall be constituted in IFSC as Company or Trust under the applicable laws of India. (5) Retail schemes may be launched for various investment strategies including for investment in Social Ventures, Infrastructure, towards ESG objectives, specific sectors (sectoral schemes), certain themes such as infrastructure (thematic schemes), certain asset class (equity schemes, debt schemes, etc.) or a combination thereof or towards certain solution (retirement schemes, schemes for children education, etc.) subject to such terms and conditions as may be specified by the Authority.

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.

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Exceptions and conditions

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

(3) The tenure of the 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 scheme and the approval of the Authority

(5) Retail schemes may be launched for various investment strategies including for investment in Social Ventures, Infrastructure, towards ESG objectives, specific sectors (sectoral schemes), certain themes such as infrastructure (thematic schemes), certain asset class (equity schemes, debt schemes, etc.) or a combination thereof or towards certain solution (retirement schemes, schemes for children education, etc.) subject to such terms and conditions as may be specified by the Authority

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What this means in practice

Compliance actions

Disclose tenure in the offer document.Obtain both two-thirds investor approval and Authority approval for any extension.

Applies to: Retail scheme
Frequency: At launch; event-driven for extension
Evidence: Offer document tenure disclosure; Investor and Authority approval records for extension

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Where it connects

Read alongside

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Check yourself

Quiz Centre

Test yourself on Regulation 45

8 questions in the unified bank test this regulation. Each explains every option and cites the provision.

A close-ended retail scheme requires a minimum tenure of:

Nature and Structure of Scheme