Authored by Sethupathy Rathna Kumar
SEBI has issued a circular dated 9 January 2026 (Circular No.:HO/19/34/11(9)2025-AFD-POD1/I/2286/2026) (“Circular”) introducing further simplifications to the framework governing grant of accreditation to investors under the SEBI (Alternative Investment Funds) Regulations, 2012 (“AIF Regulations”).
The accredited investor framework was originally introduced pursuant to amendments made to the AIF Regulations as notified on 3 August 2021. A subsequent SEBI circular dated 26 August 2021 provided for detailed modalities which now stands subsumed under Chapter 12 of the Master Circular for AIFs dated 7 May 2024 (“Master Circular”). SEBI had then issued additional simplifications vide circular dated 18 December 2023. The present Circular builds upon the same with a view to ease operational difficulties faced by investment managers and accreditation agencies.
Execution of Contribution Agreements Pending Accreditation Certificate
As per the Circular, investment managers can now finalise and execute contribution agreements and initiate related operational procedures while the receipt of accreditation certificate is pending which should be based on the investment manager’s assessment of the investor’s eligibility and subject to the following conditions:
1. Any commitment made by such investor shall not be included in the corpus calculation of the scheme until the accreditation certificate is obtained;
2. Funds shall be accepted by AIF schemes only after the investor obtains the accreditation certificate from a recognised accreditation agency.
Relaxation in Net Worth Certificate
The existing framework (Annexure A under Annexure 8 of Master Circular) requires submission of a detailed break-up of net worth as an annexure to the net worth certificate. Based on market representations, SEBI has now decided to dispense with the requirement of submitting a detailed net worth break-up. Further, the Circular clarifies that it is optional for a chartered accountant to specify the actual net worth amount in the net worth certificate. However, the net worth certificate issued by the chartered accountant should confirm whether the applicant meets the prescribed eligibility threshold. The modified Annexure A is part of the Circular.
Compliance Reporting
The Circular mandates that the Compliance Test Report (which is prepared by the manager under Chapter 15 of the Master Circular for AIFs) specifically includes a confirmation of compliance with the provisions of the Circular.
