Frequently Asked Questions

Yes, the fund can accept Commitments from Joint Ventures.

The following can act as Joint Investors: 1. An Investor and his/her spouse, who is also an eligible person 2. An Investor and his/her parent, who is also an eligible person 3. An Investor and his/her daughter/son, who is also an eligible person.

The aggregate sum invested by joint investors collectively is at least INR 1,00,00,000 as per the AIF Regulations.

Maximum of 2 people can act as Joint Investors. *People here refers to only Natural Person not artificial person like any entity, say Firm, Company etc.

It refers to the number of Contributors whose Capital Contribution in aggregate amount to at least 75% of the aggregate of all Capital Contributions of the Fund.

The Investment Manager will endeavor to address investor grievance in a swift and effective manner within a time period of 30 days from the date the grievance is raised.

Since AIF is a 5-year close-ended fund, the units will not appear in the regular portfolio section of your broking app. Please refer to the Transaction Statement from your DP or DEMAT broker to verify unit allotment.

You can get the Transaction Statement from your DEMAT broker to view the number of CBA India Emerging Opportunities AIF units credited.

The fund shall invest not more than 10% of its Investable funds, in any single listed Portfolio Company. For unlisted companies, the fund shall invest not more than 10% of its Investable funds in any single Portfolio Company.

The primary objective of the Fund shall be to carry out the investment activities as permissible for a Category III AIF under the AIF Regulations.

The Fund will be focused on investments in companies listed on Indian stock-exchanges, IPO participation (including SME and main board), listed equity, liquid assets, QIB, preferential allotment, private placement, liquid assets, and unlisted securities of late-stage Portfolio Companies.

An equalization clause ensures fairness among investors who join a fund at different times. When new investors enter an already active fund, they may need to contribute extra to match the position of earlier investors who took on initial risks and potentially gained returns. This adjustment ensures that all investors, regardless of when they joined, are treated equitably in terms of contributions and returns, preventing new investors from benefiting unfairly from previous investments.

A drawdown is when the Investment Manager issues a notice to investors requesting a capital contribution from the committed capital. Drawdowns are made in tranches based on the fund's investment strategy and market opportunities & outlook. In our Fund, we expect 4-5 Drawdowns.

Each Drawdown Notice shall be delivered at least 7 (seven) Business Days before the date on which the Capital Contribution is due (“Due Date”).

Yes, any soft Capital Commitment letter/s or such other document (as may be agreed between Contributor and Investment Manager) executed by the Contributor prior to a Closing shall form part of that Closing.

Temporary investments refer to the short-term deployment of surplus funds, such as in liquid mutual funds, treasury bills, or bank deposits etc, until suitable investment opportunities arise.

The term of the instruments specified under the AIF Regulations shall not exceed 12 months.

No, as per the "Investment Restrictions", our fund does not intend to invest in the units of other Alternative Investment Funds.

It is the period during which the fund manager will drawdown capital & distribute gains from investors. Since this is a CAT 3 closed end fund it will commence from the date of execution of respective Contribution Agreement and shall end on completion of 30 (Thirty) months from the date of Final Closing.

There shall be is no exit option available to the investors until the end of the term.

Any Contributor who fails to pay a Capital Contribution pursuant to a Drawdown Notice issued by the Investment Manager within 7 (seven) calendar days from the Due Date mentioned in the Drawdown Notice, shall be declared as a “Defaulting Contributor”.

Yes, a Contributor can do so. For the additional capital commitment, the contributor will be issued different series of units.

In case of default in the drawdown by any contributor, the fund may issue additional drawdown requests to non-defaulting contributors. Alternatively, the investment manager may seek external financing or defer investments until sufficient funds are available. The defaulting contributor may also lose certain rights as stipulated in the contribution agreement.

Leverage Allocation shall be as per the AIF Regulations.

The Fund shall invest not more than 10% of its Investable Funds, in any single Listed Portfolio Company. For unlisted companies, the Fund shall invest not more than 10% of its Investable Funds in any single Portfolio Company. The Investment Manager, with the approval of Super-Majority of the Contributors, shall invest in associates. The Fund does not propose to engage in lending activities and extending guarantee for the Portfolio Entities. The Fund does not intend to invest in units of the other alternative investment funds. The Investment Manager, with the approval of Super-Majority of the Contributors, shall buy or sell investments, from or to associates; or schemes of AIFs managed or sponsored by its Manager, Sponsor or associates of its Manager or Sponsor; or an investor who has committed to invest at least fifty percent of the corpus of the scheme of AIF. The Fund may engage in leverage as may be permitted under regulation 18(c) of the AIF Regulations and shall not exceed two times the NAV of the Fund in accordance with the AIF Regulations and other Applicable Laws.

Warehoused investments refer to temporary holdings of cash or liquid assets by the fund until suitable long-term opportunities are found.

The Warehoused Investments shall be disclosed to the existing Contributors within 15 (fifteen) Business Days from the date of acquisition of the Warehoused Investment.

The Warehoused Investment will be transferred to the Fund as soon as possible but not later than 6 (six) months of the Final Closing, to the extent of which the Fund can acquire such Warehoused Investments.

It's an Extension or Additional period of 7 (seven) calendar days given to the defaulting contributors for the payment of their Capital Contribution.

Yes, the Investment Manager can suspend or terminate the Defaulting Contributor's right to receive any distribution proceeds.

Yes, the units can be forfeited without compensation, at the discretion of the Investment Manager, any or all Units subscribed by the Defaulting Contributor, even if Such Units are pledged by the Defaulting Contributor.

The Contributors are not permitted to Transfer any of their Units, interests, rights, or obligation with regard to the Fund. However, the Contributors may be permitted to Transfer any of their Units, interest, rights, or obligation with regard to the Fund to Eligible Contributors in certain cases, subject to obtaining the prior written consent of the Investment Manager.

Co-investment is when an investor has the opportunity to invest alongside a main fund in specific deals or companies. This allows the investor to participate in select investments, while benefiting from the fund's expertise, without needing to invest in the entire portfolio.

The Units of the Fund shall not be redeemable or permitted to be withdrawn at the option of the Investors.

The scheme of AIFs shall have an option of ‘Direct Plan’ for investors. Such Direct Plan shall not entail any distribution fee/ placement fee.

A distribution in kind refers to the transfer of non-cash assets, such as securities, to investors instead of liquid cash proceeds. This typically happens if the investment manager is unable to fully liquidate portfolio investments into cash, at the time of Liquidation of Fund.

The Investment Manager reserves the discretion to compel the redemption of any Units with not less than 15 (fifteen) Business Days prior written notice.

Yes, differential rights can be granted to investors, but these rights are typically defined based on the class or series of units or shares they hold in the fund. Such differential rights can include variations in fee structures, voting rights, profit distribution, or exit options. Examples of different rights are Class C1 i.e. Sponsor/Investment Manager & C2 i.e. employees of investment manager.

Criterias are as under: a. Capital Commitments of such investors; b. Strategic relevance of such investor; c. Class of Units being subscribed to by the investor.

The fund has a target corpus of INR 100 crores with a Green Shoe Option of INR 100 crores, making the total potential corpus of INR 200 crores. The Green Shoe Option is exercisable at the discretion of the Investment Manager.

It's a SEBI registered Category III Close ended fund.

The fund is a close-ended scheme with a tenure of 5 years from the first closing. The tenure can be extended by two additional periods of one year each with the prior consent of the Two-Third majority of Contributors.

Targeted Investors of the Fund are Institutional Investors, high net worth individuals, corporates, financial institutions, banks, insurance companies, Hindu undivided family, partnerships, limited liability partnerships, Alternative Investment Funds, or any other eligible resident Indian investors who are eligible to invest in the Fund and who have made or agreed to make a Capital Commitment to the Fund, pursuant to execution of Contribution Agreements in relation to the Fund. The Fund may accept investments from foreign investors (including nonresidents, Non-Resident Indians (NRIs’)), and other permissible investors under Applicable Law.

CLASS OF UNITS DESCRIPTION: 1. CLASS A1 UNITS Equal to or above INR 1,00,00,000 2. CLASS A2 UNITS Equal to or above INR 1,00,00,000 3. CLASS B UNITS Equal to or above INR 1,00,00,000 4. CLASS C1 UNITS An amount which is the lower of INR 10,00,00,000 or 5% of the aggregate Capital Commitments in accordance with the terms of the AIF Regulations. 5. CLASS C2 UNITS Equal to or above INR 1,00,00,000 and in case of employees or partners of the Investment Manager, the Minimum Capital Commitment shall be INR 25,00,000 in accordance with the terms of the AIF Regulations. 6. Class D1 Units Minimum Capital Commitment as determined by the Investment Manager, but not lower than INR 1,00,00,000. 7. Class D2 Units Equal to or above INR 20,00,00,000. 8. Class D3 Units Equal to or above INR 10,00,00,000.

CLASS OF UNITS DESCRIPTION: 1. CLASS A UNITS of INR 100 each to be issued to resident Contributors investing in the Fund (i) directly and/or (ii) through a SEBI registered intermediary which is separately charging a fee to such Contributors (such as investment advisory fee or portfolio management fee). 2. Class A2 Units of INR 100 each to be issued to resident Contributors introduced to the Fund by Placement Agent(s). 3. CLASS B UNITS of INR 100 each to be issued to Overseas Contributors 4. CLASS C1 UNITS of INR 100 each to be issued to the Sponsor/Investment Manager 5. CLASS C2 UNITS of INR 100 each to be issued to the employees and partners of the Investment Manager and/or such other person as designated by the Investment Manager. 6. Class D1 Units INR 100 per Unit, to be issued to resident Contributors investing in the Fund subject to the minimum investment amount as determined by the Investment Manager. 7. Class D2 Units INR 100 per Unit, to be issued to resident Contributors investing in the Fund subject to the minimum investment amount of 20 Cr. 8. Class D3 Units INR 100 per Unit, to be issued to resident Contributors investing in the Fund subject to the minimum investment amount of 10 Cr.

The Sponsor shall, in accordance with the AIF Regulations, commit at least 5% of the Corpus or INR 10 Crores whichever is lower.

Yes, the sponsor may make an Additional Capital Commitment but such Additional Commitment will not be subject to any obligations prescribed in respect of the Minimum Sponsor Commitment under the AIF Regulations.

The First Closing will occur within 12 months of SEBI communication (dated 7th October, 2024) or when the fund receives minimum aggregate capital commitments of INR 20 crores, whichever is earlier.

Minimum aggregate Capital Commitments of INR 20,00,00,000 (Indian Rupees Twenty Crores).

The Subsequent Closing will be at the Sole discretion of Investment Managers based on investment opportunities.

Yes, the same can be extended. The Final Closing shall be held by the Investment Manager within 12 (Twelve) months from the date of the First Closing, which may be extended by a period of 12 (Twelve) months by the Investment Manager at its sole discretion (“Extended Final Closing”).

There is no obligation for the creation of Reserves but in order to meet any potential or actual liabilities including tax liabilities it is preferred to create reserves.

Operating expenses are the Annual operational expenses which helps in smooth functioning of the fund, these expenses are recurring in nature. In our fund the cap limit of operating expenses is 1 % (one percent) per annum of the aggregate capital commitments.

The recurring annual operating expenses of the Fund shall include but not be limited to the following (“Operating Expenses”): i. Any taxes, fees or other government charges levied against the Fund; ii. Expenses involved in the operation of the Fund; iii. Legal, accounting, audit, custodial, consulting, valuation expenses and other professional fees including fees paid for tax related services and consultation; iv. Due diligence expenses; v. Banking, brokerage, broken-deal, registration, qualification, finders, depositary and similar fees or commissions; vi. Transfer, capital and other taxes, duties and costs incurred in acquiring, holding, selling or otherwise disposing of the Fund’s assets and other statutory expenses; vii. Trusteeship fees; viii. Interest on borrowings; ix. Costs of financial statements and other reports (including reports to Contributors) and meetings of Contributors, and the Advisory Board; x. Communications, travel and other expenses; xi. Expenses in connection with meetings of the Contributors; xii. Expenses associated with maintenance of books of accounts and other records of the Fund; xiii. Other expenses including commissions associated with the acquisition of, holding and disposition of the Fund’s investments, including extraordinary expenses (such as litigation, if any); xiv. Administration, communication, advertising, promotional, operating, and transactional expenses (including bank charges) incurred by the Fund; xv. Any taxes, fees or other government charges levied against the Fund; xvi. Fees and expenses of any custodian and administrator of the Fund and their agents; xvii. Fees payable to banks, merchant banks and other consultants for providing services to the Fund; xviii. Statutory, legal (including litigation), audit and any other third-party fees and operating expenses related to the Fund; xix. Partners’ and officers’ liability insurance for such persons as nominated by the Investment Manager as partners/ directors on the board of Investee Entities; xx. Indemnification obligations, if any, of the Fund; and xxi. Liquidation expenses of the Fund. xxii. All other costs, expenses, charges, levies, duties, administrative, statutory, revenue levies and other incidental costs, fees, expenses not specifically covered above arising out of or in the course of managing or operating the Fund.

In case the Operating expenses exceeds the cap limit, then the same will be charged from the Investment Manager's Fees.

No, the Operating expenses shall not include the Management fees chargeable to the fund.

Set up expenses are the Fund's non-recurring establishment expenses, which includes setting up costs, legal fees, registration expenses, legal and professional expenses, incurred in relation to the preparation and negotiation of the Fund Documents or any other documents applicable to the Fund in relation to the offering of its Units. These expenses are the one time expenses.

Set up expenses chargeable to the Contributors will be subject to a limit of 1% (one percent) of the Capital Commitment of the Contributors or INR 50,00,000 Whichever is lower. In our fund Set up fees will be amortized in the first year.

In case the Set-up expenses exceeds the cap limit, then the same will be charged from the Investment Manager's Fees.

Yes, set up expenses are chargeable to all the Classes of units.

All the expenses of the fund, like Management fees, Operating expenses & set up costs etc. will be exclusive of GST.

Management Fees will be charged @ 2% per annum of the Invested amount.

Management Fee shall be chargeable on a per annum basis, and payable quarterly in advance.

The Management Fee shall be charged to the Classes of Units at the rates specified in the PPM.

The order of priority will be: Payment of expenses of Winding up, Liquidation. Payment of all Tax Liabilities, Fund Expenses & creation of Reserves to meet extra-ordinary expenses. Payment of Outstanding Management Fees. Distribution to the Contributors/Unit holders.

The Investment Manager may hold a closing of a new investment fund having a substantially similar investment objective, investment focus and investment strategy as that of the Fund.

In case distributions made to investors are more or less than agreed terms of contribution agreement, such clause empowers unitholders to get rightful due even after expiry of fund. Moreover, in case of exceptional scenarios of any liability of the fund which may arise after expiry of fund. This amount can be recalled from all unitholders of fund to pay off the same.

A defaulting contributor's entitlement would depend on the terms of the contribution agreement. Typically, defaulting contributors may lose rights to further returns, including the hurdle rate, on any unpaid contributions. They may only be eligible for returns on the capital actually invested, subject to penalties.

The Hurdle Rate of Return is the minimum return that the fund must achieve before the Investment Manager is eligible to receive performance fees. For CBA India Emerging Opportunities Fund, the hurdle rate is set at 10% pre-tax on the capital contribution in Indian Rupee terms. This hurdle rate applies to Class A, Class B units and Class D units, while Class C1 and Class C2 units are not subject to a hurdle rate. The Hurdle Rate of Return is calculated on a simple interest basis.

Invested Amount means the aggregate Capital Contributions of the relevant class of Units less the cost of Fund Investments that have been sold, disposed of, or permanently written off.

The catch-up rate in an AIF allows the fund manager to receive a higher share of profits after investors get their preferred OR specified return (hurdle rate, here 10% pretax). Once this return is met, the manager "catches up" by receiving a larger portion of profits until their agreed share (e.g., 20%) is reached.

The valuation methodology shall also depend on the nature of instrument used for investment in portfolio companies. The following common methods can also be used for valuations: ● Discounted Cash Flow (DCF) Method. ● Balance Sheet Method. ● Transaction Multiple Method. ● Asset Valuation Method.

The Fund Document shall constitute: i) Private Placement Memorandum; ii) Trust Deed; iii) Investment Management Agreement; iv) Contribution Agreement of the respective Contributor; v) Any other documents designated as Fund Documents by the Investment Manager;

The Trustee may, at the written direction of Contributors, the sum of whose Capital Contributions to Units in the Fund equals or exceeds 75% (seventy-five percent).

If the Investment Manager is guilty of Gross Negligence, Willful Default or Fraud. If the Investment Manager becomes Insolvent, Bankrupt, goes into liquidation, or otherwise ceases to exist.