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Fund Formation
AIF Cat I/II/III structuring. SEBI registration, IM and PPM drafting, contribution agreements, KYC and AML framework.
AMLEGALS counsels funds, founders and portfolio companies across the holding period — from term sheet to exit. Every clause survives the round it was negotiated in, and the next three after it.
The discipline of a PE mandate is the discipline of the holding period. Each workstream feeds the next. The fund document constrains the SSA. The SSA constrains the SHA. The SHA decides the exit.
AIF Cat I/II/III structuring. SEBI registration, IM and PPM drafting, contribution agreements, KYC and AML framework.
Indicative term sheet to subscription agreement. Conditions precedent, MAC, completion accounts, escrow architecture.
Anti-dilution, drag, tag, pre-emption, ROFO/ROFR. Liquidation preference. Board and reserved matters. Information rights.
Board operations, observer rights, audit and risk committees, dividend policy, related-party transactions framework.
Bolt-on M&A, refinancing, secondaries, follow-on funding rounds, ESOP design and IP and data compliance.
Strategic sale, secondary, IPO. SHA exit chapter, drag, put option, buy-back. FEMA repatriation, tax efficiency, treaty positioning.
The earlier each stage is engineered, the lower the friction at the next.
Confidentiality, exclusivity, indicative valuation. Process letter.
Legal, tax, IP, employment and data diligence — quantified, ranked.
Six core clauses negotiated against deal economics, not templates.
Definitive documents mirror the term sheet, with full disclosure.
Board, observer, reserved matters, info rights, RPT framework live.
Strategic, secondary or IPO. SHA exit chapter executed end-to-end.
Most PE disputes are not litigation — they are clauses that worked at signing and broke at year three. We draft the SHA so the next round, the next CEO, the next regulator and the eventual exit are all already addressed in the document.
Interactive · Term Sheet Reader
Pick the version of each clause you would sign today. We score how the document reads, end-to-end, on the founder ↔ investor spectrum.
Short, direct, on the record.
Both sides. We act for funds (Cat I/II/III AIFs, FVCIs, sector-focused VC and PE firms) on entry, deployment, governance and exit. We also act for founders and portfolio companies receiving institutional capital — from priced seed rounds to later-stage growth equity and pre-IPO secondaries.
Term sheet review or drafting, due diligence (legal, tax, employment, IP, data), valuation framework, SSA, SHA, SHA amendments, board and reserved-matter design, regulatory filings (FEMA, RBI, ROC), employment and consultancy alignment, and the closing waterfall. Mandates typically run 6 to 14 weeks.
Broad-based weighted-average anti-dilution is the Indian market default. Drag generally triggers above an agreed valuation floor with founder co-sale on identical terms. Tag is full on secondary transfers. Pre-emption applies to all primary issuances; some funds also negotiate it on secondaries. AMLEGALS prices every term against the deal economics, not against a template.
The SHA decides the exit. We draft and negotiate the SHA exit chapter (mandatory exit window, fall-back provisions, drag, IPO buy-back put), then execute the chosen route — strategic M&A, secondary sale to another fund, or a pre-IPO exit aligned to SEBI ICDR. Each route is sequenced against tax, FEMA and timing.
FVCI registration unlocks pricing flexibility and direct ten-sectoral access; NRI and OCI investors come in under FEMA Schedule IV; fund-of-funds invest through their domestic feeder or directly under the OI Rules 2022. AMLEGALS structures the inbound vehicle, manages the registrations, and aligns the cap-table to the cross-border architecture.
Quantified, ranked red flag reporting that becomes your indemnity grid.
Strategy, structure, valuation and definitive documentation, with CCI, FEMA and SEBI alignment.
The PE exit window. Promoter, RPT, ESOP and disclosure architecture sequenced 18–36 months out.
The cleanest fund returns are written into the term sheet, not extracted out of disputes.