VC Fund Commitment

Investor-Side Advisory for ₹25 Cr Commitment to a ₹1,000+ Cr Venture Capital Fund

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Category I AIF · Trust-Based Fund Structure ₹25 Cr Commitment · ₹1,000+ Cr Fund

Deal Highlight

We advised a strategic investor on a ₹25 crore capital commitment to a large India-focused venture capital fund with a targeted corpus of over ₹1,000 crore, structured as a Category I Alternative Investment Fund (AIF).

Our mandate involved a deep investor-side review of the fund's governing framework, including the trust deed, contribution agreement, and private placement memorandum, with a focus on long-term capital obligations, governance control, and economic alignment.

Key Work Highlights

Identified and assessed irrevocable capital commitment and default exposure in a trust-based fund structure
Flagged carry and co-investment gaps where commercial representations were not contractually protected
Evaluated manager-dominant governance provisions, expense priority, and exit constraints
Delivered a severity-mapped legal opinion enabling informed investment decision-making
Drafted a bespoke investor-side side letter to strengthen economic rights, co-investment access, and information protections

Outcome

The investor proceeded with a clear understanding of structural vs. negotiable risks, supported by enhanced contractual safeguards and documented risk acceptance.

Why This Matters

Large fund commitments are not just about returns — they involve 10+ year legal exposure, unconditional funding obligations, and asymmetric enforcement risk. This engagement reflects our ability to advise investors at scale, with a sharp focus on what actually matters over the life of the fund.

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