Investor Charter

1. Vision & Mission

2. Services Provided to Investors

• Provide onboarding support including KYC/CKYC verification, FATCA declarations, and contribution agreement execution.
• Share the Private Placement Memorandum (PPM), Contribution Agreement, and all relevant Fund Documents prior to acceptance of commitment.
• Issue Drawdown Notices with clear timelines, ensuring transparency in capital calls.
• Provide quarterly and annual financial, valuation, and performance disclosures.
• Share updates on fund corpus, investments, diversification, material risks impacting portfolio companies, and stewardship and voting activities undertaken by the Fund Manager.
• Facilitate distribution of proceeds (cash or securities) in accordance with the Fund’s distribution waterfall.

3. Investor Rights

• Access to Information: Complete details of Fund strategy, risks, expenses, and performance; quarterly disclosures including NAV, PIC, DPI, RVPI, and MOIC ratios; and annual audited financial statements.
• Fair Treatment: Equal and non-discriminatory treatment for all investors in the same class of units; transparency in allocation of opportunities and expenses; differential rights only where contractually agreed.
• Governance & Stewardship: Disclosure of voting policies and annual voting outcomes; oversight of portfolio companies by the Investment Manager; stewardship activities aligned to long-term investor interests.
• Exit & Distribution: Timely and fair distribution of proceeds; pro-rata participation in liquidation; communication of exit timelines and strategies.
• Grievance Redressal: Direct access to the Fund’s Grievance Redressal Officer (GRO); escalation to Trustee/Investment Committee if unresolved; final recourse through SEBI’s SCORES platform.

4. Investor Responsibilities

• Review the Fund’s PPM, Contribution Agreement, and Investor Charter before committing capital.
• Honor drawdown obligations within stipulated timelines.
• Provide accurate and updated KYC/AML/FATCA/UBO documentation.
• Acknowledge that AIF investments are long-term, illiquid, and high-risk.
• Maintain confidentiality of Fund information.
• Comply with give-back obligations if invoked for liabilities/expenses.

5. Fund Manager’s Commitments

• Act in fiduciary capacity, prioritizing investor interests.
• Make investments strictly in accordance with SEBI (AIF) Regulations and PPM objectives.
• Exercise stewardship responsibilities by monitoring investee companies’ financials, governance, and promoter shareholding; exercising voting rights in the best interest of Contributors; and publicly disclosing the Fund’s voting policies and an annual voting summary.
• Adhere to the Key Man Clause, with suspension and contributor approval requirements if key executives cease involvement.
• Maintain segregation of Fund assets from Sponsor/Manager assets.
• Disclose all conflicts of interest, related-party transactions, and material events promptly.

6. Performance & Reporting Standards

• Quarterly Reports: Portfolio valuation and NAV; performance metrics (PIC, DPI, RVPI, MOIC); significant changes in portfolio, promoter holdings, or new institutional investors.
• Annual Reports: Audited financial statements; compliance certificate from SEBI-registered auditors; stewardship report and voting disclosures.
• Material Event Disclosures: Governance lapses or regulatory breaches in portfolio companies; key manager changes; suspension or substitution of Investment Manager.

7. Grievance Redressal Mechanism

• Level 1: Submit complaints to the Fund’s Grievance Redressal Officer (GRO).
• Level 2: If unresolved within 30 days, escalate to the Trustee/Investment Committee.
• Level 3: If still unresolved, escalate to SEBI via SCORES (https://scores.gov.in/).

8. Regulatory Contact

9. Review & Validity

• This Investor Charter is effective from 23 July 2024 (SEBI registration date of VentureX Fund I) until the closure of the Fund and final distribution to Contributors.
• It shall be reviewed annually or earlier, as required by SEBI guidelines or regulatory updates.