Capital Call
Capital Call / Drawdown Notice
Formal notice from a fund's GP to its LPs to fund a portion of their committed capital. Indian AIFs typically issue drawdowns 10–15 business days in advance.
A capital call (also drawdown or capital drawdown notice) is the GP's formal request to LPs to wire a portion of their commitment into the fund's bank account, usually to fund a specific investment, management fee, or expense.
Why fund commitments are not paid upfront:
AIFs (especially Cat I and Cat II) collect commitments at closings but call capital on a 'just-in-time' basis to maximize LP IRR. Idle capital in the fund drags returns.
Typical Indian AIF drawdown mechanics:
- Notice period: 10–15 business days between drawdown notice and the payment due date, per the Contribution Agreement (CA) and Private Placement Memorandum (PPM).
- Notice contents: drawdown number, amount being called per LP (pro-rata to commitment), use of proceeds (investment / fee / expense), running tally of called vs uncalled, bank account details.
- Payment rails: RTGS or NEFT to the fund's designated escrow / collection account, KYC-verified.
- Default consequences: a defaulting LP typically forfeits a portion (often 25–50%) of its prior contributions, loses voting rights, and is excluded from subsequent investments. These are heavy and are negotiated in the CA.
Indian-context notes:
- AIF Regulations require a minimum LP commitment of ₹1 crore (₹25 lakh for Angel Funds), but the first drawdown is typically only 5–10% at first close.
- The 'PPM-disclosed drawdown schedule' is regulatory: SEBI mandates disclosure of expected pace of deployment in the PPM. Material deviation requires investor consent.
- Recycling provisions (re-calling distributed capital) and bridge facilities (short-term debt to delay calls) are increasingly common in Indian PE.
Kapitalyze's Fund OS auto-generates drawdown notices, tracks LP wire reconciliation, and updates each LP's contributed vs uncalled balance in real time.
SEBI's three-tier classification of pooled investment vehicles in India. Determines tax pass-through, leverage limits, and permitted investments.
The fund manager — sponsors, raises, deploys, and exits the fund. In Indian AIFs, structured as Investment Manager + Sponsor + Trustee triangle.
Fund investor providing capital. In Indian AIFs, structurally a 'Contributor' under the Indian Trusts Act framework — ₹1 crore minimum commitment.
Order in which fund proceeds flow to LPs and GPs. Two main structures: European (fund-as-a-whole) and American (deal-by-deal). Indian AIFs lean European.
GP's performance share of fund profits, typically 20% above an 8% preferred return hurdle. Recent SEBI rules tighten attribution and disclosure.