Beruflich Dokumente
Kultur Dokumente
FOR EVALUATION
SUBMITTED BY:
RIDDHI TULSHIAN (A056)
B.B.A LL.B. (HONS.)
Research Problem
The scope and effectiveness of the earlier laws were not cut out to deal with the present market
difficulties and a lengthy procedure was followed which defeated the whole purpose of
investment laws.
Methodology
This research project has followed the doctrinal method of research, which requires the
researcher to acquire, arrange and then understand the data that is already available in the public
domain.1 Hence, this is a secondary method of data collection.
Abstract
Startup companies and emerging ventures often face difficulty in gathering funds for their
business entities. A group of investors who are wealthy and who are interested in new business
ideas having potential, always come to the rescue of such startup companies. These investors
are angels who not only provide funds at the crucial beginning of an entrepreneurship but also
help them with own expertise and contacts in the market. But the question that arises is: What
do such investors expect in return and how different are they from the traditional lenders? This
paper aims to study the concept of angel investors, their role in startup fund raising and the
merits and demerits of angel investment in a startup. The paper gives an overall view of the
concept of angel investors and angel funds and the Indian legal framework governing the
same.
Introduction
The growth in Venture Capital (“VC”) funding in India can be attributed to various factors.
Once the GoI started becoming more and more aware of the benefits of the VC investments
and the criticality for the growth of the different sectors such as software technology and
internet, favorable regulations were passed regarding the ability of various financial institutions
to invest in a VCF. Further, tax treatments for VCFs were liberalized and procedures were
simplified.
Subsequently, in 2012, SEBI took steps to completely overhaul the regulatory framework for
domestic funds in India and introduced the Securities and Exchange Board of India (Alternative
1
Roderick, M. (2014), “Source-usage within doctrinal legal inquiry: choices, problems, and challenges”
<http://www.bjutijdschriften.nl/tijdschrift/lawandmethod/2014/06/RENM-D-13-00003> Accessed on 29th
November 2016.
Investment Funds) Regulations, 2012 (“AIF Regulations”). Among the main reasons cited by
SEBI to highlight its rationale behind introducing the AIF Regulations was to recognize AIFs
as a distinct asset class; promote start-ups and early stage companies; to permit investment
strategies in the secondary markets; and to tie concessions and incentives to investment
restrictions. Here it is relevant to note that SEBI has adopted a practical grandfathering
approach which provides that funds that are already registered under the VCF Regulations
would continue to be governed by those regulations including for the purpose of raising
commitments up to their targeted corpus. However, existing venture capital funds are not
permitted to increase their targeted corpus. Further, new funds and existing funds that are not
registered under any regime would need to be registered under the AIF Regulations.
SEBI (Alternative Investment Funds) Regulations, 2012 (“AIF Regulations”) was amended by
the SEBI (Alternative Investment Funds) (Amendment) Regulations, 2013 (the
“Amendment”), with effect from 16 September 2013. While the Amendment provideed for
certain clarificatory and remedial provisions, its important feature was the introduction of
Angel Funds within the purview of “Category I AIF venture capital funds”, as defined in
the AIF Regulations. Taking on from the budgetary announcement of 2013-14 granting pass-
through status to Angel Funds, SEBI prescribed applicable requirements for Angel
Funds, as a distinct sub-category under venture capital funds. SEBI’s move to create a
distinctive category of AIFs for Angel Investors has twin objectives:
(i) a recognition that an Angel Fund has inherent differences in its functioning from
other funds; and
(ii) (ii) the need to ensure the authenticity of such investments and of the ability of such
investors to assume the high risks of these investments.
The Securities Exchange Board of India (SEBI amended the SEBI (Alternative Investment
Funds) Regulations, 2012 with respect to ‘Angel Funds’. The changes curb the complications
prevailing in the erstwhile regulations and extend certain relaxations with respect to angel
investment in India. The idea is to bring the regulations at par with the Startup India Action
Plan and to promote “Ease of Doing Business”. SEBI formed a working group comprising of
various angel investors and based on the recommendations of the working group, the SEBI
Board has approved following amendments to SEBI (Alternative Investment Funds)
Regulations, 2012 with respect to ‘Angel Funds’:
With this Amendment, Angel Funds had become demarcated as a distinct species and those
that meet the criteria can assume their distinct identity and operate in their own playing field.
What is an AIF?
An AIF means any fund established or incorporated in India in the form of a trust or a company
or an LLP or a body corporate which:
a. is a privately pooled investment vehicle which collects funds from investors, whether Indian
or foreign, for investing it in accordance with a defined investment policy for the benefit of its
investors; and
b. is not covered under the Securities and Exchange Board of India (Mutual Funds)
Regulations, 1996, Securities and Exchange Board of India (Collective Investment Schemes)
Regulations, 1999 or any other regulations of the Board to regulate fund management activities.
Schemes - The Angel Fund may launch schemes upon filing and approval of a scheme
memorandum at a shorter time frame of at least 10 working days prior to launch of the scheme
with SEBI.
Manager and Sponsor - The continuing interest of the manager or sponsor in an Angel Fund
is also lower than in other AIFs, being 2.5% of the corpus or Rs. 50 lakh, whichever is lesser,
and such interest should not be through the waiver of management fees.
Taking cognizance of the modus operandi of Angel Funds, where the investors make the
decisions relating to the investments, the manager of the Angel Fund is required to obtain an
undertaking from every Angel Investor proposing to make investment in a venture capital
undertaking, confirming his approval for such an investment, prior to making such an
investment.
Growth
India is an entrepreneurial nation, but its entrepreneurs have had to fight to create and grow
their business ventures. Accelerating entrepreneurship and business creation is essential for
large-scale unemployment gap. Moreover, entrepreneurship tends to be innovation-driven and
also help generate solutions to India’s multiple social issues including high-quality education,
low-cost health care, clean energy, and financial inclusion. Entrepreneurship-led growth is
more inclusive and usually does not involve a manipulation of natural resources.
In India, a large number of angel networks have come alive in the past decade. The amount of
funding received through angel deals shows growth in the investment activity of angels, with
a sharp rise of financing coinciding with the commencement of business by angel networks.
The number of angel deals grew from 18 in 2006 to 20 in 2007. In a span of 7 years, the number
of networks has increased 20 times, from 20 in 2007 to 400 in 2014. The growth of angel
funding in India has been slow. However, experts also believe that like Silicon Valley, angel
investors will discover their way to Indian startup, with the help of tools and right promotion.
The angel investment interest is growing in India, and it is creating a niche for investors. [4]
Indian Angel Network (IAN) has grown from 12 members in 2006 to 140 members in April
2006 and is growing exponentially. Anil Joshi, a member of Mumbai Angels, affirms that more
people have started joining organized channels and this has led to a greater deal flow. “Now,
we have access to ventures that are in the concept stage to three-year-old firms,” he says.
Members of IAN invested in 23 companies, including four overseas. A formal angel network
“Mumbai Angels” started with only two people; it grew to 20 in 2006 ad more than 100
members in 2016.
Correspondingly, Chennai Angels have fifteen members including top entrepreneurs like
Gopal Srinivasan, R Ramaraj, Suresh Kalpathi, HR Srinivasan and others.
Conclusion
The Amendment is stated to address long pending demand to create a separate category for
Angel Funds, and in this it succeeds by delineating Angel Funds by its category of investors,
by their average corpus/investment size and intended beneficiaries. Angel funds have been
given lower thresholds, less procedures in floating a scheme and fee concessions.
However, Angel Funds are required to stay invested for atleast 1 year now instead of the
previous mandate of 3 years, in each of its investee-company under a mandatory lock-in. There
are also iron-cast restrictions on investing in associate companies or in companies with a family
connection, which even includes companies in which an angel director or his relative has a
board seat. These provisions though well-intentioned, may make the Angel Fund weigh in the
consequences of investing under this route.
In the light of the glaring gap between the entrepreneurial talent of Indians demonstrated across
the world, and lack of adequate early-stage funding channels within India, one is left to
conclude that the AIF regulations goes only so far in giving the long overdue recognition to
Angel Investors but this could also have been the platform to incentivise and nurture angel
investing as a mature investing model for the future.