Blended Finance Gets a Regulatory Boost in GIFT IFSC

Overview
- The International Financial Services Centres Authority (IFSCA) has introduced a new regulatory framework permitting differential distribution rights in Venture Capital Schemes and Restricted Schemes, with the objective of facilitating blended finance and other innovative fund structures in GIFT IFSC.
- On 25 September 2026, IFSCA issued the framework for differential distribution in Venture Capital Schemes and Restricted Schemes.
- The framework supports the broader vision of positioning GIFT IFSC as a gateway for global debt and equity capital, particularly for sustainable and climate-focused projects.
- Over the past five years, IFSCA has undertaken several initiatives to promote sustainable finance and facilitate global capital flows into India.
- These measures have been developed with reference to international best practices while also addressing the specific financing requirements of developing economies.
What is Blended Finance?
- Blended finance brings together concessional or philanthropic capital and commercial capital within a financing structure.
- Its purpose is to mobilise funding for projects that may generate significant social, developmental, environmental or sustainability benefits but may otherwise not be commercially viable on conventional risk-return terms.
- By allowing different categories of investors to assume different levels of risk and return, blended finance can help attract commercial capital towards projects that may otherwise face a funding gap.
Differential Distribution Rights
- Venture Capital Schemes and Restricted Schemes governed by the IFSCA (Fund Management) Regulations, 2025 may now issue multiple classes of units carrying different distribution rights. This enables a scheme to structure separate classes of investors with different economic rights.
- In particular, junior or subordinate classes of units may receive returns lower than their proportionate entitlement or may bear losses higher than their proportionate entitlement.
Acceptance of Grants by ESG Schemes
- Schemes designated as ESG Schemes, which propose to align their investment strategy with one or more of the United Nations Sustainable Development Goals (SDGs), may also accept grants.
- Importantly, grant funds cannot constitute the majority of the corpus of the scheme.
- Where grants are received from foreign sources, their acceptance must comply with the Foreign Contribution (Regulation) Act, 2010 (FCRA) to the extent that the legislation is applicable.
Minimum investment
- As junior or subordinate classes of units of such schemes shall bear risks or losses which are disproportionate to their pro-rata entitlement, the minimum investment for such units is set at USD 1 million for Accredited Investors and USD 2 million for the other investors.
Disclosures and Investor Protection
- Considering the specialised nature and asymmetric risk-return structure of these schemes, IFSCA has placed significant emphasis on transparency, disclosure and investor protection.
- The prescribed disclosures include conversion terms, distribution waterfall, unit-class rights and risks, grant policy, and independent class-wise NAV calculation.
Conclusion
- The framework creates greater flexibility for fund managers in GIFT IFSC to structure investment vehicles involving investors with different risk-return profiles.
- It can particularly support blended finance structures where philanthropic, concessional or impact-oriented capital assumes a junior or higher-risk position, potentially enabling commercial investors to participate under a different risk allocation.
- The framework strengthens GIFT IFSC’s ability to attract global capital through flexible investment structures.
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