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NISM Series XIX-A · Unit 7 of 13 · about 10% of the paper

Investment process and governance of funds: NISM Series XIX-A notes and practice questions

How a fund finds, chooses, monitors and exits investments, and how it governs itself.

What to know in Unit 7

Key terms, examples and exam traps

Deal sourcing

Sourcing is how a manager finds investment opportunities, through networks, bankers and proprietary research.

Example. A manager receives a deal from a banker.

Exam trap. This statement is false: Sourcing means selecting an auditor.

Screening

Screening filters opportunities against the fund's strategy, size, sector and risk criteria before detailed work begins.

Example. A manager rejects deals outside its target sector.

Exam trap. This statement is false: Screening is the final approval of the investment.

Investee due diligence

The manager studies the investee's business, financials, legal and tax position and management before investing.

Example. A fund examines the target company's books and contracts.

Exam trap. This statement is false: Due diligence is carried out only after the investment.

Investment committee

The investment committee reviews and approves investments, applying independent judgement and recording decisions.

Example. A panel votes on each deal before funds are committed.

Exam trap. This statement is false: The committee approves only fees.

Term sheet

A term sheet sets the key terms of an investment, such as valuation, rights and conditions, before definitive agreements.

Example. The manager and company agree the main terms in a short document.

Exam trap. This statement is false: A term sheet is the final legal agreement.

Active involvement

Many private funds take board seats and help investees with strategy, hiring and governance to create value.

Example. A fund representative joins the investee's board.

Exam trap. This statement is false: Funds never engage with investees.

Monitoring investments

Managers track investee performance through reports, board meetings and key metrics, and intervene when needed.

Example. A fund reviews monthly MIS from its investee.

Exam trap. This statement is false: Monitoring ends once money is invested.

Advisory committee

An advisory committee of investors reviews conflicts, valuations and other matters referred by the manager, giving investors a voice.

Example. Investors on a committee approve related-party deals.

Exam trap. This statement is false: The committee manages day-to-day investments.

Conflict of interest policy

The manager must have a policy to identify, disclose and manage conflicts, such as allocating deals between funds.

Example. A fund discloses how a deal is shared across its funds.

Exam trap. This statement is false: Conflicts of interest do not arise in private funds.

Key-person clause

A key-person clause suspends new investments if named individuals leave or devote less time, protecting investors.

Example. The fund stops investing when the lead partner departs.

Exam trap. This statement is false: A key-person clause guarantees returns.

Allocation of investments

Managers should allocate opportunities fairly across funds and co-investors according to policy.

Example. A deal is split among funds based on a stated allocation rule.

Exam trap. This statement is false: Managers may favour the fund where they earn the most fees.

Exit planning

Exit routes include IPO, strategic sale, secondary sale and buyback, and planning begins early in the investment.

Example. A fund sells its stake to a larger company.

Exam trap. This statement is false: Exit planning begins after the fund term ends.

6 practice questions

Read each question and choose your answer before opening the free mock, which shows the correct answer and the reason.

Q1. Which statement best describes “Conflict of interest policy”?

  1. An AIF is a privately pooled investment vehicle that raises money from investors for investing as per a defined policy, regulated by SEBI.
  2. The manager must have a policy to identify, disclose and manage conflicts, such as allocating deals between funds.
  3. A commitment is the total amount an investor agrees to invest in the fund, to be called in instalments over time.
  4. Category I and II AIFs enjoy pass-through status: income other than business income is taxed in the investors' hands, retaining its character.

Q2. Which statement best describes “Investment committee”?

  1. The investment committee reviews and approves investments, applying independent judgement and recording decisions.
  2. DCF values an asset as the present value of expected future cash flows.
  3. Reviewing the fund's concentration by company, sector and vintage reveals risks of overexposure.
  4. A side letter gives an individual investor special rights or terms, such as reporting or fee discounts, separate from the main documents.

Q3. Which statement best describes “Screening”?

  1. Many private funds take board seats and help investees with strategy, hiring and governance to create value.
  2. Screening filters opportunities against the fund's strategy, size, sector and risk criteria before detailed work begins.
  3. An MFN clause lets an investor elect the better terms granted to other investors in comparable side letters.
  4. The IMA appoints the manager and sets its duties, authority, fees and standards of care.

Q4. Which statement best describes “Active involvement”?

  1. Many private funds take board seats and help investees with strategy, hiring and governance to create value.
  2. Managers must give investors periodic reports, including audited financials and NAV, within timelines set by SEBI.
  3. Returns depend on the skill and continuity of the manager's team; the departure of key people can damage a fund.
  4. A distributor must give investors the PPM and explain risks, fees, lock-in and illiquidity before they invest.

Q5. Which term is described here? A term sheet sets the key terms of an investment, such as valuation, rights and conditions, before definitive agreements.

  1. Term sheet
  2. Risk-adjusted performance
  3. Client suitability for AIFs
  4. Record keeping

Q6. Which statement best describes “Exit planning”?

  1. A catch-up lets the manager receive a larger share of distributions after the hurdle until it has received its full carry percentage of total profits.
  2. Exit routes include IPO, strategic sale, secondary sale and buyback, and planning begins early in the investment.
  3. Venture capital funds early-stage, high-growth companies, accepting high failure rates for the chance of outsized returns.
  4. Category III AIFs do not get pass-through status in the same way; income is generally taxed at the fund level as per the Act.

Frequently asked questions

How much of NISM Series XIX-A comes from Unit 7?

Unit 7 (Investment process and governance of funds) usually carries about 10% of the questions. The whole exam has 100 questions and the pass mark is 60%.

What should I study in NISM Series XIX-A Unit 7?

Deal sourcing to exit. Investment committee and advisory committee. Conflicts and key-person clauses.

Are these NISM Series XIX-A practice questions free?

Yes. Take the full free mocks to see the correct answer and the reason for every question.

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