Kalviro Ventures LLP

Neo Secondaries Fund – A GIFT City Private Equity Fund for NRI & Foreign Investors

Gift City private equity fund neo secondaries

A Powerful Way to Access India’s Late-Stage Private Equity Opportunities in USD


Introduction: A Smarter Entry into India’s Private Equity Market

India is one of the fastest-growing major economies in the world. Over the last decade, private equity and venture capital investments have expanded rapidly, creating hundreds of scalable, profitable companies.

But here’s the challenge for global investors:

Early-stage investing carries high risk and long holding periods. Many investors prefer exposure to businesses that are already established, profitable, and closer to exit.

This is exactly where the Neo Secondaries Fund offers a compelling opportunity.

Structured through GIFT City (IFSC), this fund is designed specifically for NRI and foreign investors who want:

  • USD-based exposure to India’s growth story
  • Lower risk compared to venture capital
  • Faster liquidity visibility
  • Attractive risk-adjusted returns

Let’s break it down clearly.


Understanding the Secondaries Strategy

What Is Private Equity Secondaries?

In simple terms, secondaries involve buying shares in companies from existing investors — typically private equity or venture capital funds that want liquidity.

Instead of investing in a brand-new company, the fund acquires:

  • Stakes in mature, scaled businesses
  • Companies with proven revenues
  • EBITDA-positive enterprises
  • Firms preparing for IPO or strategic sale

This approach reduces uncertainty and increases visibility on exit.


Why Secondaries Are Lower Risk Than Early-Stage Investing

Compared to venture capital:

FactorEarly StageSecondaries
RevenueOften pre-revenueEstablished revenue
ProfitabilityRareUsually EBITDA positive
Exit VisibilityUncertain24–48 months expected
Risk LevelHighModerate

Secondaries provide:

  • Discounted entry valuations (10–15% below fair value)
  • Faster return of capital
  • Reduced blind pool risk
  • Exposure to companies already vetted by earlier investors

This strategy focuses on capital preservation first, growth second.


About the Neo Secondaries Fund

Fund Overview

The Neo Secondaries Fund is structured as:

  • SEBI Registered Category II AIF
  • IFSCA Registered GIFT City AIF
  • Target Fund Size: ~$250 million
  • Investment Tenure: 6 years (extendable 1+1 years)
  • Investment Life per deal: ~3 years

The fund has already completed five investments totaling ~$84 million (as per the fund presentation ).


Investment Focus of Neo Secondaries Fund

The fund invests in:

  • High-performing, scaled Indian companies
  • Revenue CAGR ~20% (past 3 years)
  • Strong governance and promoter quality
  • Clear exit pathway within 24–48 months
  • 10–15% discount to fair market value

Investment Allocation Strategy

Strategy TypeAllocationTarget Gross IRR
Direct Single Asset Secondaries60–70%22–25%
Continuation Funds30–40%20–22%
Portfolio Buyouts10–20%20–24%

This diversified mix balances growth and risk mitigation.


Portfolio Examples (Educational Overview)

Here are a few types of companies already invested in:

Consumer Market Leader (Nobel Hygiene)

  • India’s largest adult diaper brand
  • Strong revenue growth over last decade
  • Expanding manufacturing capacity

AI & Analytics Company (Fractal Analytics)

  • Serving Fortune 500 companies
  • EBITDA positive
  • Expected IPO within 12 months

Beauty & Personal Care Platform (Purplle)

  • High gross margins (45%+)
  • Growing private label contribution
  • Strong Tier 2 & Tier 3 market penetration

Digital Identity Platform (IDfy)

  • High gross margins (~80%+)
  • Beneficiary of India’s data protection regulation
  • Scalable SaaS model

Device Protection Platform (Servify)

  • Works with Samsung, Apple
  • Expanding internationally
  • Recurring revenue structure

These are not early-stage startups — they are scaled businesses with operational track records.


Expected Returns in USD Terms

Target Returns

  • Gross Target IRR: 23–25% (USD)
  • Net USD IRR (Post Fees & Carry): 18.5% – 20.2%

These figures are indicative and based on fund assumptions (see fund materials ).

Example Net IRR by Investment Size

Commitment SizeNet USD IRR (Pre-Tax)
$150K – $2M~18.49%
$2M – $10M~18.70%
$10M – $25M~19.47%
Above $25M~20.25%

Returns are calculated after management fees and carried interest.


Fund Fees & Waterfall Structure

Minimum Investment

$150,000

Management Fees

Commitment SizeManagement Fee
$0 – $2M2.00%
$2 – $10M1.75%
$10 – $25M1.50%
Above $25M1.25%

Management fees apply on committed capital during investment period and invested capital thereafter.

Carried Interest

Commitment SizeCarry
Up to $10M15%
$10–25M12.5%
Above $25M10%

Hurdle Rate: 10% (USD)

The waterfall ensures investors receive returns above the hurdle before carry applies.


Why GIFT City Structure Matters for Foreign Investors

GIFT City (India’s International Financial Services Centre) offers several structural advantages:

  • International regulatory framework
  • Tax-efficient structure
  • No GST, STT for IFSC-based trades
  • Exemption on capital gains for certain assets
  • Global fund management ecosystem

Compared to Mauritius, Singapore, or Netherlands structures, GIFT City provides a compliant and simplified alternative.

For details, investors can review official IFSC information here


Who Should Consider This Fund?

The Neo Secondaries Fund may be suitable for:

  • NRIs seeking USD returns from India growth
  • Family offices diversifying into India PE
  • Global investors wanting late-stage exposure
  • Investors comfortable with 4–6 year lock-in
  • Those seeking 18–20% USD IRR potential

It is not suitable for:

  • Short-term liquidity seekers
  • Risk-averse fixed income investors
  • Those uncomfortable with private market illiquidity

Frequently Asked Questions

Is this fund denominated in USD?
Yes. Returns are projected and evaluated in USD terms.

What is the minimum investment amount?
The minimum investment is $150,000.

What is the expected holding period?
The fund tenure is 6 years, extendable by 1+1 years.

How does the fund reduce risk?
By investing in EBITDA-positive companies with near-term exit visibility and discounted entry valuations.

What is the hurdle rate?
The hurdle rate is 10% (USD).

Are returns guaranteed?
No. Returns are indicative and depend on market conditions.


Conclusion

India’s private equity landscape has matured significantly. Rather than taking early-stage risk, many global investors now prefer structured exposure to late-stage, scalable companies.

The Neo Secondaries Fund offers:

  • Discounted entry into established businesses
  • Shorter path to liquidity
  • Diversified portfolio construction
  • 18.5%–20.2% expected net USD IRR
  • GIFT City tax-efficient structure

For NRI and foreign investors seeking long-term USD returns linked to India’s growth story — this secondaries-focused strategy provides a thoughtful and balanced entry point.

Download the strategy presentation and connect with our team for a personalised portfolio review.

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