1. ROLE OVERVIEW

The Consultant shall provide investment, transaction, project evaluation and strategic advisory services to the Fund, which is principally focused on real estate projects and real-estate-related investments.

The Consultant may simultaneously provide consulting and advisory services to other AIFs, investment funds, family offices, investors, developers and other organisations. The engagement is therefore non-exclusive, subject to the Consultant's continuing obligations relating to SEBI compliance, confidentiality and conflict-of-interest management.

The Consultant shall not have authority to independently bind, commit or make investments on behalf of the Fund unless specifically authorised under the Fund's governance framework.

2. KEY RESPONSIBILITIES

The Consultant shall advise the Fund and Investment Manager on:

· Identification and sourcing of real estate investment opportunities.

· Residential, commercial, hospitality, warehousing and mixed-use projects.

· Land acquisition and development opportunities.

· Joint ventures and structured real estate transactions.

· Project-level SPVs and investment structures.

· Financial feasibility and commercial viability of projects.

· Promoter and developer assessment.

· Market and competitive analysis.

· Investment valuation and return analysis.

· Equity, debt and structured investment opportunities.

· Due diligence and transaction execution.

· Portfolio monitoring and value creation.

· Exit and monetisation strategies.

· Strategic co-investment and investment partnership opportunities.

· Other opportunities falling within the Fund's approved investment mandate.

3. INVESTMENT ANALYSIS

The Consultant may prepare or supervise:

· Investment proposals;

· Investment memoranda;





· Financial models;

· Project feasibility reports;

· Valuation analysis;

· IRR/MOIC and return analysis;

· Scenario and sensitivity analysis;

· Risk assessment;

· Due-diligence reports; and

· Investment Committee presentations.

All final investment decisions shall remain with the appropriately authorised Investment Manager and/or Investment Committee.

4. SEBI AND REGULATORY COMPLIANCE

The Consultant shall comply with all applicable provisions of the SEBI (Alternative Investment Funds) Regulations, 2012, as amended from time to time, and all applicable SEBI circulars, master circulars, directions, guidelines and regulatory requirements applicable to the Fund and to the Consultant's actual role.

The Consultant shall:

· Act only within the authority delegated to him.

· Ensure recommendations are consistent with the Fund's approved investment strategy and Placement Memorandum.

· Maintain appropriate records supporting investment recommendations and due diligence.

· Comply with the Fund's policies relating to conflicts of interest, confidentiality, valuation, risk management, related-party transactions and governance.

· Cooperate with the Investment Manager, compliance officer, trustee, administrator, custodian, auditor, legal advisors and other authorised service providers.

· Provide information and records required for regulatory reporting,



audits and inspections.

· Promptly report any regulatory, legal or compliance issue that may materially affect the Fund.

· Comply with applicable KYC, AML, sanctions, fraud-prevention, confidentiality and other regulatory requirements.

5. KEY INVESTMENT TEAM REQUIREMENTS

Where the Consultant is designated or treated as part of the Key Investment Team of the Manager, he shall satisfy all applicable SEBI requirements relating to qualifications, experience, certification and other eligibility criteria.

Where applicable, he shall obtain and maintain the prescribed NISM certification for AIF Managers/key investment personnel and provide evidence of such certification to the Investment Manager.

The Consultant acknowledges that his designation and actual functions, rather than merely the title of the engagement, may determine whether specific SEBI requirements apply to him.

6. NON-EXCLUSIVE CONSULTANCY

The Consultant shall be free to provide investment and business consulting services to other funds, AIFs, family offices, investors, developers and other organisations.

Such external engagements shall not, by themselves, constitute a breach of this Agreement.

However, the Consultant shall not:

· Misuse or disclose confidential information of the Fund;

· Use Fund information for the benefit of another client;

· Divert a specific investment prospect already under active consideration by the Fund;

· Advise opposing parties in the same transaction without prior disclosure and approval;

· Represent himself as authorised to act for the Fund without written authority; or

· Undertake any external engagement that creates a material undisclosed conflict with the Fund.

📌 INVESTMENT ADVISOR / FUND INVESTMENT CONSULTANT (Mumbai)
🏢 Sentro Group
📍 Mumbai