Guidelines For Setting Up of Atal Incubation Centres (Aics)

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April, 2021

Government of India
NITI AAYOG
Atal Innovation Mission

GUIDELINES FOR SETTING UP OF ATAL INCUBATION CENTRES (AICs)

1.0 Background:

The Government of India has set up the Atal Innovation Mission (AIM) at NITI Aayog. The overarching
purpose of this Mission is to promote a culture of innovation and entrepreneurship in India. The
Government realizes that there is a need to create world class incubation facilities across various parts of
India with suitable physical infrastructure in terms of capital equipment and operating facilities, coupled
with the availability of sectoral experts for mentoring the start-ups, business planning support, access to
seed capital, industry partners, trainings and other relevant components required for encouraging innovative
start-ups. Accordingly, AIM supports the establishment of Atal Incubation Centres (AICs) that would
nurture innovative start-up businesses in their pursuit to become scalable and sustainable enterprises. The
scheme is known as Atal Incubation Centre. The terms and conditions of the scheme are at Annexure I.

AIM invites applications for setting up AICs through the online application form provided at this URL - [
http://aimapp2.aim.gov.in/aic2.0 | http://aimapp2.aim.gov.in/aic2.0 ]

2.0 Objectives of the Scheme:

The objective of the scheme is to promote and establish world class incubation centres in specific
subjects/sectors such as manufacturing, transport, energy, health, education, agriculture, water and
sanitation etc. in India. These incubation centres would support and encourage innovative technology-based
start-ups that have an application and/or impact in the core sectors of the economy. The incubation centres
would provide the start-ups with necessary guidance, tech support, infrastructure, access to investors,
networking, and facilitating a host of other resources that may be required for the start- up to survive and
scale.

3.0 Expected Functions of the AICs:

3.1 Assist the incubatees in creating a sustainable, scalable & profitable business model

3.2 Build a dedicated, professional and strong team with adequate knowledge and experience in guiding
start-ups, building business plans, facilitating investments, building networks etc. This team is also required
to have technical knowledge of the sector focus of the incubator

3.3 Provide state-of-art physical lab and other infrastructure as well as value-added support services

3.4 Create a strong network of mentors who would provide sector specific knowledge & real-world practical
guidance

3.5 Conduct events and inspirational programs to help develop an entrepreneurial ecosystem in the region

3.6 Provide trainings and mentorship to entrepreneurs


3.7 Forge partnerships and networks with academia, industry, funding sources, existing incubators and
others for the start-ups to leverage.

3.8 Enable access to prototyping facilities, test beds, markets, and pilot implementation for the
product/services.

3.9 An ideal application would be a collaboration between a corporate sector entity and a research oriented
/ academic institution with aligned areas of focus.

4.0 Features of the Scheme:

4.1 The categories of entities that can apply for setting up AICs include higher educational institutions,
R&D institutes, entities from the corporate sector, alternative investment funds registered with SEBI,
business accelerators etc.

4.2 The applicants must be legal entities which include (but not restricted to) Societies registered under the
Societies Registration Act 1860, Trusts registered under the Indian Trusts Act 1882, Private Limited
companies (including Section 8 and Section 25 companies) registered under the Companies Act 1956 or
Companies Act 2013, statutory bodies i.e. entities created through Acts of Parliament, Alternate Investment
Funds registered with SEBI. It is to be noted that no change in the applicant’s legal entity will be allowed
at any stage in the application or during the project.

4.3 All applicants of the AIC Program must have a minimum 3 years of existence at the time of application
or last date for the call of application.

4.4 Non-government applicants that are loss making in any of the previous three years will not be
considered. However, special considerations may be given to incubators focusing on social impact or to
institutions of eminence (subject to the approval of AIM Mission High Level Committee). Further, non-
government applicants need to have minimum turnover which is twice the size of the annual tranche given
by AIM in the preceding financial year.

4.5 AICs can also be established by one or more collaborating entities (Consortiums). In case a consortium
is applying for the AIC, the financials of the Lead Member will be considered for the financial aspects
mentioned in 4.4.

4.6 However, it may be noted that even if the applicant is profitable over the past three years, an overall
and comprehensive assessment of the financials of the applicant will be undertaken during the due diligence
process. If the applicant is not considered financially capable to sustain and operate the AIC, such an
applicant will not be considered for the program.

4.7 AICs are encouraged to focus on a limited number of areas, which align with their core strengths. The
AIC should have up to a maximum of three primary sectors of focus. An illustrative list of sectors has been
provided in the online application form.

4.8 Final decision of the nature of the legal entity allowed to be an AIC incubator would be at the sole
discretion of AIM.
5.0 Mechanism for Implementation of the AIC

5.1 Please note that that shortlisted applicant may use either of the options – a) to implement the AIC
through the applicant who has applied to AIM i.e. the existing legal entity, or b) create a separate Special
Purpose Vehicle (SPV) to implement the AIC. The process for the setting up of an SPV is set out in
Annexure VIII of these guidelines. Please note that the SPV can either be a Section 8 or Private Limited
Company but has to be limited by shares. A Company limited by guarantee is not permitted to be used
as an SPV.

5.2 Further, if the applicant, that gets short-listed for setting up an AIC, is governmental in nature, it will
have the option of accepting the Grants-in-aid themselves or alternatively may incorporate a SPV.

5.3 If the applicant, that gets short-listed for setting up an AIC, is non-governmental in nature, it is required
to incorporate a separate SPV to implement the AIC mandatorily.

5.4 However, if any applicant, whether private or government, has an existing legal entity for exclusively
operating a business incubator then the requirement for creating a separate SPV may be waived off and this
existing legal entity being used as the business incubator may receive the grant. However, it may please be
noted that the objectives, purpose and operations of the AIC should be distinct and not an extension of the
current incubator.

5.5 If the AIC is proposed to be merely an extension/scale-up of the current incubator, then the applicant
should apply through the Established Incubation Centre (EIC) program.

5.6 It is clarified that AIM retains the right at its discretion to require any AIC applicant to form an SPV
for implementing the AIC.

5.7 The applicant can apply for scale up support at the end of the program subject to fulfilling the objectives
and targets based on the performance of the AIC through the EIC program which may be notified in due
course of time. Such support will only be granted by AIM at its sole discretion.

6.0 Funding Support:

6.1 Successful applicants would be provided grant-in-aid to set up the AIC for a maximum period of 5 years
up to Rs 5 Crore (in case no lab facilities are established) and up to Rs. 10 Crore (in case sector specific
lab facilities are established) to cover the capital and operational expenditures.

6.2 An AIC will be eligible for lab funding if it is establishing a sector-specific lab as per the incubator’s
sector focus. The exact amount of the grant shall be decided by AIM based on the application and business
plan, as per the prevailing scheme.

6.3 A separate book of accounts which is third party auditable would need to be maintained for all expenses
and utilization of AIM Grant in funds and required matching funds (where applicable). The Bank account
should be opened in a public sector bank and should be interest bearing. A separate bank account should
be opened for seed funds. The interest earned on the grant-in-aid should be reported to the AIM, NITI
Aayog and returned to the Consolidated Fund of India at the end of each financial year, however, the interest
from Seed Fund account should be returned to the Seed Fund pool in the bank account (and not to Bharat
Kosh).

6.4 In case the AIC is being implemented through setting up a new SPV, then the Grants-in- Aid shall be
disbursed to the separate bank account of the SPV. Alternatively, if the AIC is being implemented through
the applicant, then the applicant must create a new bank account for the purpose of holding, spending or
disbursing funds for the purpose of the AIC.

6.5 Key aspects of funding based on the category of applicant is as below:


Maximum AIM Grant-in-
Type of Applicant Matching Contribution
Aid
Government Applicants:
Up to Rs. 5 Crores (in case of
1. Government Academic / R&D No matching contribution applicable no lab facility)
Up to Rs. 10 Crores (in case
2. Government Non-Academic No matching contribution applicable of lab facility proposed)
Non -Government Applicants:
At least 25% of the Grant-in-Aid
3. Private Academic
amount provided by AIM Up to Rs. 5 Crores (in case of
At least 100% of the Grant-in-Aid no lab facility)
4. Private Non-Academic
amount provided by AIM Up to Rs. 10 Crores (in case
At least 100% of the Grant-in-Aid of lab facility proposed)
5. Private R&D
amount provided by AIM

6.6 As mentioned in the table above, AIM shall provide a maximum of up to Rs. 10 crores. The rest of the
project cost (Matching contribution and/or the Bridging cost for the project, if any) will be borne by funds
that the applicant itself is providing, either directly or through other sources arranged by the applicant. It is
clarified that the funds brought in by the applicant shall be independent of and in addition to the Grants in
aid received from AIM. Further, note that Matching Contribution is defined as Applicant / Promoter / Host
Institution’s contribution as required by clause 6.5. Bridging Cost is defined as the cost borne by the
Application / Promoter / Host Institution over and above their Matching Contribution as stated in the Budget
approved for the AIC, if any.

6.7 Cost components mentioned in para 8.7 (given below) shall not be considered as project costs. The
budget plan presented by the applicant should clearly demarcate all components of the project costs which
are not eligible for funding by AIM.

6.8 In case the applicant forms the SPV to implement the AIC, the Grants-in-Aid will be transferred to the
bank account of the SPV. If an SPV is not required to be formed, the Grants-in-Aid shall be transferred to
the separate and exclusive bank account of the applicant. No third party / affiliate / sister concern
organisation shall be allowed to receive the Grants-in-Aid in any circumstances whatsoever.

6.9 It is hereby clarified that all matching contribution / bridging costs need to be deposited in the dedicated
bank account of the AIC and spent from this bank account. Any amount directly spent by the Promoter /
Host Institution / any other third party towards the expenses of the AIC will not be considered as the
applicant’s matching contribution and or / bridging cost.
6.10 In case of private applicants that are non-academic, then the rental value of the building as per the
registered lease agreement on pro- rata basis for the space allocated to the AIC can be considered as the
applicant’s contribution to the AIC in the project cost.

● This is subject to submission of the lease documents and the actual rent receipts.
● This consideration will be restricted to a maximum of 20% of the matching grant contribution
provided by the AIC applicant.
● In case, there is a variation, the AIM team has the discretion to allow the limit to which the
consideration will be made for the rent.
● The rental value will be considered only if it is being paid out of the new bank account created for
the AIC.
● It may also be noted that the rental should be paid to the third party directly which should not be
related in any way with the Host / Promoters of the applicant.
● In either case, (SPV or not) the rental value shall NOT be considered as host contribution if the
space allotted to the AIC is owned by the applicant.

6.11 In case of applicants that are academic or R&D in nature, then the rental value of the building will not
be considered in the project cost.

6.12 Each tranche of the grant-in-aid shall be disbursed only after the applicant provides proof of matching
contribution and or / Bridging Cost that is to be brought in by the applicant itself (or through other sources)
as monetary/cash contribution. In-kind contributions or contributions made before the Sanction is released,
shall not be considered as matching contribution and or / Bridging Cost.

6.13 In case there is any matching contribution / bridging cost applicable, the applicant will be responsible
for ensuring that the amount deposited in the dedicated bank account of the AIC complies / adheres with
all applicable laws, government rules and regulations including FCRA, GFR, RBI regulations etc.

6.14 The amount of the matching contribution should be equal to or more than the amount of the tranche
that is to be disbursed by NITI Aayog. Any machinery/infrastructure which was already present with the
host institution before receiving the Grants-in-Aid from AIM, NITI Aayog cannot be considered as a
matching contribution towards setting up the AIC.

6.15 The grant-in-aid shall be disbursed in a phased manner as per the budget plan submitted by the
applicant and approved by the AIM directorate.

7.0 AIC Team Guidelines:

7.1 The Grants-in-Aid shall be disbursed only after the applicant provides proof of having a full-time and
qualified CEO identified and committed to operationalise the AIC.

7.2 In order to receive the grant, the profile of the short-listed candidate(s) for the CEO position should be
submitted to AIM. The CEO and the rest of the AIC team has to be in place and engaged on a full-time
basis within 30 days of receiving the Grant.

7.3 The CEO should have experience as an entrepreneur or in the startup ecosystem and have a strong
understanding of starting companies, early stage investments, raising funds, technology and incubation.
S/he should be a dynamic changemaker dedicated to the AIC who has the enthusiasm and energy required
to do the leg work that this position requires. The CEO must be a visionary to make the AIC self-sustainable.

7.4 The CEO of the AIC is required to be hired on a full-time basis. In case where the applicants are
academic institutions / R&D labs, no in-house faculty members / scientists / researchers can be appointed
the CEOs, if they are not full time and they continue to take lectures / deliver their regular duties as faculty
/ scientists.

7.5 If any blood relatives or related individuals by law of any director(s) or management officials of the
applicant institution / officials / external consultant are appointed as CEO / Incubation Manager or any other
key role in the AIC (whether part-time or full-time at the AIC), the same needs to be declared to AIM prior
to such appointment.

8.0 Budget Guidelines:

8.1 Expenditure on office furnishings, administration utility and maintenance, and office expenses should
be kept to a minimum.

8.2 The larger part of the grant-in-aid should be spent on the core operation activities of the AIC as described
in para 3.0 (Expected functions of the AIC).

8.3 The total grant-in-aid which can be spent towards capital expenditure (including sector specific
equipment / lab, machinery, office equipment, furniture etc.) should not exceed Rs 3.5 crores and the grant-
in-aid spent towards seed fund should not exceed Rs. 1 Crores.

8.4 The applicant may be allowed to deviate from the sub-head allocation of the approved budget plan
(provided that the expenditure limits on major heads are maintained) up to an extent of 10% of the approved
amount.

8.5 The Promoter / Host Institution or the SPV (as the case may be) will be required to submit audited
statement of accounts and the Utilization Certificates (UCs) of the grant every six months from the time of
receiving the grant, (ii) at the end of each financial year; and, (iii) as well as at the time of seeking further
instalments of the grant, if any. The Promoter / Host Institution will also be required to submit a quarterly
progress report to NITI Aayog. The proforma of the UC is attached as Annexure II to this document.

8.6 AIM, NITI Aayog will have the ongoing right to get a financial audit done for the SPV/ applicant, if
required, as frequently as it considers suitable.

8.7 The following elements shall not be allowed to be included in the project cost itself (irrespective of
whether it’s the contribution of the applicant or NITI Aayog):

● Cost of purchasing land, building (shell and core construction), purchase of vehicles, etc.
● Rental expense in case the applicant is an academic / R&D institution is not allowed to be a part of
the project cost
● Notional Rental expense / EMI being paid against the space which is owned by the host institution
/ promoter (whether academic or not) of the applicant for the AIC.
● Cost of hiring any external agency/consultant for conducting whole or part of the AIC operations.
(AIM will assist the AIC in developing the operational model based on global best practices and
will provide training to the AIC team).
● Cost of any fee paid to any external agency/individual(s) for the preparation of the application for
AIC.
● Expenses such as SPV registration charges, seed money for the bank accounts, and other similar
expenses for incorporation of the SPV (in case an SPV is made for the implementation of the AIC).
● Any machinery/infrastructure which was already present with the host institution before receiving
the Grants-in-Aid from AIM, NITI Aayog cannot be considered as a part of the project cost for
setting up the AIC.
● Monetisation of any notional / opportunity costs.

8.8 The applicant is strongly encouraged to make the AIC self-sustainable in a period of five years and it
should clearly reflect in the proposed budget submitted by the applicant. Sustainability means that the cash
flow statements for the first 5 years of operations should show substantial surplus which can be used to
fund the operations of the AIC in the 6th year when AIM, NITI Aayog funds are not available anymore.

9.0 Infrastructure requirements:

9.1 The applicant would have to provide at least 10,000 sq. ft. of ready-to-use built up space, for the
exclusive use of the AIC in case lab facilities are established. If no lab facilities are established, the applicant
would have to provide at least 5,000 sq. ft. of ready-to-use built-up space (fully constructed area), for the
exclusive use of the AIC. This means that the civil works must be complete and doors and windows, railings
for the staircase, lifts, fire safety/fire-fighting, air- conditioning, lighting etc. should already be in place.
This space should not include terraces, gardens, parking spaces are other similar areas that are not core to
the incubator.

9.2 The space should be owned or leased by the applicant. In case of a leased space, the period of lease
should be minimum of 10 years. In case of selection of the applicant for the grant-in-aid, the documents of
ownership of the space / lease agreements shall be verified.

9.3 The cost of the land and building shall not be included in the project cost.

10.0 The applications would be evaluated by a duly constituted Screening-cum-Selection Committee for
this purpose. Selected applicants will be required to enter into a Memorandum of Agreement (MoA) and
Bond (Annexures III / V and IV / VI, respectively), with AIM, NITI Aayog that also contains relevant
provisions regarding refund of Grant-in-Aid amount in case of any breach of contract. The MoA also
includes the total approved budget and the finalised goals and deliverables of the applicant in its annexures.
The indicative criteria that may be used for evaluation of the applications are given in Annexure VII.

11.0 The above scheme, screening criteria and guidelines are subject to periodic review in consultation with
concerned stakeholders. The current version of the guidelines is subject to change in the future and the
extant (revised) guidelines at any point of time shall be applicable to the applicant/ SPV.
ANNEXURE I - TERMS & CONDITIONS

1. The purpose of this document is to provide information to the interested applicants for the completion of
their application. It is neither an agreement nor an offer made by AIM.
2. AIM does not make any representation or warranty as to the accuracy, reliability or completeness of the
information in this document and it is not possible to consider particular needs of each applicant.

3. AIM will not be responsible for any delay in receiving the applications.
4. All applications are to be strictly submitted in the online mode. No hard copies will be accepted.
5. Applicants can seek clarifications on the guidelines through the email incubator- aim@gov.in.
6. All communications related to the scheme including announcements of shortlisted applicants and final
selection of applicants will be published on the AIM website - https://aim.gov.in/.
7. The issue of these guidelines does not imply that AIM is bound to select an Applicant. AIM reserves the
right to accept / reject any or all of applications submitted in response to the document at any stage without
assigning any reasons whatsoever.
8. AIM’s decision will be final and no explanation or justification for any aspect of the selection process
shall be given.
9. Applicants shall bear all costs associated with the preparation and submission of their applications, and
their participation in the selection process.
10. AIM strongly discourages engagement of consultants / external agencies on a paid basis for preparation
and submission of the application.
11. AIM, NITI Aayog will have no liability on account of any omission or commission of regulatory/statutory
requirement by the AIC or its incubatees and their companies.
12. In case of any dispute, the same shall be subject to the jurisdiction of the courts of Delhi.
13. The applicant cannot change the host entity / grantee once the application has been submitted. Such
applicants need to re-apply in the next application cycle.
14. To receive the grant-in-aid fund, the AIC is required to be registered under PFMS. The instructions will
be communicated separately and in due course of time to the selected applicants.
15. The remaining grant-in-aid shall be disbursed to the AIC in the subsequent years, based on satisfactory
achievement of the committed goals and deliverables and the compliance of financial requirements.
16. The amount of grant-in-aid released should be spent exclusively on the specified purpose for which it has
been sanctioned within the stipulated time frame and as per the break-up suggested for fund utilisation.
17. If the AIC is being implemented through the SPV, the applicant is required to immediately start the
process of setting up the SPV and upload a copy of registration certificate along with bank details and
other documents as may be asked for by the AIM directorate within a stipulated time frame after receiving
the intimation letter from the AIM directorate to release the funds to the SPV.
18. Any expenditure incurred by the Applicant / SPV before the release of the Sanction Letter and the first
tranche of Grant-in-Aid will not be considered as a part of the project cost. These expenses will not be
reimbursed, in any form.
19. The AIC shall put in place all the requisite physical infrastructure (shared/specific) such as laboratory and
workshop facilities, pre-incubation services, networking, mentoring, systems, processes and tools within
a period of six months from the date of release of funds for capital and operational expenditure required
to achieve the targets arrived at mutually between AIM, NITI Aayog and the AIC, which would form the
basis for evaluation of the performance of the AIC.
20. The AIC is expected to meet its goals and deliverables on the number of startups, events, infrastructure,
mentors and network commitments etc as per their proposed action plan within the stipulated time frame,
which would be monitored at every stage before release of every tranche.
21. It is mandatory for the AIC to attend all workshops and meetings conducted by AIM, NITI Aayog with
regard to incubation centres. Intimation for such events will be provided in advance, and recusal if
required, should be obtained by the AIC in writing from AIM, NITI Aayog.
22. The AIC should develop appropriate linkages with other parties to ensure its success. For instance, an
AIC in an educational institute should collaborate with the industry and vice versa.
23. The AIC would evolve a transparent system for selection of incubatees. The incubatees would be admitted
subject to fulfilling the admission criteria and the AIC would enter into an appropriate agreement with the
incubatees. The agreement should include various aspects like mentoring support, provision of support
services, provision of workspace, access to labs / equipment, access to investor portfolio etc.
24. As part of the Grant-in-Aid to the AIC, it is mandatory for the AIC to abide by the AIC monitoring system,
details of which will be communicated in due course of time. AIM, NITI Aayog will have the right to
evaluate and monitor the activities and working of the AIC, to ensure that it is in alignment with the vision
of AIM, NITI Aayog. The website link for uploading AIC updates and related instructions will be
communicated separately.
25. The AIC will be required to submit i) Progress Report; ii) Audited Statement of Accounts and Balance
Sheets; and iii) Utilisation Certificate (UCs) (as per the format in Annexure II) and other requisite
documents for the grant-in-aid at the end of every six months as well as at the time of seeking further
instalments of the grant-in-aid, if any. The AIC shall submit separate UCs for Grant-in-Aid and Bridging
Cost / Matching Contribution. Interest earned by the Applicant on the instalment received in the form of
tranches by the Applicant would have to be remitted back to the to the Government of India by means of
an Account Payee Demand Draft drawn in favour of Drawing and Disbursing Officer, NITI Aayog,
payable at New Delhi and only post this the subsequent tranches can be disbursed.
26. All the assets acquired or created out of the grant-in-aid should not be disposed of or encumbered or
utilised for the purpose other than those for which the grant-in-aid has been sanctioned without the prior
written permission of the AIM, NITI Aayog.
27. Concerned officers of Atal Innovation Mission, NITI Aayog or its authorized representatives may visit
the organization/AIC periodically for ascertaining the progress of work and resolving any difficulties that
might be encountered in the course of implementation.
28. AIM, NITI Aayog reserves the right to terminate support to the AIC at any stage, if it is convinced that
the grant-in-aid is not being utilised for the identified purpose or that appropriate progress is not being
made.
29. In case an AIC wishes to wind up its activities, the AIC shall give a notice of at least three months to
AIM, NITI Aayog before the closure, and design and implement a closure/succession plan with the written
approval of AIM, NITI Aayog as per the established procedures / regulations for winding up.
30. In the event of breach or violation of the MoA terms and conditions, the AIC will be required to refund
to the Government on demand, the entire amount or such part thereof as may be determined by the
competent authority and mentioned in the demand notice issued by the Government, along with interest
thereon at the rate of 11.50% (or as applicable by the GFR rules) compounded annually from the date of
the receipt of the grant-in-aid to the date of refund.
31. The applicant will need to be in compliance with and not do anything in contravention of the General
Financial Rules, 2017 (or the relevant corresponding rules if the General Financial Rules are updated at
any point during the term). It is the applicant's responsibility to ensure compliance with the General
Financial Rules, 2017 (or the relevant corresponding financial rules if the General Financial Rules are
updated at any point during the term.
32. As per Rule 211(1) of GFR, the accounts of the AIC shall be open to inspection by the sanctioning
authority/audit by the C&AG and the institution shall provide all the necessary support to carry out the
inspection/audit.
33. The Applicant and the AIC will need to mandatorily follow the EAT module of PFMS to book the
expenditure and generate UCs as prescribed in Rule 86 of GFR 2017.
34. AIM, NITI Aayog will have no responsibility in case of any loss caused to life or property due to accident,
fire or any other reasons. The AIC is required to take appropriate safety and insurance measures to
safeguard against any loss to human life and property related to AIC. The manpower employed by the
AIC will be the responsibility and liability of the applicant and AIM, NITI Aayog will not have any
responsibility or liability towards them.
35. List of documents to be submitted by all applicants, duly signed and stamped, within 90 days from the
date of the intimation letter but before the release of first instalment:
(i) Two copies Memorandum of Agreement (includes Budget and Goals & Deliverables as annexures)
and one original copy of Bond
(ii) Copy of the Registration Certificate / Certificate of Incorporation of the applicant and the SPV
(iii) Registration details including Public Financial Management System (PFMS) document of the new
bank account created for the AIM Grant-in-Aid for the registration of AIC on the PFMS portal
(iv) Proof of availability of at least 5,000 sq. ft (in case no lab is required) and 10,000 sq. ft. (in case labs
established) ready-to-use built up space (fully constructed area) along with a copy of the lease
deed/ownership documents in favour of the applicant and floor plan (please note that the entire space
needs to be at the single location). It is assumed that the applicant would continue to provide the space for
the AIC beyond the initial lease period. For certain entities including but not limited to, central
universities, state universities, etc., AIM at its discretion may accept declarations / undertaking in regard
to the availability of space.
(v) Board resolution commitment by the authorized signatory etc. indicating the availability of matching
contribution over a period of five years
(vi) Audited copies of the balance sheets and ITRs for the last three years of the applicant (from the date
of closing the applications).
(vii) Proof of availability of matching contribution / bridging cost equivalent to the tranche in question,
in the bank account created for the AIM grants-in-Aid.
(viii) CV of the proposed CEO
(ix) List of equipment for makerspace, fab lab, sector specific lab etc

Please note that if the applicant is setting up an SPV for the implementation of the AIC then all these
documents shall pertain to the SPV and not the applicant.
36. Any waiver to the terms, conditions and clauses of the AIC guidelines and its annexures will need to be
approved by the competent authority at Atal Innovation Mission.
ANNEXURE II - FORMAT OF THE UTILISATION CERTIFICATE
ANNEXURE III- MEMORANDUM OF AGREEMENT (WITHOUT SPV)

Format of the MoA to be signed with the applicant (No SPV in place), in case of selection of the
applicant

Memorandum of Agreement

This MEMORANDUM OF AGREEMENT (“MoA”) is entered on this ...... day of .......... (Month) 20XX
by and between:

i. ..................................................................................... (Name of the Applicant), established and


existing under the laws of India with its registered address at
.......................................................................................................... .............. (hereinafter referred
to as “the Applicant”) for setting up and operation of the Atal Incubation Centre (AIC).

AND
ii. The think tank of Government of India, NITI Aayog (hereinafter referred to as “NITI AAYOG”,
Sansad Marg, New Delhi – 110001 (hereinafter referred to as the second party)

WHEREAS NITI Aayog, Government of India under the Atal Innovation Mission (hereinafter
referred to as AIM), has taken up an initiative to provide financial support to selected institutions
for establishment of Atal Incubation Centres in India to support innovators and start-up businesses
in their pursuit to become successful entrepreneurs/enterprises.

WHEREAS the Applicant has been selected by AIM, NITI Aayog for establishing the Atal
Incubation Centre through a rigorous selection process, and the Promoter / Host Institution shall
contribute towards the setting up of the Atal Incubation Centre, in kind and in cash, matching the
support provided by NITI Aayog.

The Applicant and NITI Aayog, Government of India have decided to enter into this MoA setting
out the working arrangement, that each party agrees, is necessary for achieving the objectives of
this initiative of Government of India, as under:

ARTICLE 1: Background and Purpose

1.1 Background of Atal Innovation Mission

The Government of India has established the Atal Innovation Mission (AIM), at NITI Aayog to
promote a culture of innovation and entrepreneurship in the country. The mission subsumes the
Self-Employment and Talent Utilization (SETU) programme announced by the Government. The
objective is to provide a platform for promotion of world-class Innovation Hubs, Grand Innovation
Challenges, Start-up businesses and other self-employment activities, particularly in technology
driven areas. The Atal Innovation Mission has two core functions:
a. Entrepreneurship promotion: Wherein innovators would be supported and mentored to
become successful entrepreneurs at Incubation Centres and Atal Tinkering Laboratories.
b. Innovation promotion: to provide a platform where innovative ideas are generated and
supported to develop innovative technological solutions.

1.2 Setting up of Atal Incubation Centres (AIC)

With a view to promote entrepreneurship and innovation in the country, NITI Aayog has taken up
an initiative under Atal Innovation Mission (AIM), to establish Atal Incubation Centres. As a part
of this initiative, NITI Aayog will provide financial support to selected academic and non-academic
institutes and organizations to set up the Atal Incubation Centre (AIC) to support and encourage
start-ups in specific subjects / sectors such as manufacturing, transport, energy, health, education,
agriculture, water and sanitation etc. and would provide them with necessary infrastructure
facilities and other value-added services.

1.3 Background of the Applicant

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1.4 Purpose of the Grant-in-Aid

AIM, NITI Aayog shall provide the Grant-in-Aid to the Applicant to set up the AIC that would
provide high class incubation facilities with suitable infrastructure in terms of capital equipment
and operating facilities, coupled with the availability of sectoral experts for high quality mentoring
to the start-ups in their early stages of growth.

The AIC set up by the Applicant should have incubation facilities such as competent team members
who understand the incubation and startup ecosystem and have the ability to successfully guide the
incubatee startups; infrastructure such as incubation space, meeting rooms, conferencing space and
facilities; tech support such as sector specific labs and workshops that have tools and equipment;
seed funding support; other support services such as IPR, regulatory, legal, market research, etc.;
and so on. The AIC should also conduct outreach initiatives, build a network of mentors, subject
matter experts and investors, devise training programs and/or other incubation related events, and
build the entrepreneurship ecosystem for incubatee startups.

ARTICLE 2: Areas of Collaboration

The Applicant and AIM, NITI Aayog are collaborating to set up the AIC with the objective of
supporting a large number of innovative technology based startups that have an application and
impact in core sectors such as agriculture, biotechnology, health, education, energy, manufacturing,
housing, transport, etc.
ARTICLE 3: Duration

This MoA shall be valid initially for a period of 6 years from the date of signing by all the parties.

ARTICLE 4: TERMS Responsibilities of the Applicant

The Applicant shall be responsible for the following:

4.1 The Applicant shall be responsible for establishing the Atal Incubation Centre (AIC)
4.2 The Applicant shall be responsible for proper utilization of the funds provided by NITI Aayog
for establishment of the AIC to support and encourage start-ups as well as provide them with
necessary infrastructure facilities and other value-added services.
4.3 Provision of at least 5,000 sq. ft, of built up spaces (including land and building), in case a lab
is not established and 10,000 sq. ft. of built up space (including land and building) to set up the
AIC, in case a lab is established.
4.4 In case of renting of the required space for AIC, the lease period should be for a minimum of
10 years with the requisite lease deed registered as per law
4.5 The Applicant will ensure appointment of a dedicated full time CEO with the necessary domain
and management expertise and other core team/supporting staff for successful operations of the
AIC within 30 days of the date of release of the first tranche.
4.6 The Applicant will have full freedom to decide the compensation of the CEO as well as the
management team.
4.7 It will be the responsibility of the Applicant to bridge the gap between the project cost and the
Grant-in-aid from AIM, NITI Aayog to ensure that all the facilities as per the scope envisaged, are
established in the AIC to make it fully functional.
4.8 The Applicant will provide proof of financial closure for the project cost to AIM, NITI Aayog
within three calendar months of receiving the intimation of short- listing.
4.9 The Applicant will provide proof of availability of matching contribution equivalent to the
tranche in question, in the new bank account set up for the operations of the AIC.
4.10 All funds to the Applicant by NITI Aayog shall be utilised only for the purposes of setting up
and operating the AIC and will not be allowed to be diverted for any other purpose.
4.11 The Applicant shall carry out all the activities of the AIC in conformance with the laws of the
land in an ethical manner with all the regulatory and statutory requirements being adhered to.

4.12 Maintenance of Assets of the AIC


4.12.1 The Applicant is expected to undertake reasonable care and due maintenance of the assets
of AIC (both from financial support from NITI Aayog and the counterpart support by the
Applicant).
4.12.2 The Applicant should adequately insure these assets against any loss or damage caused due
to accidents, terrorist attacks or natural calamities, to the extent possible. If possible, the assets
should be reinstated through insurance.
4.12.3 All the assets of the AIC from the Grant-in-Aid, the Applicant and/or other sources of funds
if any, including those maintained and promoted from the grant shall be installed in the premises
of the AIC and not in any other department/division of the Applicant.
4.12.4 All the assets acquired or created for the purpose of AIC including the land and building
brought in by the Applicant shall not be allowed to be disposed of or encumbered or utilized for
the purpose other than that of AIC without the prior written permission of AIM, NITI Aayog. AIM,
NITI Aayog reserves the right to terminate future grants and recover the assets created for AIC, if
it is convinced that the Applicant is not utilizing the assets for the objectives of AIC.

4.13. AIC’s Operational Responsibilities


4.13.1. It is suggested that the AIC should be administered by a Governing Body/ Board chaired
by the Head of the Applicant. The Governing Body of the AIC may meet quarterly to review
progress of AIC and provide policy guidelines for the operations of the AIC. The Applicant should
ensure that the operations of the AIC are in line with the sanctioned proposal and activities are
tailored to attain projected milestones (to be submitted by the Applicant before the release of the
first tranche). The Governing Body should ideally provide adequate autonomy and flexibility to the
Chief Executive Officer (CEO) of the AIC for making speedy & transparent decisions.
4.13.2. The Applicant shall identify and appoint adequate number of team members (technical) for
the day to day operations and management of the AIC. The team should include a full time CEO
and other members who have the domain knowledge and the expertise required for supporting the
startups through the grants- in-aid provided by NITI Aayog. The suggested team to incubatee
company’s ratio is 1:5, which needs to be put in place progressively.
4.13.3. The Applicant will ensure development of domain and management expertise of its core
team/supporting staff through training/re-training, starting within six months from the date of
release of the grant-in-aid.
4.13.4. The Manpower employed by the Applicant for the AIC will be the liability of the Applicant
and NITI Aayog will not have any liability towards them.
4.13.5. The Applicant will develop the physical space for the AIC including but not limited to co-
working space for the incubatee companies, sector specific laboratories, other relevant tools and
equipment, meeting rooms, conferencing facilities, etc.
4.13.6. The Applicant shall open two separate bank accounts – one for the exclusive operations of
the AIC and other for the seed fund component of the Grant- in-Aid.
4.13.7. Within six months of receiving the grant, the AIC should be fully functional and
operational. This shall include:
● CEO of the AIC and other technical team who can provide business mentoring support to
incubatees, should be in place and stabilised
● The labs, if any, should be set up with the technical team required to operate the lab, hired
● The 5000 sq. ft. space (in case no lab is required) and 10,000 sq. ft (in case lab is
established) should be furnished and fully functional (ready to use).
● Proper branding of the AIC should be done (name board near the entrance)
● The incubation program must be in place (i.e. the package that will be offered to
incubatees describing the value-add to incubatees, duration, milestones for graduation,
engagement model etc.)
● The AIC should have already conducted at least two promotional / outreach events
● The AIC must have rolled out its call for applications for admitting incubatees and must
have enrolled incubatees
● AIM retains the unfettered right to require the AIC to ensure the above in total or any part
thereof is fully operational to AIM’s satisfaction, no later than 6 months from receiving
the grant. If for any reason whatsoever, the above responsibilities of the AIC are not
completed, it will be considered a material breach and AIM may, by giving 60 days’
notice for rectification of the material breach, terminate this MoA if said material breach
is not rectified within the aforementioned 60 days. Upon termination, the AIC will be
required to return the entire grant amount without any deductions whatsoever including
for the avoidance of doubt any utilized amounts of the grant in aid, and including the
interest amount earned by the AIC from the grant.
4.13.8. The Applicant will evolve a transparent system for selection of incubatees in line with
the thematic area of specialization chosen. The incubatees would be admitted fulfilling the
admission criteria and the AIC should execute appropriate incubation agreement with
incubatees. The residency period and the exit policy may also be defined clearly in the
agreement.
4.13.9. The Applicant will provide the context-appropriate assistance and handholding to
startups to help them become sustainable and scalable enterprises, including but not limited to,
business and strategy advice; facilitating access to relevant laboratories and maker’s spaces;
legal, accounting and intellectual property services and/or support; networking with mentors,
vendors, and investors; national and international linkages, etc.
4.13.10. The amount of the Grant-in-Aid towards providing seed funding support to start-ups
can be utilised only after the AIC raises a matching amount of co-investment through non-
government sources (non-government sources exclude central, state and local governments). It
is to be noted that this co-investment is over and above any contribution of the applicant in the
seed fund component of the total project cost. Detailed guidelines about the seed support funding
are enclosed below (Annexure A of the MoA). The AIC shall support the start-ups to raise seed
support and other investments.
4.13.11. The AIC will adequately promote itself through online and offline channels. The AIC
shall have a website which should go live within 30 days of the date of release of the first tranche
of the grant-in-aid. The website should describe all the facilities and offering that it has for
aspiring and recent entrepreneurs. Eventually the incubatees should also be listed on the website.
4.13.12. The AIC is required to mention “Atal Incubation Centre supported by Atal Innovation
Mission, NITI Aayog” in all its communication/stationery and branding material, whether
online or offline, as well as on the display board at the entry gate of the AIC. The AIC will be
required to adhere to the branding guidelines which will be share at a later stage.
4.13.13. In case of any operational disputes or lack of clarity, the decision of the CEO, NITI
Aayog shall be final and binding on the Promoter/Host Institution.
4.14. Monitoring responsibilities

i. AIM, NITI Aayog has put in place a progress update and monitoring framework with key
performance requirements for AIC. The AIC shall subscribe itself to the monitoring system and
provide the updated information on a monthly basis.
ii. The monitoring framework captures the Key Performance Indicators (KPIs) of the AIC and the
AIC will be obligated to update these KPIs on a monthly basis.
iii. The AIC will be required to demonstrate the impact it has been able to make through the grant-
in-aid. The AIC will be expected to deliver on the implementation plan as submitted by the AIC to
NITI Aayog for every tranche of the grant-in-aid.
iv. The operations and performance of the AIC may be reviewed monthly / quarterly / yearly by
AIM, NITI Aayog or by a professional third-party agency appointed by NITI Aayog. The AIC is
expected to co-operate fully and provide all the information required for a fair and successful
evaluation of the performance of the AIC. The AIC shall be informed about the third party
appointed for the purpose and the outcome of evaluation in a timely manner.
v. In the event the Applicant fails to make adequate progress in the establishment of AIC and
operations of the AIC, including implementing start-up incubations activities, or adhere to the
responsibilities mentioned throughout this MoA, no further grant will be provided and the unspent
amount along with interest earned thereon would be required to be refunded within a period of one
month from the date of notice issued by NITI Aayog. It is clarified that this is without prejudice to
AIM’s right to terminate this MoA under the provisions of Clause 4.13.7 above.
vi. The release of grant for every tranche will be based on satisfactory performance of the AIC as
well as fulfilment of the financial requirements by the SPV/AIC.
vii. Concerned officials of AIM, NITI Aayog or its authorized representatives will have the right
to visit the AIC periodically for ascertaining the progress of work and resolving any difficulties
that might be encountered in the course of implementation.

4.15 Other Obligations

i. By accepting this grant-in-aid, the AIC becomes a part of the AIM program network and will
collaborate with and support AIM, NITI Aayog on their various initiatives and programs relating
to innovation, incubation and entrepreneurship. These initiatives may include (but not limited to)
the Atal Tinkering Labs, The Atal New India Challenges and other similar initiatives in the area of
innovation and startup ecosystem in India and the world. Such initiatives shall be communicated to
the AIC from time to time.
ii. AIM, NITI Aayog is also providing grant-in-aid to institutes for scaling up Established
Incubation Centres (EICs), Atal Tinkering Labs (ATLs), ACIC and ANIC programs. The AIC shall
be expected to work with one or more EICs that shall be facilitated by AIM, NITI Aayog. The
support from EICs may include transfer of knowledge and relevant standard operating procedures,
help in building a network, training of the team, introduction to mentors and investors from the EIC
network, co-organizing relevant events and / or any other support that the AIC may need from time
to time.
iii. The AIC shall be expected to support the ATLs on aspects such as mentoring of the students,
organising exposure visits and interaction sessions with innovators and entrepreneurs, and /or any
other support that the ATLs may need from time to time.
iv. AIM, NITI Aayog through its partners may also extend support to the AIC with tools,
equipment, research collaborations and /or partnerships. The AIC should exploit such partnerships,
if any are extended by AIM, NITI Aayog. The AIC is expected to attend all the workshops, events,
meetings and conferences related to entrepreneurship, innovation, business incubation, training of
teams and other relevant topics, which may be organized / facilitated by NITI Aayog from time to
time. The AIC shall be intimated in advance about the organization of any such events. Recusal
from any such events, if required, should be requested from the AIM, NITI Aayog in writing.
v. It is expected that the AIC shall become financially self-sustainable by the end of five years’
time and no other grant-in-aid is requested from any government agency for its operations. The
Applicant should ensure smooth continuation of activities and facilities after the end of the support
from AIM, NITI Aayog.
vi. The main purpose for setting up of the Special Purpose Vehicle (SPV) is to establish Atal
Incubation Centre (AIC). The main objectives to be included under the object’s clause in the
Memorandum of Association in case of the SPV are given as below: :

“To set up and implement the Atal Incubation Centre (AIC) in partnership with Atal Innovation
Mission, NITI Aayog with an objective of supporting innovative technology-based startup
enterprises in India. The AIC shall endeavour to implement the following:
a. To establish a high-class incubation facility, including but not limited to: (a) suitable
physical infrastructure and operating facilities, and (b) affiliations with sectoral experts
b. To enable a support ecosystem for incubated startups, including but not limited to:
mentoring, planning, organizing events, lab facilities, regulatory guidance
c. To provide preference in support to startups or innovators that have applications / impact
in the core sectors of the economy (including but not limited to agriculture, healthcare,
clean energy and sustainable technologies, education, housing, transportation, cyber
security, IOT, Robotics and AI, water and sanitation)
d. To encourage innovation in the Indian ecosystem, through activities that include but are
not limited to (a) awareness workshops, (b) training and capacity building and (c)
mentoring support to early stage startup enterprises
e. To encourage creation of new technologies and intellectual property
f. To support and carry out any other activity relevant to promotion and incubation of
startups in the country;
vii. Regardless of any term or objective set out in the relevant Constitutional Documents i.e.
Memorandum of Association or Articles of Association, Trust Deed, Charter of Societies or any
other relevant document (‘Constitutional Documents’) of the AIC, it will not undertake or engage
in any activity that is in contravention of the Objectives set out above, the AIC guidelines or the
relevant Memorandum of Agreement entered into with AIM, NITI Aayog under any circumstances
whatsoever. The AIC further understands that the Objectives set out above supersede any other
purpose, object, item, section, paragraph, article or any other corresponding line item set out in the
applicable Constitutional Documents of the AIC, should there be any conflict between the two. In
the event it is unclear to the AIC whether an activity or objective that we are undertaking or
contemplating whether to undertake is contradictory to the above Objectives, the AIC guidelines
or the relevant Memorandum of Agreement entered into with AIM, NITI Aayog, it will seek AIM’s
written response/clarification and/or approval (where required) on the same;

viii. All contributions of the AIC towards meeting the ‘Total Project Cost’ i.e. the total cost of
setting up the AIC as determined in the budget finalized and approved for the AIC by AIM, NITI
Aayog, basis which the Grant-in-aid has been awarded, including the matching contribution and
the gap (if any) between the Grant-in-aid and the total project cost (‘Bridging Cost’) will be
deposited in the dedicated bank account created for the Grant-in-aid from AIM, NITI Aayog
ix. The AIC will ensure that no notional expenditure (i.e. expenditure that has not been made from
the funds in the dedicated bank account created for the Grant-in-aid of AIM, NITI Aayog by the
AIC will be considered as its contribution towards the project, including for the avoidance of doubt,
the matching contribution and the Bridging Cost (if any) as approved in the budget (basis which
the Grant-in-aid has been awarded);

x. The AIC certifies that it has not obtained or applied for grants for the same purpose or activity
from any other Ministry or Department of the Government of India or State Government and it will
remain in compliance with Rule 230 (1) of the General Financial Rules, 2017 (or the relevant
corresponding rule if the General Financial Rules are updated at any point of time during the term);

xi. All interests or other earnings against the Grant-in-aid or advances (other than reimbursement,
if applicable) released to the AIC will be mandatorily remitted to the Consolidated Fund of India
immediately after finalisation of the accounts (at the end of each financial year). Further, the AIC
also affirms, declares and undertakes that such interest earnings or advances will not be adjusted
against future grant releases or tranches and it shall ensure its compliance with Rule 230 (8) of the
General Financial Rules, 2017 (or the relevant corresponding rule if the General Financial Rules
are updated at any point of time during the term);
xii. That without limitation to points (x) and (xi) above, the AIC affirms that it will be in compliance
with and not do anything in contravention of the General Financial Rules, 2017 (or the relevant
corresponding rules if the General Financial Rules are updated any point during the term). The AIC
understands that it is its responsibility to ensure compliance with the General Financial Rules, 2017
(or the relevant corresponding financial rules if the General Financial Rules are updated any point
during the term)

ARTICLE 5: Assignment

The Applicant shall not assign any part of this MOA to any other person/organization without prior
written approval from NITI Aayog.

ARTICLE 6: Amendments

No alterations, additions or modification hereto shall be valid and binding unless the same are
reduced to writing and signed by all the three parties.

ARTICLE 7: Non-Exclusive Discussions

The Applicant and NITI Aayog acknowledge and agree that the discussions in relation to the Areas
of Collaboration are being undertaken on a non- exclusive basis and either Party shall be free to
enter into or consummate transactions similar to the Areas of Collaboration in India or elsewhere.

ARTICLE 8: Sanction and Disbursement of Grant-In-Aid

i. NITI Aayog shall provide financial support in the form of grant-in-aid to the Applicant in five or
more annual tranches on the basis of the budget submitted by the Applicant and approved by AIM,
NITI Aayog. In case of government institutions, release of funds in every tranche will be subject
to the Applicant contributing the matching contribution in the new bank account of the AIC.
ii. The amount disbursed in the tranches will depend on the proposed and agreed expenditure as per
the budget plan submitted by the Applicant. Release of funds will also be dependent on the progress
of the AIC and satisfactory compliance with the financial requirements.
iii. Any unspent balance, out of the Grant-in-Aid disbursed by AIM, NITI Aayog, as well as the
interest earned thereof, would have to be returned to the Consolidated Funds of India before raising
the request for the subsequent tranche.
iv. After six years from the date of the release of first instalment, any unspent balance out of the
Grant-in-Aid received from AIM, NITI Aayog including the interest earned thereon should be
refunded to NITI Aayog, Government of India within 30 days by means of an Account’s Payee
Demand Draft drawn in favour of Drawing and Disbursing Officer, NITI Aayog, payable at New
Delhi.
vi. In case of sector specific AICs, the support for capital equipment for the use by incubatees will
be taken into account at the time of release of funds by AIM, NITI Aayog in the first tranche of the
grant-in-aid. In case of sector agnostic AICs addressing multiple sectors, it will be considered after
5 incubatee companies are in place or after the AIC has completed at least one year of operation.
A provision of annual maintenance of the equipment may be built in the annual recurring costs after
the expiry of warranty period of the equipment.
vi. Administrative expenses such as board meeting, annual meeting charges, auditing charges, seed
money for the bank accounts, and other similar startup expenses are not allowed from the grant-in-
aid.
vii. If the AIC is hosted within the campus/premises of an academic institute or in the buildings
owned by the Applicant, then the rental value of the said premises shall not be considered as
Applicant contribution and the same shall not be allowed as a part of the administrative costs.
viii. Seed-fund, if any, provided under this sanction, is intended to create a pool of funds to achieve
two objectives: (a) enable the AIC to buy equity in incubatee companies to create a self-sustaining
fund that would help them to sustain after the AIM grants reach an end; (b) make growth funding
easily accessible to incubated companies. The Seed Support grant can only be disbursed after
completion of one year of operations of the AIC subject to the condition that AIC has adequate
number of Startups which are ripe for seed fund support. Principles of seed funding support system
are given at Annexure A to this document.

ARTICLE 9: Utilization of the Grant –In-Aid

i. The grant-in-aid towards the Personnel Expenses would be used only for engaging new team
members for the AIC and not towards the salaries/fees/remuneration of the existing team strength
of the Applicant (as on the date of receiving the sanction of grant-in-aid from NITI Aayog).
ii. The Grant in Aid funds shall not be utilized towards the funding international travel by the AIC
team or the supported startups or any other person(s).
iii. Any funds that the Applicant has sought for outsourcing services such as training of the
Incubation Centre team, training of entrepreneurs, design and implementation of the AIC, selection
of incubatee companies, best practices, or any other services for which any payment are to be made
to an external agency/third party (national or international), then the Applicant needs to obtain prior
written approval from AIM, NITI Aayog. The Applicant will be free to avail such services out of
their own funding and the grant-in-aid from NITI Aayog should not be used for this purpose.
iv. Utilization of Seed Funding Component
a. The amount of the grant-in-aid towards providing seed funding support to start-ups can be
utilised only after the AIC raises a matching amount through non-government sources
(non-government sources exclude central, state and local governments).
b. The Applicant is expected to maintain a separate bank account for seed support grant funds
including the funds raised through non- government sources. Any funds invested in an
incubatee startup should have an equal proportion of the grant-in-aid and the matching
funds raised through other sources.
V. The total cost of the project, the contribution of the applicant as Matching Contribution and / or
Bridging Cost and the contribution of AIM, NITI Aayog as Grant-in-Aid, will be according to the
budget submitted as Annexure B of this document.

vi. The approved goals and deliverables of the AIC are enclosed in Annexure C respectively

ARTICLE 10: Maintenance and Submission of Financial Statements for Audit

i. The Applicant shall maintain separate books of accounts for the grant- in-aid funds received from
NITI Aayog, if the AIC is not being implemented through the SPV. The grant-in-aid funds shall be
kept in an interest-bearing bank account and the interest earned should be returned to Consolidated
Funds of India at the end of each financial year.
ii. The Applicant will be required to submit audited statement of accounts and the Utilization
Certificates (UCs) of the grant (i) every six months from the time of receiving the grant, (ii) at the
end of each financial year (iii) as well as at the time of seeking further instalments of the grant, if
any. The Applicant will also be required to submit a quarterly progress report to NITI Aayog. The
proforma of the UC is attached as Annexure II of the guidelines.
iii. AIM, NITI Aayog will have the ongoing right to get a financial audit done for the / Applicant,
if required, as frequently as it considers suitable.
iv. The CAG, at its discretion, shall have the right to access the books of account for the grant
received from the Government.

ARTICLE 11: Termination

11.1 NITI Aayog reserves the right to terminate the MOA at any stage, if it is convinced that the
grant-in-aid is not being utilized properly or that appropriate progress is not being made. In such a
situation, the Applicant / SPV shall refund all unspent grant-in-aid amount to AIM, NITI Aayog.
NITI Aayog shall also withdraw the privilege of the AIC to mention “Supported by Atal Innovation
Mission, NITI Aayog” in all its communication and branding material.
11.2 If this MoA is terminated by AIM under the provisions of Clause 4.13.7 or if at any time
during the Term of this MoA the AIC is found to have perpetuated any misappropriation of funds
or acted with wilful misconduct, then the AIC shall refund all the grant in aid received by it without
any deductions including for the avoidance of doubt any utilized amounts from the grant in aid, and
shall also return the interest amount it has earned from the grant in aid received. Further, AIM,
NITI Aayog shall also withdraw the privilege of the AIC to mention “Supported by Atal Innovation
Mission, NITI Aayog” in all its communication and branding material.
11.3 The AIC (“Indemnifying Party”) will indemnify, keep indemnified and hold AIM and NITI
Aayog (“Indemnified Parties”) and each of the Indemnified Parties’ senior officials, officers,
employees, agents and representatives harmless from and against all losses, liabilities, claims,
damages, costs and expenses, and interest chargeable thereon, including reasonable legal fees and
disbursements incurred or suffered by the Indemnified Party or Indemnified Parties either jointly
or severally as the case may be, and each of its/their directors, officers, employees, agents and
representatives in any manner relating to (i) breach of any representation or warranty of the
Indemnifying Party set forth in this Agreement; and (ii) breach of the obligations and/or covenants
of Indemnifying Party under this Agreement.
ARTICLE 12: Dispute Settlement

12.1 Governing Law and Jurisdiction


This MOA shall be governed by and construed in accordance with the laws of Republic of India.
All disputes and differences arising out of or in connection with this MOA shall be at the first
instance referred to arbitration by three (3) arbitrators, jointly appointed by Parties. The decision
and award determined by such arbitration will be final and binding upon the Parties. The
arbitration will be conducted in accordance with the Arbitration and Conciliation Act, 1996, as
may be in force from time to time. The arbitration proceedings will be conducted in English and
the seat of arbitration will be New Delhi.

12.2 Notices
All communications hereunder shall be in writing and shall be deemed given if delivered
personally or mailed by registered or certified mail (return receipt requested) to the Parties at the
address specified below:

If to (Name of the Applicant)

Attention of:

Address:

Phone:

Email:

If to the NITI AAYOG:

Attention of: Mission Director, Atal Innovation Mission Address: NITI AAYOG, Sansad Marg, 110001

Phone: +911123042337

Email: r.ramanan@gov.in

For and on behalf of:

The Applicant The NITI Aayog


By By

Print Name: Print Name:

Title: Title:

Date: Date:

Place: Place:
Annexure A: Mandatory Guidelines for Managing the Seed Support part of the Grant- in-Aid

● The Seed Support grant for SPV/AICs can only be disbursed after completion of one year of
operations.
● The grant-in-aid can be utilized for seed support for incubatee startups up to a maximum of Rs.
One Crore
● The Seed Support would be managed by the SPV/AIC team, and not delegated or assigned to any
external agency. The SPV/AIC may invite external advisors/mentors/investors to advise it on the
management of the fund.
● The Seed Support is given as a grant to the SPV/AIC, and the same will be disbursed only to the
deserving incubatees as debt, equity, or a combination of both.
● The upper limit of seed support to an incubatee start-up through the grant-in-aid by the AIC will be
Rs.12.5 lakhs.
● The SPV/AIC is required to raise co-investment amount for the seed support through non-
government sources (Non- government sources exclude central, state and local governments.)
matching the grant-in-aid and applicant’s contribution for seed support.

● The working for the co-investment amount needed to be raised is illustrated below:

AIM Grant-in- Applicant’s Total seed fund Co-investment Total


Aid for Seed contribution for pool (C=A+B) needed to be investments in
support (A) Seed support INR Crs raised from non- the startups
INR Crs (that is included government (E=C+D)
in the approved sources (D=C) INR Crs
budget) (B) INR Crs
INR Crs

1 0 1 1 2

1 1 2 2 4

● The co-investment from seed support that is raised by the SPV/AIC from non- government sources
needs to be equal or more than the investment from the AIC’s seed fund account
● The SPV is required to maintain a separate bank account and books of accounts for seed support
including the matching funds raised through non-government sources.
● The SPV/AIC and its investee/incubatee companies will indemnify, defend and hold harmless
AIM, NITI Aayog from and against, and in respect to, any and all losses, expenses, costs,
obligations, liabilities and damages, including interest, penalties and attorney’s fees and expenses,
that may accrue to AIM, NITI Aayog as a result of any negligent or wilful acts or omissions of the
SPV/AIC and/or its investee / incubatee companies.
Indicative Guidelines for Managing the Seed Support Funds from the Grant-in-Aid Management of
the Seed Support

● This seed support would be used by AIC-incubated enterprises only, and would not be used by the
AIC for facility creation.
● It is expected that the Seed Support would be managed by the SPV/AIC staff members, so as to
build incubation and investment capacity within the team.
● The Seed Support is given as a grant to the SPV, and the AIC will disburse it to the deserving
incubatees as debt, convertible debt, equity, or a combination thereof. It is expected that the
SPV/AIC would manage the Seed Support component of the grant so as to make it a sustainable,
revolving pool, run according to sound investment principles. The SPV/AIC should manage
investments so as to gain profitable exits that help to keep the seed support pool of resources
sustainable.
● The Seed Support would be disbursed to incubatees (physical or virtual incubatees within the AIC),
which are registered units only on the recommendation of the Seed Support Investment Committee
constituted by the SPV/AIC.
● The SPV/AIC should examine all cases of seed support and summarize in an investment memo
before putting the matter up to the Seed Support Investment Committee for selection. After the
seed support is recommended to an incubatee, the terms of agreement with the incubatee start up
should be framed keeping in mind sound business and investment principles, including by linking
progress with specific milestones, monitoring norms, and reasonable repayment and recovery
provisions.
● The seed support would be disbursed to the deserving incubatees with proper due diligence by the
SPV/AIC. It is necessary to ensure that there exist a proper, legally- vetted agreement between the
incubatee and the SPV/AIC. This agreement should detail all the conditions and contingencies
relating to the performance of the company. Terms regarding default in repayment must be defined
clearly in the agreement.
● The seed support would generally cater to early stage financing for commercialization of core
sector innovations and technologies. (Core sector here is defined as infrastructure and service
delivery sectors, such as agriculture, housing, health, energy, water and sanitation, hygiene and
waste management, education, health, or environmental protection).
● The seed support grant should be utilized fully by the SPV/AIC within a period of three years from
the date of receipt of the first instalment of funds under the grant-in-aid for seed support. In case
the SPV/AIC is not able fully utilize the seed support part of the grant within a period of three
years, the AIC is required to intimate AIM, NITI Aayog and request for permission to extend the
duration of the funds.

Eligibility Conditions for Incubatee Start Ups for seed support

● Incubatee should be a registered company with a minimum of three months affiliation with the
AIC.
● The investee company has to be an India-registered enterprise. This support is not meant for Indian
Subsidiaries of MNCs/foreign companies. Persons holding Overseas Citizens of India (OCI),
Persons of Indian Origin (PIO) status would be considered as Indian citizens for the purpose of this
scheme. The shareholding of Indian Promoter / Host Institutions in the incubate startup should be
at least 51%.
● It is expected that SPV/AIC would make special efforts to discover and support enterprises that
deploy technologies or business models to help solve India’s infrastructure, public service delivery,
or socio-economic challenges.
● Incubatee startups requiring seed support predominantly for capital equipment should not be
encouraged. The start–ups would be supported primarily on the following grounds for the seed
support
● Prototyping and Product development
● Testing and Trials
● Test Marketing
● Mentoring
● Professional Consultancy (To attract professors/experts from institutions to work with
start-ups.)
● IPR issues
● Manpower for day to day operations
● Any other area as deemed necessary and recommended by the Seed Support Investment
Committee of AIC

Quantum of Seed Support

● It is expected that the seed support of up to a maximum of Rs.1.00 Crore, with a matching amount
raised through non-government sources would be judiciously dispersed amongst the deserving
incubatee start-ups.
● No startup will receive the seed support more than once.
● The upper limit of seed support to a start-up is Rs.12.5 lakhs. In case an AIC would like to increase
the investment limit per incubatee of INR 12.5 lakhs, it should seek a written approval from AIM
regarding the same. The AIM team will evaluate such requests on a case by case basis depending
upon the rationale behind such deviation. Any such exception or waiver would be provided at the
sole discretion of the AIM, NITI Aayog. Any prior or standing exception would not constitute a
precedent, and every case for request of waiver will be considered on its own merits.

Mechanism of Selection, Disbursement, Governance and Fund Management of the Seed Support

● The SPV/AIC would constitute a committee called the Seed Support Investment Committee (SSIC)
whose members would be experts who can evaluate the prospective incubatees under physical or
virtual incubation requiring seed support. The SPV/AIC CEO would constitute the SSIC, in
consultation with the AIM, NITI Aayog to incorporate AIC staff and external experts in the relevant
fields. AIM reserves the right to nominate a member to the SSIC.
● Any non-government investor who contributes towards the matching seed fund may be encouraged
to be a part of the SSIC.
● The SPV/AIC CEO would be responsible for its proper disbursement and management of the seed
support.
● The SPV would take measures to enhance the capabilities and skill set of the AIC team to manage
the seed fund. The investments would be done keeping sound business principles in mind.
● The SPV would compile the investment decisions made by its SSIC annually and share an
analytical report with the AIM, NITI Aayog at the end of each fiscal year, along with the UC.
● The CEO of the SPV/AIC will keep AIM, NITI Aayog duly informed about the meetings and the
investment decisions of the Investment Committee along with the rationale for taking such
decisions.
● The SPV/AIC would have milestone based disbursement schedules of the Seed Support to the
incubatees as defined in the agreement and the release of funds should be in 2-3 tranches. In case
the incubatee company is unable to achieve the prescribed milestones, the future releases may be
stopped and any unspent balances may be recovered from the incubatee company.

Repayment of Seed Support

● To the extent possible, the equity model for seed support should be encouraged. The SPV/AIC team
should be well conversed with the equity model and adequate efforts should be made to train the
team on the equity model. However, if the seed support is sanctioned through a convertible debt
instrument or a soft loan, then efforts should be focused towards getting the repayment of the entire
seed support money by the incubatee company within 5 years. In exceptional cases, the Seed
Support Investment Committee would be empowered to relax schedules of repayment on a case-
to-case basis for convincing and justifiable reasons, and these relaxations should be reported to the
AIM, NITI Aayog.
● In case of imminent or declared default by an investee company of the Seed Support, the SPV/AIC
CEO will make his/her best efforts to recover the investment, as per the prevailing business
practices. The recovered assets shall be added to the seed support pool.

● The cases of default must be reported to the Seed Support Investment Committee. Such default
cases must also be reported to AIM, NITI Aayog while submitting the Annual Report on seed
support.

Accounting and Utilization of Seed Support Grant from AIM, NITI Aayog

● A separate bank account has to be opened for the seed support. The total seed support from AIM,
NITI Aayog will be released in subsequent instalments based on predefined milestones achieved.
SPV/AIC would be required to submit a detailed report on the status of utilization of grants along
with the Utilization Certificate and Statement of Audited accounts for each F.Y. The SPV/AIC
should report the seed support sanctioned and disbursed against each incubatee start up in the
statement of audited accounts for the period (April 1 to March 31 of each F.Y) under report.

● Book of accounts for the disbursement of grant and for the seed support repayments may be kept
separately. Interest on the unutilized seed support grant received from AIM, NITI Aayog must be
reported in the Utilization Certificate (UC). The amount collected against repayments may be
utilized as seed support for the next round of incubatees and not for any other activity of the
SPV/AIC, except for the condition described in the para on Management Fees.
● Interest earned by the SPV/AIC on the seed support funds should be mentioned separately in the
UC, which would be adjusted against the subsequent releases to be made out of the total sanctioned
grant of seed support.

Management Fees for the Seed Support

AIM, NITI Aayog proposes to motivate and encourage SPV/AIC who show growth of the seed
support fund through the inflow from the loan repayment/ royalty /realization of equity stake for
funding future proposals. It is therefore proposed to give an incentive of 15% on the surplus
generated at the end of each year, which could be retained by SPV/AIC for its incubation- related
activities.

Settlement of the Seed Fund in case of Closure or Discontinuation of SPV/AIC

In case of closure /discontinuation of the AIC, the total unutilized seed support amount available
with the SPV/AIC at the time of closure has to be refunded to AIM, NITI Aayog along with the
total repayments received from the seed supported incubatees before closure of the SPV/AIC.
Efforts will be made to recover the investments made by the SPV/AIC through the Seed support
component before the dissolution of the SPV/AIC. The SPV/AIC CEO will make good faith efforts
to hand over the portfolio to another Atal Incubation Centre (AIC), or to any other government
agency, in consultation with AIM, NITI Aayog, before leaving the job.
Annexure B: Approved Budget

S.
Items Amount (In Lakhs)
No.
Tranche 1 Tranche 2 Tranche 3 Tranche 4 Tranche 5 Total

Matching Matching Matching Matching Matching Matching


AIM AIM AIM AIM AIM AIM
Expenses Contribution Contribution Contribution Contribution Contribution Contribution
Grant- Grant- Grant- Grant- Grant- Grant-
Made from - / Bridging / Bridging / Bridging / Bridging / Bridging / Bridging
in-Aid in-Aid in-Aid in-Aid in-Aid in-Aid
Cost Cost Cost Cost Cost Cost

A. A. Item-Wise Capital Expenditure


Office
1 Equipment (if
any)
Sector /
Specific /
Area of Focus
2
Related
Equipment (if
any)
Makerspace /
3 Fab Lab (if
any)
Furnishing of
4 space for the
AIC (if any)
(Add more
5 rows as
required)
Total A
B. B. Operating / Recurring Expenditure
1 Personnel
Incubation
Programme
Expenses
(such as
Technology,
2
IPR, Legal,
Accounting,
Marketing,
etc. support
to startups)
3 Events
Workshops
a.
and Seminars
Outreach
b.
Programmes)
(Add more
c. rows if
required)
Domestic
4
Travel
Utility and
5
Maintenance

Miscellaneous
6 Expenses (if
any)

(Add more
7 rows if
required)
8 Seed Fund
Total B
Total Project
Cost (A+B)
C. Projected Income
Grant
1 proposed - - - - - -
from AIM
Contribution
2 from - - - - - -
Applicant
Any other
Grants from
Governments
/ Other
3
Sources (if
any, add rows
for every
grant)

Contribution
from
4
Collaborators
/ Partners

Projected
5
Revenues
Any Source
6
of Income
(Add rows if
7
required)
Total
Projected
Income C
Projected
Surplus /
D.
Deficit (if
any)
Annexure C: Approved Goals and Deliverables

Targets
(Please note all targets are Year 1 Year 2 Year 3 Year 4 Year 5 Total
non-cumulative)

Quarterly Goals Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

Number of startups that will


be incubated physically
Number of startups that will
be incubated virtually
Number of startup
accelerators programs
proposed
Number of events proposed
Number of trainings proposed
Number of mentors proposed
Number of startups that have
raised funds from Non-Govt
Sources
Cumulative amount of
funding raised by startups
(not including AIM Grant)
ANNEXURE IV - BOND (NO SPV)

Format of the Bond to be signed with the applicant

BOND FORM

(Applicable to AICs that are not set up by the Government)

(Bond to be executed in favour of NITI Aayog on non-judicial stamp paper of at least Rs. 100 for
receiving the Grant-in-aid)

Know all persons by these present that we the .........................................................


…………………………………………… (Name of the Grantee) and having its office at
..........................................................................................……………………………………………
…..…………………………………………………………………….. vide Registration Number
.................................................. dated ....................................... in the State of
…………………………. (hereinafter called the “Obligator”) and M/s.
…………………….………………… having its office at
…………………………………………………………………………… vide Registration Number
.................................................. dated ....................................... in the State of
………………..………………. (Hereinafter called the “Surety”) are held and firmly bound to the
President of India (herein after called the “Government”), in the sum of Rs.
................................................................................................................................................. only
(Rupees in words ........................................................................................................................ )
well and truly to be paid to the President on demand and without demur, for which payment we
bind ourselves and our successors and assigns by these presents. The term, Obligator or Surety,
unless repugnant to the context, shall mean and include the respective agents, assigns, heirs,
successors etc.

2. SIGNED this .............. day of ..............in the year ..................

3. WHEREAS on obligator’s request the Government has as per Atal Innovation Mission (AIM)
Letter No. …………………….... dated ……………………..……… and hereinafter referred to as
the “Sanction Letter”, agreed to make in favour of the Obligator for the purpose of setting up
Atal Incubation Centre at
............................................................................................................................................. a grant
of Rs. ………………… (Rupees
……………………………………………………………………………..), the Obligator has agreed to
execute this bond in advance, in favour of Atal Innovation Mission, NITI Aayog for the entire
amount of Rs ………………….............................. as requested in the application sent to the
Government. The Obligator is willing to accept the proposed amount, or any other amount
approved/ sanctioned by the Government. The Obligator is willingly executing this bond of the
proposed amount with the stipulation that the Obligator and the Surety will be bound up to this
amount or by the actual amount approved/sanctioned by the Government. The Obligator is also
willing to accept all terms and conditions mentioned in the Sanction Letter to be issued by the
Government.

4. Now in consideration of the aforesaid Sanction Letter, the Obligator herein binds itself and
undertakes to comply with the conditions of the Sanction Letter referred to herein and if the
Obligator shall duly fulfil and comply with all its conditions mentioned in the Sanction Letter
mentioning the grant then this bond or Obligator’s obligation therein shall be void and of no effect,
but otherwise it shall remain in full force, effect and virtue, and the Government shall be at liberty
to enforce this bond against the Obligator, as it may deem fit and on its option. These presents
further witness that:
a. The decision of the CEO, NITI Aayog, Govt. of India or the Mission Director of the Atal
Innovation Mission, NITI Aayog, Govt. of India, administratively concerned with the matter, on the
question whether there has been breach or violation on the part of the Obligator or any of the
terms and conditions mentioned in the Sanction Letter, shall be final and binding on the Obligator.

b. Further, if the Obligator fails to pay or perform the tasks or duties as agreed between both the
parties in the MOA or its liability under this Bond, then it shall be the liability of the Surety to refund
to the Government the entire amount as mentioned in this bond.
The liability of the Surety here under shall not be impaired or discharged by reason of time being
granted by the Government or any forbearance, act or omission by or on the part of the
Government whether with or without the knowledge or consent of the Surety in respect or in
relation to the obligation or conditions to be performed or discharged in the obligation or by reason
of the matter or thing whatsoever, which under the law relating to the Surety shall but for this
provision have the effect of so releasing the Surety from such liability, nor shall it be necessary
for the Government, to pursue the Obligator before using the Surety or either of them to the
amount due here under.

c. The Obligator herein agrees and undertakes to surrender / pay to Government the monetary
value of all such pecuniary or other benefits which it may receive or derive / have received or
derived through / upon unauthorized use of the Grant for purpose other than that of which the
Grant was intended or the assets, purchased largely from out of “Government Grants”. The
decision of the CEO, NITI Aayog or the Mission Director, Atal Innovation Mission, NITI Aayog,
Govt. of India, as regards the monetary value of to be surrendered /paid to the Government will
be final and binding on Obligator.

d. The Obligator or the Surety shall, in the event of breach or violation of the terms and conditions
mentioned in the Sanction Letter, refund to the Government on demand and without demur the
entire amount of Rs. ............................................. (Rupees
…………………………………............................
……………………………………………….................................) or such part thereof as may be
mentioned in the Notice Demand issued by the Government along with the interest thereon at the
rate of 11.50% compounded annually (which would be adjusted as per the Government of India
notification issued from time to time) from the date of receipt of the said amount by the Obligator
up to the date of refund thereof to the Government by means of an Account’s Payee Demand
Draft drawn in favour of Drawing and Disbursing Officer, NITI Aayog, payable at New Delhi.

e. The Obligator and Surety confirm that they have understood the scheme of grant of sanction
and they have executed this bond voluntarily and out of their free will.

f. The Government of India has agreed to bear the stamp duty, if any, chargeable on these
presents.

5. In witness thereof these presents have been executed on behalf of the Obligator and the Surety
the day and year here in above written and accepted for …………………………………
…………………………………………………. (Name and Designation) on the day and year
appearing against his signature.

Signed for and on behalf of the Obligator (……………………………… Name of the AIM Grantee)

(Name and Designation of the Signatory)


(With date and Stamp / Seal)

Signed for and on behalf of the Surety (………………………………. Name of the Surety) with
copy of Registration Certificate and PAN

(Name and Designation of the Signatory)


(With date and Stamp / Seal)

In the presence of:

1...................................................
(Signature)
(Name & Address of witness)
Aadhar Card No/PAN No…………………………………… (attach copy)

2...................................................
(Signature)
(Name & Address of witness)
Aadhar Card No/PAN No…………………………………… (attach copy)

Accepted for and on behalf of the President of India


ANNEXURE V - MEMORANDUM OF AGREEMENT (WITH SPV)

Format of the MoA to be signed with the applicant (SPV in place), in case of selection of the
applicant.

Memorandum of Agreement

This MEMORANDUM OF AGREEMENT (“MoA”) is entered on this ...... day of .......... (Month) 20XX
by and between:

i. ..................................................................................... (Name of the Applicant), established and


existing under the laws of India with its registered address at
.......................................................................................................... .............. (hereinafter referred
to as “the Applicant”) together with ...................................................................................... (Name
of the SPV) (hereinafter referred to as “the SPV”), established as per the Companies Act with its
registered office at ……………………………………………………………………………
…………………………... (hereinafter referred to as the first parties) for setting up and operation
of the Atal Incubation Centre (AIC).

AND
ii. The think tank of Government of India, NITI Aayog (hereinafter referred to as “NITI AAYOG”,
Sansad Marg, New Delhi – 110001 (hereinafter referred to as the second party)

WHEREAS NITI Aayog, Government of India under the Atal Innovation Mission (hereinafter
referred to as AIM), has taken up an initiative to provide financial support to selected institutions
for establishment of Atal Incubation Centres in India to support innovators and start-up businesses
in their pursuit to become successful entrepreneurs / enterprises.

WHEREAS the Applicant has been selected by AIM, NITI Aayog for establishing the Atal
Incubation Centre through a rigorous selection process, and the Promoter / Host Institution shall
contribute towards the setting up of the Atal Incubation Centre, in kind and in cash, matching the
support provided by NITI Aayog.

iii. The Applicant has setup the SPV for establishment of the Atal Incubation Centre (AIC) as per the
conditions set out by NITI Aayog for this purpose. The Promoter/Host Institution jointly with the
SPV and NITI Aayog, Government of India have decided to enter into this MoA setting out the
working arrangement, that each party agrees, is necessary for achieving the objectives of this
initiative of Government of India, as under:

ARTICLE 1: Background and Purpose

1.1 Background of Atal Innovation Mission


The Government of India has established the Atal Innovation Mission (AIM), at NITI Aayog to
promote a culture of innovation and entrepreneurship in the country. The mission subsumes the
Self-Employment and Talent Utilization (SETU) programme announced by the Government. The
objective is to provide a platform for promotion of world-class Innovation Hubs, Grand Innovation
Challenges, Start-up businesses and other self-employment activities, particularly in technology
driven areas. The Atal Innovation Mission has two core functions:
a. Entrepreneurship promotion: Wherein innovators would be supported and mentored to
become successful entrepreneurs at Incubation Centres and Atal Tinkering Laboratories.
b. Innovation promotion: to provide a platform where innovative ideas are generated and
supported to develop innovative technological solutions.

1.2 Setting up of Atal Incubation Centres (AIC)

With a view to promote entrepreneurship and innovation in the country, NITI Aayog has taken up
an initiative under Atal Innovation Mission (AIM), to establish Atal Incubation Centres. As a part
of this initiative, NITI Aayog will provide financial support to selected academic and non-academic
institutes and organizations to set up the Atal Incubation Centre (AIC) to support and encourage
start-ups in specific subjects / sectors such as manufacturing, transport, energy, health, education,
agriculture, water and sanitation etc. and would provide them with necessary infrastructure
facilities and other value-added services.

1.3 Background of the Applicant

.............................................................................................................................................................
.............................................................................................................................................................
.............................................................................................................................................................

1.4 Background of the SPV

.............................................................................................................................................................
.............................................................................................................................................................
.............................................................................................................................................................

1.5 Purpose of the Grant-in-Aid

AIM, NITI Aayog shall provide the Grant-in-Aid to the SPV to set up the AIC that would provide
high class incubation facilities with suitable infrastructure in terms of capital equipment and
operating facilities, coupled with the availability of sectoral experts for high quality mentoring to
the start-ups in their early stages of growth.

The AIC set up by the SPV should have incubation facilities such as competent team members who
understand the incubation and startup ecosystem and have the ability to successfully guide the
incubatee startups; infrastructure such as incubation space, meeting rooms, conferencing space and
facilities; tech support such as sector specific labs and workshops that have tools and equipment;
seed funding support; other support services such as IPR, regulatory, legal, market research, etc.;
and so on. The AIC should also conduct outreach initiatives, build a network of mentors, subject
matter experts and investors, devise training programs and/or other incubation related events, and
build the entrepreneurship ecosystem for incubatee startups.

ARTICLE 2: Areas of Collaboration

The Applicant together with the SPV and AIM, NITI Aayog are collaborating to set up the AIC
with the objective of supporting a large number of innovative technology based startups that have
an application and impact in core sectors such as agriculture, biotechnology, health, education,
energy, manufacturing, housing, transport, etc.

ARTICLE 3: Duration

This MoA shall be valid initially for a period of 6 years from the date of signing by all the parties.

ARTICLE 4: TERMS Responsibilities of the Applicant

The Applicant shall be responsible for the following:

4.1 The Applicant shall be responsible for setting up a Special Purpose Vehicle (SPV) for the
purpose of establishing the Atal Incubation Centre (AIC)
4.2 The Applicant shall be responsible for proper utilization of the funds provided by NITI Aayog
for establishment of the AIC to support and encourage start-ups as well as provide them with
necessary infrastructure facilities and other value-added services.
4.3 Provision of at least 5,000 sq. ft, of built up spaces (including land and building), in case a lab
is not established and 10,000 sq. ft. of built up space (including land and building) to set up the
AIC, in case a lab is established.
4.4 In case of renting of the required space for AIC, the lease period should be for a minimum of
10 years with the requisite lease deed registered as per law
4.5 The Applicant will ensure appointment of a dedicated full time CEO with the necessary domain
and management expertise and other core team/supporting staff for successful operations of the
AIC within 30 days of the date of release of the first tranche.
4.6 The Applicant will have full freedom to decide the compensation of the CEO as well as the
management team.
4.7 It will be the responsibility of the Applicant to bridge the gap between the project cost and the
Grant-in-aid from AIM, NITI Aayog to ensure that all the facilities as per the scope envisaged, are
established in the AIC to make it fully functional.
4.8 The Applicant will provide proof of financial closure for the project cost to AIM, NITI Aayog
within three calendar months of receiving the intimation of short- listing.
4.9 The Applicant will provide proof of availability of matching contribution equivalent to the
tranche in question, in the new bank account of the SPV set up for the operations of the AIC.
4.10 All funds to the Applicant by NITI Aayog shall be utilised only for the purposes of setting up
and operating the AIC and will not be allowed to be diverted for any other purpose.
4.11 The Applicant shall carry out all the activities of the AIC in conformance with the laws of the
land in an ethical manner with all the regulatory and statutory requirements being adhered to.

4.12 Maintenance of Assets of the AIC


4.12.1 The SPV is expected to undertake reasonable care and due maintenance of the assets of AIC
(both from financial support from NITI Aayog and the counterpart support by the Applicant).
4.12.2 The SPV should adequately insure these assets against any loss or damage caused due to
accidents, terrorist attacks or natural calamities, to the extent possible. If possible, the assets should
be reinstated through insurance.
4.12.3 All the assets of the AIC from the Grant-in-Aid, the Applicant and/or other sources of funds
if any, including those maintained and promoted from the grant shall be installed in the premises
of the AIC and not in any other department/division of the Applicant.
4.12.4 All the assets acquired or created for the purpose of AIC including the land and building
brought in by the Applicant shall not be allowed to be disposed of or encumbered or utilized for
the purpose other than that of AIC without the prior written permission of AIM, NITI Aayog. AIM,

NITI Aayog reserves the right to terminate future grants and recover the assets created for AIC, if
it is convinced that the SPV is not utilizing the assets for the objectives of AIC.

4.13. AIC’s Operational Responsibilities


4.13.1. It is suggested that the AIC should be administered by a Governing Body/ Board chaired
by the Head of the Applicant. The Governing Body of the AIC may meet quarterly to review
progress of AIC and provide policy guidelines for the operations of the AIC. The Applicant should
ensure that the operations of the AIC are in line with the sanctioned proposal and activities are
tailored to attain projected milestones (to be submitted by the Applicant before the release of the
first tranche). The Governing Body should ideally provide adequate autonomy and flexibility to the
Chief Executive Officer (CEO) of the AIC for making speedy & transparent decisions.
4.13.2. The SPV shall identify and appoint adequate number of team members (technical) for the
day to day operations and management of the AIC. The team should include a full time CEO and
other members who have the domain knowledge and the expertise required for supporting the
startups through the grants- in-aid provided by NITI Aayog. The suggested team to incubatee
company’s ratio is 1:5, which needs to be put in place progressively.
4.13.3. The SPV will ensure development of domain and management expertise of its core
team/supporting staff through training/re-training, starting within six months from the date of
release of the grant-in-aid.
4.13.4. The Manpower employed by the SPV for the AIC will be the liability of the Applicant or
the SPV and NITI Aayog will not have any liability towards them.
4.13.5. The SPV will develop the physical space for the AIC including but not limited to co-
working space for the incubatee companies, sector specific laboratories, other relevant tools and
equipment, meeting rooms, conferencing facilities, etc.
4.13.6. The SPV shall open two separate bank accounts – one for the exclusive operations of the
AIC and other for the seed fund component of the Grant- in-Aid.
4.13.7. Within six months of receiving the grant, the AIC should be fully functional and
operational. This shall include:
• CEO of the AIC and other technical team who can provide business mentoring support to
incubatees, should be in place and stabilised
• The labs, if any, should be set up with the technical team required to operate the lab, hired
• The 5000 sq. ft. space (in case no lab is required) and 10,000 sq. ft (in case lab is established)
should be furnished and fully functional (ready to use).
• Proper branding of the AIC should be done (name board near the entrance)
• The incubation program must be in place (i.e. the package that will be offered to incubatees
describing the value-add to incubatees, duration, milestones for graduation, engagement model
etc.)
• The AIC should have already conducted at least two promotional / outreach events
• The AIC must have rolled out its call for applications for admitting incubatees and must have
enrolled incubatees
• AIM retains the unfettered right to require the AIC to ensure the above in total or any part
thereof is fully operational to AIM’s satisfaction, no later than 6 months from receiving the
grant. If for any reason whatsoever, the above responsibilities of the AIC are not completed, it
will be considered a material breach and AIM may, by giving 60 days’ notice for rectification
of the material breach, terminate this MoA if said material breach is not rectified within the
aforementioned 60 days. Upon termination, the AIC will be required to return the entire grant
amount without any deductions whatsoever including for the avoidance of doubt any utilized
amounts of the grant in aid, and including the interest amount earned by the AIC from the grant.
4.13.8. The SPV will evolve a transparent system for selection of incubatees in line with the
thematic area of specialization chosen. The incubatees would be admitted fulfilling the admission
criteria and the AIC should execute appropriate incubation agreement with incubatees. The
residency period and the exit policy may also be defined clearly in the agreement.
4.13.9. The SPV will provide the context-appropriate assistance and handholding to startups to
help them become sustainable and scalable enterprises, including but not limited to, business and
strategy advice; facilitating access to relevant laboratories and maker’s spaces; legal, accounting
and intellectual property services and/or support; networking with mentors, vendors, and investors;
national and international linkages, etc.
4.13.10. The amount of the Grant-in-Aid towards providing seed funding support to start-ups can
be utilised only after the AIC raises a matching amount of co-investment through non- government
sources (non-government sources exclude central, state and local governments). It is to be noted
that this co-investment is over and above any contribution of the applicant in the seed fund
component of the total project cost. Detailed guidelines about the seed support funding are enclosed
below (Annexure A of the MoA). The AIC shall support the start-ups to raise seed support and
other investments.
4.13.11. The AIC will adequately promote itself through online and offline channels. The AIC shall
have a website which should go live within 30 days of the date of release of the first tranche of the
grant-in-aid. The website should describe all the facilities and offering that it has for aspiring and
recent entrepreneurs. Eventually the incubatees should also be listed on the website.
4.13.12. The AIC is required to mention “Atal Incubation Centre supported by Atal Innovation
Mission, NITI Aayog” in all its communication/stationery and branding material, whether
online or offline, as well as on the display board at the entry gate of the AIC. The AIC will be
required to adhere to the branding guidelines which will be share at a later stage.
4.13.13. In case of any operational disputes or lack of clarity, the decision of the CEO, NITI
Aayog shall be final and binding on the Promoter/Host Institution.

4.14. Monitoring responsibilities


i. AIM, NITI Aayog has put in place a progress update and monitoring framework with key
performance requirements for AIC. The AIC shall subscribe itself to the monitoring system and
provide the updated information on a monthly basis.
ii. The monitoring framework captures the Key Performance Indicators (KPIs) of the AIC and the
AIC will be obligated to update these KPIs on a monthly basis.
iii. The AIC will be required to demonstrate the impact it has been able to make through the grant-
in-aid. The AIC will be expected to deliver on the implementation plan as submitted by the AIC to
NITI Aayog for every tranche of the grant-in-aid.
iv. The operations and performance of the AIC may be reviewed monthly / quarterly / yearly by
AIM, NITI Aayog or by a professional third-party agency appointed by NITI Aayog. The AIC is
expected to co-operate fully and provide all the information required for a fair and successful
evaluation of the performance of the AIC. The AIC shall be informed about the third party
appointed for the purpose and the outcome of evaluation in a timely manner.
v. In the event the SPV fails to make adequate progress in the establishment of AIC and operations
of the AIC, including implementing start-up incubations activities, or adhere to the responsibilities
mentioned throughout this MoA, no further grant will be provided and the unspent amount along
with interest earned thereon would be required to be refunded within a period of one month from
the date of notice issued by NITI Aayog. It is clarified that this is without prejudice to AIM’s right
to terminate this MoA under the provisions of Clause 4.13.7 above.
vi. The release of grant for every tranche will be based on satisfactory performance of the AIC as
well as fulfilment of the financial requirements by the SPV/AIC.
vii. Concerned officials of AIM, NITI Aayog or its authorized representatives will have the right
to visit the AIC periodically for ascertaining the progress of work and resolving any difficulties
that might be encountered in the course of implementation.

4.15 Other Obligations

i. By accepting this grant-in-aid, the AIC becomes a part of the AIM program network and will
collaborate with and support AIM, NITI Aayog on their various initiatives and programs relating
to innovation, incubation and entrepreneurship. These initiatives may include (but not limited to)
the Atal Tinkering Labs, The Atal New India Challenges and other similar initiatives in the area of
innovation and startup ecosystem in India and the world. Such initiatives shall be communicated to
the AIC from time to time.
ii. AIM, NITI Aayog is also providing grant-in-aid to institutes for scaling up Established
Incubation Centres (EICs), Atal Tinkering Labs (ATLs), ACIC and ANIC programs. The AIC shall
be expected to work with one or more EICs that shall be facilitated by AIM, NITI Aayog. The
support from EICs may include transfer of knowledge and relevant standard operating procedures,
help in building a network, training of the team, introduction to mentors and investors from the EIC
network, co-organizing relevant events and / or any other support that the AIC may need from time
to time.
iii. The AIC shall be expected to support the ATLs on aspects such as mentoring of the students,
organising exposure visits and interaction sessions with innovators and entrepreneurs, and /or any
other support that the ATLs may need from time to time.
iv. AIM, NITI Aayog through its partners may also extend support to the AIC with tools,
equipment, research collaborations and /or partnerships. The AIC should exploit such partnerships,
if any are extended by AIM, NITI Aayog. The AIC is expected to attend all the workshops, events,
meetings and conferences related to entrepreneurship, innovation, business incubation, training of
teams and other relevant topics, which may be organized / facilitated by NITI Aayog from time to
time. The AIC shall be intimated in advance about the organization of any such events. Recusal
from any such events, if required, should be requested from the AIM, NITI Aayog in writing.
v. It is expected that the AIC shall become financially self-sustainable by the end of five years’
time and no other grant-in-aid is requested from any government agency for its operations. The
Applicant should ensure smooth continuation of activities and facilities after the end of the support
from AIM, NITI Aayog.
vi. The main purpose for setting up of the Special Purpose Vehicle (SPV) is to establish Atal
Incubation Centre (AIC). The main objectives to be included under the object’s clause in the
Memorandum of Association in case of the SPV are given as below: :

“To set up and implement the Atal Incubation Centre (AIC) in partnership with Atal Innovation
Mission, NITI Aayog with an objective of supporting innovative technology-based startup
enterprises in India. The AIC shall endeavour to implement the following:
a. To establish a high-class incubation facility, including but not limited to: (a) suitable
physical infrastructure and operating facilities, and (b) affiliations with sectoral experts
b. To enable a support ecosystem for incubated startups, including but not limited to:
mentoring, planning, organizing events, lab facilities, regulatory guidance
c. To provide preference in support to startups or innovators that have applications / impact
in the core sectors of the economy (including but not limited to agriculture, healthcare,
clean energy and sustainable technologies, education, housing, transportation, cyber
security, IOT, Robotics and AI, water and sanitation)
d. To encourage innovation in the Indian ecosystem, through activities that include but are
not limited to (a) awareness workshops, (b) training and capacity building and (c)
mentoring support to early stage startup enterprises
e. To encourage creation of new technologies and intellectual property
f. To support and carry out any other activity relevant to promotion and incubation of
startups in the country;
vii. Regardless of any term or objective set out in the relevant Constitutional Documents i.e.
Memorandum of Association or Articles of Association, Trust Deed, Charter of Societies or any
other relevant document (‘Constitutional Documents’) of the AIC, it will not undertake or engage
in any activity that is in contravention of the Objectives set out above, the AIC guidelines or the
relevant Memorandum of Agreement entered into with AIM, NITI Aayog under any circumstances
whatsoever. The AIC further understands that the Objectives set out above supersede any other
purpose, object, item, section, paragraph, article or any other corresponding line item set out in the
applicable Constitutional Documents of the AIC, should there be any conflict between the two. In
the event it is unclear to the AIC whether an activity or objective that we are undertaking or
contemplating whether to undertake is contradictory to the above Objectives, the AIC guidelines
or the relevant Memorandum of Agreement entered into with AIM, NITI Aayog, it will seek AIM’s
written response/clarification and/or approval (where required) on the same;
viii. All contributions of the AIC towards meeting the ‘Total Project Cost’ i.e. the total cost of
setting up the AIC as determined in the budget finalized and approved for the AIC by AIM, NITI
Aayog, basis which the Grant-in-aid has been awarded, including the matching contribution and
the gap (if any) between the Grant-in-aid and the total project cost (‘Bridging Cost’) will be
deposited in the dedicated bank account created for the Grant-in-aid from AIM, NITI Aayog

ix. The AIC will ensure that no notional expenditure (i.e. expenditure that has not been made from
the funds in the dedicated bank account created for the Grant-in-aid of AIM, NITI Aayog by the
AIC will be considered as its contribution towards the project, including for the avoidance of doubt,
the matching contribution and the Bridging Cost (if any) as approved in the budget (basis which
the Grant-in-aid has been awarded);

x. The AIC certifies that it has not obtained or applied for grants for the same purpose or activity
from any other Ministry or Department of the Government of India or State Government and it will
remain in compliance with Rule 230 (1) of the General Financial Rules, 2017 (or the relevant
corresponding rule if the General Financial Rules are updated at any point of time during the term);

xi. All interests or other earnings against the Grant-in-aid or advances (other than reimbursement,
if applicable) released to the AIC will be mandatorily remitted to the Consolidated Fund of India
immediately after finalisation of the accounts (at the end of each financial year). Further, the AIC
also affirms, declares and undertakes that such interest earnings or advances will not be adjusted
against future grant releases or tranches and it shall ensure its compliance with Rule 230 (8) of the
General Financial Rules, 2017 (or the relevant corresponding rule if the General Financial Rules
are updated at any point of time during the term);
xii. That without limitation to points (x) and (xi) above, the AIC affirms that it will be in compliance
with and not do anything in contravention of the General Financial Rules, 2017 (or the relevant
corresponding rules if the General Financial Rules are updated any point during the term). The AIC
understands that it is its responsibility to ensure compliance with the General Financial Rules, 2017
(or the relevant corresponding financial rules if the General Financial Rules are updated any point
during the term)

ARTICLE 5: Assignment

The Applicant / SPV shall not assign any part of this MOA to any other person/organization without
prior written approval from NITI Aayog.

ARTICLE 6: Amendments

No alterations, additions or modification hereto shall be valid and binding unless the same are
reduced to writing and signed by all the three parties.

ARTICLE 7: Non-Exclusive Discussions

The Applicant, SPV and NITI Aayog acknowledge and agree that the discussions in relation to the
Areas of Collaboration are being undertaken on a non- exclusive basis and either Party shall be free
to enter into or consummate transactions similar to the Areas of Collaboration in India or elsewhere.

ARTICLE 8: Sanction and Disbursement of Grant-In-Aid


i. NITI Aayog shall provide financial support in the form of grant-in-aid to the SPV in five or more
annual tranches on the basis of the budget submitted by the Applicant and approved by AIM, NITI
Aayog. In case of government institutions, release of funds in every tranche will be subject to the
Applicant contributing the matching contribution in the new bank account of the AIC.
ii. The amount disbursed in the tranches will depend on the proposed and agreed expenditure as per
the budget plan submitted by the Applicant. Release of funds will also be dependent on the progress
of the AIC and satisfactory compliance with the financial requirements.
iii. Any unspent balance, out of the Grant-in-Aid disbursed by AIM, NITI Aayog, as well as the
interest earned thereof, would have to be returned to the Consolidated Funds of India before raising
the request for the subsequent tranche.
iv. After six years from the date of the release of first instalment, any unspent balance out of the
Grant-in-Aid received from AIM, NITI Aayog including the interest earned thereon should be
refunded to NITI Aayog, Government of India within 30 days by means of an Account’s Payee
Demand Draft drawn in favour of Drawing and Disbursing Officer, NITI Aayog, payable at New
Delhi.
vi. In case of sector specific AICs, the support for capital equipment for the use by incubatees will
be taken into account at the time of release of funds by AIM, NITI Aayog in the first tranche of the
grant-in-aid. In case of sector agnostic AICs addressing multiple sectors, it will be considered after
5 incubatee companies are in place or after the AIC has completed at least one year of operation.
A provision of annual maintenance of the equipment may be built in the annual recurring costs after
the expiry of warranty period of the equipment.
vi. Administrative expenses such as board meeting, annual meeting charges, auditing charges, seed
money for the bank accounts, and other similar startup expenses are not allowed from the grant-in-
aid.
vii. If the AIC is hosted within the campus/premises of an academic institute or in the buildings
owned by the Applicant, then the rental value of the said premises shall not be considered as
Applicant contribution and the same shall not be allowed as a part of the administrative costs.
viii. Seed-fund, if any, provided under this sanction, is intended to create a pool of funds to achieve
two objectives: (a) enable the AIC to buy equity in incubatee companies to create a self-sustaining
fund that would help them to sustain after the AIM grants reach an end; (b) make growth funding
easily accessible to incubated companies. The Seed Support grant can only be disbursed after
completion of one year of operations of the AIC subject to the condition that AIC has adequate
number of Startups which are ripe for seed fund support. Principles of seed funding support system
are given at Annexure A to this document.

ARTICLE 9: Utilization of the Grant –In-Aid

i. The grant-in-aid towards the Personnel Expenses would be used only for engaging new team
members for the AIC and not towards the salaries/fees/remuneration of the existing team strength
of the Applicant (as on the date of receiving the sanction of grant-in-aid from NITI Aayog).
ii. The Grant in Aid funds shall not be utilized towards the funding international travel by the AIC
team or the supported startups or any other person(s).
iii. Any funds that the Applicant / SPV has sought for outsourcing services such as training of the
Incubation Centre team, training of entrepreneurs, design and implementation of the AIC, selection
of incubatee companies, best practices, or any other services for which any payment are to be made
to an external agency/third party (national or international), then the Applicant needs to obtain prior
written approval from AIM, NITI Aayog. The Applicant / SPV will be free to avail such services
out of their own funding and the grant-in-aid from NITI Aayog should not be used for this purpose.
iv. Utilization of Seed Funding Component
c. The amount of the grant-in-aid towards providing seed funding support to start-ups can be
utilised only after the AIC raises a matching amount through non-government sources
(non-government sources exclude central, state and local governments).
d. The SPV is expected to maintain a separate bank account for seed support grant funds
including the funds raised through non- government sources. Any funds invested in an
incubatee startup should have an equal proportion of the grant-in-aid and the matching
funds raised through other sources.

V. The total cost of the project, the contribution of the applicant as Matching Contribution and / or
Bridging Cost and the contribution of AIM, NITI Aayog as Grant-in-Aid, will be according to the
budget submitted as Annexure B of this document.

vi. The approved goals and deliverables of the AIC are enclosed in Annexure C respectively

ARTICLE 10: Maintenance and Submission of Financial Statements for Audit

i. The SPV shall maintain separate books of accounts for the grant- in-aid funds received from NITI
Aayog. The grant-in-aid funds shall be kept in an interest-bearing bank account and the interest
earned should be returned to Consolidated Funds of India at the end of each financial year.
ii. The SPV will be required to submit audited statement of accounts and the Utilization Certificates
(UCs) of the grant (i) every six months from the time of receiving the grant, (ii) at the end of each
financial year (iii) as well as at the time of seeking further instalments of the grant, if any. The
Applicant will also be required to submit a quarterly progress report to NITI Aayog. The proforma
of the UC is attached as Annexure II of the guidelines.
iii. AIM, NITI Aayog will have the ongoing right to get a financial audit done for the SPV /
Applicant, if required, as frequently as it considers suitable.
iv. The CAG, at its discretion, shall have the right to access the books of account for the grant
received from the Government.

ARTICLE 11: Termination

11.1 NITI Aayog reserves the right to terminate the MOA at any stage, if it is convinced that the
grant-in-aid is not being utilized properly or that appropriate progress is not being made. In such a
situation, the Applicant / SPV shall refund all unspent grant-in-aid amount to AIM, NITI Aayog.
NITI Aayog shall also withdraw the privilege of the SPV / AIC to mention “Supported by Atal
Innovation Mission, NITI Aayog” in all its communication and branding material.
11.2 If this MoA is terminated by AIM under the provisions of Clause 4.13.7 or if at any time
during the Term of this MoA the AIC is found to have perpetuated any misappropriation of funds
or acted with wilful misconduct, then the SPV shall refund all the grant in aid received by it without
any deductions including for the avoidance of doubt any utilized amounts from the grant in aid, and
shall also return the interest amount it has earned from the grant in aid received. Further, AIM,
NITI Aayog shall also withdraw the privilege of the AIC to mention “Supported by Atal Innovation
Mission, NITI Aayog” in all its communication and branding material.
11.3 The AIC / SPV (“Indemnifying Party”) will indemnify, keep indemnified and hold AIM and
NITI Aayog (“Indemnified Parties”) and each of the Indemnified Parties’ senior officials, officers,
employees, agents and representatives harmless from and against all losses, liabilities, claims,
damages, costs and expenses, and interest chargeable thereon, including reasonable legal fees and
disbursements incurred or suffered by the Indemnified Party or Indemnified Parties either jointly
or severally as the case may be, and each of its/their directors, officers, employees, agents and
representatives in any manner relating to (i) breach of any representation or warranty of the
Indemnifying Party set forth in this Agreement; and (ii) breach of the obligations and/or covenants
of Indemnifying Party under this Agreement.

ARTICLE 12: Dispute Settlement

12.1 Governing Law and Jurisdiction


This MOA shall be governed by and construed in accordance with the laws of Republic of India.
All disputes and differences arising out of or in connection with this MOA shall be at the first
instance referred to arbitration by three (3) arbitrators, jointly appointed by Parties. The decision
and award determined by such arbitration will be final and binding upon the Parties. The
arbitration will be conducted in accordance with the Arbitration and Conciliation Act, 1996, as
may be in force from time to time. The arbitration proceedings will be conducted in English and
the seat of arbitration will be New Delhi.

12.2 Notices
All communications hereunder shall be in writing and shall be deemed given if delivered
personally or mailed by registered or certified mail (return receipt requested) to the Parties at the
address specified below:

If to (Name of the Applicant)

Attention of:

Address:

Phone:

Email:

If to the NITI AAYOG:

Attention of: Mission Director, Atal Innovation Mission Address: NITI AAYOG, Sansad Marg, 110001

Phone: +911123042337

Email: r.ramanan@gov.in

For and on behalf of:


The Applicant The SPV The NITI Aayog
By By By

Print Name: Print Name: Print Name:

Title: Title: Title:

Date: Date: Date:

Place: Place: Place:


Annexure A: Mandatory Guidelines for Managing the Seed Support part of the Grant- in-Aid

● The Seed Support grant for SPV/AICs can only be disbursed after completion of one year of
operations.
● The grant-in-aid can be utilized for seed support for incubatee startups up to a maximum of Rs.
One Crore
● The Seed Support would be managed by the SPV/AIC team, and not delegated or assigned to any
external agency. The SPV/AIC may invite external advisors/mentors/investors to advise it on the
management of the fund.
● The Seed Support is given as a grant to the SPV/AIC, and the same will be disbursed only to the
deserving incubatees as debt, equity, or a combination of both.
● The upper limit of seed support to an incubatee start-up through the grant-in-aid by AIC will be
Rs.12.5 lakhs.
● The SPV/AIC is required to raise co-investment amount for the seed support through non-
government sources (Non- government sources exclude central, state and local governments.)
matching the grant-in-aid and applicant’s contribution for seed support.

● The working for the co-investment amount needed to be raised is illustrated below:

AIM Grant-in- Applicant’s Total seed fund Co-investment Total


Aid for Seed contribution for pool (C=A+B) needed to be investments in
support (A) Seed support INR Crs raised from non- the startups
INR Crs (that is included government (E=C+D)
in the approved sources (D=C) INR Crs
budget) (B) INR Crs
INR Crs

1 0 1 1 2

1 1 2 2 4

● The co-investment from seed support that is raised by the SPV/AIC from non- government sources
needs to be equal or more than the investment from the AIC’s seed fund account
● The SPV is required to maintain a separate bank account and books of accounts for seed support
including the matching funds raised through non-government sources.
● The SPV/AIC and its investee/incubatee companies will indemnify, defend and hold harmless
AIM, NITI Aayog from and against, and in respect to, any and all losses, expenses, costs,
obligations, liabilities and damages, including interest, penalties and attorney’s fees and expenses,
that may accrue to AIM, NITI Aayog as a result of any negligent or wilful acts or omissions of the
SPV/AIC and/or its investee / incubatee companies.
Indicative Guidelines for Managing the Seed Support Funds from the Grant-in-Aid Management of
the Seed Support

● This seed support would be used by AIC-incubated enterprises only and would not be used by the
AIC for facility creation.
● It is expected that the Seed Support would be managed by the SPV/AIC staff members, so as to
build incubation and investment capacity within the team.
● The Seed Support is given as a grant to the SPV, and the AIC will disburse it to the deserving
incubatees as debt, convertible debt, equity, or a combination thereof. It is expected that the
SPV/AIC would manage the Seed Support component of the grant so as to make it a sustainable,
revolving pool, run according to sound investment principles. The SPV/AIC should manage
investments so as to gain profitable exits that help to keep the seed support pool of resources
sustainable.
● The Seed Support would be disbursed to incubatees (physical or virtual incubatees within the AIC),
which are registered units only on the recommendation of the Seed Support Investment Committee
constituted by the SPV/AIC.
● The SPV/AIC should examine all cases of seed support and summarize in an investment memo
before putting the matter up to the Seed Support Investment Committee for selection. After the
seed support is recommended to an incubatee, the terms of agreement with the incubatee start up
should be framed keeping in mind sound business and investment principles, including by linking
progress with specific milestones, monitoring norms, and reasonable repayment and recovery
provisions.
● The seed support would be disbursed to the deserving incubatees with proper due diligence by the
SPV/AIC. It is necessary to ensure that there exist a proper, legally- vetted agreement between the
incubatee and the SPV/AIC. This agreement should detail all the conditions and contingencies
relating to the performance of the company. Terms regarding default in repayment must be defined
clearly in the agreement.
● The seed support would generally cater to early stage financing for commercialization of core
sector innovations and technologies. (Core sector here is defined as infrastructure and service
delivery sectors, such as agriculture, housing, health, energy, water and sanitation, hygiene and
waste management, education, health, or environmental protection).
● The seed support grant should be utilized fully by the SPV/AIC within a period of three years from
the date of receipt of the first instalment of funds under the grant-in-aid for seed support. In case
the SPV/AIC is not able fully utilize the seed support part of the grant within a period of three
years, the AIC is required to intimate AIM, NITI Aayog and request for permission to extend the
duration of the funds.

Eligibility Conditions for Incubatee Start Ups for seed support

● Incubatee should be a registered company with a minimum of three months affiliation with the
AIC.
● The investee company has to be an India-registered enterprise. This support is not meant for Indian
Subsidiaries of MNCs/foreign companies. Persons holding Overseas Citizens of India (OCI),
Persons of Indian Origin (PIO) status would be considered as Indian citizens for the purpose of this
scheme. The shareholding of Indian Promoter / Host Institutions in the incubate startup should be
at least 51%.
● It is expected that SPV/AIC would make special efforts to discover and support enterprises that
deploy technologies or business models to help solve India’s infrastructure, public service delivery,
or socio-economic challenges.
● Incubatee startups requiring seed support predominantly for capital equipment should not be
encouraged. The start–ups would be supported primarily on the following grounds for the seed
support
● Prototyping and Product development
● Testing and Trials
● Test Marketing
● Mentoring
● Professional Consultancy (To attract professors/experts from institutions to work with
start-ups.)
● IPR issues
● Manpower for day to day operations
● Any other area as deemed necessary and recommended by the Seed Support Investment
Committee of AIC

Quantum of Seed Support

● It is expected that the seed support of up to a maximum of Rs.1.00 Crore, with a matching amount
raised through non-government sources would be judiciously dispersed amongst the deserving
incubatee start-ups.
● No startup will receive the seed support more than once.
● The upper limit of seed support to a start-up is Rs.12.5 lakhs. In case an AIC would like to increase
the investment limit per incubatee of INR 12.5 lakhs, it should seek a written approval from AIM
regarding the same. The AIM team will evaluate such requests on a case by case basis depending
upon the rationale behind such deviation. Any such exception or waiver would be provided at the
sole discretion of the AIM, NITI Aayog. Any prior or standing exception would not constitute a
precedent, and every case for request of waiver will be considered on its own merits.

Mechanism of Selection, Disbursement, Governance and Fund Management of the Seed Support

● The SPV/AIC would constitute a committee called the Seed Support Investment Committee (SSIC)
whose members would be experts who can evaluate the prospective incubatees under physical or
virtual incubation requiring seed support. The SPV/AIC CEO would constitute the SSIC, in
consultation with the AIM, NITI Aayog to incorporate AIC staff and external experts in the relevant
fields. AIM reserves the right to nominate a member to the SSIC.
● Any non-government investor who contributes towards the matching seed fund may be encouraged
to be a part of the SSIC.
● The SPV/AIC CEO would be responsible for its proper disbursement and management of the seed
support.
● The SPV would take measures to enhance the capabilities and skill set of the AIC team to manage
the seed fund. The investments would be done keeping sound business principles in mind.
● The SPV would compile the investment decisions made by its SSIC annually and share an
analytical report with the AIM, NITI Aayog at the end of each fiscal year, along with the UC.
● The CEO of the SPV/AIC will keep AIM, NITI Aayog duly informed about the meetings and the
investment decisions of the Investment Committee along with the rationale for taking such
decisions.
● The SPV/AIC would have milestone-based disbursement schedules of the Seed Support to the
incubatees as defined in the agreement and the release of funds should be in 2-3 tranches. In case
the incubatee company is unable to achieve the prescribed milestones, the future releases may be
stopped and any unspent balances may be recovered from the incubatee company.

Repayment of Seed Support

● To the extent possible, the equity model for seed support should be encouraged. The SPV/AIC team
should be well conversed with the equity model and adequate efforts should be made to train the
team on the equity model. However, if the seed support is sanctioned through a convertible debt
instrument or a soft loan, then efforts should be focused towards getting the repayment of the entire
seed support money by the incubatee company within 5 years. In exceptional cases, the Seed
Support Investment Committee would be empowered to relax schedules of repayment on a case-
to-case basis for convincing and justifiable reasons, and these relaxations should be reported to the
AIM, NITI Aayog.
● In case of imminent or declared default by an investee company of the Seed Support, the SPV/AIC
CEO will make his/her best efforts to recover the investment, as per the prevailing business
practices. The recovered assets shall be added to the seed support pool.

● The cases of default must be reported to the Seed Support Investment Committee. Such default
cases must also be reported to AIM, NITI Aayog while submitting the Annual Report on seed
support.

Accounting and Utilization of Seed Support Grant from AIM, NITI Aayog

● A separate bank account has to be opened for the seed support. The total seed support from AIM,
NITI Aayog will be released in subsequent instalments based on predefined milestones achieved.
SPV/AIC would be required to submit a detailed report on the status of utilization of grants along
with the Utilization Certificate and Statement of Audited accounts for each F.Y. The SPV/AIC
should report the seed support sanctioned and disbursed against each incubatee start up in the
statement of audited accounts for the period (April 1 to March 31 of each F.Y) under report.

● Book of accounts for the disbursement of grant and for the seed support repayments may be kept
separately. Interest on the unutilized seed support grant received from AIM, NITI Aayog must be
reported in the Utilization Certificate (UC). The amount collected against repayments may be
utilized as seed support for the next round of incubatees and not for any other activity of the
SPV/AIC, except for the condition described in the para on Management Fees.
● Interest earned by the SPV/AIC on the seed support funds should be mentioned separately in the
UC, which would be adjusted against the subsequent releases to be made out of the total sanctioned
grant of seed support.

Management Fees for the Seed Support

AIM, NITI Aayog proposes to motivate and encourage SPV/AIC who show growth of the seed
support fund through the inflow from the loan repayment/ royalty /realization of equity stake for
funding future proposals. It is therefore proposed to give an incentive of 15% on the surplus
generated at the end of each year, which could be retained by SPV/AIC for its incubation- related
activities.

Settlement of the Seed Fund in case of Closure or Discontinuation of SPV/AIC

In case of closure /discontinuation of the AIC, the total unutilized seed support amount available
with the SPV/AIC at the time of closure has to be refunded to AIM, NITI Aayog along with the
total repayments received from the seed supported incubatees before closure of the SPV/AIC.
Efforts will be made to recover the investments made by the SPV/AIC through the Seed support
component before the dissolution of the SPV/AIC. The SPV/AIC CEO will make good faith efforts
to hand over the portfolio to another Atal Incubation Centre (AIC), or to any other government
agency, in consultation with AIM, NITI Aayog, before leaving the job.
Annexure B: Approved Budget

S.
Items Amount (In Lakhs)
No.
Tranche 1 Tranche 2 Tranche 3 Tranche 4 Tranche 5 Total

Matching Matching Matching Matching Matching Matching


AIM AIM AIM AIM AIM AIM
Expenses Contribution Contribution Contribution Contribution Contribution Contribution
Grant- Grant- Grant- Grant- Grant- Grant-
Made from - / Bridging / Bridging / Bridging / Bridging / Bridging / Bridging
in-Aid in-Aid in-Aid in-Aid in-Aid in-Aid
Cost Cost Cost Cost Cost Cost

A. A. Item-Wise Capital Expenditure


Office
1 Equipment (if
any)
Sector /
Specific /
Area of Focus
2
Related
Equipment (if
any)
Makerspace /
3 Fab Lab (if
any)
Furnishing of
4 space for the
AIC (if any)
(Add more
5 rows as
required)
Total A
B. B. Operating / Recurring Expenditure
1 Personnel
Incubation
Programme
Expenses
(such as
Technology,
2
IPR, Legal,
Accounting,
Marketing,
etc. support
to startups)
3 Events
Workshops
a.
and Seminars
Outreach
b.
Programmes)
(Add more
c. rows if
required)
Domestic
4
Travel
Utility and
5
Maintenance

Miscellaneous
6 Expenses (if
any)

(Add more
7 rows if
required)
8 Seed Fund
Total B
Total Project
Cost (A+B)
C. Projected Income
Grant
1 proposed - - - - - -
from AIM
Contribution
2 from - - - - - -
Applicant
Any other
Grants from
Governments
/ Other
3
Sources (if
any, add rows
for every
grant)

Contribution
from
4
Collaborators
/ Partners

Projected
5
Revenues
Any Source
6
of Income
(Add rows if
7
required)
Total
Projected
Income C
Projected
Surplus /
D.
Deficit (if
any)
Annexure C: Approved Goals and Deliverables

Targets
(Please note all targets are Year 1 Year 2 Year 3 Year 4 Year 5 Total
non-cumulative)

Quarterly Goals Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

Number of startups that will


be incubated physically
Number of startups that will
be incubated virtually
Number of startup
accelerators programs
proposed
Number of events proposed
Number of trainings proposed
Number of mentors proposed
Number of startups that have
raised funds from Non-Govt
Sources
Cumulative amount of
funding raised by startups
(not including AIM Grant)
ANNEXURE VI - BOND (WITH SPV)

Format of the Bond to be signed with the applicant

BOND FORM

(Applicable to AICs that are not set up by the Government)

(Bond to be executed in favour of NITI Aayog on non-judicial stamp paper of at least Rs. 100 for
receiving the Grant-in-aid)

Know all persons by these present that we the .........................................................


…………………………………………… (Name of the Grantee) and having its office at
..........................................................................................……………………………………………
…..…………………………………………………………………….. vide Registration Number
.................................................. dated ....................................... in the State of
…………………………. (hereinafter called the “Obligator”) and M/s.
…………………….………………… having its office at
…………………………………………………………………………… vide Registration Number
.................................................. dated ....................................... in the State of
………………..………………. (Hereinafter called the “Surety”) are held and firmly bound to the
President of India (herein after called the “Government”), in the sum of Rs.
................................................................................................................................................. only
(Rupees in words ........................................................................................................................ )
well and truly to be paid to the President on demand and without demur, for which payment we
bind ourselves and our successors and assigns by these presents. The term, Obligator or Surety,
unless repugnant to the context, shall mean and include the respective agents, assigns, heirs,
successors etc.

2. SIGNED this .............. day of ..............in the year ..................

3. WHEREAS on obligator’s request the Government has as per Atal Innovation Mission (AIM)
Letter No. …………………….... dated ……………………..……… and hereinafter referred to as
the “Sanction Letter”, agreed to make in favour of the Obligator for the purpose of setting up
Atal Incubation Centre at
............................................................................................................................................. a grant
of Rs. ………………… (Rupees
……………………………………………………………………………..), the Obligator has agreed to
execute this bond in advance, in favour of Atal Innovation Mission, NITI Aayog for the entire
amount of Rs ………………….............................. as requested in the application sent to the
Government. The Obligator is willing to accept the proposed amount, or any other amount
approved/ sanctioned by the Government. The Obligator is willingly executing this bond of the
proposed amount with the stipulation that the Obligator and the Surety will be bound up to this
amount or by the actual amount approved/sanctioned by the Government. The Obligator is also
willing to accept all terms and conditions mentioned in the Sanction Letter to be issued by the
Government.

4. Now in consideration of the aforesaid Sanction Letter, the Obligator herein binds itself and
undertakes to comply with the conditions of the Sanction Letter referred to herein and if the
Obligator shall duly fulfil and comply with all its conditions mentioned in the Sanction Letter
mentioning the grant then this bond or Obligator’s obligation therein shall be void and of no effect,
but otherwise it shall remain in full force, effect and virtue, and the Government shall be at liberty
to enforce this bond against the Obligator, as it may deem fit and on its option. These presents
further witness that:
a. The decision of the CEO, NITI Aayog, Govt. of India or the Mission Director of the Atal
Innovation Mission, NITI Aayog, Govt. of India, administratively concerned with the matter, on the
question whether there has been breach or violation on the part of the Obligator or any of the
terms and conditions mentioned in the Sanction Letter, shall be final and binding on the Obligator.

b. Further, if the Obligator fails to pay or perform the tasks or duties as agreed between both the
parties in the MOA or its liability under this Bond, then it shall be the liability of the Surety to refund
to the Government the entire amount as mentioned in this bond.
The liability of the Surety here under shall not be impaired or discharged by reason of time being
granted by the Government or any forbearance, act or omission by or on the part of the
Government whether with or without the knowledge or consent of the Surety in respect or in
relation to the obligation or conditions to be performed or discharged in the obligation or by reason
of the matter or thing whatsoever, which under the law relating to the Surety shall but for this
provision have the effect of so releasing the Surety from such liability, nor shall it be necessary
for the Government, to pursue the Obligator before using the Surety or either of them to the
amount due here under.

c. The Obligator herein agrees and undertakes to surrender / pay to Government the monetary
value of all such pecuniary or other benefits which it may receive or derive / have received or
derived through / upon unauthorized use of the Grant for purpose other than that of which the
Grant was intended or the assets, purchased largely from out of “Government Grants”. The
decision of the CEO, NITI Aayog or the Mission Director, Atal Innovation Mission, NITI Aayog,
Govt. of India, as regards the monetary value of to be surrendered /paid to the Government will
be final and binding on Obligator.

d. The Obligator or the Surety shall, in the event of breach or violation of the terms and conditions
mentioned in the Sanction Letter, refund to the Government on demand and without demur the
entire amount of Rs. ............................................. (Rupees
…………………………………............................
……………………………………………….................................) or such part thereof as may be
mentioned in the Notice Demand issued by the Government along with the interest thereon at the
rate of 11.50% compounded annually (which would be adjusted as per the Government of India
notification issued from time to time) from the date of receipt of the said amount by the Obligator
up to the date of refund thereof to the Government by means of an Account’s Payee Demand
Draft drawn in favour of Drawing and Disbursing Officer, NITI Aayog, payable at New Delhi.

e. The Obligator and Surety confirm that they have understood the scheme of grant of sanction
and they have executed this bond voluntarily and out of their free will.

f. The Government of India has agreed to bear the stamp duty, if any, chargeable on these
presents.

5. In witness thereof these presents have been executed on behalf of the Obligator and the Surety
the day and year here in above written and accepted for …………………………………
…………………………………………………. (Name and Designation) on the day and year
appearing against his signature.

Signed for and on behalf of the Obligator (……………………………….. Name of the AIM Grantee)

(Name and Designation of the Signatory)


(With date and Stamp / Seal)

Signed for and on behalf of the Surety (………………………………. Name of the Surety) with
copy of Registration Certificate and PAN

(Name and Designation of the Signatory)


(With date and Stamp / Seal)

In the presence of:

1...................................................
(Signature)
(Name & Address of witness)
Aadhar Card No/PAN No…………………………………… (attach copy)

2...................................................
(Signature)
(Name & Address of witness)
Aadhar Card No/PAN No…………………………………… (attach copy)

Accepted for and on behalf of the President of India


ANNEXURE VII - CRITERIA FOR EVALUATION

The indicative criteria that may be used for evaluation of the applications are as below. Please note that
criteria is subject to periodic review.

Parameter Components

Eligibility Check ● Submission of Mandatory Documents


● Commitment of the minimum built up space requirement
● 3+ Years of Existence of the Applicant at the date of closing of
the application
● Applicant should be profitable in the last three years

Parameters to filter out (Academic / Research Institutions)


institutes with weak ● Number to teaching faculty members
research / innovation ● Number of faculty members with Ph.D.
ecosystem ● Number of patents filed / granted
Prior experience in the area of innovation and entrepreneurship

Proposed Business Plan ● Overall strengths and weakness of the proposed business plan
and Sustainability Plan for as well as the action plan for implementation of the AIC
the AIC ● Support offered to the incubatees
● u and deliverables for the project period
● Experience and background of the proposed team, board and
other officials
● Experience and background of the applicant
● Number and diversity of partners proposed
● Location of the AIC
● Proximity to other Incubators
● Sector focus
● Usage of the Grant-in-Aid
● Financial sustainability plan

Contribution of the ● Proposed contribution of the applicant towards the project cost
Applicant ● Non-financial resources of the applicants that the AIC can
leverage up on

Any Other ● Any other criteria that the AIM Mission Directorate deems fit
and is in line with the National Objectives
● Special consideration for incubators present in remote areas /
hilly areas / areas with strong ecosystem presence
ANNEXURE VIII - SPV GUIDELINES

Guidelines for Setting Up of Special Purpose Vehicle (SPV) For Establishment of Atal Incubation
Centre (AIC)

I. The name of the SPV should be “AIC - <Promoter / Host Institution’s name>”

II. In case there is a single Promoter / Host Institution, such a Promoter / Host Institution should have
100% shareholding in the equity structure of the SPV. Any change in the equity structure or
inclusion of any partners in the SPV shall be with the prior approval of Atal Innovation Mission,
NITI Aayog.

III. The SPV can be established by one or more collaborating entities (Consortiums). For the purposes
of this application, one of the entities of the consortium shall be identified as the ‘Lead Member’.
It is clarified that the Lead Member should also have majority (> 51%) Indian ownership and will
continue to hold more than 51% shareholding of the SPV set up for the implementation of the AIC.
The lead member shall be considered as the applicant for the purposes of this application.
(hereinafter referred to as “Applicant”). It is hereby clarified that the ownership structure of the
AIC may be changed post sanction and disbursement of Grant-in-Aid, with prior written approval
of AIM, provided the ‘Lead member’ continues to hold more than 51% of the shareholding of the
AIC and the majority ownership of the AIC remains Indian.
IV. Special Purpose Vehicle established for establishing the Atal Incubation Centre (AIC) should be a
‘not for profit’ (Section 8 company) or a ‘for profit company’ under the Companies Act 2013.
Please note that the SPV company needs to be limited by shares. A company limited by guarantee
is not permitted to be used as an SPV.
V. The main purpose for setting up of the Special Purpose Vehicle (SPV) is to establish Atal
Incubation Centre (AIC). The main objectives to be included under the object’s clause in the
Memorandum of Association in case of the SPV are given as below:

“To set up and implement the Atal Incubation Centre (AIC) in partnership with Atal Innovation
Mission, NITI Aayog with an objective of supporting innovative technology-based startup
enterprises in India. The AIC shall endeavour to implement the following:

1. Establish a high-class incubation facility, including but not limited to: (a) suitable physical
infrastructure and operating facilities, and (b) affiliations with sectoral experts.
2. Enable support ecosystem for incubated startups, including but not limited to: mentoring,
planning, organizing events, lab facilities, regulatory guidance, etc.
3. Provide preference in support to startups or innovators that have applications / impact in
the core sectors of the economy (e.g. agriculture, healthcare, clean energy and sustainable
technologies, education, housing, transportation, Cyber security, IOT, Robotics and AI,
water and sanitation, etc.)
4. Encourage innovation in the Indian ecosystem, through activities such as, but not limited
to, (a) awareness workshops, (b) training and capacity building, (c) mentoring support, to
early stage startup enterprises
5. Encourage creation of new technologies and intellectual property.
6. To support and carry out any other activity relevant to promotion and incubation of startups
in the country."

VI. A SPV by the virtue of its name (A Special Purpose Vehicle) is created to carry out a special
purpose. In this case, the special purpose is implementation of the AIC. The constitutional
documents of the company should not contain anything in contravention to the contract which is
being signed by the applicant, for e.g. – opening a dhaba/ dharamshala; buying land; buying and
selling shares in the equity market. Refrain from mentioning any purpose/clause in the
constitutional documents of the special purpose vehicle which are in contradiction to the principle
of the SPV as well as the Memorandum of Agreement being signed with NITI Aayog.

In-case the applicant wants to add sub-clauses in furtherance to the above clauses for conducting
the operations of the SPV, it may do so but it should be aligned with the broad objective of setting
up the AIC.

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