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1

Can LPs dismiss the GP for poor performance? If so, what is the process?

The GP has full control over investment decisions, portfolio management, fund operations, etc. while LPs remain passive investors, relying on the GP to execute the strategy. Based on the LPA, how can LPs hold the GP accountable for poor performance or misconduct that is not related to a Conflict of Interest?

Top answer:

It depends on how the LPA is written. Some LPA's may allow LPs some rights, but in general, that's not the case because LPs get a lot of protections due to the passive nature of the structure. Typically, LPs can force the fund into Limit...

1

What does the Clawback provision mean in practice?

For example, how is the "Excess Amount" calculated, when is repayment due, etc.

Top answer:

From the latest published version of the Cornerstone LPA (version 3.0), "Excess Amount" is calculated as follows, depending on the Carried Interest % designated for the fund, cumulative amounts of said Carried Interest actually received ...