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Roles in a Syndication

In commercial real estate syndication, there are two primary roles: the general partner (GP) and the limited partner (LP). The GP is responsible for managing the deal, while the LP provides capital to fund the deal. In this article, we will discuss the differences between GP and LPs and how each makes money in a commercial real estate syndication deal.


The GP Role

The GP is responsible for finding the deal, raising capital, and managing the day-to-day operations of the investment. The GP also takes on more risk than the LP because they are responsible for ensuring that the investment is successful. In return for taking on this additional risk, the GP receives a larger share of the profits than the LP. There are many different ways that deals can be structured in order to get the GP paid their share of the deal. In addition to their share of profits, GPs may also receive other forms of compensation such as acquisition fees or asset management fees. Acquisition fees are paid to GPs when they acquire a property on behalf of investors. Asset management fees are paid to GPs for managing an investment property over time.

The LP Role

The LP is responsible for providing capital to fund the deal. They are passive investors who do not have operational responsibility   in how the investment is managed. In return for providing capital, they receive a share of the profits generated by the investment. The LP’s compensation is typically structured as a preferred return followed by a share of the profits generated by the investment.

The Preferred Return

The preferred return is a fixed rate of return that is paid to the LP before any profits are distributed to the GP. The preferred return is usually set at a rate that is slightly higher than what could be earned from a risk-free investment such as a Treasury bond. Once the preferred return has been paid to the LP, any remaining profits are split between the GP and LP according to their agreed-upon profit-sharing structure.  Generally, the preferred return will be paid out monthly or quarterly, but depending on the specifics of the deal, part of the preferred return could be accrued.  The preferred return will stop being paid once the LP has their principal balance paid back.

Profit Sharing

The profit-sharing structure can take many forms, but typical deals involve a split of profits above and beyond the preferred return. For example, if an investment generates $1 million in profits after paying out a 10% preferred return to LPs, and the profit-sharing structure calls for an 80/20 split between LPs and GPs, then $800,000 would be distributed to LPs and $200,000 would be distributed to GPs. In another scenario where the asset was being held longer term, the ongoing annual profits from the deal would be split based on the ownership interests of the parties.  In this example, if the LPs own 60% of the equity and the GP owns 40%, then the annual profits of $100,000 would be split by paying the LPs $60,000 and the GP $40,000.

Conclusion

Understanding the differences between GP and LPs is essential for investors looking to invest in commercial real estate syndication. The GP is responsible for managing the deal and takes on more risk than the LP. In return for taking on this additional risk, they receive a larger share of profits than LPs. The LP provides capital to fund the deal and receives a share of profits generated by the investment. Their compensation is typically structured as a preferred return followed by a share of profits generated by the investment.

Make the wise decision,

 

Jay Kennedy

On behalf of the Sovereign Sage Team

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