Creatively Completing the Capital Stack: Real Estate GP Private Equity Funds

Structuring Key Deal Terms Regarding Distribution, Sharing of Promote and Fee Income, Capital Contributions, Distributions, and More

Recording of a 90-minute premium CLE webinar with Q&A

Conducted on Thursday, July 20, 2017

Recorded event now available

or call 1-800-926-7926
Course Materials

This CLE course will discuss the rise of real estate general partner (GP) private equity funds and key legal issues implicated by them. The program will analyze key deal terms of GP funds and provide insights and perspectives into opportunities and risks for both sponsors and investors.


As the real estate market continues its upward trajectory, capital-constrained real estate private equity sponsors are increasingly raising GP funds to provide some or all of the sponsor equity contributions for their real estate investment vehicles. Investors seeking higher financial returns are attracted to investments in the general partner side of real estate investment vehicles.

GP funds implicate fundamental questions regarding the allocation of risk and reward between the sponsor and the outside investors. Key deal terms include, among others, distribution structures, sharing of promote and fee income, decision-making rights, and timing of capital contributions and distributions.

Listen as our authoritative panel of practitioners analyzes opportunities and risks of GP funds for both sponsors and investors, how to choose the right investment structure, and negotiating key deal terms.



  1. Market trends and the rise of the use of GP funds
  2. Pros and cons of using GP funds to provide some or all of the sponsor equity contributions for real estate investment vehicles
  3. Key deal terms
  4. Sponsor vs. outside investor perspectives


The panel will review these and other key issues:

  • What are current developments impacting the use of real estate GP private equity funds and how have the terms of those arrangements evolved?
  • What deal structures are typically used for real estate GP private equity fund investments?
  • What issues most often derail real estate GP private equity funds and how can counsel for sponsors and outside investors overcome these negotiating hurdles?


John J. McDonald
John J. McDonald

Troutman Sanders

Mr. McDonald counsels clients on a full range of corporate transactional matters, focusing on private equity and...  |  Read More

Paul A. Steffens
Paul A. Steffens

Troutman Sanders

Mr. Steffens practices in the areas of corporate law, mergers and acquisitions, joint ventures, private investment...  |  Read More

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