Limited Partner (LP)

A limited partner is a passive investor in a partnership or syndication — providing capital in exchange for a share of cash flow and profits, but with no operational role and liability limited to the amount invested.

What it means

In CRE syndication, LPs provide the bulk of the equity and have no day-to-day role. Their upside is capped at their share of the waterfall; their downside is capped at their capital contribution (absent fraud or guarantor obligations).

LPs should examine the offering's PPM, LLC agreement, and promote structure carefully. Common LP concerns: sponsor fee load, clawback provisions, capital call obligations, and forced-sale triggers.

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