P&S Syndication GP

Boston, Massachusetts
Syndications & Passive Real Estate Investing
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P&S Syndication GP

Sabina Hasan
Member since 2018 · 8 posts · 1 vote

Hi, if I am a new GP to a syndication. What legal documents should I expect to sign or be responsible for? I understand the operating agreement is a must. Do I also have to have my own attorney review the P&S , Do I have to sign the P&S as well? Is there one main GP that drives the P&S and legal docs then creates an operating agreement with me ? How is the purchasing and legal process of being a GP in a syndication. Any simple steps to this will help me do my own research.

From my current understanding - my partner is driving the P&S with his attorney and the seller. They will create an operating agreement with me and I should get an attorney to review and get an LLC. Just seeing if anyone can give a big picture to this

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  • Chris SeveneyBusiness Member
    Moderator
    Investor · VA · Member since 2015 · 21k+ posts · 19k+ votes
    2y

    @Sabina Hasan

    Get an attorney asap

    Even if this person you are partnering with is a family member - their attorney works for them and not you

    You will need to get a copy of all the documents from operating agreement and ppm or other documents being put together and have your attorney review them.

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  • Ronald RohdePro Member
    Attorney · Dallas, TX · Member since 2016 · 5k+ posts · 2k+ votes
    2y

    You will sign the OA, but I wouldn't expect LPs to sign any of the purchase and sale documents. We review these for LPs. 

    Happy to connect.

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  • Brock Mogensen
    Real Estate Syndicator · Milwaukee, WI · Member since 2018 · 1k+ posts · 907 votes
    2y

    Private Placement Memorandum (PPM), Subscription Agreement (SA), and Operating Agreement (OA)

    These are the three most common "docs" for a syndication. But can vary depending on your syndication structure/filing.

    A good attorney will be able to steer you in the right direction with this.

    That being said, these questions always make me wonder. Did you structure the syndication partnership (GP/LP) correctly? What equity splits are you doing? What is the pref? What fees are you taking? What is the hold period/debt assumptions? Underwriting a syndication deal properly is a critical step.

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