P&S Syndication GP
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
@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.
- Chris Seveney
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#3 Commercial Real Estate Investing Contributor
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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.
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.