Governance and LegalIndex

Governance covers the board and management instruments, disclosure obligations, and investor rights.

Start here: Corporate Governance Documents

Board and management oversight

The board and management instruments.

• Corporate governance documents — Board mandate, committee charters, and code of business conduct.
• Audit committee mandate — The audit committee's composition and responsibilities.
• Tripartite management structure — The functional separation between development, compliance, and capital management.
• Auditors, transfer agent, and registrar — Roles of the auditor, transfer agent, and registrar.

Investor Rights and Voting

The statutory rights, voting procedures, and eligibility representations that protect limited partners.

• Investor relations policy — The investor relations policy.
• Statutory rights — Statutory investor rights: rescission, damages, and the rights that attach to different distribution channels.
• Special resolutions and general partner removal — The Special Resolution vote threshold, the matters it governs, the conditions for removing the general partner, and amendment protections.
• Meetings of limited partners — How limited partners call, notice, and vote at a meeting of the partnership.
• Limited partner eligibility representations — The ongoing tax and regulatory representations each limited partner makes, and the forced-sale procedure if they change.

Conflicts and Required Disclosures

The rules limiting fees to promoter affiliates, and the disclosure record: material contracts, legal proceedings, and named experts.

• Fees to affiliates and conflicts of interest — The net-asset-value fee prohibition and the rule limiting fees to promoter affiliates.
• Material contracts — Material contracts disclosure.
• Legal proceedings — Legal proceedings disclosure.
• Experts — Named experts disclosure.

See also

• Corporate Structure