FAQ·2 min read

What Documents Do I Need Before First Close?

At minimum you need an LPA (or operating agreement for an LLC fund), a subscription agreement, and a Form D filing within 15 days of first close. Most funds prepare the full set before accepting capital:

  • Limited partnership agreement (LPA) or LLC operating agreement
  • Subscription agreement
  • Form D (filed within 15 days of first sale)
  • Private placement memorandum (PPM)
  • Side letter template
  • GP entity operating agreement
  • Management company operating agreement
  • Investment management agreement (IMA)
  • Banking resolutions
  • AML/KYC procedures
  • Administrator agreement

Do not overlook the operational documents at the bottom of that list. Missing banking resolutions or an administrator agreement at close creates delays that frustrate LPs who are ready to wire.

See Private Fund Documents Explained for the full document checklist.

This content is for informational purposes only and does not constitute legal, tax, or compliance advice. Consult qualified counsel for guidance specific to your situation. Capital Company is not a law firm and does not provide legal advice.

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