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LP-GP connection remains fragile in fees, governance and structures
- February 1, 2026: Vol. 38, Number 2

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LP-GP connection remains fragile in fees, governance and structures

by James Wallace

Alignment mechanisms between limited partners (LPs) and general partners (GPs) in private real estate funds are considered imperfect but functional. In commingled fund structures, alignment runs a spectrum — from functioning alignment to under alignment and, at the extreme, structural misalignment. Most incentive tools sit somewhere between those first two categories: well intended, but often weaker in practice than assumed. While perspectives differ across strategies and market cycles, there is broad acceptance that fees remain the primary alignment fault line.

Smaller managers offer greater LP-friendly terms to build track record credibility, while established franchises can rely on competitive tension to preserve fee structures. But often, traditional fee models create competing priorities which are exacerbated in weaker markets, when alignment matters most. Misaligned incentives can be obscured in buoyant markets but become visible and harder to ignore when performance

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