LPAC Conflict-of-Interest / Related-Party Consent Template
Template — not legal advice. Whether a transaction needs LPAC consent, what vote is required, who may vote, and what the consent does are set by your limited partnership agreement (LPA) and side letters. Check your LPA and fund counsel. Prepared Board does not read the LPA or decide whether consent is required.
Use when the general partner (GP) asks the limited partner advisory committee to consent to a conflict: a related-party transaction, a deal with a GP affiliate, or anything the LPA routes to the committee as a conflict.
Fill this in
| Field | Entry |
|---|---|
| Fund | |
| LPA section that routes this to the LPAC | |
| Transaction (plain words) | |
| The conflict (who at the GP benefits, and how) | |
| LPAC members present / consenting | |
| Member affiliated with the GP or the counterparty | |
| That member's interest disclosed? (Y/N) | |
| That member recused from deliberation and the consent? (Y/N) | |
| Vote or consent threshold per LPA | |
| Materials relied on (fairness support, third-party valuation, terms) | |
| Consent given: date, form (meeting / written) |
Consent (fill brackets)
Consent of the Limited Partner Advisory Committee of [FUND NAME]
The undersigned members of the Advisory Committee, constituting [the required number/percentage under Section [] of the LPA], having received the materials listed in Annex A and having noted that [MEMBER NAME] disclosed an interest and did not participate, consent to [TRANSACTION] for purposes of Section [] of the LPA only.
This consent is limited to the matter described. It does not approve the transaction's merits for any other purpose, waive any other provision of the LPA, or relieve the General Partner of any duty under the LPA.
| Member | Organization | Consent / withhold / recused | Date |
|---|---|---|---|
Annex A — Materials relied on: [list].
Checklist
- The GP's request states the conflict plainly and cites the LPA section.
- GP-affiliated or counterparty-affiliated member recusal is recorded on the decision (RECUSED), not only noted in an email.
- Materials the committee relied on are attached as evidence (Annex A).
- Threshold per LPA confirmed and the count recorded.
- Consent wording limited to the specific matter.
See it in Prepared Board
There is no seeded LPAC board. The mechanics Prepared stores are the same on any board: on Acme Robotics, Inc., "Approve strategic partnership with NovaLabs (recusal demo)" (ACME-2025-38) has Jordan Blake stored as RECUSED for an interest in a NovaLabs affiliate. Sign in as a sample board (see /sample-decision) (password on /facts) or open /pack/demo-pack-acme-q4. On a board set to the Fund LPAC preset, Board Go flags a conflict, related-party, or cross-fund consent (matched by decision title or the lpac-conflict-consent tag) that has no RECUSED member or no evidence attached.
Related: LPAC governance · Recusal record.
Product claims stay within /facts and /agent-facts.json.