How to Track the Investment Period After Close

How to track investment period is a Commitment Period ledger on a closed fund, not the fund-term clock. For each commitment, log the commencement date (usually the Initial Closing Date), the stated end copied from the limited partnership agreement (LPA), early-end or suspension events, whether new platform investments are still allowed, the follow-on exception (window and cap, if any), and whether the period was extended (yes or no, and the new end). Raziel's fund term extension tracking page is the harvest life of the vehicle. Raziel's recycling provision tracking page is recycled proceeds, not the window to write a first check. This page is the investment window.

This is not legal, tax, or investment advice. Raziel does not provide it. Copy the signed LPA. Do not invent a five-year industry clock.

What this investment window is (and is not)

The Institutional Limited Partners Association (ILPA) Model Limited Partnership Agreement (whole-of-fund, last updated July 2020) defines "Commitment Period" as the period commencing on the Initial Closing Date and ending on the earliest of four events. The ILPA Model LPA Term Sheet (whole of fund, July 2020) prints the same idea as the window from the Initial Closing Date to the [fifth] anniversary, subject to a one-year General Partner extension with Advisory Committee consent. The Model LPA is a starting point. It is not legal advice for particular facts. Section 18.1 of that Model LPA is a different clock: the Fund continues until the [tenth] anniversary, with up to two one-year term extensions. [fifth] and [tenth] are template fill-ins. Your signed years control.

Six columns on one commitment-period row

Open one row per fund after close. Copy each field from the LPA and the latest notice or vote. If a field is missing, store that it was missing. A harvest sentence on the quarterly pack is not the investment-period end.

• Commencement date. The Model LPA starts the Commitment Period on the Initial Closing Date. Copy that date from the signed LPA or the closing binder. Do not use first-investment date unless your paper says so. The Model LPA defines "Initial Investment Date" separately as the date the Fund acquires its first Portfolio Investment other than a Temporary Investment.

• Stated end copied. Compute the calendar end from the anniversary your LPA actually prints. The Model LPA uses the [fifth] anniversary of the Initial Closing Date. That bracket is a fill-in, not a market rule. Mark calendar versus Business Days if the form distinguishes them.

• Early-end or suspension events. The Model LPA ends the Commitment Period on the earliest of (a) that anniversary (subject to the one-year extension), (b) the first date on which [100]% of Commitments have been drawn and used for Acquisition Cost, reserved for Follow-on Investments, or used to create Reserves, (c) written notice approved by [75]% in Interest to terminate the Commitment Period, and (d) early termination under Article 11. Article 11 first suspends the Commitment Period on a Key Person Event, or on a notice approved by [___]% in Interest. If a Majority in Interest does not approve a remediation plan or waive the suspension within [ninety (90)] days, the Commitment Period terminates. Copy your percentages and day count. Raziel's key person tracking page is the named-person trigger itself.

• New platform investments allowed (yes / no). As of today, may the Fund still make a first investment in a new Portfolio Company? After termination, Model LPA Section 7.4 allows Drawdowns only to pay Fund Expenses, to make Follow-on Investments (subject to 7.1.4.5), and to complete Portfolio Investments the Fund was legally bound to make before termination and that are reasonably expected to close within [one hundred and twenty (120)] days, with ten Business Days' notice to Limited Partners before the Commitment Period ends. Copy yes or no against that (or your) clause.

• Follow-on exception copied. The Model LPA defines a Follow-on Investment as an investment in Securities of a Portfolio Company in which the Fund already holds Securities, made to preserve or enhance that prior investment. Optional Section 7.1.4.5 limits follow-ons after termination to the earlier of [eighteen (18)] months or an aggregate [15]% of Commitments. Those are brackets. Store silent if your LPA is silent.

• Extension (yes / no, new end). Model LPA: the [fifth] anniversary "may be extended by one (1) year by the General Partner with the prior consent of the Advisory Committee or a Majority in Interest." That is a commitment-period extension, not a fund-term extension. Copy whether it happened, who consented, and the new calendar end.

Copy the model clocks, not a blog default

Do not paste five years as market standard. The signed LPA is the clock. The July 2020 ILPA Model LPA Word-adjacent PDF (fetched from ILPA) illustrates one package: Initial Closing Date start, [fifth] anniversary, optional one-year GP extension with Advisory Committee or Majority in Interest consent, [100]% drawn-and-reserved early end, [75]% in Interest termination notice, Article 11 suspend-then-terminate, and Section 7.4 leftover uses. Model fill-ins, not this fund's clocks.

When the ledger holds

The row holds if the six cells are copied from the PDF (or marked missing). It fails when you invent a five-year statutory clock, paste the Model LPA's [tenth] anniversary as the investment window, merge recycling into the follow-on exception, or book a fund-term extension as a Commitment Period extension. Raziel's IRR calculator is only honest if new platform calls stop when the window says they stop. Raziel's startup and fund book is the record those notices should sit on: documents, dates, IRR and MOIC. Raziel does not interpret your LPA. Copy the six columns.