AAllocator DeskDiligence Memory

Glossary

Governance

GP Removal

The contractual right of LPs to replace the general partner, typically either 'for cause' (lower vote threshold) or 'no fault' (higher threshold).

For-cause removal usually requires a simple or two-thirds majority and is triggered by fraud, gross negligence, or material breach. No-fault removal typically requires 75-90% of LP interests and may entitle the GP to compensation.

Removal rights are rarely exercised but are heavily negotiated. They are the ultimate governance backstop, and their threshold and triggers are an honest measure of the balance of power in the LPA.

See also