LP Advisory Committee (LPAC)
An LP advisory committee (LPAC) is a group of LP representatives that advises the GP on conflicts, valuations, and governance matters.
Definition
An LPAC is a governance body composed of selected LPs that provides oversight and input on specific matters such as conflicts of interest, valuation approaches, extensions, key person events, and certain consent decisions. LPACs do not manage the fund but serve as an accountability mechanism. Allocator Context LPACs are common in private equity and venture. Allocators view LPAC participation as both a governance responsibility and a relationship tool. For some institutions, LPAC seats are reserved for larger or strategic LPs due to time and compliance requirements. Decision Authority LPAC authority is defined in fund documents. It may provide consent or consultation on conflicts, cross-fund transactions, term extensions, and valuation disputes. LPAC decisions can materially affect fund operations. Why It Matters for Fundraising Managers who run LPAC processes well—clear agendas, documented decisions, transparent conflict handling—build trust and improve re-up rates. Poor LPAC governance can become a reputational issue among LP networks. Key Takeaways Provides oversight on conflicts and governance Authority is limited but important Process quality affects LP trust Strong LPAC governance supports fundraising momentum