Auor Capital Fund V LLC

Key economics

Preferred return

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Hurdle rate

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LP / GP split

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GP catch-up

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GP clawback

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GP commitment

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Diligence findings (18 · 6 high/critical)

• critical
  Numeric inconsistency — Tier 1 vs Tier 2 offering classificationThe cover page and body text repeatedly state this is a 'Tier 1' offering under Regulation A, but the Offering summary table states it is a 'Tier 2' offering — a material regulatory classification discrepancy.
• high
  DDQ gap: Does the fund engage an independent auditor?The offering documents don't answer a standard institutional DDQ question (Governance). An allocator will ask this directly — the GP should be ready with an answer.
• high
  DDQ gap: Does the fund have a GP clawback provision?The offering documents don't answer a standard institutional DDQ question (Economics). An allocator will ask this directly — the GP should be ready with an answer.
• high
  DDQ gap: What is the LP/GP carried-interest split above the preferred return?The offering documents don't answer a standard institutional DDQ question (Economics). An allocator will ask this directly — the GP should be ready with an answer.
• high
  DDQ gap: What is the preferred return (hurdle) rate offered to LPs?The offering documents don't answer a standard institutional DDQ question (Economics). An allocator will ask this directly — the GP should be ready with an answer.
• high
  Unfilled placeholder text — asdfNonsense placeholder text 'asdf' appears in the body of the document between the Summary section and Summary Risk Factors, indicating the document was shipped unfinished.
• medium
  DDQ gap: Does the fund use a third-party fund administrator?The offering documents don't answer a standard institutional DDQ question (Governance). An allocator will ask this directly — the GP should be ready with an answer.
• medium
  DDQ gap: Is there a GP catch-up, and at what rate?The offering documents don't answer a standard institutional DDQ question (Economics). An allocator will ask this directly — the GP should be ready with an answer.
• medium
  DDQ gap: What is the GP's capital commitment (skin in the game)?The offering documents don't answer a standard institutional DDQ question (Economics). An allocator will ask this directly — the GP should be ready with an answer.
• medium
  Defined-term defect — the TrustIn the compliance risk factor, the document refers to 'the Trust' (as if this were a trust vehicle) when this entity is actually an LLC; 'the Trust' is never defined and is an apparent wrong-term substitution from a prior template.
• medium
  Disposition Fee (2%) is taken above the waterfallA performance- or transaction-linked fee paid above the waterfall reaches the GP before the LP's distribution priorities run, eroding the pool the pref + return-of-capital draw from. Routine asset-management fees above the line are normal; a disposition/promote-flavored fee there is a leak worth pricing.
• medium
  Document-quality defect — Foxtail Hollow interim financials described as Auor Capital Fund V LLC financialsUnder the Foxtail Hollow LLC interim financial statements heading, the introductory paragraph mistakenly states 'The unaudited financial statements of Auor Capital Fund V LLC as of April 30, 2024' when it should be describing Foxtail Hollow LLC financials for the period ending March 31, 2024.
• medium
  Numeric inconsistency — Authorized Class B Units: 488 vs 408.75The financial statement notes state 'The Company has authorized 1 Class A Unit and 488 Class B Units' but the offering circular body says 'We are offering up to 408.75 Class B Units' — the authorized unit count does not match the offering amount.
• medium
  Numeric inconsistency — Company ownership interest: 25.9246% vs 25.9264%The Company's membership interest percentage in OpCo is stated as '25.9246%' in multiple places (Summary, Distribution Policy) but as '25.9264%' in the Contribution Agreement section — the two figures conflict.
• medium
  Unfilled placeholder text — [Investors TBD]The ownership table contains an unfilled placeholder '[Investors TBD]' for the Class B unit holders, indicating the document was not finalized before being shipped to investors.
• low
  Spelling / typo — FOXTAIL HALLOW LLCThe financial statements section header misspells the entity name as 'FOXTAIL HALLOW LLC' instead of 'FOXTAIL HOLLOW LLC.'
• low
  Spelling / typo — OpCo MangerThe OpCo Manager is referred to twice as 'OpCo Manger' (missing the 'a') in the Summary section, a clear misspelling of a material defined term.
• info
  Spelling / typo — organized as limited liability companiesThe Management section states 'the Company is organized as limited liability companies' (plural) instead of 'a limited liability company,' a broken grammatical sentence in substantive disclosure.

DDQ readiness — 38% covered

5 answered · 1 partial · 7 gaps of 13 standard questions.