Under Cornerstone, a **Key Person Clause** is typically triggered if the named key person:
- dies
- becomes disabled or incapacitated
- resigns, departs, or is removed
- or stops devoting the required substantial business time to the fund
The usual LP remedy is:
- **automatic suspension of the investment period**
- meaning **new investments pause**
- often with **ongoing portfolio management and administration continuing**
- and LPs then typically **vote to resume investing or wind down / appoint a successor**, depending on the documents
References:
- https://decilegroup.com/articles/solo-gp
- https://decilehub.com/base/1-general_questions/164014-for-a-fund-with-a-single-key-person-what-triggers-the-key-person-provision-and-how-does-cornerstone-lpa-v3-section-5-2-handle-removal-on-incapacitation
- dies
- becomes disabled or incapacitated
- resigns, departs, or is removed
- or stops devoting the required substantial business time to the fund
The usual LP remedy is:
- **automatic suspension of the investment period**
- meaning **new investments pause**
- often with **ongoing portfolio management and administration continuing**
- and LPs then typically **vote to resume investing or wind down / appoint a successor**, depending on the documents
References:
- https://decilegroup.com/articles/solo-gp
- https://decilehub.com/base/1-general_questions/164014-for-a-fund-with-a-single-key-person-what-triggers-the-key-person-provision-and-how-does-cornerstone-lpa-v3-section-5-2-handle-removal-on-incapacitation