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Cornerstone LPA Section 4.7 says the GP values assets "at least annually" but the Decile Valuation Policy runs a quarterly Valuation Committee — should a GP amend 4.7 to reference the Valuation Policy?

Section 4.7 gives the GP the power to determine fair value "at least annually" and says those valuations are final, conclusive and binding on all LPs. The Decile Valuation Policy, by contrast, sets up a Valuation Committee that marks the book quarterly under ASC 820. For a first-time manager adopting both documents, is the annual language in 4.7 meant to be a floor that the policy sits on top of, or should the LPA be amended to point directly at the Valuation Policy? I am trying to understand which document controls if an auditor or an LP ever challenges a mark.

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- Usually, **“at least annually” is a floor**, not a cap. A quarterly Valuation Committee can sit on top of that as the operating cadence.
- But if both documents are being adopted, best practice is to make them **expressly consistent**:
- keep the LPA as the governing legal document
- have the LPA reference that valuations are determined by the GP **pursuant to the fund’s valuation policy, as amended from time to time**
- If there is a conflict, the **LPA generally controls legally**, while the Valuation Policy guides methodology and process.
- For auditor or LP challenges, what matters most is **a written policy applied consistently**, with any changes documented and reviewed with admin/auditor input.

References:
- https://decilehub.com/base/1-general_questions/163586-how-does-audited-vs-gp-certified-financials-in-the-lpa-impact-the-gp-s-ability-to-amend-the-valuation-policy-mid-way
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https://decilehub.com/base/1-general_questions/163951-about-4-7-of-the-cornerstone-lpa

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