Practical difference:
- **Advisory Committee approval**
- Consent from a **small subset** of LPs
- Used for **narrow, situational oversight** or administrative matters
- Faster, but less representative
- LPAC members usually owe **no fiduciary duty** and may themselves be conflicted
- **Majority in Interest consent**
- Approval by LPs holding the required **economic interest** in the fund
- Better for **fund-wide conflicts, major waivers, or governance changes**
- More legitimate and LP-protective in principle
- Slower and heavier operationally
So in practice, AC approval is a **committee-level check**; Majority in Interest is an **owner-level mandate**.
References:
- https://decilehub.com/base/1-general_questions/163750-why-does-the-advisory-committee-owe-no-fiduciary-duty
- https://decilehub.com/base/1-general_questions/165064-why-did-cornerstone-v3-move-conflict-of-interest-approval-from-the-advisory-committee-to-a-majority-in-interest-of-lps
- **Advisory Committee approval**
- Consent from a **small subset** of LPs
- Used for **narrow, situational oversight** or administrative matters
- Faster, but less representative
- LPAC members usually owe **no fiduciary duty** and may themselves be conflicted
- **Majority in Interest consent**
- Approval by LPs holding the required **economic interest** in the fund
- Better for **fund-wide conflicts, major waivers, or governance changes**
- More legitimate and LP-protective in principle
- Slower and heavier operationally
So in practice, AC approval is a **committee-level check**; Majority in Interest is an **owner-level mandate**.
References:
- https://decilehub.com/base/1-general_questions/163750-why-does-the-advisory-committee-owe-no-fiduciary-duty
- https://decilehub.com/base/1-general_questions/165064-why-did-cornerstone-v3-move-conflict-of-interest-approval-from-the-advisory-committee-to-a-majority-in-interest-of-lps