All Distributions tier 1 over-allocates: shares sum to 200%, not 100%
Critical“First, distribution of the accrued, unpaid Class A and B Preferred Returns to Class A and B Members”
PPM p.2595% confidence
Cascade · Distributions
Where each dollar goes
$875K
LP $792K · Fees $60K · GP $23K
Standard scenario · $500K equity · 5y hold · 1.75× exitRun your own cascade →
Class structure · 6 classes
How DeRosa Growth Fund LLC divides the cap table
The cascade above models the blended LP view. Click a class below to view per-class economics.
Class M Units
Manager“The Company includes 100 Class M Units issued to the Manager as the Class M Member ... one hundred percent (100%) Voting Ratio.”— PPM p. 22
Class A Units
LP/Investor“The Class A Members are entitled to a non-compounding, cumulative preferred return of eight percent (8%) per annum on Invested Capital”— PPM p. 20
Class B Units
LP/Investor“Class B Members are entitled to a non-compounding, cumulative preferred return of seven percent (7%) per annum on Invested Capital”— PPM p. 21
Legacy Class A Units
Legacy“The Legacy Class A Units are issued to the relevant prior investors who/that invested in the Properties up to the amount of the Unrecovered Capital Contribution”— PPM p. 21
Legacy Class B Units
Legacy“The Legacy Class B Units are issued to the relevant prior investors”— PPM p. 22
Legacy Class C Units
Legacy“The Legacy Class C Units are issued to the relevant prior investors”— PPM p. 22
Deal diligence8 findings · worst critical
Automated checks across the fund's extracted PPM. Every finding is shown with the evidence it's based on — proven numbers or a verbatim quote and page.
Waterfall structure
Structural checks run against DeRosa Growth Fund LLC's extracted waterfall. Each is a deterministic test — the numbers shown are proven from the PPM, not estimated.
All Distributions tier 2 over-allocates: shares sum to 300%, not 100%
Critical“For the Class A Members' portion of their Invested Capital, the distribution shall be proportionally split eighty percent (80%) with Class A Members and twenty percent (20%) to the Legacy Members”
PPM p.2595% confidence
All Distributions tier 3 over-allocates: shares sum to 320%, not 100%
Critical“thirty percent (30%) to the Legacy Members”
PPM p.2595% confidence
All Distributions tier 4 over-allocates: shares sum to 320%, not 100%
Critical“Upon time of a relevant Class A Member's receipt of a seventeen percent (17%) IRR... shall adjust for such relevant Class A Member to be fifty percent (50%) with the remainder thirty percent (30%) to the Legacy Members and twenty percent (20%) to the Class M Members”
PPM p.2595% confidence
Diligence gaps
Questions a standard diligence questionnaire would ask that the PPM leaves unanswered.
DDQ gap: Does the fund engage an independent auditor?
HighThe 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.
90% confidence
DDQ gap: Does the fund have a GP clawback provision?
HighThe 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.
90% confidence
DDQ gap: Does the fund use a third-party fund administrator?
MediumThe 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.
90% confidence
DDQ gap: What is the GP's capital commitment (skin in the game)?
MediumThe 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.
90% confidence
DDQ readiness
How much of a standard institutional due-diligence questionnaire this fund's offering documents answer out of the box. Gaps are questions an allocator will ask directly.
69%
Coverage
9 answered0 partial4 gaps13 questions
Economics
- What is the preferred return (hurdle) rate offered to LPs?Preferred return of 8%.Answered
- What is the LP/GP carried-interest split above the preferred return?80% LP / 20% GP residual split.Answered
- Is there a GP catch-up, and at what rate?No GP catch-up.Answered
- Does the fund have a GP clawback provision?Gap
- What is the GP's capital commitment (skin in the game)?Gap
Structure
- What distribution-waterfall structure does the fund use?Waterfall type: Tiered IRR-based with Legacy Members.Answered
- What is the fund's investment strategy / asset class?Equity · Multifamily RE (distressed/undervalued)Answered
- What is the fund's vintage year?Vintage 2026.Answered
- What is the target offering size?Target offering of $10,000,000.Answered
- What is the minimum LP investment?Minimum investment of $50,000.Answered
Fees & Expenses
- Is the fund's fee schedule disclosed (management fee, etc.)?5 fee line item(s) extracted from the offering documents.Answered
Governance
- Does the fund engage an independent auditor?Gap
- Does the fund use a third-party fund administrator?Gap
Fee scheduletaken before LP distributions
Total load 14.00%Fee
Trigger
Basis
Rate
Loan Sponsor Fee
One-time per Property
Total purchase price of a Property
1.00%
Capital Transaction Fee
At time of sale
Selling price of a Property
2.00%
Capital Expenditure Fee
Accrued in arrears
Capital expenditures on improvements on the Properties
7.00%
Service providers2 gaps
Legal Counsel
Kelley Clarke PC
KELLEY CLARKE PC HAS BEEN RETAINED TO ACT AS COUNSEL TO THE COMPANY AND THE MANAGER
Auditor
Not disclosed
Audit intent not stated in PPM. Ask the sponsor: will the fund be audited, by whom, and on what frequency?
Fund Administrator
Not disclosed
No third-party fund administrator referenced. Manager likely handles admin internally — common for <$10M raises but reduces independence.
Placement Agent
No placement agent engaged
No placement agent engaged. Direct placement by Manager — no placement fees eat your invested capital.
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