Navigating The Realm of Partnerships In Commercial Real Estate

Terrydale Capital

Jan 2, 2024 6 Min read

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Commercial real estate (CRE) investments often involve partnerships to pool resources and expertise. Two key players in these partnerships are limited partners (LPs) and general partners (GPs). Understanding the roles, advantages, and drawbacks of each is crucial for anyone considering venturing into the world of commercial real estate. In this blog post, we'll explore what limited and general partners are, their respective pros and cons, and the requirements associated with each role.

Limited Partner (LP) in Commercial Real Estate:

limited partner (LP) is an investor who participates in a commercial real estate venture by contributing capital to the project. Unlike general partners, limited partners have a more passive role and are not involved in the day-to-day management of the property.


  • Limited Liability: LPs enjoy limited liability, meaning their personal assets are protected from the project's liabilities. Their financial exposure is limited to their invested capital.
  • Passive Income: LPs can earn a share of the property's income without being actively involved in its management. This makes it an attractive option for investors seeking a more hands-off approach.


  • Limited Control: LPs have minimal control over the project's operations. Major decisions are typically made by the general partner, which may leave LPs with limited influence.
  • Limited Profit Potential: While LPs receive a portion of the profits, their returns are typically capped, and they may not enjoy the same upside potential as general partners.


  • Capital Contribution: LPs are required to invest a specific amount of capital into the commercial real estate project.
  • Passive Involvement: LPs are expected to take on a passive role and refrain from actively managing the property.

General Partner (GP) in Commercial Real Estate:

general partner (GP) is actively involved in the day-to-day management and decision-making processes of a commercial real estate project. GPs often organize and structure the investment, handle property management, and make strategic decisions to enhance the property's value.


  • Control: GPs have a high level of control and decision-making authority, allowing them to steer the project according to their expertise and vision.
  • Profit Potential: GPs often enjoy a more significant share of the project's profits, providing them with a higher potential return on investment.


  • Personal Liability: Unlike limited partners, general partners have unlimited personal liability, meaning their personal assets may be at risk if the project faces financial challenges.
  • Active Involvement: GPs are actively engaged in the property's management, which can be time-consuming and demanding.


  • Expertise: GPs are expected to have expertise in real estate, finance, and property management to effectively oversee the commercial real estate venture.
  • Personal Liability: GPs should be aware of the personal liability associated with their role and take appropriate measures to mitigate risks.


In the realm of commercial real estate partnerships, the roles of limited and general partners are distinct, each offering its own set of advantages and challenges. Aspiring investors must carefully consider their preferences, risk tolerance, and level of involvement before choosing a role in a commercial real estate venture. When either opting for the passive approach of a limited partner or the hands-on engagement of a general partner, understanding the dynamics of these roles is essential for making informed investment decisions in the dynamic world of commercial real estate. No matter the partnership, it pays to have the right team in your corner. Terrydale Capital can help you navigate the world of partnerships in commercial real estate. And through our very own partnership experts at LP Freedom, you can unlock liquidity and opportunity in your complex limited partnerships. Contact us today.

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