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What allocation and conflict questions should an LP ask a pre-seed venture fund?
a pre-seed venture fund: Ask how the manager allocates opportunities, expenses, and attention among funds, SPVs, personal holdings, and related relationships.
Ask how the manager allocates opportunities, expenses, and attention among funds, SPVs, personal holdings, and related relationships. A broad conflicts policy needs a practical process. Clarify what is disclosed, who decides, and how records are kept.
Start with the decision
Use a fictional competing-allocation scenario to test the policy. Request relevant disclosures and examples where permitted. Have qualified counsel explain legal duties or approval requirements rather than inferring them from informal practice.
The illustrative scenario
This is an educational workbook. The company or fund and all numerical inputs below are fictional. They are not ADIN results, customer claims, market benchmarks, or a forecast.
The fictional fund plans small initial investments before companies have repeatable revenue. It expects to reserve capital for selected later rounds. The LP is reviewing whether check sizes, ownership assumptions, and support work fit the fund budget.
Early paper marks can move before meaningful liquidity. Separate investment selection, subsequent financing, ownership dilution, and cash distributions when discussing progress.
Turn the scenario into an evidence decision
Consider a review of a pre-seed venture fund in which a confident explanation arrives before the supporting records. Start with the first question in the table. Write down what an answer would change: the next interview, the experiment's scope, a request for specialist review, or a decision to wait. A question without a consequence can produce a longer document while adding little understanding.
Next, inspect the record named in the table and record its date, owner, permission boundary, and limitations. Request the portfolio model, reserve policy, ownership assumptions, dated company evidence, and a reporting sample that distinguishes marks from cash. Include companies that failed or did not raise again. If the record contradicts the explanation, preserve both accounts and ask which definition, period, or workflow differs. Do not silently select the version that makes the opportunity look strongest.
Finish with a conditional statement: if the specified evidence supports the claim under these conditions, take the named next step; otherwise investigate the unresolved question. The objective is to understand incentives and process, not to assume every related vehicle creates an unacceptable conflict. A transparent, specific explanation is more useful than a generic statement that interests are aligned. This worked exercise is about the decision process. It does not assert that a fictional company has met a real diligence standard or that a template can authorize an investment.
| Item | Illustration |
|---|---|
| Decision question | Which vehicles compete? |
| Case-specific constraint | Early paper marks can move before meaningful liquidity. Separate investment selection, subsequent financing, ownership dilution, and cash distributions when discussing progress. |
| Record to inspect | Request the portfolio model, reserve policy, ownership assumptions, dated company evidence, and a reporting sample that distinguishes marks from cash. Include companies that failed or did not raise again. |
| Comparison to preserve | Compare the proposed number of companies with investable capital after the model's costs and reserves. Treat a target ownership percentage as an assumption until terms support it. |
| Unresolved case question | What is funded by the first check? |
Use this worksheet
Answer the questions with a source, date, owner, and next action. Mark an unknown as unknown. Use public or permissioned information and involve a qualified specialist when a question requires expertise beyond the team’s competence.
- Which vehicles compete?
- Who makes the allocation?
- What policy applies?
- What is disclosed to LPs?
- What record supports the decision?
Questions specific to this scenario
- What is funded by the first check?
- Which follow-ons qualify?
- How are unsuccessful investments represented?
Request the portfolio model, reserve policy, ownership assumptions, dated company evidence, and a reporting sample that distinguishes marks from cash. Include companies that failed or did not raise again.
A concrete next test
Rebuild the initial-check and reserve model with a smaller final close. Ask which portfolio assumptions change and what evidence supports the ownership target. Compare early company milestones with paper marks so the LP can distinguish learning progress from cash realization.
Interpret the result
The objective is to understand incentives and process, not to assume every related vehicle creates an unacceptable conflict. A transparent, specific explanation is more useful than a generic statement that interests are aligned.
Compare the proposed number of companies with investable capital after the model's costs and reserves. Treat a target ownership percentage as an assumption until terms support it.
Sources and method
These primary resources provide background for the concepts. The fictional scenario, calculations, and worksheet are ADIN educational examples; the sources do not report or validate those invented results. Reviewed October 11, 2026.