Quais são as formas mais eficazes de resolver conflitos entre uma empresa de capital de risco e seus sócios limitados?

Open and honest communication is the first step to solve the conflict. The GP and the LP should engage in a discussion with an open mind and with an objective to understand each other’s issue and come to a potential solution that would be a win-win for both. The GP should try to understand if there is any gaps in the expectation that LP has or if the issue is more deep rooted in terms of conflicting goals and values. The GP should encourage the LP to speak out his/her inhibitions and issues. The GP should also try to provide assurance to the LP that all the actions taken is always in the best interest for the fund and try to win trust of the LP.

In my experience, solving a problem between VC and LP is usually a temporary fix; one problem begets another. Two common problems result from i. LP that shouldn't have qualified for the investment and needs their money out; ii. a problem based on emotion, not fact. The solution for both is to pay them out or ask other LPs to buy them out. A disgruntled LP is a contagion.

Understand the ROOT cause---not just the symptom. And understand it as EARLY as possible. Problems only become worse, never better. Ignoring it like an ostrich is unproductive. So keep asking the question "why""why""why" until you get to the root of the conflict. This will take some hard questions and harder answers but it's worth it so no one's time is wasted.

If alignment helps a GP and an LP resolve conflict, this has parallels with a Startup raising money. Don't take anyone's money. Get to know who you are going on the journey with. Prevention is better than a cure. Upfront communication about how decisions will be made is key.

I said this in step no. 1 but the only way both parties can move forward is my having communication that is honest. A few tips: - Don't have conversations via text or email. This goes without saying that things can be misinterpreted easily this way. This calls for in person discussions. - Have those communications in a neutral place that is confortable. Having it in an intimidating boardroom at the fund's principal place of business may not be the best environement for open and honest discussions. - Please. PLEASE. Include everyone that needs to be a part of those discussions but no more. Leaving principals out is a time waster and can lead to resentment. And too many people spoil the soup. Ya'll be safe in these VC streets.

Clever VC's have truth tellers around them. Venture Partners can help add more value to companies and getting to the truth, rather than your own way, makes everyone smarter.

Ensure LPs are informed about fund performance and investment decisions. Developing a conflict resolution framework within the partnership agreement, including mediation or arbitration options, provides a structured pathway. In cases of escalating conflicts, involving a neutral 3rd-party mediator with VC expertise can help find mutually agreeable solutions. Aligning the firm's and LPs's interests, transparency on fees, and regular reporting fosters trust and clarity. Conflict prevention, individual attention to LP concerns, alignment on strategy, adherence to legal obligations, and education on VC processes all reduce conflicts. Periodic LP meetings, exit strategy discussions, and potential partnership agreement amendments can be beneficial

Improve your perception before you communicate your thoughts. Obsess with the detail before you make one-way door decisions. Consider and document your decision making so you can reflect for and late on action. If you are right or wrong, you will know were you right/wrong because or in spite of your thoughts.

Eu não entendo como chamar LPs de clientes, prefiro a versão “sócio investidor” ou até sócio capitalista como se falava antigamente. Por que isso importa? Por que o LP antes de mais nada deve ter a confiança nos sócios executores (GP). Isso se conquista com teses / mandatos de investimentos específicos e transparência ao longo da execução. Assim, independente do resultado, fica o respeito nas relações que se perpetuam além do próprio deal. Dessa forma, as discussões e desalinhamentos se tornam assuntos menores e fica bem mais fácil de conduzir o que realmente importa, maximizar valor nos negócios!

Consider appointing an independent mediator or facilitator to guide the discussion and help both parties reach a mutually agreeable solution. This neutral third party can offer impartiality and expertise in navigating conflict.

I'd highlight three key areas: 1) Disclosure; 2) LPAC; and 3) LPs' vote on the most important decisions of the VC fund. Disclosure is a good way to prevent conflicts. Under new 2023 SEC fund rules, which will come into effect at the end of 2024, US funds are required to disclose any preferential treatment given to LPs. Another effective measure is the creation of an LPAC in the VC fund structure. This committee, comprising 3-5 representatives of the largest commitment LPs, advises the GP on issues potentially involving conflicts of interest from the LPs' perspective. Finally, LPs vote on the most important matters, such as the removal of the GP, key person events, term extensions, and other significant decisions.