Small LP positions are the part of the secondary market traditional advisors skip. Jefferies counts deals under $250M as 41% of transactions by number but only 13% of volume.1 Advisory fees run about 1-2% of deal value with engagement floors commonly from $250K, so a banked process rarely pays on a small stake, and below roughly $5M nobody runs one at all.2 The Boring Desk runs the full process for single fund positions at this size: underwriting, the CIM and model, buyer matching, negotiation, GP consent and closing.
What is different in this situation
- The same process a large portfolio gets: independent NAV underwriting, a CIM and model, and a blind profile sent to buyers whose mandate fits the position.
- Documents, outreach drafts and the consent workflow are produced by software and approved by a banker, which is what keeps the cost of a small sale down.
- Bids, consent requests and closing items sit on one deal record the seller can follow at every stage.
How the sale runs on The Boring Desk
| Step | What happens |
|---|---|
| Intake | Create a seller account, name the fund, GP, vintage, strategy and reported NAV, confirm accredited-investor status, and upload the LPA, the latest capital account statement and the most recent GP quarterly letter. |
| Underwriting | The documents are extracted, including the LPA's transfer provisions. NAV is underwritten independently against strategy and vintage benchmarks, and a banker approves the valuation before anything goes out. |
| CIM and model | The desk produces a confidential information memorandum and an Excel model for the position. |
| Marketing | A blind profile goes to buyers whose mandate matches. Buyers sign an NDA before the data room opens, and your identity is disclosed only when you authorize it. |
| Bids | Buyers submit nonbinding indications as a percentage of NAV. You accept, reject or counter each one. |
| LOI and PSA | A letter of intent, then the purchase and sale agreement, which is the binding document. |
| Transfer and GP consent | The transfer agreement and the consent requests (GP consent, and LPAC, ROFR or ROFO waivers where the LPA requires them) are sent and tracked, with reminders, until each is answered. |
| Closing and wire | Closing tax forms are collected, the transfer completes at the fund's transfer window, and the proceeds are wired. |
Transfer and pricing mechanics
Size affects GP consent. A block transfer, more than 2% of the fund's interests moved by a partner and related persons within 30 days, is excluded from the fund's 2% annual transfer limit. A small stake does not qualify, so it counts against that limit.3
A fund with no more than 100 partners that issued its interests in exempt private placements falls under a separate safe harbor, and the 2% limit does not apply to it.3
The purchase price is the bid percentage of reference-date NAV, adjusted for distributions and capital calls after the reference date.4
What it costs
The seller pays a 3% success fee on the transaction value, owed only on settlement. No retainer and no upfront fee. Buyers pay nothing.