What it is
The management fee and the carried interest are the two largest expenses of a private fund and the two most mechanical to test. Both come from the partnership agreement, so an independent recalculation is the strongest evidence.
This workbook recomputes the management fee for 12 periods from the basis, rate, days and offsets. It then recalculates carried interest as if the fund liquidated at net asset value, step by step through return of capital, preferred return, catch-up and the final split, and shows clawback exposure.
When to use it
- During the fund audit, to recompute fees and carry from the agreement.
- At each quarter end, when the carry accrual is set.
- When an investor asks how the performance allocation was calculated.
What’s inside
- Management fee tab with 12 periods, offsets, waivers and a difference to the books
- Carried interest tab with a four-tier hypothetical liquidation waterfall
- Compound or simple preferred return and a full or partial catch-up
- Clawback exposure and net carried interest payable
Standard cited
This template follows ASC 946. It is written in our own words, except for phrases the standard requires the document to contain, with [bracketed placeholders] for client details, amounts in USD and dates as MM/DD/YYYY. Check it against the current standard and your firm’s methodology before use.
Questions
Does the model fit every waterfall?
It models a single whole-fund waterfall with a preferred return and catch-up. Deal-by-deal waterfalls, tax distributions and multiple hurdles need their own tiers. The partnership agreement governs.
What is the catch-up percentage?
The share of distributions that goes to the general partner after the preferred return until it holds the carry percentage of total profit. 100% is a full catch-up, 0% means none.
What is clawback exposure?
Carry already paid that exceeds carry on the as-if-liquidated waterfall. It is the amount the general partner would have to return.
Related templates
- Audit Program: Private Investment Fund
- Fund Capital Account Rollforward Workbook
- Partners’ Capital Rollforward Template
- Disclosure Checklist: Fair Value Measurements (ASC 820)
Last updated 11/05/2026. All free templates.