GP Operation Agreement (OA)

The GP Operation Agreement (OA) is a pivotal governance document for General Partners (GPs), outlining deal economics, fund management specifics, operational procedures, and terms related to transfers, termination, and dissolution.

What it Means:

The OA is the roadmap guiding the internal operations of a fund. It crystallizes the nuanced understanding outlined in the term sheet, addressing financial intricacies, operational protocols, and eventualities like fund dissolution.

How to Calculate:

Calculation doesn't apply to the OA in a numerical sense. Its worth lies in the clarity of terms, specificity in outlining operations, and alignment with the fund's goals and the GP's responsibilities.

Why Measure:

Measuring the effectiveness of an OA involves assessing its comprehensiveness, alignment with the term sheet, and adaptability to unforeseen circumstances. A well-crafted OA streamlines fund operations, reducing ambiguity.


Consider an Indian venture capital firm structuring an OA for its GPs. The document meticulously defines profit-sharing mechanisms, operational responsibilities, and provisions for partner changes. This legally sound framework ensures smooth fund operations, fostering investor confidence.

For Indian founders navigating the intricate landscape of fund management, a robust GP Operation Agreement is more than a document; it's a governance compass steering the fund towards success.