Meaning and transaction use
ILPA's 2025 notice guidance asks managers to disclose whether distributions are recallable and to reference relevant LPA provisions. Its sample description letter identifies the recallable portion of distributions separately. The guidance supports transparent reporting; it does not confer a recall right in a particular fund. [S1]
Proposed transaction method: keep the cash ledger and the obligations register linked by notice date and transaction identifier. Have the GP or administrator explain the designation and have the LP reconcile it to the governing documents. Keep any disputed designation visible until resolved through the appropriate process.
Worked example
Illustrative example only. Assume the documents permit the following amounts to be recallable, with no expiry or other adjustment during the example period. The example is a separate obligations register, not a complete unfunded-commitment calculation.
Scroll the table horizontally to view all columns.
| Movement | Amount | Recallable register balance |
|---|---|---|
| Opening balance | USD 500,000 | USD 500,000 |
| Distribution of USD 2 million includes a designated recallable portion | + USD 800,000 | USD 1,300,000 |
| Valid recall paid during the period | - USD 300,000 | USD 1,000,000 |
The assumed closing register balance is USD 1,000,000. The investor received a USD 2 million distribution, of which USD 800,000 was designated recallable in this example. Reconcile both amounts to the notices and the applicable contractual terms.
Proposed transaction review process
Read the authority
Identify the clause permitting recall and any applicable side-letter variation.
Read the notice
Separate the cash distribution from the amount designated recallable and its stated purpose.
Reconcile
Roll forward the obligations register and resolve differences with the administrator.
Plan liquidity
Include valid potential recalls in the investor's documented liquidity scenarios without treating them as confirmed calls.
Evidence checklist
Governing terms
Executed LPA, amendments and the investor's applicable side letter.
Distribution notice
Gross amount, date, designated recallable portion and referenced provision.
Ledger support
Cash receipt, contribution history, previous recalls and any documented release or expiry.
Review record
Administrator explanation, investor reconciliation and unresolved questions with responsible owners.
Decision framework
| Situation | Proposed action |
|---|---|
| The notice identifies a recallable amount | Verify the contractual basis and update the obligations register after reconciliation. |
| The notice and investor ledger disagree | Ask for a transaction-level bridge and keep the difference open. |
| The GP issues a recall | Verify authority, amount, timing and payment instructions through the agreed process. |
| The investor prepares a liquidity plan | Distinguish scheduled calls, contingent recalls and other commitments in the scenario assumptions. |
Common errors to check
- Treating every distribution as permanently released capital.
- Assuming every distribution is recallable.
- Adding the same amount twice to the investor's liquidity requirement through overlapping registers.
- Applying another fund's recall period or calculation to the current LPA.
Make the fund terms and investor communication consistent
Prepare the relevant fund terms, draft notice and reconciliation when discussing fund readiness or investor communication requirements.
Discuss the transactionPrimary references and editorial scope
- ILPA: Capital Call and Distribution Template, Cover Letter and Description Letter, 2025
Page 7: recallability disclosure and LPA references; page 10 sample notice. Reference checked 17 September 2026.
Rights and remedies depend on the governing documents and applicable law. This page does not determine a particular investor's obligation. The reconciliation and decision steps are proposed editorial tools for transaction review.
General business information. Obtain advice appropriate to the legal, tax, accounting and financing facts. No offer, lender commitment or transaction outcome is represented. All worked examples use expressly assumed figures. Editorial draft date: 17 September 2026.
