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Toolkit document

Venture Share

How to split carried interest across a partnership fairly: vesting, good and bad leaver treatment, and a worked allocation model.

Toolkit documentLegal Agreements7 min read
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Carry splits break more partnerships than performance does. Venture Share is a framework for allocating carried interest among GPs, venture partners and platform staff - decided in writing before the first close, when nobody yet knows which deal will return the fund.

Principles

  • Decide the split before the fund closes. Retrofitting a split after a breakout deal is nearly impossible.
  • Split on contribution to the fund, not on who sourced the winner. Sourcing is one of five contributions, alongside capital raising, diligence, portfolio support and firm building.
  • Vest carry over the fund's life, not the investment period, so that value creation after deployment is still rewarded.
  • Write down what happens when someone leaves before anyone plans to leave.

A workable allocation model

  • Base allocation (50% of the pool): split among managing partners by role and time commitment.
  • Fundraising allocation (20%): allocated in proportion to LP capital each partner is credited with raising.
  • Deal allocation (20%): assigned per investment to the partner who led sourcing, diligence and board support.
  • Platform pool (10%): reserved for principals, venture partners, EIRs and operating staff.

Vesting and leaver treatment

  • Carry vests over five years from final close: 20% per year, with a one-year cliff.
  • Good leaver (death, disability, mutual agreement, retirement after full vesting): keeps vested carry, forfeits unvested.
  • Bad leaver (cause, breach, competing fund during the term): forfeits both vested and unvested, subject to a defined cause standard.
  • Forfeited carry returns to the pool and is reallocated by the remaining partners, not absorbed automatically by the founding GP.

Documenting it

The split lives in a GP-level agreement, separate from the LPA. LPs see the aggregate 20% carry; they do not need the internal allocation, but they will ask about key-person and succession, and a documented split is the strongest answer.

Review the allocation at each new fund, not mid-fund. Mid-fund renegotiation under pressure is exactly the situation the written framework exists to prevent.

Building your round right now?

Apply to the RaiseMoney incubation programme and work through this with our team.