Cashless Contributions
Cashless contributions (also known as management fee waivers) are a powerful tax and liquidity tool for private fund managers. At their core, these contributions allow General Partners to reallocate a portion of their management fee income into a profits interest in the fund, offering liquidity, flexibility and the potential for favorable capital gains treatment.
We’ve extended our platform to support cashless contributions natively.
Flexible Support for Application of Cashless Contributions
Cashless contributions refer to arrangements where Limited Partners cover some or all of the General Partner’s capital calls, and the amount is offset by reducing the LP’s management fees instead of being repaid in cash. Some funds apply the offset to fees first by granting management fee waivers upfront, while other funds apply cashless contributions to the GP's capital calls first before granting the waiver.
Maybern supports both approaches to operationally managing these contributions. Users can record any dollar amount of management-fee waivers in Fees and call any amount of cashless contributions in Capital Activity, with no system-enforced linkage between the two. This flexibility means users can follow whichever methodology works for their fund’s processes, while maintaining control over how and when they align totals.
Cashless Contributions: Configuration
Under Configuration → LPA Config → Fees → Management Fee Waiver:
Users can select a methodology:
GP Cashless Contributions with GP Priority DistributionThis provides users with the option to add a
GP Priority Distributionbased on cashless contributions to distributions (more on this below).
GP Cashless Contributions with Optional ClawbackThis provides users with the option to clawback distributions related to cashless contributions in hypos and the end of the fund's life.
LP Specific Fee Waiver AccrualsThis is a different management fee waiver strategy that does not involve cashless contributions. Funds using this methodology automatically accrue management fee waivers as a percentage of LPs' fees.
Both
Cashless Contributionoptions require users to define calculations and allocation rules specific to those methodologies
Under Configuration → Fund Structure → Allocation Rules:
Users will need to create two allocation rules for cashless contributions in capital activity: one rule to allocate cashless contributions to the GP(s) and one rule to allocate cashless contributions to LPs
For example, a fund with 45 LPs and 1 GP might create the following rules:
Cashless Contributions LP Rulewith 40 fee-paying LPs opted in, and 5 non fee-paying LPs and the GP opted out (i.e. who pays the cashless contributions)Cashless Contributions GP Rulewith the GP opted in and everyone else opted out (i.e. who receives the cashless contributions)
💡 Reach out to your Maybern Representative for more configuration information if you're interested in Cashless Contributions
Cashless Contributions: Fee Postings
Under Fees → new Offsets & Waivers tab:
Users can click to
Add Management Fee WaiverUsers can enter an amount
Users can add notes
Under Fees → Create Fee Posting:
Users can add
Management Fee Waiversto fee postingsIf desired, users can override the allocation rule used to allocate the fee waiver offsets to LPs
Users can review the breakdown and post fees
Cashless Contributions: Capital Calls
Under Capital Activity → Run Capital Event → Add Call:
Users can add uses to the capital call as usual
After uses have been added, users will see that the
Apply Cashless Contributionsbutton is enabledWhen this button is clicked, users will be able to see the GP's call amount per use
Users can enter a percentage or dollar amount of the GP's call amount to designate as a cashless contribution
Users can view the rules used to allocate the cashless contributions to LPs and GPs
Users can click
Add Cashless ContributionsIn the investor breakdown, users can view a detailed breakdown of cashless contributions per use by investor entity
Cashless Contributions: Distributions
For funds with the GP Priority Distribution methodology configured:
Under Capital Activity → Run Capital Event → Add Distribution:
Users can add distribution uses as usual
Users can then click to add a
GP Priority Distributionto the eventMaybern shows the following:
The maximum eligible amount, which is calculated at the LP x Investment-level using the Special Profits Interest Percentage multiplied by the distribution amount
The whole-fund profit cap (sometimes called Available Profits; configured as a calculation)
Users can enter any figure from $0 to that maximum to allocate to the GP as a
GP Priority Distribution; the remaining amount flows through the waterfallThe UI shows capital re-routed to the GP in a
Priority Distributionvs the capital flowing through the waterfall
If the GP takes less than the max, Maybern stores the difference as a deferral (just like carry). Funds can take this deferral in a future Priority Distribution as long as the fund's profits support it.
For funds with the Optional Clawback methodology configured:
Under Capital Activity → Run Capital Event → Add Distribution:
Users will not see a priority distribution experience in the distribution; instead, distributions will be allocated as though the GP had contributed cashless contributions themselves
In the investor breakdown, users can view the amount of the distribution technically being reallocated from LPs (who actually contributed the cashless contributions) to the GP(s) (who are receiving the benefit of the cashless contributions).
Cashless Contributions: Hypothetical Waterfalls
For funds with the GP Priority Distribution methodology configured:
Under Financial Reporting → Run Hypothetical Waterfall:
After entering P&L inputs, users will see a new step:
Investment Fair ValuesUsers will be prompted to enter investment fair values for each investment with cashless contributions
The system will use those fair values to compute the final
GP Priority Distributionin the hypothetical liquidationIf there is a clawback, users will be shown the calculated clawback amount and a breakdown, and be prompted to enter protected clawback if desired
Users can view the breakdown of the special profits allocation in the Investor NAV table
For funds with the Optional Clawback methodology configured:
Users will run the hypo as usual
If there is a clawback, users will be shown the calculated clawback amount and a breakdown, and be prompted to enter protected clawback if desired
Users can view the breakdown of the special profits allocation in the Investor NAV table
Investments
Security Classes for Investments
You can now create and manage security classes within investments. A security class is a way to categorize ownership or fund structures inside a deal.
What’s new
Default security class: Every new investment is created with a default security class.
Create & manage:
Add new security classes to any investment.
Update the default security class.
Delete any security class that isn’t the default and hasn’t been used.
Details: Each security class includes both a name and a type.
Why this matters
Security classes set the foundation for future features that will track ownership, capital activity, and transactions by class. While this release doesn’t yet support transaction-level tracking, you’ll see this concept used in upcoming workflows.
Credit Facilities
Non-FIFO Paydowns for Credit Facilities
You can now process non-FIFO (I.e. not "first-in-first-out") credit facility paydowns directly in the UI for term borrowing loans, giving you more control over how repayments are applied to specific tranches.
What’s new
Configuration setting
Go to Config → Credit Facility to choose whether paydowns default to FIFO or non-FIFO.
Event-level control
When non-FIFO is enabled, you can select specific tranches to pay down under Credit Facility → Paydown.
Enter paydown amounts for each selected tranche.
The system will prevent overpayment beyond the outstanding balance.
Why this matters
Non-FIFO paydowns let you allocate repayments to specific tranches rather than following the default FIFO order those tranches were created, enabling more precise management of credit facility repayments.
Management Fees
Variable Management Fee Catch-Up Interest Rates
You can now configure management fee catch-up interest as either a fixed or variable rate—supporting more flexible fee interest structures.
What’s new
Configuration option
Go to Config → LPA Config → Fees → Management Fee Interest.
Choose Fixed (current setup) or Variable for the interest rate type.
Fixed rate: Works as before, using the configured fee accrual interest rate.
Variable rate: Automatically sets Fee accrual interest rate to Variable.
Event-level control
Under Commitments → Closings → New Closing, when Variable is selected in the config, you can enter the applicable interest rate for each management fee catch-up event.
Why this matters
This update allows you to match real-world fee structures where interest is based on a benchmark rate at the time of the event plus a spread—ensuring accurate calculations and supporting more fund structures.
Support for Funds Without Management Fees
Maybern now supports funds that have no fees configured—ideal for certain co-investment structures.
What’s changed
If a fund has no fees set up in its configuration, you will no longer see:
The Fees tab in the left navigation sidebar
Calls for fees under Capital Activity
Fee holdbacks under Capital Activity
Fee break distributions under Capital Activity
Why this matters
This update removes irrelevant options for fee-free funds, keeping your workspace cleaner and making it easier to focus on the activities that apply to your fund.
Usability Improvements
Usability Improvements to the Allocation Rule step in Closing Flow
We’ve made several design and UX updates to the closing flow, making it easier to review and manage opt-outs for new commitments.
What’s changed
Clearer opt-out actions
Removed default table grouping so the Add Opt-Out option is easier to find.
Standardized the copy for Edit and Add Opt-Out—both actions now use the same language since they perform the same function for new commitments.
Better visibility for new commitments
New commitments are now sorted to the top of the table so you can quickly take action.
Streamlined controls
Removed the Opt out all commitments button, since opt-out status for existing commitments can’t be changed.
Why this matters
These updates make it simpler to locate and manage the commitments you can take action on, reducing confusion and improving workflow efficiency in the closing process.
Waterfall Audit Export Now Supports Structured Calculations
The Waterfall Audit export has been updated to work seamlessly with waterfalls powered by structured (MXL) calculations, making the report compatible with more flexible and complex tier logic.
What’s new
Key Terms section updated
For MXL-powered waterfalls:
Tier Calculation column now shows the MXL formula for the parent calculation referenced by the tier.
If a tier uses the Default calculation, the formula for that default calculation will be displayed.
For final split tiers (which don’t have calculations), this column is skipped and only LP/GP splits are shown.
For non-MXL waterfalls: report format remains the same (with minor adjustments to support future compatibility).
Removed “Amount Impacting Pref” row
This row is no longer hardcoded as contributions minus distributions—it could now represent more complex calculations.
Use the Waterfall Tier Audits section for auditing these amounts.
Why this matters
With more flexible waterfall structures, the audit export now reflects the exact calculation logic behind each tier, giving you a more accurate, transparent view of how values are derived—no matter how complex the structure.
