Continuation Vehicles

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Overview

Continuation funds (or continuation vehicles (CVs)) have become a prominent feature in private markets, yet LPs face significant challenges in evaluating these transactions. Structures vary widely, timelines for review are often compressed, and conflicts are inherent as GPs sit on both sides of the deal. To ensure GPs run CV processes that are fair to LPs and oriented around strong commercial rationale for the transaction, best practices are set out in ILPA’s guidance that aim to address the inherent conflicts in these CV transactions based on transparency, early and continuous LP engagement and standardized information, all of which is aimed at enabling LPs to make informed sell/roll decisions.

ILPA’s draft new Continuation Vehicle (CV) Guidance

Since the release of ILPA’s Continuation Fund Guidance in 2023, CVs have become an established tool for GPs to manage portfolios to address diverse liquidity needs among investors. In response to CV’s continued prevalence in the industry, ILPA has updated the previously released guidance to address the needs of LPs in the current market, which seeks to better address the inherent conflicts in CV transactions.

The primary objective of the new guidance will be to set out best practices that build on the principles that were laid out in the 2023 guidance to ensure GPs run CV processes based upon improved conflicts management, a stronger evidenced commercial rationale, fair and defensible pricing, and robust process integrity, aimed at addressing GP-LP alignment challenges and allowing investors to be informed participants in these transactions.

A public comment period is now open to solicit feedback on the newly drafted guidance and supporting materials, which will close on August 5th, 2026.

We encourage LPs, GPs, and all other active industry participants to share their perspectives during our public comment period to ensure the guidance remains responsive to current needs.

Please download the new draft guidance and supporting materials and submit feedback here.

The documents included in the new draft CV Guidance Materials are the following:

  • CV Guidance: this document is intended to replace the existing 2023 guidance and sets out best practices in full to serve as a framework for strong CV process management, including appendixes with additional supporting information.
  • GP Checklist: this checklist is based on the new guidance and is designed to be completed by the GP to highlight adherence to the ILPA best practices and standards set out in the new guidance.
  • LP Evaluation Tool: this short questionnaire is designed to act as a quick reference tool for LPs to identify whether a CV process meets core LP needs for assessing a CV transaction in line with the best practices in the new guidance.
  • CV Process Timeline: this sets out the process steps for a typical CV transaction and identifies key LP engagement points.

Continuation Fund Disclosure Template

To support consistent and timely decision‑making, ILPA developed the Continuation Fund Disclosure Template in 2026, which summarizes and standardizes the high‑level information LPs receive during continuation fund processes. The template consolidates essential details into one place, complements (rather than replaces) GP and advisor materials, and directs LPs to supporting documents, all to help LPs initiate their internal roll/sell evaluation more efficiently and with greater clarity.

Respondents are encouraged to provide the most accurate information available and include details for each fund involved when multiple vehicles participate in a transaction. Industry participants should utilize this resource during roll/sell election processes to better understand relevant information in continuation fund transactions.

To assist, ILPA partnered with Coller Capital to complete the ILPA Continuation Fund Disclosure Template using a mock continuation fund transaction. The examples and responses are illustrative only and are designed to be informative, demonstrating the level of rigor, transparency, and analytical depth that market participants can expect when applying the template to real-world transactions.

ILPA's Continuation Fund Guidance*

Developed with input from LPs, GPs, and industry experts, ILPA’s Continuation Funds: Considerations for Limited Partners and General Partners released in 2023 outlines clear expectations for what a well‑run continuation fund process should include. The guidance addresses the concerns LPs cite most often, from unrealistic decision timelines and incomplete disclosures to the absence of a true status quo option, and promotes processes that maximize value for existing investors, ensure rolling LPs are no worse off, and require GPs to articulate a clear rationale for the transaction and meaningfully engage the LPAC on conflicts and alternatives.

Together, these parameters help establish a more transparent, aligned, and investor‑responsive approach to continuation funds. Industry participants should utilize this resource to better understand key areas of alignment between LPs and GPs in continuation funds and to help structure continuation fund transaction processes.

*ILPA is currently reviewing the current 2023 Continuation Fund Guidance (as outlined above), which should be borne in mind when seeking to use the current published guidance.

Submit your comments for ILPA's new Continuation Vehicle Guidance. Review and Submit
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