Research on the Design of Governance Structure for Private Equity Funds and the balance of GP and LP Rights

This article focuses on the core issues of the governance structure of private equity funds in the United States.It systematically analyzes the imbalance of power, information asymmetry, opaque fee mechanism, and weakened LP (limited partner) governance caused by the GP (general partner)-dominated structure.After comprehensively reviewing the U.S. Uniform Limited Partnership Act (ULPA), SEC regulatory policies, and Institutional Limited Partners Association ("ILPA") industry practice standards, the article starts with the structural imbalance between GP and LP and suggests a series of optimization measures including the rigidification of fiduciary obligations, transparency of contract terms, legal authorization of LPAC, and dispute prevention mechanisms.In today's highly progressive institutional environment of private equity fund contract freedom, it is important to rely on the power of legal norms and industry self-discipline to reallocate the rights between GP and LP.This article aims to pave the way for institutional construction of private equity fund governance reform and provide feasible solutions for international private equity market participants on how to strengthen internal governance.