Tax & Entity Structure
How UpManagement is organized, how the funds are structured for tax, and what limited partners can expect at reporting time.
A multi-entity platform
UpManagement operates through a multi-entity structure that separates investment fund vehicles, a platform operating company, and a capital management entity — isolating fund-level liability, enabling independent audited financials per fund, and applying consistent standards across all vehicles.
UpManagement, LLC
The principal operating entity delivering property management, facilities management, and PropTech deployment across the fund portfolio and third-party owner clients. Employs the platform’s investment, asset management, operations, technology, and client-relations teams.
UpManagement Capital Management, LLC
The investment manager and managing member of the general partner entities across all fund vehicles. Oversees fund administration, LP reporting, capital calls, carried-interest calculations, and investment committee operations.
Delaware Limited Partnerships
Each investment, operations, and reserve fund is a discrete Delaware LP with a fund-specific general partner, independent third-party administration, and its own audited financial statements.
Tax structure and reporting
Pass-through taxation
Each fund is structured as a Delaware limited partnership treated as a pass-through for US federal income tax purposes. Income, gains, losses, and deductions flow through to limited partners according to the partnership agreement.
Schedule K-1 delivery
Limited partners receive an annual Schedule K-1 reporting their allocable share of partnership items. K-1s are prepared following the fund’s annual audit and delivered through the LP portal and investor relations.
Blocker structures
For tax-exempt and non-US limited partners, the platform can employ blocker corporation structures to address unrelated business taxable income (UBTI) and effectively connected income (ECI) considerations, as described in the offering documents.
Consult your adviser
This page is educational and general. Tax outcomes depend on each investor’s circumstances. Prospective and current limited partners should consult their own tax advisers.
This summary is provided for general information only and does not constitute tax advice. Definitive terms are set out in each fund’s offering documents. Contact [email protected] with questions.
Speak with our investor relations team
For fund materials, capital account information, and partnership inquiries, reach UpManagement directly.
Contact Investor Relations