Navigating Audits: The Importance of Diligent Reporting

Diligent quarterly and annual reporting for your fund is essential for audit preparedness, whether an audit is imminent or not. Accurate record-keeping not only saves time and reduces stress in the event of an audit, but also ensures control over financial affairs. As a bonus, thorough reporting sets the foundation for accurate performance tracking, regulatory compliance, and tax adherence.

An audit is an independent examination of your fund’s financial statements and related operations. The primary aim is to ensure the financial reports are accurate and comply with applicable accounting standards and regulations. Fund managers typically hire external audit firms to conduct these audits, ranging from Big Four firms (e.g., Deloitte, PwC, EY, KPMG) to smaller, specialized firms. In some cases, larger fund managers may hire internal audit personnel, however, external audit firms are still needed for independent assessment.  

Several factors may determine the need for an audit, such as (a) fund size, with larger funds, for example, those with over $150M in assets under management, having more likelihood to be audited due to increased complexity and risk; (b) investor demands, with limited partners (LPs) possibly requiring audits as a condition of their investment; (c) fund policies, with governing documents like your Limited Partnership Agreement (LPA), subscription agreements, side letters, or fund offering documents potentially stipulating audit requirements; and (d) regulatory requirements, which vary by country and jurisdiction, for example, the US's Securities and Exchange Commission (SEC) requiring audits for registered investment advisers managing more than $150M in AUM, or the EU's European Securities and Markets Authority (ESMA) mandating through the Alternative Investment Fund Managers Directive (AIFMD) for those with more than €100M in AUM to undergo audits [1] sec.gov, [2] sec.gov, [3] esma.europa.eu. Audit needs can evolve over your fund’s life cycle and from vintage to vintage based on fund size, investor demands, and regulatory requirements.

This article will outline how to navigate audits and the steps to take in preparation. 

1. Quarterly/Annual Reporting and Performance 

Why It Matters:

Quarterly and annual reporting along with performance assessments are essential operational requirements for fund managers, as your LPs expect regular and accurate updates. Think like an auditor when preparing quarterly and year-end reports: maintain a centralized mailbox for investment-related communications to ensure ease of information retrieval and continuity during staff changes. Grant access to external accounting teams, such as fund administrators and outsourced CFOs to enhance efficiency in document retrieval and recordkeeping. Be sure to delegate day-to-day tracking of new investments and related materials to a member of your team.

Elements May Include: 

• Prepare quarterly financial documents: schedule of investments, schedule of realized gains/losses, statement of changes in partners’ capital and partners’ capital allocation waterfall, valuation methodology, trial balance, general ledger, statement of financial condition, and statement of operations with general partner input

• Send quarterly reporting packages, including letters from the general partner (GP) and individual partner capital account statements

• Manage the quarterly financial statement process for the fund entity

• Prepare and review financial statement footnote schedules and language

Accounting, Fund Administration, Outsourced CFO Combined:

• Fife Avenue Partners

• Greenough Group

• Towne Advisory Services

• VMS Accounting

• Kruze Consulting

Auditor Examples:

• Deloitte

• PricewaterhouseCoopers (PwC)

• ‎Ernst & Young (EY)

• KPMG

• BDO Global

• The Bonadio Group

• Moss Adams

2. Portfolio Tracking and Valuation

Why It Matters:

Negotiate adequate information rights with portfolio companies upfront to secure the financial data needed for reporting and audits, such as cap table updates or quarterly budgets and balance sheets. Proactively discuss reporting schedules with portfolio companies to streamline information requests and avoid surprises.

Elements May Include: 

• Determine valuations of each investment to prepare for the year-end audit process

• Request recent financial statements and key non-financial updates from portfolio companies

• Track financing rounds for portfolio companies and collect updated cap tables

• Calculate performance metrics, such as net Internal Rate of Return (IRR) and Total Value to Paid-in-Capital (TVPI)

• Discuss the impact of M&A transactions on year-end numbers using valuation memos

• Ensure no discrepancies between third-party-maintained cap tables and internal records; note that third-party-maintained cap tables often rely on inputs from portfolio companies — thus, as a fund manager, if you do not inform your accounting team about a portfolio company's failed funding round, it can lead to significant audit issues and require a thorough re-valuation process

Third-Party Accounting, Third-Party-Maintained Cap Table Examples:

• Pulley 

• Shareworks by Morgan Stanley

• Gust Equity Management

• Eqvista

• Ledgy

• Seraf

3. Tax Reporting 

Why It Matters:

Accurate and timely tax filings are legal and regulatory requirements that are part of your fund’s overall financial health. Keeping tax returns and related documents up-to-date is key in ensuring that all filings have been made on time and that there are no outstanding tax liabilities or issues. Properly handling tax matters helps you and your LPs avoid costly penalties or interest charges that can arise from late or incorrect filings, which can negatively impact your performance. Proper tax management ensures smooth fund operations while helping you to  maintain the trust of investors and regulatory authorities but can be a pricey endeavor.  

Elements May Include:

• Provide books and records to your external tax team to aid in estimated tax payment calculations and facilitate annual tax reporting

• Work with your external tax team to determine annual tax distributions as outlined in the limited partnership agreement (LPA)

• Send investor Schedule K-1s as specified in the LPA (typically via a secure investor portal)

• File tax returns, including SPV tax filings

• Manage the relationship with your external tax team and respond to their questions

• Make tax payments as directed by your external tax team

• Answer questions about the domicile of the fund structure in partnership with legal counsel

• Explain matters such as UBTI (Unrelated Business Income Tax), FATCA (Foreign Account Tax Compliance Act), CFIUS (Committee on Foreign Investment in the United States), KYC (Know Your Customer), and AML (Anti-Money Laundering)

• Prepare annual 1099 filings

Tax Examples:

• Andersen Tax

• BDO Global

• Frank Rimerman

• Weaver

• Deloitte

• PricewaterhouseCoopers (PwC)

• Ernst & Young (EY)

• KPMG

Proactive preparation combined with regular reporting keeps investors and stakeholders informed about your performance, investments, and financial health, building trust by demonstrating your commitment to transparency and accountability. By fostering open communication with portfolio companies and leveraging the expertise of external accounting and tax teams, you can keep up with compliance and regulatory obligations while laying the groundwork to comply with potential audits, demonstrating operational excellence as you grow and scale your firm.

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Sincere appreciation to our contributor Linda Maduwura, founder of Fife Avenue Partners, an accounting, CFO, and back office solution for venture capital and high net worth individuals; written along with Shea Tate-Di Donna and Kaego Ogbechie Rust, authors of The Venture Fund Blueprint.

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Disclaimer: The providers, companies, examples, products, and services shared represent only a subset of available options and are based solely on internal fund manager conversations. These options are intended to be a general framework, not an exhaustive catalog, and should not be viewed as legal or tax advice, endorsements, recommendations, approvals, or rankings. We encourage you to do additional research into each category to find the resources that best fit your specific needs.