What extra diligence does the structure require?
Closed-end diligence concentrates on the manager and the strategy. Evergreen diligence must do all of that and then underwrite the wrapper as a separate object, because the wrapper holds the structure-specific risks. Five lines of inquiry distinguish structural diligence from ordinary manager diligence.
- Liquidity architecture. Is liquidity provided by a mandatory rule, as in an interval fund, or at the discretion of a board, as in a tender-offer fund or a non-traded BDC? What is the cap per period and per year, is oversubscription filled pro rata, and what are the notice and settlement terms? Under exactly what conditions can the mechanism be suspended, and who holds that authority?
- Liquidity sleeve and deployment discipline. How large is the sleeve, and what does it hold? Does its size reconcile with the return the vehicle targets, given that a larger sleeve buys more redemption resilience at the cost of more return dilution? And is there deployment pressure in the other direction — could continuous inflows outrun available deal flow and pull the manager toward weaker assets simply to stay invested?
- Valuation control. Who determines net asset value, on what cadence, and from what inputs? Is an independent valuation agent engaged, who retains and pays it, and how is that conflict managed? How stale can a NAV be between strikes, and how is subscription and redemption priced against a NAV that may lag the market?
- Fee and leverage layering. On a like-for-like basis, how do total fees compare — management, incentive, and any financing or sleeve costs? Does the vehicle employ leverage, within what limits, and how does leverage interact with subscriptions and redemptions transacted at NAV?
- Denominator and flow dynamics. How concentrated is the investor base, and what happens to the investors who remain if a large cohort redeems into a capped window? A queue lengthens; NAV-strike timing matters; and the position of a patient holder is affected by the behavior of impatient ones. Is the vehicle still in net inflow, and what changes if flows turn?

