LLCs, PPM, Subscription Docs, and Form D in One Place: Your Syndication Setup Options

If you want the LLCs, PPM, subscription docs, and Form D handled together, most sponsors we talk with do it one of two ways. They hire a securities attorney and buy investor portal software on the side, or they use GrowIt and get the entities, documents, filings, bank accounts, portal, onboarding, and distributions in one place.

Search for SPV formation and you'll also bump into platforms such as Carta (opens in a new tab), Sydecar (opens in a new tab), and AngelList (opens in a new tab). They offer full SPV setup packages, but their products, and their legal document templates in particular, aren't built for real estate raises.

Here's what all goes into setting up a real estate syndication, and how the attorney route and GrowIt compare.

What does a syndication setup include?

Piece	What it does
Holding LLC	The entity that owns the property and issues the interests investors buy
Property company	An optional but recommended LLC that holds the property, adding a layer of asset protection. Included in GrowIt's package
Management LLC	The sponsors' entity that manages the holding LLC and earns the sponsor fees and promote
Operating agreement	Governs the holding LLC, including voting, fees, and the distribution waterfall
PPM	Discloses the deal terms, the sponsors, and the risks
Subscription agreement	The contract each investor signs to commit capital and confirm they qualify
Form D	The federal notice filed with the SEC after the first sale
State notice filings	The "blue sky" notices and fees that states can require
Bank accounts and investor onboarding	Where investors send money, plus identity checks, accreditation, and e-signatures

Which filings are required, and when?

Most real estate syndications use Rule 506(b) or Rule 506(c) of Regulation D. (Our 506(b) vs 506(c) analysis covers how sponsors choose between them.)

Form D. The SEC requires a Form D notice within 15 days after the first sale of securities, where the first sale is the date the first investor is irrevocably contractually committed to invest. It's filed online through EDGAR, and the SEC charges no filing fee (SEC: Filing a Form D notice (opens in a new tab)).
State notice filings. Rule 506 offerings are exempt from state registration, but "the states still have authority to require notice filings and collect state fees" (SEC: Rule 506(b) (opens in a new tab)). Many states accept these notices through the NASAA Electronic Filing Depository (opens in a new tab), and the fees depend on where your investors live.
Accreditation checks for 506(c). Under 506(c), every investor must be accredited, and you must take reasonable steps to verify it, such as reviewing tax returns or bank and brokerage statements (Investor.gov: Rule 506 of Regulation D (opens in a new tab)). SEC staff said in March 2025 that a minimum investment of at least $200,000 for individuals ($1 million for entities), plus written representations from the investor, can count as reasonable verification steps (SEC: Latham & Watkins no-action letter, March 12, 2025 (opens in a new tab)).

The 15 days run from the date of first sale, which the SEC treats as the date the first investor is irrevocably contractually committed to invest, so have the filing ready before you close (SEC: Filing a Form D notice (opens in a new tab)).

Two ways to set it up

The traditional route

A securities attorney can shape the deal, draft the documents, and file Form D plus the state notices. Custom drafting and advice cost more because the work is built around your specific deal. This is a good fit when you have an exceedingly complex deal and need customization. Firms don't all bill the same way. An hourly arrangement can stay open-ended unless you and the firm agree on a cap, and some firms will instead quote a flat fee for a defined package. The investor portal, or other management software, is a separate purchase. Ask for the fee in writing, including what a flat fee actually covers.

GrowIt

GrowIt is built for real estate raises. We have standardized syndication docs drafted by attorneys that meet the needs of most real estate capital raise structures. They aren't one-size-fits-all, and they aren't a fully custom legal draft either. Those docs fit many typical real estate raises. If the structure is unusually complex, bring your own securities attorney.

The capital raise setup includes three LLCs (a management company, a holding company, and a property company), plus:

The full PPM, operating agreement(s), and subscription agreement
SEC and state compliance filings
Bank account setup

The investor portal handles onboarding, KYC, document signing, and the funds transfer. Distributions run on the same platform. Current fees are on the pricing page. Depending on the states involved, GrowIt can have sponsors ready to raise in less than a week (GrowIt FAQ).

How the two paths compare

	Securities attorney	GrowIt
Entity formation	Sometimes included	Included
Documents	Custom	Standardized syndication docs
Compliance filings	Sometimes included	Included
Investor portal	Separate purchase	Built in, on the same platform
Price	$$$	$

What should you ask before you choose?

Get these answers in writing before you sign with either path:

Which documents are included? GrowIt prepares the full PPM and the operating agreement(s). If you hire an attorney, confirm the engagement includes both.
Who drafts them, and what can change? Ask whether you're getting standardized syndication docs or an attorney's draft, and whether your waterfall, fees, and lender terms can be written in.
Who files Form D, and when? Someone has to track the first sale and get the notice filed.
Which state fees are extra? Blue sky fees depend on where your investors live, so ask how they're estimated and billed.
What happens after setup? Cover onboarding, accreditation checks for 506(c), distributions, and what changes if the deal changes.
How long will it take? Ask for the path from the first conversation to ready-to-raise. Our post on how long it takes to form a syndicate explains what usually slows it down.

Want a hand setting up your real estate SPV? Book a meeting and we'll walk through how GrowIt can support your raise.