Gratus Funds Review 2026: Distributions That Do Not Add Up, December Loan Maturities, Fees and How You Invest
Gratus Funds is a Minneapolis sponsor whose main product, Gratus Capital Properties Fund III, sells $13.15 units to non-accredited investors under Regulation A and holds minority and joint-venture stakes in seven Minnesota and North Dakota apartment and industrial projects. The site shows no deals; you book a call with the team to invest. The filings show about $20.74 million raised to April 30, 2026; distribution totals that do not add up even inside the current offering circular; two property loans of $24.3 million and $14.1 million maturing in December 2026, one of which 'may require additional capital'; and a Manager share of 20% to 30% of distributable cash with no preferred return, on top of acquisition and asset fees. Two audit firms covered FY2021 to FY2025 (the first barred by the SEC in 2024) and a third was engaged for FY2026; four of five annual reports were filed after the deadline.

No platform response on record for this review. Is this your platform? Respond or claim it.
What the data actually shows - TL;DR
What you buy: Class A or Class B units of Gratus Capital Properties Fund III, LLC, a Delaware LLC managed by GCPF Management LLC (Jason Weimer and Robert Barlau), at $13.15 a unit bought direct or up to $14.00 through a broker (from April 1, 2026), $10,000 minimum, open to non-accredited investors within Regulation A Tier 2 limits. How you buy: the site has no listings and no checkout ('You won't find an "Invest now" button here'); every button books a call on Bob Barlau's Calendly, then the team sends investor forms.
Read the full assessmentShow less
What the fund holds: stakes of about 4.9% to 51% in seven projects developed by Enclave entities, two of them consolidated (Compass in Moorhead, Current33 in Hastings), the rest under the equity or cost method; the circular says it has raised 'approximately $20,741,176' through April 30, 2026. What you pay, as filed: an acquisition fee of 2% of the leveraged purchase price ($1,188,895.80 to May 31, 2026, about 7% of the equity invested, AltStreet arithmetic), an asset management fee of the greater of 1% a year of all contributed capital 'without reduction for any returned capital' or 2% of gross income, and, through the Manager's 100 Class C units bought for $1,000, 20% of distributable cash from Class A units and 30% from Class B units from the first dollar, with no preferred return. The site says 'most of our compensation is performance-based' (November 13, 2026).
What the filings show: the July 20, 2026 circular's own distribution figures do not reconcile (its annual totals add up to $640,854 through May 31, 2026; another section gives $543,054.46 through the same date, and the Class A and B share is $517,442 in one place and $419,642.70 in the other); two 3% property loans, Wild Oak ($24,278,009) and Ivy at SOCO ($14,086,228), mature in December 2026, with the 1-SA saying 'the Wild Oak partnership may require additional capital'; a net loss every year since 2021, with operating cash used of $1,469,221 in 2025 and provided of $2,027,859 in the first half of 2026; two audit firms for FY2021 to FY2025, the first of them BF Borgers, which the SEC barred in May 2024, and KNAV engaged for FY2026; and four of five 1-Ks filed after the 120-day deadline. How you get out: no withdrawals in the first 12 months, then up to 5% of the fund a year at the Manager's approval, never above the current offering price, and none at all while the offering-price value of the outstanding units exceeds the NAV as the Manager calculates it; no withdrawal appears in any equity statement.
Distributions through May 31, 2026 in the same July 20, 2026 circular: its 2025 and 2026 totals add up to $640,854; another section says $543,054.46. The Class A and B share is $517,442 in one and $419,642.70 in the other; the Manager's Class C share agrees ($123,412). AltStreet derives no yield.
Maturity of the Wild Oak ($24,278,009) and Ivy at SOCO ($14,086,228) property mortgages, both at 3%; the June 2026 1-SA says Wild Oak 'may require additional capital'. Twelve of its 14 condominiums are unsold. Fund III is a minority partner in both.
Share of distributable cash the Manager takes through its Class C units from Class A and Class B units, from the first dollar, with no preferred return; on top of a 2% acquisition fee on leveraged price and an asset management fee on contributed capital.
Raised by Fund III across both Regulation A offerings through April 30, 2026, per the July 20, 2026 circular; the same circular also prints $20,794,100.92 for the same date.
Withdrawal cap after a 12-month lock, at the Manager's approval, never above the offering price, and barred while the offering-price value of outstanding units exceeds the Manager's NAV; no withdrawal recorded to mid-2026.
Annual reports (Form 1-K) filed after the 120-day period. Two audit firms covered FY2021 to FY2025 (BF Borgers, dismissed after the SEC's May 2024 bar; Boladale Lawal & Co., dismissed August 2026); KNAV CPA LLC was engaged for FY2026; FY2022 was restated.
Filed figures from the FY2025 1-K (audited by Boladale Lawal & Co., report dated May 8, 2026), the 1-SA for June 30, 2026 (unaudited) and the offering circular filed July 20, 2026. Site statements as captured on November 13, 2026. The 7% acquisition-fee ratio, the fee comparison and the distribution sums are AltStreet's arithmetic on the filed figures; no yield is derived because the distribution figures do not reconcile.
Visual Summary
What the site says, and what the filings say
Site text as captured on November 13, 2026 (home, investors and advisors pages). Filings: the offering circular filed July 20, 2026 (accession 0001477932-26-004389), the FY2024 and FY2025 1-Ks (0001477932-25-004761, 0001477932-26-002898), the June 30, 2026 1-SA (0001477932-26-005829) and the Gratus Reserve I Form D/A of February 17, 2026 (0002066434-26-000002).
Fees
The site says
'Fees vary by fund and share class, and most of our compensation is performance-based.'
The filings say
2% acquisition fee on leveraged price ($1,188,895.80 to May 31, 2026); asset management fee on contributed capital or gross income ($418,447 to December 31, 2025); Class C 20% or 30% of distributable cash ($123,411.76 to May 31, 2026).
Ownership
The site says
'We build our own funds and invest directly in the assets, not someone else's fund'; 'Our funds hold the underlying assets directly'
The filings say
Stakes of about 4.9% (Oakdale Flats) to 51% (Compass, Current33) in partnerships developed by Enclave entities; 'the Company indirectly owns approximately 4.9% of the overall project'.
Investors
The site says
'350+ Families investing alongside us'
The filings say
No holder count in any Fund III filing; Form D counts: 53 investors (Reserve I), 18 (Fund I).
Funds
The site says
'Two funds, one conviction'; GCPF-III and GR-V 'are open to investors today'
The filings say
A third vehicle, Gratus Reserve I LLC, reported $5,934,833 sold to 53 investors (18 non-accredited) under Rule 506(b).
Distributions
The site says
No figure shown
The filings say
Circular: 'began in April 2025', $460,373 in 2025; audited statements: $476,012 in 2024 and $401,370 in 2025; 1-SA: $6,450 in H1 2026 against $180,481 to May 31 per the circular.
Hold
The site says
'Plan on an average hold of 5-10 years.'
The filings say
'intends to operate the Company for at least eight years'; liquidity plan to be formulated by the end of 2029; withdrawals capped at 5% a year.
Founders' money
The site says
'The founders put their own capital into these funds first.'
The filings say
Jason Weimer 4.82% of Class A units, Robert Barlau 0.14%; about $644,526.92 of units sold to individuals affiliated with the Manager; the Manager holds 100% of Class C.
Track record
The site says
'18+ Years of investment expertise'
The filings say
Fund I: $1,225,000 from 18 investors (Form D/A, 2018) or $1,591,300 from 22 (circular); Fund III net loss every year since 2021; no Fund III property sold.
Quick Verdict
Is this platform right for you?
Gratus Funds offers retail investors a personal route into a Minneapolis sponsor's Regulation A fund that holds stakes in seven mostly leased Midwest apartment and industrial projects. The circular is detailed: every stake, loan and fee is itemized.
Read the full assessmentShow less
What it describes is a Manager that takes 20% or 30% of distributions from the first dollar on top of fixed fees, a sponsor that has been the fund's lender and seller, two property loans maturing in December 2026, and a reporting record whose distribution totals differ even within one circular, alongside two auditor changes, a restatement and late annual reports. The site shows none of this; the call is where you would have to ask.
Best for
- Investors who want a phone relationship with the principals, have read the July 20, 2026 circular and the latest 1-SA, and can hold for eight years or more without needing income.
Avoid if
- You need a reconciled distribution record before investing.
- You may need your money back within eight years.
- You want a preferred return before the manager shares in distributions.
Top strengths
- Seven real projects, mostly 94% to 100% leased, with fixed-rate debt and property-level commentary in each 1-SA.
- A circular that itemizes fees with amounts paid and discloses each related-party transaction in a 1-U.
- Open to non-accredited investors with a $10,000 minimum and direct access to the principals.
- All five semiannual reports filed on time; unqualified audit opinions every year.
Key limitations
- Manager share of 20% or 30% of distributions with no preferred return, plus fixed fees on leveraged price and contributed capital.
- Distribution figures that differ within the July 20, 2026 circular and across the audited statements and 1-SA.
- Two auditor changes since 2024 (one forced by the SEC's bar of BF Borgers), an FY2022 restatement and four late 1-Ks.
- Two December 2026 maturities on projects the fund does not control; possible capital need at Wild Oak.
- A site that shows no figures, omits Gratus Reserve I and describes the holdings as direct.
Compare Before Deciding
Where Gratus Funds fits against alternatives
Use these hooks to pressure-test whether this is the right platform, or whether a nearby alternative matches the job better.
How this compares to Cardone Capital Review
Cardone Capital Review
Regulation A fund LLCs holding minority property stakes, with a Manager class and no preferred return on most funds.
How this compares to Streitwise Review
Streitwise Review
A single Regulation A office REIT with a Manager-set NAV and a 2% asset fee on NAV.
How this compares to RealtyMogul Review
RealtyMogul Review
Two Regulation A REITs plus an accredited marketplace.
Quick Answers
What most investors want to know first
The highest-signal facts first: minimums, liquidity reality, K-1 timing, and whether distributions are actually part of the experience.
Liquidity
None. No withdrawal appears in the statements of members' equity for 2023 to the first half of 2026.
K-1 Timing
Schedule K-1; no delivery record published.
Distributions
Not published.
Overview
Platform Overview
A concise read on what the platform is, how the structure works, and where the practical friction shows up for real investors.
Gratus Capital, LLC, a Minnesota company formed in December 2008 and doing business as Gratus Funds from 718 Washington Avenue North in Minneapolis, sponsors funds run by its principals Jason Weimer, Robert (Bob) Barlau and Jack Weimer. The real estate fund, Gratus Capital Properties Fund III, LLC, has sold units under Regulation A Tier 2 since December 2021 (first offering, File 024-11552) and under a second offering qualified June 30, 2025 (File 024-12537). Its Manager, GCPF Management LLC, invests the money as a minority or joint-venture partner in projects developed and managed by Enclave entities in Fargo and Grand Forks, North Dakota and in Moorhead, Hastings, Oakdale and Maple Grove, Minnesota.
Investors hold units of Fund III, not the buildings. WealthForge Securities is the managing broker-dealer; the principals sell directly under Rule 3a4-1 without commissions, and outside brokers may add up to 6% to the price. A second fund, Gratus Reserve V, LLC, qualified on September 15, 2026 to sell $1.00 units in a crypto and precious-metals fund; no units had been sold at June 30, 2026. A third, Gratus Reserve I LLC, reported $5,934,833 sold to 53 investors under Rule 506(b) and does not appear on the site.
Its principals ran small private real estate partnerships (a second partnership in 2015, Fund I from 2017) before forming Gratus Capital Properties Fund III in November 2020, which began Regulation A sales in December 2021 and bought its first joint-venture stakes, from Gratus Capital itself, in early 2022. By April 30, 2026 Fund III had raised about $20.74 million and invested about $16.92 million in seven Midwest projects. In 2025 and 2026 the sponsor added a Rule 506(b) crypto and precious-metals fund (Reserve I) and a Regulation A one (Reserve V), and redesigned its site around a call-first onboarding path.
What it is
Sponsor of Regulation A funds; Fund III holds joint-venture stakes in Midwest apartment and industrial projects; Reserve V (qualified September 2026) holds crypto and precious metals.
Sponsor and Manager
Gratus Capital, LLC d/b/a Gratus Funds, Minneapolis; Fund III Manager GCPF Management LLC (Jason Weimer and Robert Barlau); neither is a registered investment adviser.
How you invest
Book a call through the site (Bob Barlau's Calendly), then complete investor forms with the team; no online listings or checkout; $10,000 minimum; payment to South State Bank escrow.
Price
$13.15 a unit direct, up to $14.00 through a broker (from April 1, 2026); Manager-set, 'not based on' GAAP fair value.
Fees (July 20, 2026 circular)
Acquisition 2% of leveraged price; asset management the greater of 1% of contributed capital or 2% of gross income; Manager Class C 20% (Class A) or 30% (Class B) of distributable cash, no preferred return; WealthForge 0.40% plus $1,500 a month; brokers up to 6%, paid through the price.
Track record
Seven projects, none sold; net loss every year 2021 to 2025 and in H1 2026; distribution totals differ by filing.
Liquidity
No withdrawals in year one; then up to 5% of the fund a year, at the Manager's approval; none recorded; intended operation 'at least eight years'.
Reporting
Audited 1-K (Boladale Lawal & Co. through FY2025; KNAV CPA LLC for FY2026) and unaudited 1-SA; four of five 1-Ks late; FY2022 restated; Schedule K-1.
Visual Summary
Fund III's seven investments
Stake, cost and debt per the offering circular filed July 20, 2026, the 1-Us of 2022 to 2025 and the 1-SA for June 30, 2026. Debt is property-level, not owed by Fund III. Occupancy as reported at June 30, 2026.
Wild Oak (Enclave OG), Fargo, ND; 119 apartments, 14 condos
Fund III stake and cost
29.58%, $1,558,378.50 (bought from Gratus Capital LLC at its cost, February 2022)
Property debt
$24,278,009 at 3%, matures December 29, 2026
Status at June 30, 2026
Apartments 100%; 2 of 14 condos sold; 'may require additional capital'
Ivy at SOCO (SOCO Group II), Grand Forks, ND; 74 apartments plus retail
Fund III stake and cost
34%, $1,500,000 (bought from Gratus Capital LLC at its cost, March 2022)
Property debt
$14,086,228 at 3%, matures December 3, 2026
Status at June 30, 2026
Apartments 99%; about 4,066 of 11,200 sq ft retail rented; cash retained at the property
Compass Apartments I, Moorhead, MN; 93 units
Fund III stake and cost
51% (consolidated), $3,096,000
Property debt
$15,468,750 construction loan at 4.50%, matures October 15, 2027
Status at June 30, 2026
About 99% occupied
Current33 Apartments I, Hastings, MN; 106 units
Fund III stake and cost
51% (consolidated), $3,735,600
Property debt
$18,678,000 construction loan at 4.50%, matures October 15, 2027
Status at June 30, 2026
About 98% occupied; income 'slightly below original projections'
Enclave Compass II, Moorhead, MN
Fund III stake and cost
12.07%, $600,120
Property debt
$11,122,493 at 6.00%, matures October 15, 2028
Status at June 30, 2026
Stabilized February 2026; about 94%
Oakdale Flats (Renn & Royce JV), Oakdale, MN; 262 apartments, 112 townhomes
Fund III stake and cost
About 4.9% (49% of a 10% interest), $1,887,271.75, July 2025
Property debt
Construction loan at SOFR plus 2.75%, matures July 9, 2029
Status at June 30, 2026
Under construction; townhomes from September 2026, apartments May 2027
DECO Shakopee (Maple Grove Industrial Center), Maple Grove, MN; 255,501 sq ft
Fund III stake and cost
30.77% for $3,500,000 (December 2025); 45.97% after a further purchase; $1,339,307 still owed
Property debt
About $15.0 million at 5.72% (1-U, December 2025) or 'approximately $25.6 million' (1-SA)
Status at June 30, 2026
Fully leased
Investor Operations
The practical questions investors actually care about: when tax documents arrive, how cash distributions work, and whether capital can be exited before the underlying asset is sold.
Tax Documents
K-1 Timing
What to expect
Schedule K-1; no delivery record published.
Cash Flow
Distributions
Frequency
Discretionary; 'our strategy includes paying a quarterly distribution' (circular).
Timing
Not published.
Consistency
Not established: the circulars, the audited statements and the 1-SA record different totals for the same periods.
Liquidity
Exit Reality
Holding period
No withdrawals in the first 12 months; intended operation at least eight years.
Exit options
- Withdrawal request after 12 months, up to 5% of the fund a year, at the Manager's approval.
- Transfer with the Manager's consent, subject to a right of first refusal.
Secondary market
None. No withdrawal appears in the statements of members' equity for 2023 to the first half of 2026.
Investment Structures
Gratus Capital Properties Fund III (Regulation A Tier 2, open)
Class A and B units at $13.15 (up to $14.00 through a broker), $10,000 minimum; seven joint-venture stakes in Minnesota and North Dakota apartment and industrial projects; Manager share 20% or 30% of distributable cash; withdrawals capped at 5% a year after year one.
Gratus Reserve V (Regulation A Tier 2, qualified September 15, 2026)
$1.00 units, $10,000 minimum, sold directly; crypto and precious metals; 2% of NAV plus a 3% launch fee for 18 months and 20% of yield; no units sold at June 30, 2026.
Gratus Reserve I (Rule 506(b), not on the site)
$100,000 minimum; $5,934,833 reported sold of $20,000,000 to 53 investors (18 non-accredited) per the February 17, 2026 Form D/A; 3.00% of NAV a year; no public offering document.
Gratus Capital Properties Fund I (legacy, 2017 to 2018)
Minnesota LP holding single-family homes, duplexes and small multifamily properties; $1,225,000 from 18 investors (Form D/A) or $1,591,300 from 22 (circular); not open.
Risk
Risk Structure
This is where the marketplace pitch gives way to the actual operating reality: delayed exits, limited disclosure, fee drag, and path-dependent outcomes.
Manager economics
20% or 30% of distributable cash from the first dollar, no preferred return, plus a 2% acquisition fee on leveraged price and an asset fee on contributed capital.
Related parties
The sponsor lent the fund up to $50 million (default acknowledged in a 2022 standstill; repaid by 2024; $703,179 interest) and sold it two stakes at its own cost.
Control
Minority partner in five of seven projects; refinancing and capital decisions sit with Enclave entities and the lenders.
Leverage
Property-level loans on every project; Wild Oak and Ivy at SOCO mature in December 2026; target leverage up to 80% of asset value.
Liquidity
No withdrawals in year one; 5% annual cap; Manager approval; none recorded; operation 'at least eight years'.
Reporting
Distribution figures differ within one circular and across filings; two audit firms for FY2021 to FY2025 and a third for FY2026; FY2022 restated; four late 1-Ks.
Two December 2026 maturities
Wild Oak's $24,278,009 and Ivy at SOCO's $14,086,228 loans, both at 3%, mature in December 2026; Wild Oak 'may require additional capital'.
Why it matters
A refinancing at current rates, a paydown or a capital call at either partnership would reach Fund III, which holds 29.58% and 34% and does not control either.
Mitigation / verification
Ask Gratus for the extension or refinancing terms and whether Fund III would contribute; read the FY2026 1-K for the outcome.
A Manager share from the first dollar
The Manager takes 20% or 30% of every distribution with no preferred return, on top of fixed acquisition and asset fees.
Why it matters
Investors carry the fixed fees whether or not the fund performs, and cede part of any cash it does distribute before receiving any minimum return.
Mitigation / verification
Compare the Class B 70% share with Class A's 80% before choosing how to buy; ask for the full fee schedule the team says it walks through.
A distribution record that does not reconcile
The July 20, 2026 circular gives $640,854 and $543,054.46 for distributions through May 31, 2026; the audited and semiannual figures differ again, and the 2024 amount precedes the stated start.
Why it matters
Investors cannot establish from the filings what the fund has paid unitholders, which is the first number most would want.
Mitigation / verification
Ask for a statement of distributions paid to Class A and B by date, and check it against your own account history.
Auditor turnover and late reports
Two audit firms for FY2021 to FY2025 (BF Borgers, barred 2024; Boladale Lawal & Co., dismissed 2026) and KNAV engaged for FY2026; FY2022 restated; four of five 1-Ks late.
Why it matters
Each change resets the auditor's knowledge of the fund; late reports delay the only audited view investors get.
Mitigation / verification
Watch for the FY2026 1-K by April 30, 2027 and KNAV's opinion.
Exit depends on the Manager
Withdrawals are capped at 5% a year, need the Manager's approval and available cash, are barred while the offering-price value of the units exceeds the Manager's NAV, and none has been recorded.
Why it matters
An investor who needs money back has no market and a discretionary, capped window.
Mitigation / verification
Invest only money you can leave for eight years or more; ask how many withdrawal requests have been paid.
ASRisk signals to watch
- The Wild Oak and Ivy at SOCO refinancings in December 2026, and any capital call on Fund III.
- The FY2026 1-K (due April 30, 2027): KNAV's opinion, a reconciled distribution figure, and the first withdrawal line, if any.
- New unit sales against the $1,339,307 of DECO commitments and the $434,418 of company cash at April 30, 2026.
- Any Form 1-Z for the first offering, and any filing describing Gratus Reserve I.
- First sales and first acquisitions by Gratus Reserve V.
Regulatory & Legal Posture
Security Status
Class A and Class B units of Gratus Capital Properties Fund III, LLC offered under Regulation A Tier 2 (File 024-12537, qualified June 30, 2025 and, as amended, June 30, 2026; the first offering, File 024-11552, ran from December 2021 to 2025). Open to non-accredited investors within Tier 2's 10% investment limit, which the current site does not state.
Tier 2 requires audited annual reports (1-K) within 120 days of year end, semiannual reports (1-SA) within 90 days of June 30, and current reports (1-U) for specified events, which the fund files, four of five 1-Ks late. Qualification is not approval. The SEC staff's letters of 2021 to 2025 raised the side-letter class, the withdrawal policy under the tender-offer and Regulation M rules, restatement disclosure, prior-performance tables and conflicts; the company amended in response.
- Annual reports: FY2021 filed April 29, 2022 (on time); FY2022 May 3, 2023 (due May 1); FY2023 June 6, 2024 (due April 29, after the auditor change); FY2024 June 23, 2025 (due April 30); FY2025 May 8, 2026 (due April 30). All five 1-SAs were filed by the due date.
- SEC staff review: five comment letters (2021, 2022, December 2024, March and May 2025) covering, among other things, whether the Class A+ side letter creates a new security, the withdrawal policy under the tender-offer and Regulation M rules, the missing restatement disclosure, prior-performance tables (most of which became 'Inapplicable') and conflicts. A disclosure-review record; AltStreet located no enforcement action.
- Auditor changes reported on Form 1-U: BF Borgers dismissed May 6, 2024 after the SEC's May 3, 2024 order; Boladale Lawal & Co. dismissed August 4, 2026 with no disagreements (its letter is Exhibit 9.1); KNAV CPA LLC engaged August 4, 2026 for FY2026.
- Filing errors corrected by withdrawal: a post-qualification amendment misfiled as a 1-A/A in December 2022 and again in June 2026, each withdrawn and refiled as a 1-A POS. These are filing errors, not offering withdrawals.
- AltStreet located no lawsuit, regulator action or complaint naming the Minneapolis Gratus entities or principals in the sources searched on November 13, 2026: CourtListener, EDGAR full-text search, SEC releases by web search, BrokerCheck, IAPD, the Minnesota Secretary of State, the CFPB database and BBB. Not searched: Minnesota state court records (MCRO), North Dakota courts, PCAOB inspection reports, the Minnesota Department of Commerce enforcement database directly, and three CourtListener queries cut off by the daily limit.
- WealthForge Securities' BrokerCheck record shows a 2020 Virginia settlement, FINRA AWCs of 2015 and 2021 and a 2022 arbitration award, none naming Gratus.
- Name collisions excluded: the Atlanta adviser Gratus Capital, LLC (CRD 173627, SEC registration terminated December 2, 2024), Gratus Wealth Advisors (Virginia Beach) and Gratus Capital Partners LLC (Columbus, Ohio) share no people or addresses with the Minneapolis sponsor.
Disclosure Quality
The circular itemizes each investment, fee and related-party transaction with dollar amounts; the filings disagree with each other on distributions, fee totals, capital raised, the DECO stake and price-step dates, and the site carries none of the figures.
Custody Model
Subscriptions by check, wire or ACH to South State Bank, N.A. as non-interest-bearing escrow for Fund III; units are book entries at Great Lakes Fund Solutions (since March 23, 2026; KoreTransfer before); investor portal at partnershipaccounting.com.
Regulatory Backing
WealthForge Securities, LLC (FINRA member, CRD 152550) as managing broker-dealer for administrative and compliance functions; the principals sell under Rule 3a4-1 without commissions. No registered investment adviser.
Tax Treatment
Reporting
Schedule K-1. Fund III is a Delaware LLC taxed as a partnership; members receive a K-1 each year.
Annual; no delivery dates are published.
Income Character
Partnership items passed through (rental income, interest, depreciation and equity-method results)
Fund III's share of each partnership's income, deductions and depreciation passes through to members; depreciation on the consolidated buildings has produced net losses every year. Members may have state filing obligations in Minnesota and North Dakota. Consult a tax adviser.
Limitation
AltStreet is not a tax adviser. No K-1 or delivery record was reviewed.
Special Considerations
UBTI Risk
Debt-financed real estate held through a partnership can generate unrelated business taxable income for IRA and other tax-exempt holders; the circular lets the Manager pay ERISA investors' withdrawals first.
- The distribution reinvestment option added in April 2026 means reinvested distributions remain taxable to the member.
Account Suitability
Taxable
Yes; K-1 reporting applies.
Roth IRA
Not addressed on the site; UBTI from debt-financed property is the question to put to a custodian.
Traditional IRA
Not addressed on the site.
HSA
Not addressed.
Before You Invest
Get AltStreet's weekly briefing on Gratus Funds and its peers
Changes to fees, liquidity and investment terms across alternative platforms, including Gratus Funds, read against the filings. One email a week.
- Weekly platform research focused on tax timing and liquidity reality.
- Signals on distributions, risks, and structural tradeoffs before capital is locked up.
- Coverage of adjacent platforms so you can compare better options faster.
Get weekly platform signals
Track fee changes, liquidity updates, risk flags, and adjacent platforms before you invest.
Independent intelligence from AltStreet. No hype. No sponsor spin.
AltStreet Data Layer
What the data actually shows
The filings describe a fund with a real portfolio, a Manager paid from the first dollar, a sponsor that financed and sold it its first assets, and a reporting record that does not yet reconcile.
Distributions: one circular, two totals
July 20, 2026 circular: $640,854 through May 31, 2026 from its annual figures ($517,442 to Class A and B) and $543,054.46 from its cumulative statement ($419,642.70 to Class A and B); Class C agrees. Audited: $476,012 in 2024, $401,370 in 2025. 1-SA: $6,450 in H1 2026 and an 'Owner Distributions (568,373)' line outside the equity total.
What this means
What unitholders have received cannot be established from the filings.
Fees on capital beside a share of results
Disclosed to the dates given: $1,188,895.80 of acquisition fees (to May 31, 2026) and $418,447 of asset management fees (to December 31, 2025), charged on price and capital, beside $123,411.76 of Class C distributions (to May 31, 2026).
What this means
Set against the site's 'most of our compensation is performance-based', which speaks for all its funds, Fund III's disclosed amounts so far are mostly fixed-basis fees.
Sponsor as lender and seller
Up to $50 million of advances from Gratus Capital, LLC at up to 10%; default acknowledged in a December 2022 standstill; $703,179 of interest; two stakes bought from it at its cost.
What this means
The fund's early growth ran on its sponsor's balance sheet.
Net loss every year
Consolidated net losses from $23,155 (2021) to $2,685,732 (2024) and $1,912,619 (2025); $858,022 in H1 2026; depreciation $2,372,326 in 2025.
What this means
Operating cash was negative $1,469,221 in 2025 and positive $2,027,859 in H1 2026, of which $1,730,701 is a change in investment commitments; the fund has not reported a profit.
$21.35 million contributed, slowing
Class A and B capital issued for cash: $6.82 million in 2025, $1.43 million in H1 2026; $21,352,613 cumulative at June 30, 2026.
What this means
New sales fund the remaining $1.34 million of DECO commitments.
Data as of 2026-11-13 . AltStreet review evidence layer . Public-source analysis
Full datasetDecision Fit
Investor Fit
Who this works for, who it does not, and what level of patience and complexity tolerance the platform really demands.
Investors who want a call with the people running the fund and a concentrated Midwest apartment book
The access is real and the buildings are mostly leased, but the Manager's share starts at the first dollar and the reporting record needs reconciling.
Investors seeking steady, verifiable income
Distributions began recently and the filings do not agree on how much has been paid.
Investors who may need their money back
Withdrawals are capped at 5% a year, discretionary and none has been recorded.
Investors drawn to Reserve V's crypto and metals strategy
No units sold, no assets, a going-concern statement and fees of 2% plus a 3% launch fee.
Tradeoffs
Key Tradeoffs
The attraction of pre-IPO access is real, but every benefit comes bundled with a corresponding liquidity, transparency, or pricing cost.
Access
No figures on the site; the fee schedule and presentation come after the call.
Fees
Fixed fees on leveraged price and contributed capital plus 20% or 30% of distributions with no preferred return.
Assets
Minority stakes, developer control, two December 2026 maturities.
Reporting
Distribution figures that differ within one circular, two auditor changes, a restatement and late 1-Ks.
Avoid
Who This Is Not For
This section should be read as a filter, not an afterthought. If you need income, simplicity, or near-term access to capital, the structure is working against you.
Investors who need liquidity
5% annual withdrawal cap at the Manager's approval, none recorded, eight-year horizon.
Income investors who want a verifiable record
The filed distribution totals do not reconcile.
Investors who want a preferred return before the manager shares
The Manager's 20% or 30% applies from the first dollar.
Investors who want to see deals before talking to a salesperson
The site shows none; the circular on sec.gov is the only public document.
Editorial View
AltStreet Perspective
The compressed version of the review: what matters, what marketing tends to obscure, and how we would frame the platform for a serious allocator.
Verdict
Gratus has built a real, if small, Midwest apartment portfolio and tells you its structure in the circular. The economics favor the Manager more than the site suggests, the sponsor has been on both sides of the fund's early financing and purchases, and the filed record of what investors have received does not yet add up. A reconciled distribution statement and the December 2026 refinancings are the two things to see before deciding.
Positioning
Against Cardone Capital's Regulation A funds, the closest structure, Gratus is smaller, its buildings are newer and its Manager share is similar, without the preferred-return option Cardone's later fund offers. Against Streitwise and RealtyMogul, which publish NAV per share and distribution rates for their REITs and charge on NAV, Gratus charges on capital and publishes neither. Against Tirios, Gratus has an operating portfolio and a broker-dealer but a heavier fee stack and a more complicated reporting record.
The Bottom Line
A call-first Minneapolis sponsor whose Regulation A fund owns pieces of seven leased Midwest projects, pays its Manager from the first dollar, and has distribution figures that do not yet reconcile.
Action
Next Steps
If you still want to engage after reading the review, these are the practical next moves that reduce avoidable mistakes.
Read the July 20, 2026 circular (Summary, Compensation of Manager, Securities Being Offered, Prior Performance) and the 1-SA for June 30, 2026 before booking the call.
On the call, ask for a statement of distributions paid to Class A and B unitholders by date, and what the 2024 $476,012 was.
Ask how the Wild Oak and Ivy at SOCO maturities in December 2026 will be handled and whether Fund III will contribute capital.
Ask for the investor count, the number of withdrawal requests received and paid, and the Class you would receive and why.
Ask what Gratus Reserve I holds and why it is not on the site.
Plan for a Schedule K-1 and an eight-year or longer hold.
AltStreet Research Desk
About to invest in Gratus Funds, or in an offering we haven't covered?
Commission an independent diligence report: the same filing-based analysis behind this review, applied to the specific investment in front of you before you wire the money.
- Built from primary sources: SEC filings, court records, capital structure, and marketing-versus-filings comparison.
- From $750; full reports from $1,495. Fixed price confirmed up front, delivery in 3-5 business days.
- Independent by design: we work for investors and accept no compensation from the companies we cover.
Want this on every new deal, not one? Deal Intelligence sends the alert the day a new offering appears on a covered platform and follows with an analyst-approved investment committee memo.
Deal Intelligence →Appendix
Sources, Disclosures, and Supporting Context
The lower section is structured like a report appendix: relationship context first, adjacent reading second, and evidence last.
Report Appendix
Disclosure
Relationship and compensation context
+
Report Appendix
Disclosure
Relationship and compensation context
Report Appendix
Related Resources
Adjacent platform comparisons, frameworks, and category links
+
Report Appendix
Related Resources
Adjacent platform comparisons, frameworks, and category links
Further Reading
Related Resources
Adjacent frameworks and reviews that help place the platform in a broader allocation or due-diligence context.
Deep Dive Guide
Fractional Real Assets Category HubFund Landscape
Frameworks
- ->Alternative Assets Due Diligence
- ->Three-Pillar Investment Evaluation Framework
- ->Preferred Return and Hurdle Rate (reference)
- ->Management Fees and Promote (reference)
- ->Distribution Waterfall (reference)
- ->Distributions vs Operating Cash Flow (reference)
- ->Price vs NAV (reference)
- ->Redemption Gates (reference)
- ->Transfer Restrictions (reference)
- ->Form 1-A (reference)
- ->Form 1-K (reference)
- ->Form 1-U (reference)
- ->Cardone Capital vs Fundrise
- ->Streitwise vs RealtyMogul
Similar Platform Reviews
- Cardone Capital Review
Regulation A fund LLCs holding minority property stakes, with a Manager class and no preferred return on most funds.
- Streitwise Review
A single Regulation A office REIT with a Manager-set NAV and a 2% asset fee on NAV.
- RealtyMogul Review
Two Regulation A REITs plus an accredited marketplace.
- Tirios Review
A small Regulation A rental-home sponsor with the manager on several sides.
Report Appendix
Evidence & Methodology
51 cited passages on file; sources, scope, and how the review was assembled
+
Report Appendix
Evidence & Methodology
51 cited passages on file; sources, scope, and how the review was assembled
Evidence on file
51 supporting passages on file for Gratus Funds and its offerings from 16 source documents, 22 discrepancies flagged. Each passage records the metric it supports, the value read from the document, the page, and the verbatim text where the document has it. Terminal subscribers read the passages; open them in the terminal.
- Cited passages
- 51
- Source documents
- 16
- Analyst verified
- 0
- Discrepancies flagged
- 22
ASReview Evidence
Methodology
All EDGAR filings of Gratus Capital Properties Fund III (64), Gratus Reserve V (4), Gratus Reserve I (5) and Gratus Capital Properties Fund I (2) with every text exhibit; gratusfunds.com, the Calendly booking page, the investor portal login and Wayback captures; CourtListener, EDGAR full-text search, BrokerCheck, IAPD, the Minnesota Secretary of State, CFPB and BBB.
Scope
Gratus Capital, LLC d/b/a Gratus Funds (Minneapolis), GCPF Management LLC and the four funds. Not obtained: the fee schedule and presentation offered on the call, subscription documents, any K-1, Gratus Reserve I's offering document, the Enclave partnership agreements, Minnesota and North Dakota state court records, PCAOB inspection reports.
Key Findings
- *Circular (July 20, 2026): 'each Class C membership interest is far more valuable than the Class A and Class B membership interests for which investors in this offering are paying $13.15 or more.'
- *Circular: 'As of May 31, 2026, the Manager has been paid $1,188,895.80 in acquisition fees.' and 'an Affiliate of the Manager has been paid a total of $703,179 in interest.'
- *Circular: 'Distributions to Company members began in April 2025'. FY2024 1-K, audited statement of members' equity: 'Member Distributions (476,012)'.
- *Exhibit 6.4, Standstill Agreement effective December 31, 2022: the Borrower 'is not in a position to make interest payments or any other payments under the Note until certain threshold events have occurred'.
- *SEC staff, December 23, 2024: 'We could not locate any disclosures discussing the events surrounding the restatement and the reasons for such restatement.'
- *1-SA (June 30, 2026): 'the Wild Oak partnership may require additional capital to support a refinancing, loan extension, or payoff.'
- *Site (November 13, 2026): 'most of our compensation is performance-based'; 'We build our own funds and invest directly in the assets'.
Primary Source Pages
Comparable Platforms
- Cardone Capital
Larger Regulation A fund LLCs with minority property stakes and a Manager class.
- Streitwise
Single Regulation A REIT with a published NAV and dividend; fee on NAV.
- RealtyMogul
Two Regulation A REITs with published NAVs and an accredited marketplace.
- Tirios
Smaller Regulation A sponsor; per-house series; manager as seller and lender.
FAQ
Frequently Asked Questions
High-intent search questions answered directly, without making users hunt through the full review.
Is Gratus Funds legit?
Gratus Capital Properties Fund III, LLC is a real Delaware LLC whose Regulation A offerings the SEC qualified in 2021 and 2025; it files audited annual reports and semiannual reports, and owns stakes in seven Minnesota and North Dakota projects. AltStreet located no lawsuit, regulator action or complaint naming the Minneapolis Gratus entities or principals in the sources searched on November 13, 2026 (Minnesota state courts, PCAOB inspection reports and the Minnesota Commerce enforcement database were not searched directly). Qualification is not approval. The filings also show distribution figures that differ even within one circular, two audit firms for FY2021 to FY2025 followed by a third for FY2026, and four late annual reports. Gratus Funds of Minneapolis is not the Atlanta adviser Gratus Capital, LLC.
How do I invest with Gratus Funds?
Through a call. The site has no listings or checkout; every 'Schedule a call' button books time on Bob Barlau's Calendly, including a 'Gratus Funds Presentation' of Fund III. After the call the team walks you through investor forms, and you fund by check, wire or ACH to South State Bank as escrow agent. The minimum is $10,000; units cost $13.15 direct or up to $14.00 through a broker (from April 1, 2026). Non-accredited investors are limited to 10% of the greater of income or net worth.
What fees does Gratus Fund III charge?
Per the July 20, 2026 circular: a 2% acquisition fee on the leveraged purchase price ($1,188,895.80 paid to May 31, 2026); an asset management fee of the greater of 1% a year of all contributed capital, not reduced for returned capital, or 2% of gross income ($418,447 paid to December 31, 2025); and, through the Manager's Class C units, 20% of distributable cash from Class A units and 30% from Class B units, with no preferred return. Interest on the sponsor's advances ($703,179 paid), WealthForge's 0.40% plus $1,500 a month, and up to 6% to brokers through the unit price are also disclosed. The site says 'most of our compensation is performance-based'.
Does Gratus Fund III pay distributions?
Yes, per the circulars, since April 2025, but the amounts do not reconcile. The July 20, 2026 circular gives $460,373 in 2025 ($370,363 to Class A and B, $90,010 to the Manager) and $180,481 in 2026 to May 31, a total of $640,854; the same circular also says $543,054.46 was paid through May 31, 2026, $419,642.70 of it to Class A and B. The audited statements record $476,012 in 2024 and $401,370 in 2025, and the June 2026 1-SA records $6,450 for the half year. Ask Gratus for a statement of distributions paid by date; AltStreet does not derive a yield from figures that do not reconcile.
Can I get my money out of Gratus Fund III?
Not in the first 12 months, and then only within limits. The fund allows at most 5% of its interests to be withdrawn each year, at the Manager's approval and subject to available cash; it will never pay more than the current offering price; and the Manager 'shall not allow any Withdrawals' while the offering-price value of all outstanding Class A and B units exceeds the fund's NAV as the Manager calculates it, a figure the circular does not publish. Requests need 90 days' notice and are paid at the greater of 95% of the latest NAV per unit or your unreturned capital. No withdrawal appears in the equity statements for 2023 to mid-2026. The Manager intends to operate the fund for at least eight years.
Who audits Gratus Fund III?
Two firms audited FY2021 to FY2025, and KNAV CPA LLC was engaged on August 4, 2026 for FY2026. Before that, Boladale Lawal & Co. of Lagos, Nigeria audited FY2023 to FY2025 and re-audited FY2022, with unqualified opinions, and was dismissed on August 4, 2026 with no disagreements. BF Borgers CPA PC audited FY2021 and FY2022 and was dismissed on May 6, 2024 after the SEC barred it from practice on May 3, 2024; the SEC order makes no allegation against Gratus.
What is Gratus Reserve V?
A Wyoming LLC from the same sponsor that qualified on September 15, 2026 to sell up to $75 million of $1.00 units, directly through gratusfunds.com, in a fund holding crypto (bitcoin, ether and others listed in its circular) and precious metals. Fees are 2% of NAV a year, a 3% launch fee for 18 months capped at $750,000, and 20% of yield. No units had been sold at June 30, 2026, and its statements carry substantial-doubt language.
What is Gratus Reserve I?
A Rule 506(b) fund of the same principals (first named Gratus Black I LLC) that reported $5,934,833 sold of a $20 million offering to 53 investors, 18 of them non-accredited, with a $100,000 minimum and a 3.00% annual fee on net asset value (Form D/A, February 17, 2026). The Reserve V circular says its Manager manages 'another fund with similar investment objectives'. It does not appear on the Gratus site and no offering document is public.
Is Gratus Funds the same as Gratus Capital in Atlanta?
No. Gratus Funds is the trade name of Gratus Capital, LLC of Minneapolis (Minnesota file 3115400-6, formed 2008). The Atlanta Gratus Capital, LLC was a registered investment adviser (CRD 173627) whose SEC registration was terminated on December 2, 2024 after it joined Focus Financial's Colony Group. They share no people or addresses. Gratus Wealth Advisors (Virginia Beach) and Gratus Capital Partners (Columbus, Ohio) are also unrelated.
Update History
What's changed in this Gratus Funds review
New data, new findings, corrections, and confirmations as they emerge. Most recent updates appear first.
- Correction
Distributions: the within-circular discrepancy now leads; the 2024 'Member Distributions' figure is kept with the note that consolidated statements may include payments to other partners. View section
- New data
Withdrawal limits: no premium over the current offering price; no withdrawals while the offering-price value of outstanding Class A and B units exceeds the Manager's NAV (circular, Securities Being Offered). View section
- New data
Operating cash flow: negative $2,423,311 (2024) and $1,469,221 (2025); positive $2,027,859 in H1 2026, of which $1,730,701 is a change in investment commitments (1-SA). View section
