---
title: "Gratus Funds Review 2026: Distributions That Do Not Add Up, December Loan Maturities, Fees and How You Invest"
url: https://altstreet.investments/platforms/reviews/gratus
kind: platform-review
updated: 2026-11-13
description: "Gratus Funds review 2026: distribution figures that do not add up even inside one circular, December 2026 loan maturities, a Manager share from the first dollar, fees as filed vs the site, and how investing by call works."
publisher: AltStreet (https://altstreet.investments)
license: Public factual pages may be read, quoted and cited with attribution and a link. Bulk redistribution is not permitted.
---

# 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.

AltStreet score: 23.8 (F), scored November 13, 2026. Method: https://altstreet.investments/platforms

| Field | Value |
| --- | --- |
| Platform | Gratus Funds |
| What it is | Sponsor of Regulation A real estate and precious-metals and digital-asset funds (onboarding by call, no online listings) |
| Asset class | Class A and Class B units of a Delaware LLC holding joint-venture stakes in Midwest apartment and industrial projects |
| Website | gratusfunds.com |
| Review first published | November 13, 2026 |
| Last updated | November 13, 2026 |
| AltStreet relationship | None: no affiliate, sponsorship or partnership |

## The short version

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. 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.

- **$640,854 vs $543,054.46** 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.
- **December 2026** 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.
- **20% / 30%** 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.
- **$20,741,176** 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.
- **5% a year** 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.
- **4 of 5** 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.

Data note: 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.


## Key figures

| Figure | What it is | Context |
| --- | --- | --- |
| $640,854 vs $543,054.46 | What unitholders have been paid cannot be established from the filings; AltStreet derives no yield. | Distributions through May 31, 2026 in one circular: its Summary's 2025 and 2026 totals add up to $640,854 ($517,442 to Class A and B); its Securities section says $543,054.46 ($419,642.70 to Class A and B). The Manager's Class C share agrees in both; the $97,800 gap is in what investors received. The audited statements give other figures again. |
| 20% / 30% | The site calls most of its compensation performance-based; the disclosed Fund III amounts are $1,188,895.80 of acquisition fees and $418,447 of asset fees beside $123,411.76 of Class C distributions, to the dates given. | The Manager's share of distributable cash through 100 Class C units bought for $1,000, from the first dollar, with no preferred return. On top of a 2% acquisition fee on leveraged price ($1,188,895.80 to May 31, 2026) and an asset fee on contributed capital. |
| December 2026 | Maturity of the Wild Oak ($24,278,009) and Ivy at SOCO ($14,086,228) mortgages, both at 3%. | Fund III holds 29.58% and 34% and does not control either refinancing. |
| 2 + 1 auditors | Two audit firms for FY2021 to FY2025: BF Borgers (dismissed 2024 after the SEC bar) and Boladale Lawal & Co. (dismissed 2026); KNAV CPA LLC engaged for FY2026. | FY2022 restated; four of five 1-Ks filed after the 120-day period. |
| $20,741,176 | Raised by Fund III across both Regulation A offerings through April 30, 2026. | The same circular also prints $20,794,100.92 for the same date. |


## Verdict

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. 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.

**Look elsewhere 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.

**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.

**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.


## Who it fits

| Investor | Fit | Why |
| --- | --- | --- |
| Investors who want a call with the people running the fund and a concentrated Midwest apartment book | neutral |  |
| Investors seeking steady, verifiable income | poor-fit |  |
| Investors who may need their money back | poor-fit |  |
| Investors drawn to Reserve V's crypto and metals strategy | poor-fit |  |


## Questions

**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

**November 13, 2026: Owner pass 1: lead with the distribution figures that differ inside one circular and the December 2026 maturities**

Leads with the July 20, 2026 circular's two distribution totals through May 31, 2026 ($640,854 from its annual figures and $543,054.46 from its cumulative statement; Class A and B $517,442 against $419,642.70) and the Wild Oak and Ivy at SOCO maturities; adds the withdrawal bar when the offering-price value of units exceeds the Manager's NAV and the no-premium cap; sets operating cash flow beside the accounting losses; states the fee comparison as disclosed amounts; auditor history as two firms for FY2021 to FY2025 and KNAV for FY2026; broker price as up to $14.00.


## Evidence appendix

Platform website captured November 13, 2026.

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.

**Highlights**

- 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**

- Offering circular filed July 20, 2026 (accession 0001477932-26-004389): Summary, Use of Proceeds, Description of Business, Compensation of Manager, Prior Performance, Security Ownership, Securities Being Offered (distributions, withdrawals).
- Form 1-SA for June 30, 2026, filed September 28, 2026 (accession 0001477932-26-005829): balance sheet, statement of members' equity, cash flows, MD&A by property.
- Form 1-K for FY2025, filed May 8, 2026 (accession 0001477932-26-002898), and for FY2024, filed June 23, 2025 (accession 0001477932-25-004761): audit reports, statements of members' equity, fee disclosures.
- Form 1-Us of February 22 and March 30, 2022 (purchases from Gratus Capital LLC), May 8, 2024 (BF Borgers dismissal), April 29, 2025 (withdrawal policy), April 1, 2026 (price, transfer agent) and August 10, 2026 (Boladale dismissal, KNAV engagement).
- Exhibits 6.3 (promissory note) and 6.4 (standstill agreement) to the 1-A/A of April 30, 2025 (accession 0001477932-25-003164); SEC staff letter of December 23, 2024 and company response of April 30, 2025.
- Gratus Reserve V final circular of September 18, 2026 (accession 0001829126-26-010229); Gratus Reserve I Form D/A of February 17, 2026 (accession 0002066434-26-000002); Fund I Form D of October 10, 2017 and D/A of July 17, 2018.
- gratusfunds.com home, about, investors, advisors and privacy pages; calendly.com/bob-gratus; the portal login; Wayback captures of the prior site (all retrieved November 13, 2026).


## Related

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Source page: https://altstreet.investments/platforms/reviews/gratus
Machine index: https://altstreet.investments/llms.txt
AltStreet reads what platforms, funds and issuers file with the SEC and what they tell investors, and publishes the difference. Figures are as filed or as captured on the date stated; nothing here is investment advice.
