A 5% Exit Door for an 11.4% Queue: What Semi-Liquid Private Credit Reveals About Asset Liquidity.

Private credit can look liquid from a distance.

A fund reports a net asset value.

Investors receive statements.

Distributions arrive.

The manager offers periodic repurchases.

The product may even be described as providing regular liquidity.

Then investors ask to leave.

And the difference between having a value and being able to realise that value now becomes visible.

Morgan Stanley’s North Haven Private Income Fund provides a useful example.

In its third-quarter 2026 repurchase process, investors sought to tender approximately 11.4% of outstanding units.

The fund’s repurchase offer covered approximately 5%.

That is the 5% exit door facing an 11.4% demand for liquidity.

Reuters: Morgan Stanley private credit fund redemption requests remain elevated in third quarter

The most important lesson is not that private credit is suddenly illiquid.

Private credit was illiquid before the requests arrived.

The more useful lesson is:

The liquidity of the fund interest is a separate asset property from the liquidity and performance of the loans inside the fund.

That distinction matters for investors.

It also matters for any infrastructure attempting to describe private assets accurately.

The fund interest is not the loan portfolio

A private-credit fund may own hundreds of loans.

Those loans can have borrowers, principal balances, interest rates, maturities, collateral, covenants, payment histories, amendments, valuations, defaults, recoveries and their own transfer restrictions.

An investor in the fund does not necessarily own those loans directly.

The investor owns an interest in the vehicle.

Borrowers
    ->
Private-credit loans
    ->
Fund portfolio
    ->
Fund / BDC
    ->
Investor units

Each layer has its own rights.

Each layer has its own valuation.

And each layer can have a different liquidity profile.

A performing loan does not make a fund unit liquid

Suppose a fund holds a first-lien loan.

The borrower pays on time.

The loan remains performing.

The manager continues to mark the position at a value consistent with its valuation process.

None of those facts means an investor can immediately sell the fund unit.

The investor’s exit right depends on a different set of rules:

• whether the units are traded;
• whether transfers are permitted;
• whether a repurchase offer is open;
• the size of that offer;
• eligibility;
• tender deadline;
• oversubscription;
• proration;
• valuation date;
• payment mechanics; and
• the governing documents.

This creates two distinct questions:

How liquid are the underlying assets?

and:

How liquid is the investor's interest in the vehicle?

They are related.

They are not the same.

North Haven’s units are not exchange-traded

The SEC filing for North Haven Private Income Fund’s August 2026 tender offer states that the relevant Class S Units are not traded in any market.

The company offered to purchase up to 8,633,441 Units, representing approximately 5% of outstanding Units as of 30 June 2026.

The tender deadline was 14 September 2026.

The purchase price is based on NAV as of the 30 September valuation date, subject to the offer terms.

SEC: North Haven Private Income Fund — third-quarter 2026 Schedule TO

An investor therefore cannot treat the unit like a listed bond or share and assume:

I want cash
    ->
I sell now
    ->
Trade executes
    ->
Cash settles

The liquidity route is different:

Investor owns units
    ->
Fund announces repurchase offer
    ->
Investor tenders units
    ->
Offer closes
    ->
Requests are measured
    ->
Oversubscription may trigger proration
    ->
Accepted units are valued
    ->
Fund pays cash

That is a lifecycle.

A repurchase programme is not continuous liquidity

The SEC filing contains another important distinction.

North Haven’s board has discretion to determine whether the company will purchase units through written tenders.

Its adviser currently expects generally to recommend repurchase offers four times each year, around quarter-end valuation dates.

But the filing also states that the company is not required to make such an offer.

That changes the meaning of “quarterly liquidity”.

A database field such as:

Liquidity: Quarterly

is not enough.

A more accurate representation could be:

Liquidity mechanism: Issuer repurchase offer
Expected frequency: Quarterly
Standing investor right to demand redemption: No
Offer required every quarter: No
Current offer status: Open / Closed / Completed
Current offer cap: 5%
Tender deadline: [date]
Valuation date: [date]
Settlement state: [state]

The 5% limit is an offer parameter, not a property of the loans

The fund offered to repurchase approximately 5% of outstanding units.

Investors tendered approximately 11.4%.

That does not mean 6.4% of the loan portfolio stopped being liquid.

It means investor demand for issuer-provided liquidity exceeded the capacity of that repurchase offer.

Underlying portfolio
    ->
Fund liquidity resources
    ->
Repurchase policy
    ->
Offer size
    ->
Investor demand
    ->
Proration

The 5% number belongs primarily to the fund-interest liquidity mechanism.

It should not be stored as though it were an underlying-loan characteristic.

Oversubscription creates a new investor-level state

When requests exceed the amount the fund will repurchase, an investor can move into a state that listed-market systems rarely need to represent:

Requested exit
    ->
Partially accepted

The investor still owns the unaccepted units.

That remaining interest has not vanished.

It is not cash.

It is not necessarily subject to an automatically executable sale order.

It remains a fund interest.

A useful system therefore needs to store at least:

Units owned before tender
Units tendered
Units accepted
Units not accepted
Acceptance percentage
Repurchase price / NAV
Payment status
Units remaining after settlement

Without those fields, the current investor position can be wrong.

The prior quarter shows how proration works in practice

North Haven’s second-quarter offer was also oversubscribed.

According to the final SEC amendment, the company accepted 8,913,931 Units, equal to 5% of Units outstanding at the relevant reference point.

Because more Units had been tendered, approximately 41.6% of validly tendered Units were accepted on a pro-rata basis.

The company paid approximately $159.6 million, using a repurchase price of $17.91 per Unit.

SEC: North Haven Private Income Fund — final second-quarter 2026 tender results

So an investor who tendered 100 units did not necessarily exit 100 units.

Conceptually:

Tendered: 100
Accepted: ~41.6
Remaining: ~58.4

The exact result depends on the applicable offer and investor position.

The broader point is that exit intent and completed exit are separate states.

The first quarter was oversubscribed too

The same mechanism had already appeared in the first quarter of 2026.

The company accepted approximately 5% of outstanding Units under that offer, while the final SEC amendment reported that roughly 47.8% of validly tendered Units were accepted on a pro-rata basis.

The fund paid approximately $164.9 million at $18.12 per Unit.

SEC: North Haven Private Income Fund — final first-quarter 2026 tender results

The sequence matters:

Q1 demand > offer
    ->
Proration
    ->
Some investors remain invested
    ->
Q2 demand > offer
    ->
Proration
    ->
Some investors remain invested
    ->
Q3 demand > offer

That is why Reuters describes the vehicle as working through a redemption backlog.

But the word queue needs care.

“Queue” is useful shorthand—but not the legal state

In an ordinary queue:

Request enters
    ->
Request waits
    ->
Request automatically advances

That is not necessarily how a periodic tender-offer structure works.

North Haven’s SEC documentation describes individual repurchase offers with their own opening date, expiration date, tender procedure, offer amount, valuation date and payment process.

Investors whose prior requests were not fully satisfied can tender again in a later offer.

Reuters reported that nearly two-thirds of the latest requests came from investors who had not been able to fully cash out in the previous two offers.

That creates an economic backlog.

It should not automatically be represented as:

Pending sell order

A better state model distinguishes:

Prior tender: Partially fulfilled
Current remaining units: Still owned
Current tender: New request submitted

That distinction is exactly the kind of thing an Asset Passport should preserve.

Re-tendering is an event

Suppose an investor owns 1,000 units and tenders all of them in Quarter 1.

Only part is accepted.

The investor later participates again.

A weak system may record:

Redemption requested: 1,000

and leave that value unchanged for months.

A stronger system records separate events:

Q1 tender request
    ->
Q1 accepted amount
    ->
Q1 cash settlement
    ->
Remaining units

Q2 tender request
    ->
Q2 accepted amount
    ->
Q2 cash settlement
    ->
Remaining units

Q3 tender request
    ->
Q3 accepted amount
    ->
Q3 cash settlement

The historical requests remain visible.

The current ownership remains accurate.

More than 80% fulfilled does not mean the latest request was 80% filled

Reuters reported that the fund said investors who sought to tender all of their units during the previous two repurchase offers would, after completion of the latest repurchase, have received more than 80% of their requested tendered amount.

That is a cumulative statement about investors repeatedly seeking a full exit.

It should not be collapsed into:

Current-quarter fill rate: 80%

The current offer still has its own requested amount, offer size, proration outcome, valuation date and settlement.

Cumulative liquidity experience and single-offer execution are different metrics.

NAV is not liquidity

This is the central infrastructure lesson.

A fund unit can have a reported NAV.

That tells the investor something about value under the vehicle’s valuation framework.

It does not mean the investor can immediately turn the entire position into that amount of cash.

The system needs to distinguish:

NAV per unit

from:

Executable market price

from:

Repurchase price

from:

Amount accepted for repurchase

from:

Cash actually received

Those values may relate to one another.

They are not interchangeable.

A valuation date and a liquidity date are different

The third-quarter offer illustrates another timing issue.

The tender period closes before the quarter-end valuation date.

The SEC documentation states that the repurchase price is based on NAV as of 30 September 2026, or another valuation date if the offer is extended under its terms.

So the lifecycle includes:

Tender submitted
    ->
Tender deadline
    ->
Acceptance / proration
    ->
Valuation date
    ->
NAV finalised
    ->
Payment

A system that stores only:

Repurchase date: Q3

loses important information.

Fund liquidity has several clocks

Semi-liquid structures can contain several different time concepts:

• subscription date;
• unit issue date;
• NAV date;
• repurchase offer opening;
• tender deadline;
• withdrawal deadline;
• valuation date;
• acceptance date;
• settlement date;
• next expected liquidity window; and
• holding-period or fee dates where applicable.

Those clocks can affect economics.

They should not be merged into a single field called Liquidity date.

Investor liquidity and portfolio liquidity can diverge in both directions

Most discussion focuses on the case where underlying assets are illiquid and investors want cash.

But divergence can work in several ways.

Case 1: Loans perform, investor exit is constrained

Portfolio performing
Fund NAV reported
Repurchase demand > cap
Investor receives partial liquidity

Case 2: Portfolio contains liquid assets, but the unit remains non-traded

The fund may hold some assets that could be sold relatively quickly.

The investor still cannot necessarily force the fund to sell them and redeem immediately.

Case 3: Repurchase demand is low while underlying assets deteriorate

The fund interest may appear operationally liquid because few investors tender.

That does not mean the underlying credit risk is low.

Case 4: The fund provides liquidity using resources other than asset sales

Repurchases can potentially be funded from available cash, subscriptions, borrowings, asset sales or other permitted sources depending on the vehicle documents.

Investor liquidity cannot be inferred from one snapshot of underlying asset liquidity.

The vehicle structure matters.

Fund-level cash is another asset state

If a fund accepts units for repurchase, cash needs to come from somewhere.

The August 2026 North Haven acceptance-letter form states that payment may be funded from cash flow from operations, asset sales, borrowings, return of capital or proceeds from unit sales in the continuous offering.

SEC: North Haven Private Income Fund — form of repurchase acceptance letter

That means fund-level liquidity should also be represented separately from investor demand.

A repurchase can change the vehicle without changing the loans

Suppose the fund repurchases investor units.

The underlying borrowers may not notice.

Their loan agreements remain in place.

Their payments continue.

Their collateral remains pledged under the same financing documents.

Yet the fund changes:

• cash decreases;
• units outstanding decrease;
• investor ownership changes;
• leverage ratios can change;
• portfolio liquidity buffers can change; and
• future capacity for repurchases or investments can change.

One event can materially change the vehicle layer without changing the underlying loan layer.

A fund interest needs its own asset identity

Private-market systems often focus on the underlying assets.

That is necessary.

But once a fund interest itself is bought, held, transferred, pledged, valued or repurchased, it becomes a separate asset object.

A fund-interest record may need:

• vehicle name;
• vehicle legal entity;
• unit class;
• investor;
• subscription date;
• units held;
• NAV per unit;
• total position value;
• transfer restrictions;
• trading status;
• repurchase mechanism;
• repurchase frequency;
• offer cap;
• eligibility;
• tender history;
• proration history;
• remaining units;
• distributions;
• fees;
• financing or pledge;
• tax status;
• source documents; and
• current liquidity state.

Without this, the system knows what the fund owns but not what the investor owns.

“Semi-liquid” should be decomposed into actual rights

The label:

Semi-liquid

is useful in conversation.

It is not precise enough for an asset record.

The system should be able to answer:

Can the unit trade on an exchange?
Can it be privately transferred?
Does the investor have a contractual redemption right?
Does the issuer instead make discretionary repurchase offers?
How often are offers expected?
How much may be repurchased?
What happens if requests exceed the offer?
Is proration used?
Does an unfulfilled request roll automatically?
When is the repurchase price determined?
When is cash paid?

Those answers define liquidity much more accurately than one adjective.

Liquidity is a rights graph

A useful representation is:

Fund interest
    ->
Transfer right
    ->
Repurchase eligibility
    ->
Repurchase offer
    ->
Tender request
    ->
Proration
    ->
Accepted units
    ->
NAV-based price
    ->
Cash settlement

Each arrow is conditional.

Each condition can change.

That is why liquidity belongs in the asset lifecycle.

The investor request is not the fund obligation

Another important distinction is:

Investor wants to sell

versus:

Fund is obligated to purchase

Those are not automatically the same.

A tender request expresses investor intent under an offer.

The offer terms determine whether and how much can be accepted.

A structured record should therefore distinguish:

• requested quantity;
• maximum offer size;
• accepted quantity;
• rejected or unaccepted quantity;
• reason for partial acceptance;
• pricing rule; and
• payment state.

Liquidity should be investor-specific

The fund may report an overall repurchase ratio.

An individual investor needs a different view.

For one holder:

Units held: 25,000
Units tendered: 25,000
Units accepted: 10,400
Units remaining: 14,600
Cash payable: NAV-based amount
Current tender status: Partially accepted

For another:

Units held: 25,000
Units tendered: 0
Units remaining: 25,000
Current tender status: No tender

Both investors hold the same class of asset.

Their liquidity state is different.

Aggregate fund data should not overwrite investor state

A field such as:

Fund repurchase rate: 5%

does not tell a specific investor how much was accepted.

A prior-quarter fill percentage should not be applied to a later quarter.

And a cumulative fulfilment statistic should not overwrite event-level history.

The system needs both:

Fund-level event

and:

Investor-level execution

The underlying portfolio still matters

Separating the fund interest from the loans does not mean ignoring the loans.

Repurchase capacity can ultimately be influenced by:

• portfolio cash generation;
• repayments;
• defaults;
• portfolio sales;
• borrowing capacity;
• subscriptions;
• distribution policy;
• leverage;
• concentration;
• valuations; and
• market conditions.

A useful graph is:

Underlying loans
    ->
Portfolio cash flows
    ->
Fund liquidity resources
    ->
Repurchase programme
    ->
Investor liquidity outcome

That is more informative than Fund liquidity: Medium.

A private-credit fund can contain several liquidity layers

Consider the full stack:

Borrower
    ->
Loan
    ->
Loan portfolio
    ->
Private-credit vehicle
    ->
Investor unit
    ->
Repurchase right / mechanism
    ->
Cash

Liquidity can be different at every level.

Borrower layer

Can the borrower repay or refinance?

Loan layer

Can the lender sell the loan, at what price, and subject to what assignment restrictions?

Portfolio layer

How concentrated is the fund and what repayments are expected?

Vehicle layer

What cash and financing resources are available?

Unit layer

Can investors transfer units and are they listed?

Repurchase layer

Is an offer currently open and what is its cap?

Investor layer

How much did this investor tender and how much was accepted?

Settlement layer

Has cash actually been received?

A serious asset-information system should be able to model all of them.

NAV itself needs provenance

Private-credit NAV is not just a number.

A record may need:

• NAV date;
• NAV per unit;
• total NAV;
• valuation policy;
• underlying valuation sources;
• manager valuation;
• third-party valuation where applicable;
• adjustments;
• finalisation state; and
• publication date.

This is especially important when a repurchase price is linked to a NAV determined after the tender deadline.

A value without an as-of date can be misleading.

A liquidity event should never rewrite history

Suppose the fund later experiences lower repurchase demand.

The current state may improve.

That should not erase the earlier sequence:

Q1 oversubscribed
Q2 oversubscribed
Q3 oversubscribed

Likewise, if an investor eventually exits completely, the system should still preserve:

• original subscription;
• prior tender attempts;
• partial repurchases;
• prices;
• remaining units after each event; and
• final settlement.

Liquidity history can matter for investor reporting, product governance, portfolio construction, risk analysis, audit and later secondary transactions.

A fund-interest Asset Passport

A useful DaDepo-style Asset Passport for a semi-liquid private-credit fund interest could contain several linked sections.

Vehicle identity

• legal name;
• jurisdiction;
• legal form;
• regulatory status;
• manager;
• adviser;
• administrator;
• transfer agent;
• custodian where applicable;
• fund identifier;
• class identifier;
• inception date; and
• governing documents.

Investor interest

• investor;
• unit class;
• units subscribed;
• subscription date;
• units currently held;
• acquisition price;
• cost basis where appropriate;
• current NAV per unit;
• current NAV of position;
• distributions received; and
• current ownership evidence.

Underlying portfolio

• asset classes;
• number of investments;
• borrower concentrations;
• sectors;
• seniority;
• security;
• maturity profile;
• performing / non-performing state;
• valuation;
• cash generation;
• repayments;
• portfolio liquidity; and
• source date.

Liquidity rights

• listed / unlisted;
• secondary-market availability;
• transfer restrictions;
• issuer repurchase mechanism;
• expected offer frequency;
• whether offers are mandatory;
• normal offer size;
• board discretion;
• investor eligibility;
• notice requirements;
• tender procedure;
• withdrawal rights; and
• governing document source.

Repurchase event

For every offer:

• event identifier;
• offer opening date;
• tender deadline;
• withdrawal deadline;
• valuation date;
• maximum units;
• maximum percentage;
• units tendered;
• oversubscription state;
• proration method;
• accepted units;
• aggregate cash payable;
• payment date;
• status; and
• source filing.

Investor tender

For every investor:

• tender event;
• units held before tender;
• units tendered;
• tender timestamp;
• units accepted;
• units unaccepted;
• acceptance percentage;
• applicable NAV;
• cash amount;
• cash received;
• units remaining; and
• next action.

Valuation

• NAV date;
• NAV per unit;
• valuation status;
• methodology;
• underlying data date;
• adjustments;
• finalisation timestamp;
• reviewer; and
• source.

Liquidity history

• prior offers;
• prior tender requests;
• prior acceptance rates;
• prior cash settlements;
• repeated re-tenders;
• cancelled or withdrawn tenders;
• fees;
• transfer events;
• pledge events; and
• full exit date where applicable.

Provenance

• offering memorandum;
• operating agreement;
• repurchase policy;
• Schedule TO;
• offer to purchase;
• acceptance letter;
• quarterly report;
• investor statement;
• transfer-agent confirmation;
• bank receipt;
• manager update;
• AI-extracted field;
• reviewer;
• effective date; and
• last updated timestamp.

This turns a label such as “semi-liquid private credit” into an inspectable asset.

Liquidity state should be machine-readable

A fund interest could move through states such as:

Held
    ->
Eligible for current offer
    ->
Tender submitted
    ->
Tender accepted in full
    ->
Valued
    ->
Paid
    ->
Exited

Or:

Held
    ->
Tender submitted
    ->
Oversubscribed
    ->
Partially accepted
    ->
Partially paid
    ->
Remaining units held

Then later:

Remaining units held
    ->
New offer opens
    ->
New tender submitted
    ->
Partially / fully accepted

The second tender is another event.

The system should not pretend the first one simply remained open forever.

“Available liquidity” should have an as-of date

An investor dashboard might display:

Potential quarterly liquidity: 5%

That number can become misleading outside its context.

A better data object is:

Mechanism: Issuer repurchase offer
Offer cap: 5%
Reference base: Outstanding units as specified in offer
Offer date: 14 Aug 2026
Tender deadline: 14 Sep 2026
Valuation date: 30 Sep 2026
Actual demand: 11.4%
Actual investor fill: Determined under offer/proration
Source: SEC filing / investor communication

Liquidity is event-specific.

A market price and NAV are different asset facts

Because North Haven’s Class S Units are not traded in a market, there is no exchange transaction continuously discovering a public price for those units.

That means:

NAV

should not be casually relabelled:

Market price

Likewise, a repurchase price determined using NAV is not the same as a secondary-market bid.

For private assets, precise field names matter.

Secondary liquidity would be another lifecycle

If a fund interest can be transferred privately, that is a different route:

Investor A
    ->
Transfer process
    ->
Eligibility / consent
    ->
Price negotiation
    ->
Transfer documentation
    ->
Investor B

That should not be confused with:

Investor
    ->
Issuer repurchase offer
    ->
Fund

Two liquidity mechanisms can coexist.

They need separate records.

Asset liquidity is not one number

The Morgan Stanley example highlights why a single liquidity score is dangerous.

A private-credit vehicle can simultaneously have:

• performing loans;
• regular portfolio cash flows;
• a published NAV;
• periodic repurchase offers;
• an unlisted investor interest;
• oversubscribed repurchase demand;
• partial investor exits; and
• investors re-tendering remaining units.

Which fact defines “liquid”?

None by itself.

Liquidity is a structure of rights, markets, timing and capacity.

AI can explain liquidity—but should not invent an exit right

AI can help extract and reconcile:

• offer dates;
• unit classes;
• maximum repurchase amounts;
• tender deadlines;
• NAV dates;
• repurchase prices;
• investor requests;
• proration percentages;
• accepted units;
• remaining units;
• payment dates; and
• prior repurchase history.

Across many funds, AI could also flag:

• a fund described as “quarterly liquid” whose documents make offers discretionary;
• a 5% cap being presented as guaranteed investor liquidity;
• NAV being labelled as market price;
• an old tender request still shown as pending after the offer closed;
• a partial repurchase not reflected in current unit holdings;
• a repurchase price attached to the wrong valuation date;
• a cumulative fulfilment statistic mistaken for a current-quarter fill rate;
• a fund-level percentage incorrectly applied to an individual investor; or
• an unlisted fund interest represented as freely tradeable.

AI should not independently decide:

• that an investor has an enforceable redemption right;
• that a transfer is permitted;
• that an offer will occur next quarter;
• that the board must approve repurchases;
• that liquidity is sufficient;
• that NAV is fair value for a specific transaction;
• that a tender will be accepted;
• that an unfulfilled request automatically rolls forward;
• that a fund is solvent;
• that portfolio assets can be sold without loss; or
• that an investment is suitable.

Those are legal, contractual, valuation, liquidity-management and investment judgments.

What DaDepo can contribute

DaDepo does not need to become a private-credit fund manager.

It does not need to provide redemption liquidity.

The useful role is information infrastructure.

An Asset Passport can connect:

Underlying loans
    ->
Portfolio
    ->
Fund vehicle
    ->
Investor interest
    ->
Liquidity rights
    ->
Repurchase offer
    ->
Tender
    ->
Proration
    ->
NAV
    ->
Settlement

That can make it easier to answer:

• what the investor actually owns;
• what assets sit underneath the vehicle;
• whether the investor interest is listed;
• what transfer rights apply;
• what repurchase mechanism exists;
• whether the mechanism is mandatory or discretionary;
• which offer is currently relevant;
• how much the investor tendered;
• how much was accepted;
• what units remain;
• what price applies;
• whether cash has been paid; and
• which source proves every state.

The platform does not create liquidity.

It makes liquidity rights and liquidity events inspectable.

What DaDepo does—and does not do

Creating or reviewing a fund-interest Asset Passport does not mean that DaDepo has:

• valued the underlying loan portfolio;
• calculated official NAV;
• audited a fund;
• verified every portfolio asset;
• determined that a fund is liquid;
• guaranteed a repurchase offer;
• determined an investor’s legal redemption rights;
• accepted a tender;
• approved a transfer;
• acted as fund manager;
• acted as transfer agent;
• acted as administrator;
• acted as custodian;
• operated a secondary market;
• provided financing;
• guaranteed settlement;
• assessed investment suitability;
• recommended an investment; or
• provided legal, investment, accounting, tax, regulatory, fund-management or valuation advice.

Important: DaDepo provides technology and information tools. It does not provide fund management, brokerage, custody, transfer-agency, administration, liquidity facilities, legal, investment, accounting, tax, regulatory or valuation advice or services unless a specific service is expressly identified and lawfully provided. Fund-interest ownership, transferability, repurchase rights, pricing, proration and settlement depend on the governing documents, current offer terms, applicable law and authoritative records.

A practical semi-liquid fund-interest checklist

Before a private-credit fund interest is described as liquid, semi-liquid or redeemable, ask:

1. Asset identity: What exact vehicle and unit class does the investor own?
2. Legal form: Is the vehicle a fund, BDC, partnership, trust or another structure?
3. Listing: Are the units traded on an exchange or other market?
4. Transferability: Can the units be transferred privately?
5. Consent: Does a transfer require manager, board or other approval?
6. Liquidity mechanism: Is liquidity provided by a market, redemption right, issuer repurchase offer or another mechanism?
7. Obligation: Is the vehicle required to provide liquidity or is it discretionary?
8. Frequency: How often are liquidity windows expected?
9. Current offer: Is a repurchase offer actually open now?
10. Offer size: What is the current maximum amount or percentage?
11. Reference base: What outstanding-unit or NAV base is used for that limit?
12. Eligibility: Which investors and units may participate?
13. Tender deadline: When must the request be received?
14. Withdrawal right: Can the tender be withdrawn before expiry?
15. Demand: How much was tendered in aggregate?
16. Oversubscription: Did requests exceed the offer?
17. Proration: What method applies?
18. Investor request: How many units did this investor tender?
19. Accepted amount: How many were actually accepted?
20. Remaining amount: How many units does the investor still own?
21. Re-tendering: Must remaining units be tendered again in a later offer?
22. Valuation date: When is NAV used for pricing determined?
23. NAV source: Who calculates and finalises it?
24. Repurchase price: What price per unit applies?
25. Fees: Do any early-repurchase or other charges apply?
26. Payment date: When should cash be paid?
27. Settlement: Has cash actually arrived?
28. Funding source: How is the fund financing the repurchase?
29. Portfolio liquidity: What liquidity exists in the underlying investments?
30. Vehicle liquidity: What cash, financing and subscription resources does the vehicle have?
31. History: Were prior repurchase offers oversubscribed?
32. Current state: Can every liquidity claim be traced to a current source and date?

If the answer to:

“What can this investor actually turn into cash today, under which right, at what price and through which process?”

is unclear, the liquidity record is incomplete.

The broader lesson extends beyond private credit

The same distinction appears in many private-market structures.

Real-estate funds

A building can have a valuation while fund units face gated or capped liquidity.

Infrastructure funds

Long-duration assets can generate stable cash while investor interests remain difficult to transfer.

Private-equity continuation vehicles

The underlying companies may continue unchanged while investors choose between rolling and selling.

Receivables funds

Invoice pools may pay down rapidly while fund-level withdrawal rights follow separate rules.

Mortgage vehicles

Monthly borrower payments do not automatically create immediate investor redemption capacity.

Litigation-finance funds

Claims may progress or settle on unpredictable timelines while fund investors have different liquidity rights.

Tokenised fund interests

Putting the unit on a digital rail does not automatically change the legal right to redeem it.

The rule is general:

Asset liquidity belongs to the specific asset and right being measured.

Tokenisation would not solve the 5% problem by itself

Suppose the North Haven fund interest were represented by a token.

The token might make identity, transfer instruction, ownership record, reconciliation or settlement automation more efficient.

It would not automatically transform:

5% issuer repurchase capacity

into:

100% immediate liquidity

unless another genuine market or liquidity provider existed and the governing rights allowed it.

A tokenised illiquid right can still be illiquid.

That is why digital representation and liquidity rights should remain separate objects.

The liquidity layer deserves its own Asset Passport state

DaDepo’s broader private-asset model already has reasons to track identity, ownership, documents, valuation, collateral, servicing, portfolio membership, transfer, settlement and provenance.

Semi-liquid funds add another layer:

Liquidity entitlement

That entitlement is not static.

It can move through:

No current window
    ->
Offer announced
    ->
Eligible
    ->
Tendered
    ->
Oversubscribed
    ->
Prorated
    ->
Accepted
    ->
Valued
    ->
Paid

Or:

Tendered
    ->
Partially accepted
    ->
Remaining interest
    ->
Future offer

That is an asset lifecycle.

A 5% exit door can coexist with an 11.4% queue

That is what makes the Morgan Stanley example useful.

The fund has a NAV.

The fund owns a portfolio.

The units exist.

Investors have a periodic route to request liquidity.

But the route has capacity.

When demand exceeds that capacity, not every investor exits when they first ask.

Nothing about that requires the underlying loans to disappear.

Nothing about it means the NAV ceases to exist.

Nothing about it means every remaining investor is permanently trapped.

It simply demonstrates that these are different asset facts:

Value
Ownership
Liquidity right
Liquidity request
Liquidity capacity
Accepted exit
Cash settlement

Private-market infrastructure should not collapse them into one field.

A fund interest can have a value without having an immediate exit. The liquidity right needs its own identity, terms, event history and settlement state.

That is what a 5% exit door for an 11.4% queue reveals about asset liquidity.

Further reading

• Reuters: Morgan Stanley private credit fund redemption requests remain elevated in third quarter
• SEC: North Haven Private Income Fund — third-quarter 2026 Schedule TO
• SEC: North Haven Private Income Fund — third-quarter 2026 repurchase notice
• SEC: North Haven Private Income Fund — form of repurchase acceptance letter
• SEC: North Haven Private Income Fund — final second-quarter 2026 tender results
• SEC: North Haven Private Income Fund — second-quarter investor update
• SEC: North Haven Private Income Fund — final first-quarter 2026 tender results