“Catch-up Provision”是基金中的追补条款，指的是普通合伙人（GP）向有限合伙人（LP）支付了优先收益后，再对普通合伙人（GP）投资回报追补的相应条款规定。

这一条款是私募股权投资合伙协议中的常见项。例如，双方事先约定一个利润分成比例m以及门槛收益率n，当实际收益率r超过n之后，超额部分全部追补给GP，直到GP获取的收益率占实际收益率r的比例达到m为止，此时实际收益率r*=n/1-m。此后基金若还有超额的收益，则超过r*的收益部分将按照固定的比例（例如LP：80%，GP：20%）进行分配。

其英文释义如下，供题主参考：Most private equity funds also have a catch-up clause that can be found in the distribution section of the PPM. This clause is meant to make the manager whole so that their incentive fee is a function of the total return and not solely on the return in excess of the preferred return. For example, if the preferred return were 8% and the manager had a 20% performance fee subject to a catch up, the distributions would flow as follows: The investor would receive an annualized 8% preferred return and their capital back. The manager would then receive 100% of distributions until they receive 20% of all annualized profits (aka the catch up clause). All remaining dollars would be split on an 80%/20% basis, with the majority going to investors.