A Qualified Purchaser (QP) is a higher-tier SEC investor classification defined under the Investment Company Act of 1940. It requires substantially more wealth than accredited investor status (typically $5 million+ in investments for individuals, $25 million+ for entities), and is used as the eligibility threshold for participation in private investment funds structured under Section 3(c)(7). The structure allows funds to have more LPs than the 100-investor limit of Section 3(c)(1) funds. It is the higher wealth gate that distinguishes participation in larger private investment funds from participation in smaller venture funds.
The thresholds: