There are several methods to get started in property investment, even though real estate is frequently the first choice of new investors looking to maximise returns and minimise risks. Because each real estate investment is different, it’s crucial to comprehend how buying and selling might appear, relying on your approach, when you enter the market, and the type of transaction you choose.

The property capital stack refers to the various investment levels in commercial real estate development, such as what we do at Private Investment Club, which are divided into three basic layers with varying investment types, yields, and dangers. Real estate evaluation and management are much simpler once you understand the capital stack.

Capital stack explained

The strata of capital investments needed to finance, construct, and manage a commercial real estate investment are referred to as the property capital stack. The capital stack specifies who is entitled rights to the revenue and profits the property earns during the holding term and after the sale, as well as in what sequence.

Crucially, it specifies who is entitled to the actual asset if the loan that is not guaranteed defaults. Gaining a thorough understanding of the financial structure of each given criterion and the risks and rewards involved will help you spread your holdings in the best possible way whether you invest in real estate through an online marketplace, platform, or other means.

In essence, the structure of the stack and your position within it as an investor will dictate how and when you are paid and if you have the right to own the fundamental property, says Sunil Tulsiani. Simply said, where you are in the stack indicates how exposed you are and how much return you should expect.

How the real estate capital stack operates

The three primary parts of the real estate capital stack are as follows:

The purchasing phase

Equity is at the bottom of the capital stack. Since common equity investors are paid last and come in first, they are at the highest risk in the stack. Holders of common stock have the highest risk tolerance requirements and the potential for the biggest returns.

When compared to the other two investment levels, equity investors often aim for a Return on Equity (RoE), which is different from debt investors. However, there is a greater risk at this level. For instance, holders of common stock typically have illiquid investments and aren’t assured to get their principal returned or even monthly payments.

The phase of civil works

The next place in the capital stack is preference equity/mezzanine debt. It is a fixed-income instrument that provides investors with passive, residual revenue. The centre of the stack is formed by this level. Mezzanine debt is secured by a pledge of ownership interest rather than the actual property.

Mezzanine debt has a somewhat greater risk profile than First Mortgage Fund (FMF) financing but is less hazardous than a common equity investment because the site value is higher after DA permissions and acquisition. Investors can therefore anticipate bigger returns than they would with FMF

The phase of construction

First Mortgage Fund is another debt-based or fixed-income product that provides investors with ongoing passive income on Private Investment Club deals.

It is the utmost priority debt in the real estate capital stack, which means that in the case of a default, FMF investments would be paid out first because they are secured by registered mortgages.

Debt holders will receive their full periodic payment before any other capital contributors if a property performs effectively and generates cash flows adequate to make periodic debt service obligations.

First Mortgage Debt is regarded as having reduced risk as a result. Investments in first mortgages can typically vary from 6 to 9%.

Why is the real estate capital stack important?

Two key factors make the property capital stack significant. From the standpoint of a real estate developer, the capital stack’s structure will affect a deal’s overall profitability. Understanding the capital stack can aid investors in deciding where and when to make investments.

What to think about when investing in commercial real estate transactions

You will be in a better position to decide whether the projected return justifies the risk you assume if you comprehend how a real estate capital distributes cash flow in each stage of the property capital stack.

If you are a commercial real estate investor who is less risk averse, FMF debt is often the safest position in the capital stack.

Be aware that as you climb up the capital stack, risk drops while potential return increases. As long as you are aware of the potential return in comparison to the risk, there is no “good” or “bad” position inside the stack. Additionally, you have the choice to diversify your portfolio by making investments in initiatives at every level.


Sunil Tulsiani says common equity, preferred equity, mezzanine debt, and senior debt almost always form the foundation of the capital stack for every real estate capital project. Knowing the investor’s position in the capital stack might help determine the level of risk they are exposed to from other players. A wise investor will investigate the involvement of lenders—who keep the property as collateral—as well as the relative returns of other equity holders—before investing in any venture.