ITEM 5 – FEES AND COMPENSATION
5. A. Adviser Compensation
Arjuna Capital’s fees are described generally below and detailed in each client’s advisory
agreement. Fees for services may be negotiated with each client on an individual basis
and may be different from Arjuna Capital’s stated fee schedules. Arjuna Capital may
group multiple accounts of a client (or group of related clients) together for fee billing
purposes.
Fees may change over time and as discussed below, different fee schedules may apply to
different types of clients, strategies and advisory arrangements. In such cases, Arjuna
Capital reserves the right to waive or reduce the fees charged to a particular client in its
sole and absolute discretion. In determining the value of an account for purposes of
calculating fees, securities that are not publicly traded are valued at cost unless otherwise
disclosed to the client.
Arjuna Capital’s standard fee schedule for separately managed accounts appears below:
1.00% per year for the first $2,000,000;
0.75% per year for the next $3,000,000;
0.50% per year for the next $5,000,000;
0.45% per year for the next $40,000,000; and
0.40% per year for amounts over $50,000,000
Other Advisory Fee Arrangements. Arjuna Capital reserves the right, in its sole discretion,
to negotiate and charge different advisory fees for certain accounts based on the client’s
particular goals, needs, overall financial condition, risk tolerance, and other factors
unique to the client’s particular circumstances.
In addition to asset based fees described above, Arjuna Capital earns compensation for
providing investment advisory services to the Private Funds in the form of an asset-based
management fee (the “Management Fee”) as well as, in certain circumstances,
performance-based distributions (carried interest), which is payable to an affiliated
general partner entity. Arjuna Capital’s fees are detailed in the constituent documents for
each Private Fund, which in each case are reviewed and executed by each Investor in the
applicable Private Fund. Investors who are Arjuna Capital wealth management clients do
not pay carried interest.
Each Private Fund shall pay to Arjuna Capital throughout the term of the Private Fund an
annual “Management Fee.” The Management Fee is payable quarterly in advance, on the
first day of each fiscal quarter. The Management Fee is pro-rated on a daily basis for short
fiscal periods, and additionally pro-rated on a daily basis (payable immediately) at any
time that there is an increase in the aggregate capital commitments. The fee schedule is
outlined in detail in the constituent documents of each applicable Private Fund.
New Summit Impact Fund II-A, LP, New Summit Impact Fund II-B, LP, New Summit Impact
Fund III-A, New Summit Impact Fund III-B, LP, and New Summit Impact Fund IV, LP each
pay to its General Partner a Management Fee based on the time elapsed from the initial
investment. The fees for Private Market Impact Fund I, LP do not change over time.
Management Fees charged do not exceed 1.25% per annum, however each Private Fund
may have multiple classes of interests with differing Management Fee structures. For a
full description, each Investor or prospective Investor must review the constituent
documents of the applicable Private Fund.
Income & Impact Fund. Income & Impact Fund is an LLC and does not have a General
Partner. Fees that are earned by Income & Impact Fund are paid directly to the LLC. Fees
are billed quarterly and in arrears after the net asset value of Income & Impact Fund has
been calculated.
5. B. Direct Billing of Advisory Fees
Clients may request that fees owed to Arjuna Capital be deducted directly from the
clients’ respective custodial accounts. In instances where a client has authorized direct
billing, Arjuna Capital takes steps to ensure that the client’s qualified custodian sends
periodic account statements, no less frequently than quarterly, showing all transactions
in the account, including fees paid to Arjuna Capital, directly to the client. Generally,
Arjuna Capital will invoice clients for their advisory fees whether direct billing is used or
not. Clients have the option to be billed by invoice to make a direct payment for fees
rather than having fees deducted from their account. Arjuna Capital will generally bill its
fees on a quarterly basis. Management fees are deducted quarterly in advance from all
Private Funds except Income & Impact Fund which is charged quarterly in arrears.
5. C. Other Non-Advisory Fees
Arjuna Capital’s advisory fee is generally exclusive of brokerage commissions, transaction
fees, and other related costs and expenses which shall be incurred by the client. If a client
invests in a third-party manager, there may be additional fees charged by the manager.
Clients may incur certain charges imposed by custodians, brokers and other third parties,
including but not limited to, fees charged by managers, custodial fees, deferred sales
charges, odd-lot differentials, transfer taxes, wire transfer and electronic fund fees, and
other fees and taxes on brokerage accounts and securities transactions. A client’s
portfolio may include positions in mutual funds or exchange traded funds which also
charge internal management fees, which are disclosed in those funds’ prospectuses. Such
charges, fees and commissions are exclusive of, and in addition to, Arjuna Capital’s fee,
and Arjuna Capital will not receive any portion of these commissions, fees, and costs. Item
12 further describes the factors that Arjuna Capital considers in selecting or
recommending broker-dealers for client transactions and determining the fairness and
reasonableness of commissions and service charges.
5. D. Advance Payment of Fees
Advisory fees for some separately managed accounts are billed quarterly in advance and
are payable upon receipt, commencing upon opening of the account. Certain advisory
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