Item 5─Fees and Compensation
As compensation for its services to the Funds, Astenbeck is entitled to receive a
management fee (the “Management Fee”) from each Fund pursuant to its Offering
Materials. The Management Fee ranges between 1.0% annualized and 2.0% annualized
of the net asset value of each Fund and is payable quarterly in arrears. For subscriptions
made during a quarter, the Management Fee is prorated. The Management Fee is
calculated prior to deduction of the Management Fee and prior to any accruals for, or the
payment of, the Performance Compensation (if applicable, as defined below in this Item
5). For Investors in certain Funds that make an investment in particular classes above a
specified threshold the Management Fee is reduced by 0.25% with respect to the portion
of such investment above the specified threshold. In addition to the Management Fee
described above, either Astenbeck or an affiliate of Astenbeck, as applicable, may receive
a 20% performance fee or allocation determined as of the last day of each fiscal year for
each Fund, as applicable, calculated as a portion of the profits of such Fund (the
“Performance Compensation”). The Management Fee and Performance Compensation is
negotiable and may be reduced or waived, in the discretion of the general partner of a
Fund (“General Partner”) or the board of directors of a Fund (the “Board of Directors”),
if applicable, with the consent of Astenbeck. A number of Astenbeck employees and
former employees who invested in the Funds when they were employees are not charged
Management Fees or Performance Compensation. Pursuant to the Offering Materials, the
Management Fee and Performance Compensation are typically deducted directly from
Investors’ accounts in the Funds. However, one Fund receives an invoice for the
Management Fee and Performance Compensation. The Funds’ Offering Materials
provide further details on fees and compensation.
In addition to Astenbeck’s Management Fee and Performance Compensation,
each Fund also bears any fees and expenses incurred in connection with its organization
and operation and the ongoing offering of its interests, as well as the ordinary
administrative and operating expenses, fees and expenses of internal or external
administration of such Fund, risk management expenses, ordinary and recurring
investment expenses, including custodial costs, brokerage commissions, dealer spreads,
give up fees, exchange fees, NFA fees and related transaction costs and interest charges
with respect to investments, consulting fees, legal, accounting and auditing expenses
incurred in preparing, printing and delivering all reports and tax information for Investors
and regulatory authorities, directors’ fees and expenses, insurance premiums including
premiums for professional liability (errors and omissions) and directors’ and officers’
insurance covering Astenbeck, its officers and directors and the directors of such Fund, as
well as all filing costs and fees (including any filings made by Astenbeck relating to a
Fund, such as filings required by the EU Directive 2011/61/EU on Alternative Investment
Fund Managers (“AIFMD”)) and any other expenses which Astenbeck determines to be
directly related to the investment of such Fund’s assets, as well as any extraordinary fees
and expenses it may incur, including any litigation fees and expenses. Regarding any
Funds that are part of a master-feeder structure, each feeder Fund in such structure will
bear all of its own fees and expenses as well as its pro rata share of the relevant master
Fund’s fees and expenses. To the extent that there is a shared expense among any of the
Funds, on the one hand, and Astenbeck, on the other hand, Astenbeck will allocate the
expense among such Fund(s) and itself in a manner that it determines is fair and equitable
under the circumstances to all parties. Any expenses described above for a Fund are
generally allocated among the Investors in such Fund on a pro rata basis, as described in
the Fund’s Offering Materials.
Save where otherwise stated, none of the foregoing fees, expenses and costs are
subject to a maximum level or pre-determined limit.
Fund Investors may also be subject to a redemption fee in respect of a redemption
made within the first one to three years of each capital contribution to a Fund. The
redemption fee ranges between 1.0% and 4.0% of the Investor’s capital contribution to a
Fund, if applicable.
None of our supervised persons receive sales compensation relating to the
securities that we recommend to, or purchase for, our clients.