Item 5. Fees and Compensation
In General - Pooled Investment Vehicle Fees
We provide investment advisory services to U.S. or offshore-domiciled pooled investment vehicles
or other private funds. Depending on the client’s fee arrangement and / or the legal structure of the
fund, fees are assessed either at the participant’s account level or at the fund or share class level.
Fees would typically be calculated based on average daily or monthly net assets, depending on the
duration profile of the fund’s investment strategy, and correspondingly payable monthly or
quarterly in arrears. Participants’ accounts may also be subject to additional charges such as
custody, brokerage and other transaction costs, and/or administrative or other expenses. Fees are
not generally negotiable, though they may be waived or deferred at the discretion of the fund in
accordance with the fund’s offering materials. Such waivers and deferrals would cause some
clients or groups of clients to pay fees that would be less than the basic fee schedules disclosed in
a fund’s offering materials. In addition, funds that we potentially manage might also be subject to
performance fees. All such fees and expenses would be described in detail in the applicable fund’s
offering documents.
Private Fund Management
The funds charge different management fees based on a percentage of the applicable fund’s net
asset value. Fees are typically calculated based on month end valuations and paid to the fund by
investors either monthly or quarterly in arrears depending on the specific fund. With respect to
certain funds, investors can select to pay their fees through redemption of units. We receive a
management fee as set out below which covers all management, portfolio management and risk
management services, as well as any other expenses relating to the offering of units.
With respect to the Equity-Strategy Funds, we pay out of the management fee we receive the fees
charged by Walter Scott as agreed between the two parties from time to time. The Equity-Strategy
Funds may also be subject to additional charges such as custody, brokerage and other transaction
costs, administrative and other expenses. Fees are not generally negotiable, though they may be
waived, varied or deferred at our discretion in accordance with the Equity-Strategy Funds’ offering
BNY Mellon
Investment Adviser, Inc.
Form ADV Part 2A March 31, 2026
materials. Such waivers, variations and deferrals would cause some clients or groups of clients to
pay fees that are different from the basic fee schedules disclosed in in Equity-Strategy Fund’s
offering materials. Please see the applicable Equity-Strategy Fund’s offering materials for further
information regarding fees.
With respect to the Securities Lending Fund, we receive a management fee at an annual rate equal
to 0.03% of the daily average aggregate value of the units outstanding, computed and accrued
daily and payable monthly in arrears. The management fee covers all management, portfolio
management and risk management services, as well as any other expenses relating to the offering
of units. We in turn pay, out of the management fee we receive, the fees charged by the Bank as
subadviser, as specified in the offering documents of the Securities Lending Fund. In addition to the
management fee, investors in the Securities Lending Fund will bear certain operating and
administrative expenses of the fund, such as custody and insurance; we expect however that such
expenses would typically not exceed 0.01% of the daily average aggregate value of the units
outstanding.
Base Fee Schedule
Our fee management schedule generally ranges from 0.03% to 0.65% of AUM, based on the fund
selected by the client and/or the amount invested by the client in a given fund, and on whether the
fund selected features a single-rate or tiered-rate investment management fee structure.
Each fund pays custody fee and other fund expenses. We (and not a fund) will pay the subadviser a
sub-advisory fee out of the management fee we receive, which is based on a percentage of a fund’s
net asset value.
Our fees are based on the valuations provided by custodians or administrators. Generally, we do
not price securities or other assets for purposes of determining fees. However, to the extent
permitted by applicable law, including ERISA, from time to time, we or one of our affiliates will
be tasked with, or participate in, determining in good faith the asset values of securities held in
pooled investment vehicles we advise, if the market price for a security is not readily available, or
where we or our affiliate has reason to believe that the market price is unreliable. A conflict of
interest exists in situations where we are involved in the determination of the valuation of an
investment because we would benefit by receiving a fee based on the impact, if any, of the
increased value of assets in the account. In such circumstances, we require, to the extent possible,
pricing from an independent third-party pricing vendor. If vendor pricing is unavailable, we then
look to other observable inputs for the valuations including broker-dealers, index providers, and,
if applicable, fair value pricing committees of affiliated mutual fund entities. In the event that a
vendor price or other observable inputs are unavailable or deemed unreliable, we make a
BNY Mellon
Investment Adviser, Inc.
Form ADV Part 2A March 31, 2026
reasonable determination of a security’s fair value. When pricing a security, we attempt, in good
faith and in accordance with applicable laws, to determine the fair value of the security or other
assets in question based upon all available factors that we deem relevant at the time of
determination. In determining the fair value of a security, we seek to determine the price a client
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