Fees and Compensation — Form ADV Part 2A (9/16/2016)
[Brochure]
Item 5 – Fees and Compensation
Management Fees
Management fees vary with each client and are explained more fully in each client’s Memorandum or
IMA. Circle Lane is generally paid a management fee monthly in arrears according to the terms of the
relevant agreement with each client. The management fee may be up to 2.0% (annualized) of (i) the net
asset value of the shares or interests of each Fund held by investors and certain Managed Accounts, and
(ii) the notional value of certain other Managed Accounts. Circle Lane or an affiliate receives annual
performance-based compensation of up to 25% of the realized and unrealized net profits of a Fund or
Managed Account as defined and calculated in the applicable Memorandum or IMA. Investors do not
bear performance-based compensation on annual net profits until any respective aggregate net losses from
any prior period are recovered. Management fees and performance-based compensation may vary for
certain investors or classes thereof.
Management fees are prorated for partial periods. Performance-based compensation is charged at fiscal
year-end (or quarterly, as the case may be) but may be charged during a fiscal year (or quarter) upon the
termination of a Managed Account or upon an investor’s redemption from a Fund, as applicable. Circle
Lane and the General Partner may waive, modify or calculate differently the management fee and any
performance-based compensation paid by any client or investor in a Fund on a case by case basis.
Unless otherwise agreed upon with a client, management fees and performance-based compensation are
generally debited directly from Fund accounts and are generally billed to the Managed Accounts.
Expenses
As more fully described in each Fund’s respective Memorandum and the IMA establishing each Managed
Account, the Funds and the Managed Accounts generally bear expenses in connection with legal,
compliance, administrator, audit and accounting expenses (including third party accounting, compliance
and legal services); fees paid to third-party consultants (including risk consultants); organizational
expenses; investment expenses such as commissions, research fees and expenses (including Bloomberg
and similar subscriptions and data services and research related travel); interest on margin accounts and
other indebtedness; borrowing charges on securities sold short; custodial fees; bank service fees;
insurance costs (including D&O and E&O insurance for Circle Lane and the General Partner and outside
directorship and Review Committee liability); independent Master Fund Review Committee members’
fees and expenses; expenses of regulatory compliance, filings and reporting (including but not limited to
Section 13 and Section 16 filings); other expenses related to the purchase, sale or transmittal of assets;
and administrative expenses (including legal, auditing, recordkeeping, administration, fund accounting,
tax return preparation fees, expenses of printing and dispatching offering materials to investors).
The above description of Fund expenses is not intended to be exhaustive. For a description of the fees and
expenses borne by each Fund, please see the applicable Fund’s Memorandum.
Account Minimums and Types of Clients — Form ADV Part 2A (9/16/2016)
[Brochure]
Item 7 – Types of Clients
Circle Lane primarily provides investment advice to the Funds and the Managed Accounts, as described
above. It may provide investment advisory services to additional clients in the future. Circle Lane is under
no obligation to accept any client and may decline acceptance of a client in its sole discretion.