Item 5: Fees and Compensation
Goehring & Rozencwajg Associates is compensated for its advisory services as follows, depending
upon the nature of the client account. Advisory fees are payable in arrears and deducted from the
relevant account either monthly or quarterly.
Institutional and High-Net Worth Separately Managed Accounts the UCITS Fund and the
Registered Investment Scheme.
GRA is compensated for its advisory services for Institutional and High-Net Worth separately
managed accounts by assessing a fee at a specified annual percentage rate of the account’s assets
under management. GRA’s standard fees are listed below. In certain circumstances, GRA may be
compensated at a rate that is different from the fees listed below, depending upon the nature of the
client, the client’s imposed restrictions (if any), the size of the account and other business
considerations. In every case, the advisory agreement will stipulate whether fees will be deducted
from the client’s assets or billed separately. In most circumstances, clients will be billed on a
quarterly basis; however, the frequency of billing is subject to negotiation. In addition to the
advisory fees listed below, Institutional and High Net-Worth separately managed accounts will be
responsible for certain additional fees including: custodial fees, third party advisory fees (primarily
in the event that the account is invested in certain ETFs or other pooled investment vehicles),
consultant fees, brokerage fees and exchange fees. Further information regarding brokerage
policies and procedures can be found in Section 12 of this brochure.
Our current annual fee for advisory services is 0.90% of assets under management or advisement.
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Advisory Fees for the Goehring & Rozencwajg Investment Funds
The Goehring & Rozencwajg Resources Fund (the Fund) pays GRA an advisory fee at a specified
annual percent rate of the Fund’s average daily net assets under management. Additional
information about the fees charged to the Fund can be found in the Prospectus and Statement of
Additional Information, available at the Fund’s website (www.gr-funds.com). Additional
information can also be found on the Securities and Exchange Commission (“SEC”) website
(www.sec.gov).
Sub-adviser fees for Unaffiliated Registered Funds
GRA plans to offer its investment services to unaffiliated registered funds in a sub-advisory
capacity. In these arrangements, the fees payable to GRA and all payment details will be
negotiated with the registered fund or its investment adviser.
Private Funds
The fees and expenses associated with an investment in the private funds for which GRA serves
as investment adviser are described in detail in the fund’s offering documents. GRA may, in its
discretion, manage other private funds with higher or lower fees, different fee structures, different
expense payment arrangements and different withdrawal or redemption rights, than the existing
fund. GRA in its sole discretion may waive, reduce or modify the advisory fee to be borne by an
investor in a private fund for any reason, which may not be disclosed to other investors in the same
private fund.
Negotiation of Advisory Fees
GRA, in its sole discretion, may negotiate alternative fees with other funds or accounts that it
manages in the future. Different client facts and circumstances will be considered in determining
such advisory fees, including the client’s investment strategy, assets under management, account
composition, reporting requirements, economies of scale, if any, and any other factors GRA deems
relevant. All such fees will be set forth in agreements with such clients.
Other Expenses
As described in the offering documents and/or the advisory agreement or sub-advisory agreement,
as applicable, with each client, GRA is authorized to incur and pay in the name and on behalf of
each client all expenses which it deems necessary or advisable. GRA generally is responsible for all
of its own overhead expenses of an ordinarily recurring nature such as rent, utilities, supplies,
secretarial expenses, stationery, charges for furniture, fixtures and equipment, employee benefits
including insurance, payroll and other taxes and compensation (and related costs) of all personnel.
Except as otherwise set forth in the offering documents and/or the advisory agreement or sub-
advisory agreement, as applicable, clients incur brokerage costs, third-party execution costs (if any)
and other transaction costs associated with GRA’s management of the accounts’ portfolio securities.
Please refer to the discussion of GRA’s brokerage practices in Item 12, “Brokerage Practices”
below.
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In addition to the applicable advisory fee and brokerage and transaction costs, the Fund generally
is responsible for its proportionate share of certain administrative expenses; transfer and dividend
disbursing fees and costs; taxes; accounting services; custodian expenses; federal and state
securities registration fees; proxy costs; and the costs of preparing prospectuses and reports sent to
shareholders, as will be described in its prospectus, as supplemented from time to time. In addition,
the Fund pays other types of fees and expenses, including, but not limited to, distribution fees, fees
of the Fund’s independent trustees, and insurance expenses. Information regarding these fees and
expenses is included in the Prospectus and Statement of Additional Information for the Fund.
Private fund expenses, including expenses associated with any private investments, may include but
are not limited to: (a) fees related to accounting, trading, portfolio management and risk
management systems, (b) research subscriptions and expenses, (c) legal and consulting fees related
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