Item 5: Fees and Compensation
The fees applicable to each of the Funds are set forth in detail in the corresponding Offering Documents. A
brief summary of such fees is provided below.
Management Fee
Greenland will not be paid an investment management fee (“Management Fee”) at this time. The Firm, in
its sole discretion, may change the level at which it receives the Management Fee.
The Firm, in its sole discretion, may also waive or modify the Management Fee for Investors, including,
without limitation, those Investors that are members, principals, employees or affiliates of the General
Partner and Firm, and relatives of such persons.
Incentive Allocation
The General Partner will be entitled to an annual incentive allocation equal to (i) with respect to the Class
A Shares, twenty percent (20%), and (ii) with respect to the Class F Shares, fifteen percent (15%), in each
case, of realized and unrealized income and gains and other net income in excess of the High Watermark
during each fiscal year (the “Incentive Allocation”).
The General Partner will have the right, without the consent of, or notice to, any other Investor, to reduce,
waive, assign, grant participation in or otherwise share or modify the Incentive Allocation.
Other Types of Fees or Expenses
Startup Expenses
The Funds will bear all of their organizational and offering expenses and startup expenses and their pro rata
share of the organizational and offering expenses and startup expenses of the Funds, the General Partner
and the Firm (collectively, the “Startup Expenses”) and will reimburse the General Partner, the Firm
and/or the Principal, as applicable, to the extent that any of them bears Startup Expenses on behalf of the
Funds, in each case, including such costs incurred at or prior to the formation of the Funds and prior to the
initial closing of the Funds. Such Startup Expenses will include, without limitation, all costs and expenses
incurred in connection with the Funds’, the General Partner’s and the Firm’s formation, the salaries, fringe
benefits, bonuses and other payments made or reimbursed to all employees, contractors and consultants,
including, without limitation, portfolio managers, members of a portfolio manager’s team, and members of
management, and fees paid to persons or entities who assist in identifying and recruiting portfolio managers
and other personnel, in each case, prior to the initial closings of the Funds, expenses related to maintaining
offices by the General Partner and the Firm, including, without limitation, leases, rent, furniture, fixtures,
leasehold improvements and office supplies, and the marketing, offering and sale of the Interests, including,
but not limited to, legal and accounting fees and expenses, registration fees, filing fees and all costs and
expenses incurred in connection with the preparation of offering and organizational documents, marketing
and similar materials, and drafting and negotiating contracts with service providers at or prior to the
formation of the Funds and prior to the initial closings of the Funds.
Operating Expenses
The Funds will bear all of their operating expenses and their pro rata share of the operating expenses of the
Master Fund (collectively, the “Fund Expenses”), including such costs incurred at or prior to the formation
of the Funds and prior to the initial closings of the Funds and including expenses incurred by the Firm
and/or the General Partner with respect to, or in connection with, the Funds, which expenses will include,
without limitation:
(a) Startup Expenses; (b) all operating costs and expenses of the Firm and the General Partner, including,
without limitation, (i) salaries, fringe benefits, bonuses, performance-based compensation and other
payments made or reimbursed to all employees, contractors and consultants, including, without limitation,
Portfolio Managers, members of a Portfolio Manager’s team, and members of management, expenses and
fees paid or reimbursed to consultants, subcontractors and agents, and investment advisers engaged directly
by the Funds and its affiliates, and fees paid to persons or entities who assist in identifying and recruiting
Portfolio Managers and other personnel; (ii) expenses related to computers, equipment and technology
(including, without limitation, information technology hardware and software and third-party software
licensing, implementation, data management and recovery services and custom development costs); (iii)
expenses related to maintaining offices by the Firm and the General Partner, including, without limitation,
leases, rent, furniture, fixtures, leasehold improvements and office supplies; (iv) legal, auditing, accounting
and tax fees and expenses associated with the Firm’s and the General Partner’s operations, including,
without limitation, expenses associated with the preparation of financial statements, tax returns and
Schedules K-1; (v) expenses associated with tax, legal, regulatory and compliance filings, including,
without limitation, filing fees and costs of software and systems relating to such filings, of the Firm and the
General Partner, including, without limitation, expenses associated with preparation and filing of the Firm’s
Form ADV, Form 13F, Form 13H and Form PF, if applicable, and any other similar filing in any other U.S.
or non-U.S. jurisdiction; and (vi) expenses incurred in connection with exams or responding to requests or
inquiries from any U.S. federal, state, local or non-U.S. governmental entity or authority, regulatory body
or self-regulatory organization with respect to the Firm and the General Partner; (c) expenses associated
with all investments and transactions considered, evaluated and/or consummated by the Funds, as well as
overall consideration and evaluation of the Funds’ portfolio, including, without limitation, those expenses
incurred before the initial closing of the Funds, including, without limitation, expenses associated with
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