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
Hidden Lake is paid an investment management fee (“Management Fee”) per annum of the
net asset value of the Funds.
The Fee will range from 1.00% to 1.75% per annum.
Hidden Lake, in its sole discretion, may waive or modify the Management Fee for any Investor.
Other Types of Fees or Expenses
Hidden Lake is authorized to incur and pay in the name and on behalf of the Funds all expenses
which they deem necessary or advisable.
Expenses paid by the Firm may generally be divided into two categories: (i) Operating
Expenses and (ii) Organizational Expenses. While the Firm is responsible for these expenses,
the Fund will pay these expenses with the Firm bearing its share of expenses through its
investment in the Fund.
Operating Expenses
The Fund will bear all expenses relating to its ongoing structure and operation (including
expenses of the Fund), including (a) the Management Fee; (b) all investment-related cost and
expenses (i.e., expenses that, in the Firm’s sole discretion, are related to the investment of the
Fund’s assets, whether or not such investments are consummated, including commissions and
charges, interest on margin accounts and other indebtedness, expenses relating to short sales,
clearing and settlement charges, option premiums and custodial and service fees, expenses
relating to consultants, attorneys, brokers or other professionals or advisors who provide
research, advice or due diligence services with regard to investments);(c) the Fund’s legal,
accounting, tax preparation and other tax- related expenses (including preparation costs of
financial statements, tax returns and reports to Limited Partners), auditing, consulting and
other professional expenses, third-party administration expenses (including any fees and
expenses related to investor relations, tax preparation and related reporting, data extraction
and other types of reporting and any audit or accounting services provided by a third-party
administrator); (d) fees and expenses related to portfolio exposure and performance
management systems, risk management services and software related to trade reconciliation,
treasury, margin, financial and counterparty management, risk monitoring, performance
reporting, valuation quotation services (e.g., Bloomberg terminals, historical and live financial
data and other similar services and data feeds) and trade order management systems
(including systems that facilitate trade compliance, commission management, stock locates
and transaction cost analysis, and third party service providers used for implementation,
custom reporting, updates, consultations, support, maintenance, monitoring and data
extracts); (e) certain compliance and reporting expenses and expenses attributable to
regulatory filings which are made with respect to the Firm or assets of the Firm (including
Section 13, Section 16, Form PF, FATCA, anti-money laundering compliance, blue sky filings,
general regulatory compliance and non-U.S. position reporting filings, if applicable); (f) the
Hidden Lake Asset Management LP Form ADV Part 2A Brochure
Fund’s pro rata share of Firm-related insurance costs (including the Fund’s pro rata portion of
director’s and officer’s insurance, errors and omissions insurance, fidelity insurance and other
similar policies covering the General Partner); (g) research-related expenses (including
research- related travel expenses); (h) any taxes (including but not limited to any withholding
taxes, transfer taxes, stamp duties and other governmental or self-regulatory agency-related
charges or duties); (i) all costs and expenses incurred in attempting to protect and enhance
the value of a Fund investment; (j) any extraordinary expenses; (k) the Firm’s pro rata portion
of the Fund’s expenses; (l) any fees and expenses related to the Firm’s liquidation, if applicable,
indemnification expenses; (m) fees paid to proxy and securities class action advisory firms; (n)
expenses relating to the offer and sale of Interests and withdrawals and transfers thereof; (o)
all fees and charges of custodians, clearing agencies and banks and (p) other reasonable
expenses related to the purchase, sale, preservation or transmittal of the Firm's assets.
The Fund does not have its own separate employees or offices, and it does not reimburse the
General Partner or Hidden Lake for salaries or office rent. As provided below under “Hidden
Lake Expenses,” the General Partner and Hidden Lake are responsible for all of their normal
overhead expenses and other similar expenses.
Organizational Expenses
The Fund will bear all costs and expenses relating to the organization of the Fund and to the
offering of Interests (including government filing fees, stamp duties or other taxes, legal and
accounting fees, printing and mailing expenses, and any other organizational costs, if any). To
the extent that the General Partner or Hidden Lake advances organizational expenses that
should be borne by the Fund and does not waive reimbursement of such expenses, the
General Partner or Hidden Lake will be reimbursed by the Fund.
Organizational expenses may be amortized over a period of up to 60 months from the date
the Fund commences operations at the sole discretion of the General Partner. If a Limited
Partner withdraws all or any portion of its Capital Account prior to the end of the period during
which the Fund is amortizing expenses, the Fund may, but is not required to, accelerate a
proportionate share of the unamortized expenses based upon the amount being withdrawn
and reduce withdrawal proceeds by the amount of such accelerated expenses.
Firm Expenses
The Firm is responsible for its overhead expenses of an ordinary and recurring nature, such as
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