Item 5 - Fees and Compensation
Management Fee
In light of the CPIP Fund’s wind down, we no longer charge any management fees with respect to any
investors in the CPIP Fund.
We do not charge management fees or performance-based compensation to the SMA. However, we
provided non-discretionary investment advice to the SMA regarding an investment in a private fund
managed by a third-party manager (the “Third Party Manager”). According to our agreement with the
Third-Party Manager, we or our related persons receive a portion of the asset-based fees and performance
fees our clients would have otherwise been charged directly from that manager with respect to their
investments in the private funds it manages.
Compensation from Distribution Arrangements
We have entered into distribution agreements with certain investment managers, under which we distribute
such managers’ investment products. We are paid with distribution fees in consideration for such services
(See Item 10).
Expenses
The CPIP Fund will bear all of the costs and expenses incurred in connection with its organization and the
organization of any other parallel or alternative entities, as well as for us in our capacity as the general
partner of the CPIP Fund and any other entity pertaining to the foregoing, as well as the offering of limited
partnership interests, including legal and accounting fees, expenses and fees related to our registration as
an investment adviser with the SEC and any applicable U.S. state securities authority, printing costs, travel,
filing and other administration expenses. Additionally, the CPIP Fund will bear all of the costs and expenses
directly related to its investment activities, including, as applicable, any third-party research costs, interest
expense, any costs and expenses that are not capitalized as part of the cost of an investment or reimbursed
by another party, any costs and expenses directly related to proposed investments which were not
consummated (i.e., broken-deal expenses), and brokerage costs (see Item 12 for additional information on
brokerage practices). In addition, the CPIP Fund will bear all of the costs and expenses relating to its
administration, including accounting, audit, administration, custodian and legal expenses, our regulatory
compliance fees and expenses to the extent related to the CPIP Fund, any insurance, indemnity or
litigation expenses, and costs associated with reporting and providing information to its existing and
prospective investors.
In addition, the CPIP Fund may in the future bear a portion of our operating and overhead expenses in an
amount equal to 0.1% per annum of the net asset value of the CPIP Fund.
As noted herein, the CPIP Fund continues to hold an investment in the Underlying Fund. To the extent that
the Underlying Fund pays fees to its investment manager or incurs expenses, the CPIP Fund would incur
indirectly such fees and expenses (which may be similar to those borne by the CPIP Fund while its capital
is invested in the Underlying Fund) in addition to the expenses above.
Please refer to the CPIP Fund’s offering memorandum or governing documents for a complete discussion
relating to the expenses chargeable to the CPIP Fund and its investors. The information contained herein is
a summary only and is qualified in its entirety by such document.
We bear the SMA’s pro rata portion of the expenses that should have been shared between the SMA and
the CPIP Fund.