Item 5 – Fees and Compensation
Management Fee. For its services in evaluating, selecting and, where appropriate, negotiating
investments for the Funds, and otherwise managing and administering the Funds’ activities and
affairs, the Funds will pay Land & Buildings a quarterly Management Fee. The Management Fee
varies among investors though as outlined in the governing fund documents is typically .25%-0.5%
per quarter (1.0% to 2.0% per year). Special Investment account Management Fees are also outlined
in the governing fund docs and are typically equal to 0.5% (2.00% annualized) of the net asset value
of each limited partner’s Special Investment account. The Management Fee is payable in advance
based on the net asset value of each capital account of each investor on the first day of the Fiscal
Quarter.
For purposes of determining the Management Fee, Land & Buildings values the Funds’ assets in
good faith and has engaged its Administrator, SS&C GlobeOp, to provide independent third-party
valuation of the securities. The Management Fee is prorated for Fund investors who contribute
capital to a Fund during a quarter. Land & Buildings has the authority to waive all or any portion of
this Management Fee with respect to any investor in any Fiscal Quarter. Please consult each
individual Fund’s offering documents for complete information regarding calculation and payment
of the Management Fee. For SMAs, Management Fees are generally negotiated on a case-by-case
basis. The fees charged to any given Client may be higher than fees charged to other Clients for
advisory services to accounts of comparable size and investment objectives.
Performance Fee. Land & Buildings will also receive a Performance Fee from investors’ capital
accounts in the Funds. The Performance Fee with respect to each capital account of each investor in
a Fund is generally between 10% to 20% of the profits (including realized and unrealized gains and
losses) of the Fund (in accordance with traditional high watermark treatment). Thus, losses incurred
with respect to a capital account prior to the current fiscal year must be recouped before a
Performance Fee is made with respect to that capital account in the current fiscal year. For the
avoidance of doubt, an annual Performance Fee will be taken on each Special Investment in a Fund
based on the net increase or net decrease in the net asset value of such Special Investment, and if a
participating investor has another investment in the main class of the Fund, the increase or decrease
in the net asset value of a Special Investment will be segregated and calculated independently of the
performance of its other investment in determining the annual Performance Fee in respect of such
limited partner. The Performance Fee for Special Investments, including those previously invested,
may be calculated differently.
Land & Buildings may waive all or any portion of the Performance Fee with respect to any investor
in any Fund or SMA in any fiscal period. Please refer to the individual Fund’s offering documents
for complete information regarding allocations of profits and losses and calculation of the
Performance Fee. For SMAs, Land & Buildings will also generally receive a Performance Fee with
respect to each capital account of each investor in a SMA of 20% of the profits, which is subject to
negotiation.
The Performance Fee is allocated only to Clients and investors who are considered qualified and in
accordance with Rule 205-3 under the Investment Advisers Act of 1940.
Expenses. The Funds will pay (or reimburse Land & Buildings) all organizational expenses of the
Funds, any expenses incurred or accrued in connection with the offer and sale of Fund interests,
expenses related to the research, due diligence and monitoring of actual and prospective investments
(whether or not consummated) and the consummation of investments, including, without limitation:
brokerage, prime brokerage and futures commission merchant fees, commissions and expenses;
interest on margin and other borrowings and fees related to financings or refinancings; interest and
other borrowing charges on securities sold short; custodial fees and expenses; clearing and settlement;
bank service fees; third-party investment sourcing fees; fees and expenses related to obtaining
research and market data (including, without limitation, any information technology hardware,
software or other technology incorporated into the cost of obtaining such research and market data);
travel and other expenses relating to sourcing and investigating investment opportunities; fees and
expenses of third-party professionals, including, without limitation, consultants, investment bankers,
attorneys and accountants; and all expenses related to activist investing including professional fees
and all costs related to proxy contests including legal, proxy solicitation, public relations, investment
banking, nominee expenses (including whether nomination is successful or not), internal and third-
party investment due diligence expense on the issuer and its management and board, any connected
litigation related to an activist investment, compliance, regulatory filings, and other miscellaneous
expenses; the operating expenses of the Funds, including, without limitation: fees and expenses
relating to information technology hardware, software or other technology (including, without
limitation, costs of software licensing, implementation, data management and recovery services and
custom development) used to research investments, evaluate and manage risk, facilitate valuations,
facilitate accounting functions, facilitate compliance with the rules of any self- regulatory
organization or applicable law (including, without limitation, reporting obligations), facilitate and
manage the order execution of securities or otherwise manage the Funds or any trading subsidiary,
such as portfolio management systems, risk management systems, order management systems and
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