Fees and Compensation — Form ADV Part 2A (3/9/2022)
[Brochure]
Item 5: Fees and Compensation
A. Adviser is compensated for its management services to the Fund primarily through a
“Management Fee,” payable monthly in advance, in amount equal to (i) three-tenths percent
(0.3%) per annum of cash and cash equivalents as of the first day of each month, plus (ii) the
following percentages of the invested assets (all assets of the Fund other than cash and cash
equivalents) as of the first day of each month:
Up to $50 million 3.0%
$50 million to $75 million 2.0%
$75 million to $100 million 1.0%
$100 million and above 0.75%
However, Adviser retains the authority to waive and defer its Management Fee in whole or in part
in its sole discretion, as further described in the Memorandum. of its The Management Fee is
calculated on a tiered basis, with the lower fee percentage being applied to each incremental
level of invested assets.
Adviser is also compensated through (1) an “Acquisition Fee” equal to 3% of the total price paid
for each investment, which includes single or multi-family properties, commercial real estate and
loans (will be reduced to the extent that an affiliated broker of the Adviser receives a commission
from the property seller/contributor); (2) a “Disposition Fee” equal to 3% of the gross sale price for
each disposed asset (including sales of assets in bulk portfolios or through a sale constituting a
change of control), whether or not the Fund also engages an outside broker to sell the property,
provided that total selling commissions and disposition fee will not exceed 6%; (3) a “Financing
Fee” equal to the difference between 1% of the principal amount of the loan and amounts paid to
any loan brokers (if Adviser is so engaged by the Fund to secure financing for a property); (4)
loan origination expenses; (5) an “Equity Contribution Fee” equal to 3% of new equity
contributions to the Fund and the Operating Company; (6) an “Asset Management Termination
Fee” equal to 3% of the determined share value at the time of the termination plus any previously
deferred asset management fees, if the management agreement with the Fund is not renewed or
the Fund terminates the management agreement without cause; (7) a “Property Management
Fee” for the provision of property management and leasing services, which is based on the total
monthly base rent collected during the month pursuant to the following schedule:
$100 million or less 4.0%
$100 million to $300 million 2.75%
$300 million or more 2.5%
(8) a “Leasing Fee” equal to 6% of the total base rent received over the initial term of each lease
(unless the term exceeds ten years, in which case Adviser shall receive 6% over the first ten
years and 2% for the remaining term of the lease) and 3% of any properly executed lease
renewal agreements; and (9) other organizational expenses, offering expenses, and operating
expenses. For a complete description of fees and expenses, please refer to the Memorandum.
Account Minimums and Types of Clients — Form ADV Part 2A (3/9/2022)
[Brochure]
Item 7: Types of Clients
Adviser provides its management services solely to the Fund. The Fund requires a minimum initial
investment of $25,000.
Filed 2021-06-28 (D/A) · Exemption 506(c), 3(c), 3(c)(5) · Minimum $25,000 · Remaining Indefinite · Duration More than one year · Revenue Decline to Disclose
AUM Breakdown
Accounts
AUM ($M)
By Client Type
(a) Individuals (other than high net worth individuals)
0
0.0
(b) Individuals (high net worth individuals)
0
0.0
(c) Banking or thrift institutions
0
0.0
(d) Investment companies
0
0.0
(e) Business development companies
0
0.0
(f) Pooled investment vehicles
1
29.4
(g) Pension and profit sharing plans
0
0.0
(h) Charitable organizations
0
0.0
(i) State or municipal government entities
0
0.0
(j) Other investment advisers
0
0.0
(k) Insurance companies
0
0.0
(l) Sovereign wealth funds and foreign official institutions
0
0.0
(m) Corporations or other businesses not listed above