FEES AND COMPENSATION
A. Fees and Compensation
The fees applicable to each Client are set forth in detail in each Client’s offering documents or
investment management agreements and all performance fees are charged in accordance with Section
205(a)(1) and Rule 205-3 of the Investment Advisers Act of 1940.
1. Management Fees
Management fees charged to the Clients range from 0 to 1.75% annually, which is typically based on
the net asset value of the Client. The management fees are generally paid monthly in arrears.
Makrana may waive or reduce management fees for certain classes or investors, including employees
and affiliates of Makrana, in its discretion.
2. Performance Fees
Performance fees and performance allocations generally are charged at year-end at a rate of up to 20%
of net annual profits to the Clients or to capital accounts maintained by the Clients for their investors.
For this purpose, net profits generally include both realized gains and losses and unrealized appreciation
and depreciation of securities held in the Clients’ portfolios.
Upon the complete or partial redemption by an investor other than at the end of a fiscal year, a
performance allocation, if any, will be made with respect to the amount being redeemed.
B. Payment of Fees
Fees and compensation are generally deducted from the assets of each Client. As discussed above,
management fees are generally deducted on a monthly basis and performance compensation is generally
deducted on an annual basis.
C. Additional Fees and Expenses
In addition to the Management and Performance fees, Clients will be subject to additional fees related
to early redemption or withdrawal. Such fees will be referenced in specific OMs related to a Client
offering.
In addition to the fees referenced above in 5 A-C inclusive, Clients will bear the following expenses,
either directly or indirectly: stamp duties, taxes, commissions, government and fiscal charges; foreign
exchange costs, annual fees, brokerages, bank charges, registration and licensing fees and expenses in
respect of the Clients; filing and collection fees; expenses connected with the issue and redemption of
Shares or capital accounts as applicable; the fees and expenses of auditors, prime brokers, the
administrator, tax advisers and legal advisers (associated with establishing and/or maintaining the
Clients, which includes the negotiation and preparation of contracts or agreements to which a Client is
a party); certain other expenses incurred in the administration of a Client, including middle office
functions; expenses of, or incidental to, convening, attending and holding meetings of shareholders
and/or the board of directors, without limitation, the expenses of and incidental to producing, printing
and posting or otherwise sending notices of meetings and any documents enclosed with such notices or
designed to be read in conjunction with such notices; legal and recording fees and expenses; Makrana’s
legal expenses incurred in relation to the operations of the Clients; advisory board fees and expenses, if
any; fees and expenses of the registered office provider; the retention of directors’ services for the
Clients; costs of insurance cover for the directors of the Clients; custodial fees and expenses; authorised
agent fees; and any extraordinary expenses, such as expenses incurred in relation to dispute settlement,
litigation and indemnification by a Client.
In addition to the forgoing, the Clients will also be directly or indirectly responsible for the following
research expenses: obtaining or licensing systems, research on investments, investment consultancy and
other information utilized for portfolio, risk, or order management purposes that facilitate valuations
and accounting, including the costs of statistics and pricing services, research and software (to the extent
that such expenses can reasonably be regarded as relating to the activities of a Client) and third party
research and due diligence expenses; data processing costs and expenses; quotation and news services;
ongoing sales and administrative expenses, and all travel expenses associated with such research.
The above list is not exhaustive. Further details will be set forth in the relevant OM.
D. Prepayment of Fees
Please see responses to 5A above.
E. Additional Compensation and Conflicts of Interest
See Item 12 for further discussion with respect to fees associated with brokerage practices. Neither
Makrana nor any of its supervised persons accepts compensation (e.g., brokerage commissions) for the
sale of securities or other investment products.