FEES AND COMPENSATION
Man Solutions USA does not maintain a basic fee schedule. Fees for each client
are determined and negotiated on a case-by-case basis. The following is a general overview of the
types of fees Man Solutions USA charges its clients.
A. Advisory Fees and Compensation.
Man Solutions USA has intentionally omitted the full section on compensation for
advisory services, as it is an SEC registered adviser and this Brochure is delivered only to
“qualified purchasers” as defined in Section 2(a)(51)(A) of the Company Act. The fees and
expenses incurred by clients vary and are described in the governing documents.
Man Solutions USA offers discretionary and non-discretionary advisory and sub-
advisory services and the fees for such services will be negotiated on a case-by-case basis and as
such will differ from each other. As agreed with the client, we anticipate fees will be charged on
either notional amount of the total portfolio assets under management or cash under management.
Fees are negotiated depending on a variety of factors, including, among other
things, type and extent of advisory services offered, complexity of the strategy, amount of assets
under management, the overall relationship with the client and other services offered or provided
to client.
Man Solutions USA’s fees and compensation will be shared from time to time with
affiliates of Man Solutions USA.
Man Solutions USA invests from time-to-time client assets in investments that may
charge additional fees and/or allocations. Clients therefore indirectly bear (i) advisory fees or an
allocation (including management, performance, administrative, brokerage, custodial, overhead,
operational or other fees or a performance allocation) to Man Solutions USA or its affiliates and
(ii) fees charged by the underlying investment. Investments that charge additional fees may
include, but are not limited to, money market funds, short-term investment vehicles, exchange
traded funds, pooled investment vehicles, special purpose investment vehicles and alternative
investment vehicles.
Generally, the investment management agreements may be terminated by either
party in accordance with the terms and notice period described in each investment management
agreement. Man Solutions USA’s investment management agreements are generally terminable
with prior written notice, without penalty, or upon a breach, and/or also may be automatically
renewed.
B. Payment of Fees.
Fees based upon assets under management or cash under management are generally
paid on a monthly, quarterly or semi-annual basis in arrears from the client’s assets in accordance
with the client’s investment management agreement.
For any management fees charged in advance, such fees may be pro-rated for partial
periods. In the event that an agreement is terminated, any fees that have been pre-paid will be
reimbursed on a pro rata basis.
Man Solutions USA employees may invest in one or more Man Funds. Man
Solutions USA employees may or may not be subject to a management fee or performance-based
compensation by Man Funds. Man Solutions USA reserves the right to charge a discounted fee or
allocation in its sole discretion.
In addition, Man Solutions USA’s employee investments may or may not be subject
to the same liquidity terms or fees as those of other investors in such funds.
C. Additional Fees and Expenses.
Clients that invest in Man Funds managed by Affiliated Managers will also pay
additional expenses relating to such funds. Clients should refer to the governing documents for
details relating to each fund’s expenses. Each fund will bear its own operating and other expenses
and its pro rata share of the fund’s general expenses, the amount of which may vary, including,
without limitation, as applicable: fund formation expenses, director’s fees, fees paid to the
administrator; fees paid to the custodian; fees paid to prime brokers; fees relating to special purpose
vehicles; investment-related expenses (e.g. brokerage commissions and transaction costs, currency
hedging costs, legal costs to review, research, negotiate and settle potential and actual transactions,
as applicable (including, without limitation, investment-related litigation expenses), audit costs,
clearing and settlement charges, custodial fees, interest expense, consulting, investment banking
and other professional fees or compensation relating to particular investments or contemplated
investments and research related expenses, including, without limitation, news and quotation
equipment and services (including fees for data and software providers)); expenses relating to
third-party valuation services; expenses attributable to any third-party proxy voting service;
expenses relating to reports provided to shareholders; external legal and compliance expenses
(which include, without limitation, responding to formal and informal inquiries, subpoenas,
investigations and other regulatory matters, indemnification expenses and expenses associated
with regulatory filings relating to the fund and/or a fund’s investments; expenses relating to the
offer and sale of shares; taxes; expenses related to the maintenance of the fund’s registered office;
corporate licensing expenses; clearing, registration and reporting fees and expenses due to
regulatory, supervisory or fiscal authorities in various jurisdictions,; insurance; interest; brokerage
costs; liquidation costs; promotional and marketing expenses; and the out-of-pocket expenses
incurred by the fund’s service providers. Operating costs will be allocated pro rata among each
share class and series based on their respective net asset values.
Each separately managed account will typically bear many of the fees and expenses
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