Item 5: Fees and Compensation
All fees are subject to negotiation.
The specific amount and manner in which fees are is established in a Client’s written agreement. The amount of
the fees charged is based on a number of factors, including, but not limited to, the scope of services, the
complexity of such services and the nature of the Client relationship (e.g., non-discretionary or discretionary).
Fees may be billed on a fixed-fee basis or calculated as a percentage of assets under management and/or assets
committed to investments.
Institutional Client Fees
We generally bill fees on a monthly or quarterly basis. Institutional Clients are generally billed in arrears, although
we may agree with an Institutional Client to bill in advance in certain circumstances. Institutional Clients are
invoiced directly for fees. We are not authorized to directly debit fees from Institutional Client accounts. Accounts
initiated or terminated during a calendar month or quarter, as applicable, will be charged a prorated fee. Upon
termination of any Institutional Client account, any prepaid, unearned fees will be promptly refunded, and any
earned, unpaid fees may be due and payable. In some instances, client agreements may be terminated before
agreement expiration.
As noted above, depending on the scope and complexity of services provided, among other considerations, annual
fees may be fixed, based on an Institutional Client account’s assets under management or advisement, assets
committed to investments or some combination thereof. Annual fixed fees typically range from approximately
$1,000 to $2.5 million. Fees based on assets under management generally range from 3 to 50 basis points per
annum. Fees based on committed assets to an asset class generally range from 25 to 40 basis points per annum.
Hourly rates for project-based services generally range from $250 to $850.
Our fees are exclusive of any brokerage commissions, custodial fees, transaction fees, sales charges and other
related costs and expenses, which will be incurred directly by the client. We do not receive any portion of such
commissions, fees, charges, costs, or expenses. Institutional Clients may incur certain charges imposed by their
custodians, brokers and other third parties, such as fees charged by other advisors, managers and custodians,
including, but not limited to, deferred sales charges, odd-lot differentials, transfer taxes, wire transfer and
electronic fund fees, and other fees and taxes on brokerage accounts and securities transactions. Mutual funds
and exchange traded funds also charge management fees, which are disclosed in a fund’s prospectus. Such
charges, expenses, costs, fees, and commissions are exclusive of and in addition to our fees, and we do not receive
any portion of such expenses, costs, fees, or commissions.
Private pooled investment vehicles that we may recommend or select, also generally impose management fees,
performance-based fees (including “carried interest” allocations), and additional expenses, which are disclosed in
the private pooled investment vehicle’s private placement memorandum and/or such vehicle’s definitive
documentation. Performance-based allocation arrangements may create an incentive for related persons of such
private pooled investment vehicles to make investments that may be riskier or more speculative than those that
would be made under a different fee arrangement. Institutional Clients should refer to the governing documents
of such private pooled investment vehicles for complete information on fee arrangements and expenses.
Meketa Co-Investment Fund Management Fee; Carried Interest; Other Compensation
Meketa or an affiliate thereof generally receives from the Fund a management fee (the “Management Fee”) with
Meketa Investment Group
Form ADV, Part 2A Brochure
respect to each Investor, calculated and payable quarterly in arrears. The Management Fee shall be calculated
and charged based on a formula tied to an Investor’s net invested capital. Additionally, Meketa or an affiliate
thereof generally also receives carried interest from a Fund based on net capital appreciation from a Fund’s
investments (the “Carried Interest”).
The Management Fee is subject to certain offsets, as further described in the Fund’s governing documents. An
affiliate of Meketa can, in its sole discretion, reduce, waive, impose condition on receipt or otherwise modify the
Management Fee and/or Carried Interest payable or distributable in respect of any Investor, and expects to do so
for Investors that are affiliates and/or employees of Meketa.
Meketa deducts the Management Fee and any Carried Interest directly from the Fund. In the event the investment
management agreement(s) between the Fund and Meketa are terminated, including in the case of a dissolution
or liquidation of the Fund, any prepaid Management Fees will be reimbursed to the Fund pro-rata based on the
portion of the period for which such fees were paid but for which services were not rendered.
The payment of the Management Fee could give rise to certain conflicts of interest. Management Fees are payable
without regard to the overall success or income earned by the Fund and therefore create an incentive for Meketa
to raise or otherwise increase assets under management, including through leverage, to a higher level than would
be the case if Meketa was not receiving a Management Fee.
In consideration for the Management Fee, Meketa provides certain managerial and administrative services to the
Fund and bears certain expenses of the Fund. Meketa and/or its affiliates provide office space, utilities and
secretarial, clerical and other personnel. The Management Fee may exceed the expenses borne by Meketa on
behalf of the Fund.
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