Item 5: Fees and Compensation
A. Compensation and Fee Schedule
Menta (or the affiliated general partner) receives compensation based on assets under
management and performance. The below serves as a summary. Detailed disclosure about
the fees and other expenses applicable to each Investor or Client is provided in the relevant
offering or governing documents for the applicable Investor or Client.
It should be noted that fees are negotiable in that Menta or the general partner have reduced
or waived (in whole or in part) the fees paid by any prospective or current Client or Investor.
Management Fee
Menta (or the affiliated general partner) typically receives a management fee (the
“Management Fee”) for its services to the Funds, The Funds charge differing management
fees, as further described below.
The Global Funds
The Management Fee for the Global Fund is generally at a rate of 2% per annum of (i) the
balance in an Investor’s capital account or (ii) of the net asset value of the applicable Feeder
Fund’s sub-capital accounts in Menta Global Master. The Management Fee is calculated as of
the beginning of the relevant calendar month and paid monthly in advance. As to capital
contributed on a date other than the first day of a month, Menta (or the affiliated general
partner) will be paid a prorated Management Fee. If an Investor was permitted to withdraw
during the month – which could only occur in extraordinary circumstances – that Investor
would not receive a refund of any pre-paid Management Fees.
The GLS Funds
The Management Fee for the GLS Fund is generally at a rate of 1% per annum of the balance
in an Investor’s capital account. The Management Fee is calculated as of the beginning of the
relevant calendar month and paid monthly in advance. As to capital contributed on a date
other than the first day of a month, Menta (or the affiliated general partner) will be paid a
prorated Management Fee. If an Investor was permitted to withdraw during the month – which
could only occur in extraordinary circumstances – that Investor would not receive a refund
of any pre-paid Management Fees.
The Management Fee paid by the SMA is pursuant to the terms of its respective investment
management agreement.
Incentive Allocation
In addition to the Management Fee, Menta (or the affiliated general partner) is generally
entitled to a special allocation of net profits (the “Incentive Allocation”). The Funds charge
differing incentive allocations, as further described below.
The Global Funds
The Incentive Allocation for the Global Fund is 20% of the net realized and unrealized
appreciation in the net asset value of each of the applicable Feeder Fund’s sub-capital accounts
Menta Capital LLC Form ADV Part 2A
in Menta Global Master paid annually based on the performance of the applicable Feeder
Funds. An Incentive Allocation is also calculated and paid upon an Investor’s withdrawal or
redemption from the applicable Feeder Fund, but only as to the sub-capital account from which
the withdrawal was made, and only in proportion to the reduction in that sub-capital account’s
balance caused by the withdrawal. Payment of the Incentive Allocation to Menta (or any person
or entity designated by it) is subject to a “high water mark” paid only after losses, if any, have
been recovered.
The GLS Funds
The Incentive Allocation for the GLS Fund is 10% of the net realized and unrealized
appreciation in the net asset value of each of the Menta GLS’s sub-capital accounts in Menta
GLS Master paid annually based on the performance of Menta GLS. An Incentive Allocation
is also calculated and paid upon an Investor’s withdrawal or redemption from the applicable
Feeder Fund, but only as to the sub-capital account from which the withdrawal was made, and
only in proportion to the reduction in that sub-capital account’s balance caused by the
withdrawal. Payment of the Incentive Allocation to Menta (or any person or entity designated
by it) is subject to a “high water mark” paid only after losses, if any, have been recovered.
The Incentive Allocation paid by the SMA is pursuant to the terms of its respective investment
management agreement.
B. Payment of Fees
Fees and compensation paid to Menta (or the affiliated general partner) by the Funds are
generally deducted from the assets of the Funds. The Management Fee is generally deducted
on a monthly basis. Menta deducts Incentive Allocations annually or upon redemption, as
stated above.
The SMA is separately invoiced for such fees according to the fee provisions included in its
respective investment management agreements.
C. Additional Fees and Expenses
The Funds generally bear all expenses incurred in connection with their own organizational,
offering, operating and other expenses, including, without limitation, investment-related
expenses. In addition, the Funds are responsible for:
• Brokerage commissions;
• Interest on margin and other borrowings;
• Borrowing charges on securities sold short;
• Expenses incurred by Menta for investment research and due diligence, data costs,
and other investment transaction costs;
• Federal and state regulatory filings, including those specific to a Client or its portfolio
or its portfolio holdings;
• Administrator fees, custodial and sub-custodial fees;
• Legal, accounting, audit fees and other professional fees and expenses (including Fund
directors’ and consultants’ fees and expenses as applicable to the Funds);
• Expenses relating to obtaining insurance for members of the board of directors or the
General Partner;
• Governmental fees and taxes;
Menta Capital LLC Form ADV Part 2A
• Bookkeeping and other professional fees; and
• All other reasonable Fund management and operational costs.
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