ITEM 5. FEES AND COMPENSATION
Fees in General
Investors and prospective investors in the Funds should refer to the Fund Documents of each Fund
for a detailed description of the relevant fee structure. PPI’s fee schedule is omitted because this
Brochure is only being delivered to qualified purchasers as defined in the U.S. Investment
Company Act of 1940, as amended (“Company Act”).
Certain fees may be negotiated on a case-by-case basis. In addition, PPI or its affiliates may, in
their sole discretion, waive or reduce the fees to be paid by any investor, including investors that
are principals, employees or affiliates of PPI and for certain large or strategic investors.
Management Fees
Generally, PPI or its affiliates receive a management fee based on a percentage of the relevant
Fund’s aggregate capital commitments during the investment period, and based on invested capital
thereafter. For certain Funds, management fees are based on a percentage of the relevant Fund’s
aggregate capital commitments throughout the term of such Fund. Management fees will be
charged quarterly in advance. Management fees are generally paid by Fund investors via capital
calls or retention from disposal proceeds directly and are not deducted from the accounts of its
investors.
Project Management Fee
Generally, PPI or its affiliates receive a project management fee (the “Project Management Fee”)
equal to 5% of the “hard construction costs” associated with property development activities
undertaken by the relevant Fund. Hard construction costs include without limitation: demolition
costs of any existing building and structures prior to development, construction costs of the
substructure and superstructure of a building or buildings of the development, interior fitting,
furnishing and equipment costs of the buildings, exterior landscaping costs of the development
and construction costs of any road and facilities for the purposes of the development. Hard
construction costs do not include professional and consultant fees with respect to a development.
The Project Management Fee is payable quarterly in advance once the project’s construction costs
can be reasonably determined. Excess Project Management Fees paid (if any) are refunded once
the construction period is completed. In the event that the management of a particular project held
by a Fund is shared with a third party, the Project Management Fee will be apportioned pro rata to
the parties’ respective involvement in such project.
Portfolio Fee
For certain Funds, PPI or its affiliates receive a portfolio asset management fee (the “Portfolio
Fee”) throughout the term of the relevant Fund based on a percentage of the gross asset value of
unrealized investments. The Portfolio Fee will be charged quarterly in advance, with the initial
Portfolio Fee for each investment prorated for the period from the date of execution of the
applicable definitive agreement and, thereafter, calculated on the gross asset value of such
investment as determined for each subsequent quarterly period. Upon the disposition of an
investment, the Portfolio Fee with respect to such investment will be refunded pro rata for the
remaining quarterly period. The Portfolio Fee may be shared between (i) PPI or its affiliates and
(ii) any third-party co-developers.
Investment Expenses
PPI and its affiliates generally are paid or reimbursed by the Funds for investment expenses,
including, but not limited to (i) deal initiation expenses and professional expenses incurred in
connection with proposed investments (including, but not limited to, those of accountants, lawyers,
brokers, advisors, valuers and consultants); (ii) out-of-pocket expenses, including, but not limited
to, all expenses incurred in connection with the origination, making, holding, monitoring, sale or
proposed sale of investments, litigation or other expenses; (iii) any other direct expenses incurred
in connection with the investments; (iv) Portfolio Fees, if applicable; and (v) costs and expenses
associated with site assemblage services.
For certain Funds, site assemblage and related services with respect to investments may be
conducted by or through third party service providers.
Fund Expenses
Each Fund also is generally responsible for a variety of expenses not related to investments,
including but not limited to, “Accounting Fees” or “Loan Service Fees” (as described below),
unconsummated deal costs, all routine administrative expenses of the Fund, extraordinary
expenses, insurance and indemnity expenses, liquidation expenses, the cost of the preparation of
the quarterly and annual reports, annual audits, financial and tax reports, the cost of maintaining
accounts and other records, cash management expenses, legal expenses, and expenses incurred in
the Fund’s borrowings.
The general partner of a Fund or its affiliates is entitled to either an “Accounting Fee” or “Loan
Service Fee” in connection with the provision of (i) certain fund administration services, (ii)
company secretarial services, (iii) accounting and bookkeeping services, (iv) monitoring,
recording and processing payments of loan fees, interest, and principal (applicable to “Loan
Service Fee” only) and (v) other transaction support services to the relevant Fund or in connection
with an investment. The Accounting Fee and Loan Service Fee are based on a percentage of the
Fund’s aggregate capital commitments or loan principals throughout the term of the relevant Fund
and are paid in accordance with its relevant Fund Document.
In addition, PPI and its affiliates from time to time incur expenses related to meetings such as PPI’s
annual general meeting and bi-annual visits with investors at their offices. The purpose of these
meetings is to update them on (amongst other things) their investments and market developments.
The above expenses include transportation, accommodation, and meals/messing.
...