Item 5: Fees and Compensation
Rockefeller & Co.’s investment advisory fees are generally based on a percentage of the
client’s assets under management.
Wealth Management Fees
Rockefeller & Co.’s current standard wealth management fee schedule for managed assets
(including cash held for investment and receivable balances) is based on the following annual
rates:
1.00% on the first $25 million of assets
0.75% on the next $25 million of assets
0.50% on assets over $50 million
To the extent a client invests in any mutual funds advised by Rockefeller & Co. (“Affiliated
Mutual Funds”) or privately pooled investment vehicles sponsored by Rockefeller & Co.
(“Affiliated Private Funds” and, together with Affiliated Mutual Funds, “Affiliated Funds”),
the client will normally bear the investment advisory fees charged by the Affiliated Funds
instead of the fees determined under the fee schedule specified above. Rockefeller & Co.’s
investment advisory fees for Affiliated Funds vary depending on the nature of their
investment strategy and normally range between 0.35% and 1.25% annually, based on the
market value of the assets invested in the particular Affiliated Fund or capital commitments
in the context of Affiliated Funds that invest in private equity, venture capital or other illiquid
investments.
For certain types of services (e.g., a broader package of wealth management services,
investment consulting, tax planning and preparation, etc.), Rockefeller & Co. may establish
an annual fixed fee or an hourly rate fee arrangement. The type of fee arrangement and level
of fees would depend on the nature and scope of Rockefeller & Co.’s responsibilities and
may be lower than would be charged if similar services were acquired separately.
Affiliated Funds
Clients invested in Affiliated Funds bear their proportionate share of the applicable
Rockefeller & Co. investment advisory fees charged to such Affiliated Funds. Affiliated
Funds that hold private equity, venture capital or other illiquid investments are typically
charged fees based upon the capital commitments made by investors rather than the market
value of the Affiliated Fund. Investors in Affiliated Funds also indirectly bear their pro rata
share of the fees and expenses of the Affiliated Funds, which include but are not limited to
the fees charged by third party managers to the extent utilized, as well as custody fees,
brokerage fees, audit fees, legal fees, other operational expenses and, in some cases,
organizational expenses. Rockefeller & Co. provides certain administrative, accounting and
tax services to the Affiliated Private Funds, and receives a fee from such Affiliated Private
Funds as described below under “Information Management Services.” Detailed information
about each Affiliated Fund’s fees and expenses is available in the fund’s prospectus or
offering documents. Rockefeller & Co. may, in its sole discretion, waive all or any portion
of its investment advisory fees and/or administration fees due with respect to any investor’s
investment in an Affiliated Fund, by rebate or otherwise, for any reason, without notice to or
the consent of any other investor in the Affiliated Fund. Rockefeller & Co. has entered into
such agreements with investors in certain of its Affiliated Funds.
Rockefeller & Co. may agree (and in certain cases has agreed) with a client to credit fees
paid by the client to an Affiliated Fund against an overall advisory fee determined pursuant
to the agreed upon fee schedule.
Institutional Asset Management Fees
For institutional clients that engage Rockefeller & Co. solely for asset management services
with respect to particular investment strategies (i.e., global equity, U.S. small cap, taxable
fixed income, etc.), the investment advisory fee rates vary depending on the asset class, size
and nature of the account, and normally range between 0.20% and 1.25% annually based on
the market value of the assets invested in the particular strategy.
Investment Consulting and Supervisory Services
In cases where Rockefeller & Co. is advising clients on assets managed by third-party
investment advisors as part of an “open architecture” program, Rockefeller & Co.’s fees are
generally determined based on the following factors:
• Mix of assets;
• Number of outside managers; and
• Nature and scope of Rockefeller & Co.’s responsibilities
General Financial Advice
Rockefeller & Co. also provides clients with financial advice and other services not
specifically related to securities. This advice may include:
• Accounting, tax planning and tax compliance;
• Preparation and filing of tax returns;
• Personal budget preparation;
• Long-range income and expense projections; and
• Other family office services
These fee arrangements are generally based on an agreed fixed annual fee and/or time and
hourly charges depending on the particular scope of services.
Information Management Services
Rockefeller & Co. provides information management and reporting services to its advisory
and to non-advisory clients who engage the firm for professional services, including
partnership administration, accounting and tax return preparation services. Fee rates for
these services depend on the mix of assets and nature and scope of responsibilities.
Rockefeller & Co. provides certain partnership administration, accounting and tax return
preparation services to Affiliated Private Funds:
• For Affiliated Private Funds investing primarily in publicly traded securities, the
annual administration fee is typically determined as a percentage (currently 0.14%) of
the value of the Affiliated Private Fund’s net assets (payable monthly in advance);
and
• For Affiliated Private Funds investing primarily in hedge funds, private equity funds,
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