Item 5: Fees and Compensation
Management Fee: The Firm charges an annual management fee up to 2% of the Net Asset
Value of each class or subclass of the Funds’ shares. The management fee is charged in
advance and paid on the first business day of each quarter.
The “Net Asset Value” of a class or subclass of shares is equal to the gross assets less the
gross liabilities attributable to such relevant class or subclass of shares at the close of
business in the appropriate markets on each valuation day. The Net Asset Value of each
class or subclass of shares will be calculated separately.
If the Funds terminate the investment management agreements before the ending of the
billing period the Firm will reimburse the Funds accordingly. The Firm will have the right to
RP CAPITAL PARTNERS CAYMAN ISLANDS LIMITED Form ADV Part 2A
retain the management fee accrued up to the date of the effective termination of the
agreement though.
The Firm may, in its sole discretion, rebate fees to Funds’ investors or pay a portion of such
fees to a third party.
Both the management fee and the performance fee, discussed in Item 6, will be deducted
from the Funds’ accounts and, consequently, from the investor’s indirect assets.
Administration Fee: In addition to the above, each Fund will be charged an administration fee
which should not exceed 0.20% of the Net Asset Value of the relevant Fund on per annum
basis.
The Administrator (Citco Fund Services (Ireland) Limited) will also be reimbursed by the
Funds for any reasonable out-of-pocket expenses necessarily incurred in the performance of
its duties.
Each of the Prime Brokers will receive fees at normal commercial rates.
The Funds will also pay:
(a) operating expenses;
(b) tax and corporate fees payable to governments or agencies;
(c) transaction related expenses (such as brokers’ commissions, borrowing charges on
securities sold short, interest on borrowings, including borrowings from the Prime Broker,
any issue or transfer taxes chargeable in connection with any securities or investment
transactions, custodian expenses, clearing and settlement charges, brokers and other
professional advisors fee, investment banking expenses and deal related expenses, in
particular expenses incurred on privately negotiated transactions, including costs related to
the due diligence work on potential investments, legal and advisor fees, accounting, audit tax
preparation and planning as well as other tax related expenses, organizational and offering
expenses, appraisal fees and expenses, other consultant related expenses, costs and fees of
research and analysis, costs of legal disputes, litigations and indemnifications and costs of
premiums for insurance and hedging costs). For further details on the Firm’s brokerage
practices refer to Item 12 of this Brochure.
Companies within the RP Capital Group usually do not receive service fees for the
introduction of the new Funds’ investors. However, it may happen sporadically. In this
scenario, it can present a conflict of interest and give an incentive to companies within the
RP Capital Group to recommend the Funds based on the compensation received rather than
on the clients’ needs.
Please note that the fees above mentioned refer to the Funds that are currently being
offered. Different fees may be charged if new pooled investment vehicles are incorporated in
the future.
The Firm and its employees do not accept compensation, including sales charges or service
fees, from any person for the sale of securities or other investment products.