Item 5: Fees and Compensation
The fees applicable to each Fund are set forth in detail in each Fund’s offering documents. A
brief summary of such fees is provided below.
Management Fee
The Fund is charged a monthly management fee, in arrears, generally based on the net asset
value of the assets under management, typically at a rate equal to 0.1458% (1.75% per annum).
In Silver River's sole discretion, the Management Fee may be waived, reduced or calculated
differently with respect to certain Investors, including the Fund General Partner. The Fund
General Partner is not charged the Management Fee. Without the consent of the Investors, the
Management Fee may be charged to, and paid by, the Master Fund instead of the Feeder Fund.
Silver River Capital Advisors LP Form ADV Part 2A
Other Types of Fees or Expenses
In addition to the Management Fee, the Master Fund pays all of the ongoing expenses of the
Funds including, but not limited to: (i) brokerage commissions, dealer spreads, clearing and
trading fees and all other costs of executing transactions, including externally incurred costs
of establishing computer and systems connections with the Fund’s brokers and
counterparties; (ii) interest, expenses, financing charges and other charges related to the
purchase, sale, transmittal and custody of portfolio assets and related items; (iii) the costs of
installing, implementing and maintaining order management and execution management
systems and software; (iv) investment expenses (including, without limitation, research-
related travel and due-diligence expenses, expenses related to research vendor selection and
retention, and the costs of research-related publications and periodicals), external costs
incurred in valuation and portfolio pricing; (v) the costs of trading, research and/or data
screens, as well as risk management and data services and systems (including, without
limitation, the costs of utilizing and/or supporting risk-reporting technology required by
consultants retained by or on behalf of institutional investors); (vi) the cost and fees
attributable to third-party consultants and counsel — in particular, political and economic
consultants and counsel with expertise in the various emerging market sectors in which the
Fund will invest — which provide advice to the Firm relating to the legal, tax and regulatory
status of the Fund as well as the contractual and legal rights and obligations of the Fund with
respect to its operations and investments; (vii) the costs and expenses of consulting services
retained in an attempt to improve the Fund’s operations or investment processes and/or
other Fund-related activities; (viii) any taxes and duties payable in any jurisdiction in
connection with the Fund’s trading and operations; (ix) legal, accounting, auditing and other
professional fees and expenses, including, without limitation, the costs of negotiating trade-
related and account-specific counterparty documentation; (x) administrative costs (including,
without limitation, the fees and out-of-pocket expenses of the Administrator and its agents),
establishing computer and systems connectivity with the Administrator and other third-party
service providers, paying agency, transfer agency, accounting verification (if any) and/or
investor registrar services and the costs of middle-office and back-office support as provided
by the Administrator; (xi) the costs and fees attributable to any third-party proxy voting
service; (xii) costs and expenses relating to the Fund and the Silver River Parties obtaining and
maintaining regulatory licenses as well as of maintaining U.S. and non-U.S. registration,
regulatory and self-regulatory filings, reporting, compliance, responding to regulatory and
governmental inquiries, subpoenas and proceedings (in each case, whether involving the Fund
or the Firm; (xiii) due diligence expenses related to maintaining service-provider relationships
with the Fund (including any travel-related due diligence costs); (xiv) the fees and expenses of
the Fund’s board of directors (the “Directors”); (xv) insurance premiums (including, without
limitation, Errors & Omissions, Directors & Officers and general liability insurance, including
for the Silver River Parties and the Master Fund’s Directors); (xvi) costs which the Firm
determines are associated with the ongoing offering of the Fund and the Offshore Fund
(including, without limitation, the costs of preparing marketing brochures, “Due Diligence
Questionnaires” and updates to the Memorandum and the Material Contracts, but not
including placement fees or the costs of marketing-related travel and entertainment); (xvii)
costs resulting from any entities used in the course of the Master Fund’s trading and investing;
and (xviii) any indemnification payments.
The Fund does not pay any of the internal expenses of the Firm (such as salaries, bonuses or
office rent), except as set forth above.
Silver River Capital Advisors LP Form ADV Part 2A
The Fund does not have a pre-determined limit on its ordinary or extraordinary operating
expenses. The Fund’s actual annual operating expenses are disclosed in the Fund’s year-end
audited financial statements, which are provided to each Investor.