Fees and Compensation — Form ADV Part 2A (3/30/2020)
[Brochure]
Item 5 - Fees and Compensation
Per the Fund Documents for the Fund, the General Partner is entitled to compensation for its services in the
form of an annual management fee (the “Management Fee”), payable monthly in arrears. The General
Partner shall receive a Fund Management Fee equal to one percent (1%) per annum of aggregate unfunded
Capital Commitments, and two percent (2%) per annum of aggregate funded Capital Commitments.
The Private Placement Memorandum (“PPM”, as supplemented from time to time) and the Limited
Partnership Agreement of the Fund includes further details on fees and compensation and related matters.
In addition to the Management Fee, Fund investors will bear indirectly as partnership expenses any fees
and expenses charged by SWVP Enterprise or the General Partner to the Fund and deducted directly from
the Fund. Those fees will vary, but typically include professional fees such as legal and accounting fees.
SWVP Enterprise’s advisory fees and the General Partner’s fees are not inclusive of all the fees and
expenses that the Funds may bear. A Fund generally must pay directly or reimburse the General Partner or
its affiliates for all costs and expenses of the Fund’s operations. The following is a list of fees and/or
expenses that a Fund may pay directly or reimburse. This list is not complete; existing investors in a Fund
are advised to review the applicable Fund PPM and Limited Partnership Agreement for a more extensive
description of the fees and expenses associated with an investment in the Fund.
• Organizational and Offering Expenses
• Legal, Accounting, Audit, Brokerage Fees
• Fees and Expenses Paid to Independent Contractors, Mortgage Bankers, Real Estate Brokers,
and Other Agents
• Costs of personnel employed by the Fund and directly involved in the Fund’s business
• Costs of personnel employed by the General Partner or its affiliates and directly involved in
one or more projects in the Fund’s business
• Books, Records and Tax Return Preparation Expenses
• Regulatory Filing and Compliance Fees and Expenses
• Regulatory Reporting and Examination Expenses
• Advisory Committee Expenses
• Insurance Expenses
• Litigation Expenses
• Technology Expenses
• Due Diligence Expenses
• Travel Expenses
• Custodial Fees
Additionally, a Fund may pay the cost of services that could be performed directly for the Fund by
independent third parties, but which are in fact performed by the General Partner or its affiliates. Investors
in a Fund are allocated their pro rata share of such additional fees and expenses for the time period they are
invested in the Fund.
SWVP Enterprise and its affiliates may also receive and pay property management fees, acquisition fees,
company advisory fees and similar fees for arranging acquisitions from persons in which the Funds acquire
or hold investments. Any “break-up” or other similar fees received by SWVP Enterprise and its affiliates
in connection with any potential investment may be treated like additional fees.
Account Minimums and Types of Clients — Form ADV Part 2A (3/30/2020)
[Brochure]
Item 7 - Types of Clients
The General Partner manages the Fund. The Fund’s investors consist primarily of:
• High Net Worth individuals
• Corporations and business entities
• Pension and profit-sharing plans (but not the plan participants)
Investors in the Funds are subject to minimum investment amounts and suitability requirements as set forth
in the applicable Fund PPM. Investors in the Funds generally must be an “accredited investor” as defined
in Regulation D under the U.S. Securities Act of 1933, as amended, and in the case of some Funds a
“qualified client” as defined in the U.S. Investment Company Act of 1940, as amended. We may waive the
minimum investment and investor requirements in the case of certain investors and may establish different
requirements for future funds. Prospective investors are required to complete various subscription
documents applicable to that Fund.