Item 5 – Fees and Compensation
Advisory Services to the Funds
SCFA offers its services on a fee basis. Generally, the Funds managed by SCFA are charged
a management fee based on such Fund’s assets. The amount and manner in which those fees
are assessed are based on contractually-specified percentages set forth in the private
placement memorandum or supplement thereto.
The management fee paid by each of the Funds varies between 0.00% and 2.00% per annum
of the net asset value of the Fund. Generally, the management fees are payable quarterly in
arrears and calculated as of the last day of each quarter. SCFA bills the Funds for management
fees. The Funds’ administrator, Sudrania Fund Services Corp., calculates and pays the
management fee to SCFA. No part of the management fee is refunded in the event that an
investor withdraws all or any of the value in the investor’s capital account during a quarter.
In certain circumstances, SCFA may pay a Sub-Adviser a portion of the management fee.
SCFA may be incentivized to select Sub-Advisers that are willing to accept a smaller portion
of the management fees to be earned by SCFA.
SCFA’s management fees are charged separately, net of any brokerage commissions,
transaction fees, or other Fund-related costs and expenses (which are incurred by the Fund,
as the case may be, and may include legal and accounting costs).
Each Fund pays or reimburses SCFA for: (i) all expenses incurred in connection with the
ongoing offer and sale of the Fund interests, including but not limited to printing of the private
placement memorandum and exhibits, documentation of performance and the admission of
members; (ii) all operating expenses of the relevant Fund such as management fees, any fees
payable to Sub-Adviser, tax preparation fees, governmental fees and taxes, insurance
(including liability insurance and other coverages for the benefit of the Fund, the managing
member, SCFA and its personnel), administrator fees, communications with members,
research and ongoing legal, accounting, auditing, bookkeeping and other professional fees
and expenses; (iii) all fees to protect or preserve any investment held by the relevant Fund,
as determined in good faith by the managing member, including all fees and expenses in
connection with the enforcement of the Fund’s rights and remedies with respect to any asset;
(iv) all direct and indirect Fund trading costs and expenses (e.g., brokerage commissions,
margin interest, expenses related to short sales, custodial fees and clearing and settlement
charges) and expenses associated with market data services and communication systems and
any risk management systems employed by SCFA to monitor and/or oversee the activities of
Sub-Adviser; (v) all fees in connection with proxy contests or to protect or preserve any
investment held by the Fund, as determined in good faith by the general partner; and (f) all
fees and other expenses incurred in connection with the investigation, prosecution or defense
of any claims by or against the Fund.
SCFA pays its own general operating and overhead expenses associated with providing its
investment management services. These expenses include all expenses incurred by SCFA in
providing for its normal operating overhead, including, but not limited to, the cost of
providing relevant support and administrative services (e.g., employee compensation and
benefits, rent, office equipment, utilities, telephone, secretarial and bookkeeping services,
etc.).
Sub-Advisory Services to Strategy Shares Exponential Tech ETF
For its sub-advisory services to the ETF, SCFA will receive 50% of the advisory fees paid
by the ETF to its investment adviser.
The ETF (through the Trust) will pay for its operating expenses including (i) acquired fund
fees and expenses; (ii) brokerage commissions and trading costs; (iii) interest (including
borrowing costs and overdraft charges), (iv) taxes, (v) short sale dividends and interest
expenses, and (vi) non-routine extraordinary expenses, such as regulatory inquiry and
litigation expenses.
Non-Discretionary Advisory Services
Individual clients, family offices and institutions are charged a management fee for the non-
discretionary advisory services offered by SCFA, which ranges between 0.80% and 1.50% of
assets under management.
Individual clients, family offices and institutions are charged directly by the applicable
counterparty for brokerage commissions, transaction fees, and other similar expenses.