Item 5: Fees and Compensation
Item 5.A.
Fees and Compensation of the Syncracy Funds
Syncracy receives management fees from the Funds as compensation for its advisory services. These fees are generally
charged monthly in advance and are calculated as a percentage of each Investor’s capital account as of the beginning of
the applicable month. As outlined in the Governing Documents:
• Class A Limited Partners are charged an annual management fee of 1.5% (approximately 0.125% monthly);
• Class B Limited Partners are charged an annual management fee of 2.0% (approximately 0.1667% monthly).
The General Partner may, in its sole discretion, waive or reduce fees for certain investors, including but not limited to
affiliates, friends and family of the principals, or large institutional investors.
The General Partner may also receive a performance allocation, or incentive compensation, from the Funds. This
allocation is based on a percentage of the net profits earned by each Limited Partner and is subject to a high-water mark.
As disclosed in the PPM, the performance allocation is generally:
• 15% of net profits for Class A Limited Partners;
• 20% of net profits for Class B Limited Partners.
The General Partner has discretion to vary or waive the performance allocation for certain investors, as set forth in the
governing documents of the Funds.
Item 5.B.
All fees and performance allocations are deducted directly from Fund assets pursuant to the authority granted to the
Adviser in the Governing Documents. Investors do not receive separate invoices. Fees are withdrawn from Investor
accounts without prior notice but are subject to post-deduction reporting and periodic statements.
Item 5.C.
Except as disclosed in the Governing Documents, Syncracy bears its own expenses. This includes office space, utilities,
computer equipment, software, secretarial, clerical, and other employee related and personnel expenses, except as
assumed by the Funds.
Organizational Expenses
Each Fund will bear its own organizational expenses. Such expenses are generally capped at a fixed amount.
Expenses of the Funds
The Funds bear a range of expenses, which are paid from Fund assets and not from Syncracy’s management fees. These
expenses include, but are not limited to:
• Organizational and Offering Expenses: All costs incurred in connection with the formation of the Fund, the
offering of interests, and the preparation of related documents and regulatory filings.
• Legal, Audit, Tax, and Accounting Fees: Fees and expenses incurred in connection with legal services, fund
audits, tax return preparation, and accounting services.
• Administrative and Compliance Costs: Expenses related to fund administration, regulatory reporting,
compliance support, anti-money laundering (AML) services, and other third-party service providers (e.g., Cayman
AML officers, FATCA/CRS reporting).
• Custody and Execution Costs: Fees related to the safekeeping of Digital Assets, including costs of custody
solutions, digital wallets, and smart contract audit services. This also includes commissions, gas fees, exchange
trading fees, and slippage incurred in connection with trade execution.
• Technology and Infrastructure: Technology-related expenses, including costs associated with data feeds,
analytics, infrastructure for blockchain interactions (e.g., nodes or validators), and cybersecurity systems.
• Professional Services: Expenses for consultants or external advisers, including valuation agents, risk
management consultants, or blockchain analytics firms.
• Travel and Due Diligence: Reasonable travel expenses and costs related to investment diligence and site visits,
where applicable.
• Taxes and Regulatory Fees: Taxes, governmental charges, filing fees, and other expenses incurred in connection
with the conduct of the Fund’s business.
The General Partner retains broad discretion to determine which expenses are allocable to the Funds, provided they are
incurred in connection with the operation or administration of the Funds or their investment activities. Certain expenses
may be allocated among the Funds and their respective classes or series in a manner the General Partner deems fair and
equitable.
Syncracy does not retain any portion of these expenses unless specifically disclosed or authorized. Investors should
carefully review the Governing Documents for complete expense disclosures.
Item 5.D.
As discussed above in response to Item 5.A., the management fees of the Funds are payable monthly in advance.
Item 5.E.
Neither Syncracy, nor any of its employees, are compensated for the sale of securities or other investment products or
mutual funds. Additionally, Syncracy does not charge advisory fees in addition to commissions or markup fees for the
purchase and sale of securities for the Funds’ portfolios.