Fees and Compensation — Form ADV Part 2A (3/31/2026)
[Brochure]
5 “Fees and Compensation.”
Town Lane reserves the right to enter into solicitation arrangements pursuant to which it
compensates third parties for referrals that result in a potential investor becoming a limited partner
in a Fund. These arrangements generally are disclosed in the relevant Fund’s Form D. Any fees
payable to any such placement agents generally will be borne by Town Lane indirectly through an
offset against the Management Fee under the Governing Documents, although related expenses
incurred pursuant to the relevant placement agent or similar agreement, including, but not limited
to, placement agent travel, meal and entertainment expenses, typically are borne by the relevant
Fund(s). The practice of bearing such fees over time through offset provides a benefit to Town
Lane in that it generally results in prompt payment to the relevant placement agent without
requiring Town Lane immediately to fund such amounts, in addition to an expected tax benefit
related to the deductible payment of expenses, and investors will not receive interest or other
compensation for the time period between placement agent payment and the later date of offset of
the relevant amounts against the relevant Management Fees.
Account Minimums and Types of Clients — Form ADV Part 2A (3/31/2026)
[Brochure]
ITEM 7 TYPES OF CLIENTS
The Management Company provides investment advice to Fund clients, and references
throughout this Brochure to “clients” and to Town Lane’s related duties to and practices on behalf
of its clients and/or investors should be construed accordingly. The Funds generally include
investment partnerships or other investment entities formed under U.S. or non-U.S. laws and
operated as exempt investment pools under the Investment Company Act of 1940, as amended (the
“Investment Company Act”). The investors participating in the Funds generally include
individuals, banks or thrift institutions, other investment entities, university endowments,
sovereign wealth funds, family offices, pension and profit-sharing plans, trusts, estates or
charitable organizations or other corporations or business entities and often include, directly or
indirectly, Principals or other employees of Town Lane and its affiliates and members of their
families, Advisors or other Service Providers retained by Town Lane or the Funds, as well as
executives of portfolio investments.
The relevant General Partner also generally is permitted to establish alternative investment
vehicles in order to permit certain investors to participate in one or more particular investment
opportunities in a manner desirable for tax, regulatory or other reasons. Alternative investment
vehicle sponsors generally have limited discretion to invest the assets of these vehicles independent
of limitations or other procedures set forth in the organizational documents of such vehicles and
the Governing Documents of the related Fund.
Fund I generally has a minimum investment amount of $20 million for third-party
investors. In most circumstances, investors in the Funds must meet certain suitability and net worth
qualifications prior to making an investment in the Funds. Generally, Fund interests are offered
and sold solely to (i) “accredited investors” as defined under Regulation D promulgated under the
U.S. Securities Act of 1933, as amended and the rules and regulations promulgated thereunder
(“Securities Act”) and (ii) either “qualified purchasers” or “knowledgeable employees” as defined
under the Investment Company Act. The Management Company generally is permitted to waive
such minimum investment amount and qualification requirements.