Item 5 - Fees and Compensation
Portfolio Management Fees
Portfolio management fees are individually negotiated with each client, are based on a percentage of
assets under management, and are generally between 0.25% and 1.25% annually depending on the
level of engagement and size of client accounts. Certain additional services will incur additional charges.
The specific advisory fees will be identified in the investment advisory agreement between the client
and the Adviser. The Adviser may, in its discretion, make exceptions to the foregoing or negotiate
special fee arrangements where the Adviser deems it appropriate under the circumstances.
The portfolio management fee is based on the average daily value of the assets in the account(s) over
the applicable period. Portfolio management fees are generally payable quarterly, in arrears. If
management begins after the start of a quarter, fees will be prorated accordingly. Fees are normally
debited directly from client account(s), unless other arrangements are made.
Either the Adviser or the client may terminate their investment advisory agreement at any time, subject
to any written notice requirements in the agreement. In the event of termination, any paid but unearned
fees will be promptly refunded to the client based on the number of days that the account was managed,
and any fees due to the Adviser from the client will be invoiced or deducted from the client’s account
prior to termination.
In addition to the portfolio management fee, clients will incur brokerage and other transaction costs
and certain expenses, which include internal fees and expenses charged by mutual funds, exchange
traded funds (“ETFs”), or other investment pools to their shareholders (generally including a
management fee and fund expenses, as described in each fund’s prospectus or offering materials), mark-
ups and mark-downs, spreads paid to market makers, fees for trades executed away from the custodian,
wire transfer fees and other fees and taxes on brokerage accounts and securities transactions. The client
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should review all fees charged by funds, brokers, the Adviser and others to fully understand the total
amount of fees paid by the client for investment and financial-related services.
Separate Account Manager Fees
The Adviser may utilize one or more Managers in its discretion. When one or more Managers are
utilized, the Manager(s)’ fees generally will be separate from and in addition to the fees charged by the
Adviser. Such fees will be disclosed to the client and are generally between 0.18% and 0.75% annually.
Direct Portfolio Management Fees
The Adviser may internally manage all or a portion of a client’s portfolio rather than utilizing one or
more Managers based upon the selection of certain strategies. In such circumstances, the Adviser will
receive an additional fee equal to 0.20% annually of the amount of assets it manages directly. This fee
is separate from and in addition to other fees charged by the Adviser, including the portfolio
management fees described above.
As a result of these additional fees, the Adviser will obtain client consent prior to placing a client’s assets
into any strategy which results in the Adviser internally managing any portion of a client’s portfolio,
since the Adviser’s direct portfolio management creates a conflict of interest due to the Adviser’s
incentive to allocate a greater portion a client’s portfolio to its internally-managed strategies than it
otherwise would in order to increase the total fees to be paid to the Adviser. The Adviser has a fiduciary
duty to exercise good faith and act solely in the best interest of its clients and maintains policies and
procedures, including a Code of Ethics, which requires the interests of clients to be placed ahead of other
interests to address this conflict of interest.
Planning Fees
Generally, clients are not charged a separate fee for core financial planning and core Family Office
Services. Instead, these services are treated as part of the overall set of services for which compensation
is received by the Adviser through portfolio management fees. In certain cases, however, a Family Office
Services fee may be charged by TC Family Office Services to clients who wish to access the more
specialized Family Office Services provided by TC Family Office Services. Please see discussion under
“Family Office Services Fee” below for more information.
Fees for Fund Investment Advisory Services
As compensation for investment advisory services rendered to the Funds, the TCC Relying Adviser
receives from each Fund an investment management fee of up to one and one-half percent (1.5%) per
annum of the aggregate capital contributions of each member of the Fund, as more specifically described
in the relevant Fund’s offering document (which may include fees on committed capital) (the
“Investment Management Fee”). Notwithstanding the foregoing, the Adviser or its affiliates may
negotiate or reduce the Investment Management with respect to any Fund the TCC Relying Adviser
manages and with respect to any particular investor in a Fund. The Adviser has a financial incentive to
invest the assets of such clients’ portfolios in (or recommend for investment) one or more of the Funds
in order to generate additional compensation for its affiliate. This presents a conflict of interest.
Family Office Services Fee
Generally, clients are not charged a separate fee for core Family Office Services. Instead, these services
are treated as part of the overall set of services for which compensation is received by the Adviser
through portfolio management fees. In certain cases, however, clients may wish to access more
specialized Family Office Services provided by TC Family Office Services. When TC Family Office
Services provides such services, it will enter into a separate family office services agreement (“FOS
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