Item 5: Fees and Compensation
Management Fee
As the investment adviser to the Twin Lions Fund, Twin Lions will receive a Management Fee calculated
at a blended rate that is determined at the beginning of each quarter based on the aggregate net assets in
management-fee-paying accounts that are overseen by Twin Lions (“Total Management Fee Paying
AUM”). The management fee rate is generally 1.5% per annum (0.375% per quarter) on the first $100
million of Management Fee Paying AUM and 0.75% per annum (0.1875% per quarter) on Management Fee
Paying AUM in excess of $100 million. For example, if Total Management Fee Paying AUM were $500
million at the beginning of a quarter, the Management Fee rate for that quarter would be 0.9% per annum
(20% x 1.5% + 80% x 0.75%).
The $100 million threshold was established as of April 2018 and has been indexed to inflation subsequent
to April 2018. For simplicity, the foregoing example does not reflect the impact of such indexation.
The Management Fee (if any) for each Fund is deducted on a quarterly basis in advance based upon the
value of each Investor’s capital account as of the first day of each calendar quarter. The Management Fee
will be prorated for any period that is less than a full calendar quarter. Fees are deducted from each Fund’s
custodial or Prime Brokerage account(s).
Twin Lions may reduce, waive, or calculate differently the Management Fee for certain Investors in the
Funds, including but not limited to, members, employees, affiliates, or relatives of Twin Lions, or for certain
strategic and/or large Investors.
Operating Expenses of the Funds
The Funds will bear all expenses relating to their ongoing structure and operation (either directly or
indirectly by reimbursing Twin Lions or the General Partner for amounts incurred by either of them on
behalf of the Funds), including: the Management Fee; all investment-related costs and expenses (i.e.,
expenses that, in Twin Lions’ sole discretion, are related to the investment of the Funds’ assets, whether
or not such investments are consummated), including commissions and charges, interest on margin
accounts and other indebtedness, expenses relating to short sales, clearing and settlement charges, option
premiums and custodial and service fees, research-related expenses (including research-related travel
expenses) and expenses relating to consultants, attorneys, brokers or other professionals or advisors who
provide research, advice or due diligence services with regard to investments; fees and expenses related
to portfolio exposure and performance management systems, risk management services and software
related to trade reconciliation, treasury, margin, financial and counterparty management, risk monitoring,
performance reporting, valuation quotation services (e.g., Bloomberg terminals, historical and live financial
data and other similar services and data feeds) and trade order management systems (including systems
Twin Lions Management LLC Form ADV Part 2A
that facilitate trade compliance, commission management, stock locates and transaction cost analysis, and
third party service providers used for implementation, custom reporting, updates, consultations, support,
maintenance, monitoring and data extracts); each Fund’s legal, accounting, tax preparation and other tax-
related expenses (including preparation and mailing costs of financial statements, tax returns and other
reports to Investors), auditing, consulting and other professional expenses; third-party administration
costs, fees and expenses (including any costs, fees and expenses related to investor communications,
relations, reporting or other investor materials, performance information, data extraction and other types
of reporting and any audit or accounting services provided by a third-party administrator); compliance and
reporting expenses and expenses attributable to regulatory filings that are made with respect to the Funds
or their assets (including Section 13, Section 16, Form D, Form PF, Form N-PX the Foreign Account Tax
Compliance Act, anti-money laundering compliance, state security filings, general regulatory compliance
and non-U.S. position reporting filings, if applicable, and any other non-U.S. filings) and all compliance costs
and expenses associated with the Funds in complying with the rules related to private fund advisers under
the Advisers Act; each Fund’s pro rata share of Fund-related insurance costs (including the pro rata
portion of director’s and officer’s insurance, errors and omissions insurance, fidelity insurance and other
similar policies covering Twin Lions, the General Partner, and/or the members of any advisory committee);
any taxes (including, without limitation, any withholding taxes, transfer taxes, stamp duties and other
governmental or self-regulatory agency-related charges or duties); all costs and expenses incurred in
attempting to protect and enhance the value of the Funds’ investments (including any fees and expenses
associated with any pending or threatened litigation, audit, investigation, administrative or other
proceeding, as well as any settlement costs); fees and expenses related to any activist-related activities;
fees and expenses of any independent advisory committee members and any independent Fund
representative; any fees and expenses related to a Fund’s liquidation, if applicable; fees paid to proxy and
securities class action advisory firms; expenses relating to the offer and sale of a Fund interest and
withdrawals and transfers thereof; other reasonable expenses related to the purchase, sale, preservation
or transmittal of the Funds’ assets; and any extraordinary expenses (e.g., indemnification expenses).
The Funds do not have their own separate employees or offices, and do not reimburse Twin Lions for
salaries or office rent. Twin Lions is responsible for all of its overhead expenses of an ordinary and
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