Item 5: Fees and Compensation
A. The fees applicable to each Fund are set forth in detail in each Fund’s respective offering documents. The
Funds’ fee schedules are omitted because this brochure is being delivered only to “qualified purchasers,” as
defined in 2(a)(51)(A) of the Investment Company Act of 1940, as amended (the “Investment Company Act”)..
A brief summary of the fees, expenses, and incentive compensation to which the Funds are subject, however,
is provided below.
We receive an asset-based management fee from the Funds that is generally calculated and accrued monthly,
based on the net asset value of each capital account as of the beginning of such month as adjusted to reflect
profits, losses, fees and expenses (excluding the current month’s Management Fee and any Performance
Amount as described below). The Management Fee is generally payable in arrears as of the last calendar day
of each month or as soon as reasonably practicable after the final determination of net asset value following
the end of each quarter.
We or a General Partner also receive performance-based compensation determined by the performance of each
Fund’s respective assets under our management, subject to the terms of any applicable Governing Document
(any such amount, a “Performance Amount”). Performance Amounts will generally be calculated based upon
the annual trading profits of the assets managed by us after subtracting certain expenses, including, with respect
to the Funds, the Management Fee.
We or a General Partner may fully or partially waive, rebate, or calculate differently, the Management Fee and/or
Performance Amount with respect to any Fund Investor, including investors who are directors, officers,
employees or otherwise affiliated with TwinBeech, in our sole discretion.
In the event that an Investor withdraws or redeems Fund interests other than at the end of a fiscal year, the
withdrawal or redemption proceeds payable to such Investor will be reduced by such Investor’s share of the
accrued Performance Amount as of the applicable withdrawal or redemption date. Additional detail regarding
the Performance Amount is set forth in each Fund’s respective Governing Documents.
B. In connection with a Fund, fees and compensation paid to us or our affiliates are generally deducted from the
Fund’s assets in arrears. As discussed above, the Management Fee is generally paid monthly or as soon as
reasonably practicable after the final determination of net asset value following the end of each quarter, and
Performance Amount is typically calculated monthly but paid annually.
C. In addition to the Management Fee and the Performance Amount, the Funds are generally responsible for all
other fees, costs, expenses, liabilities and obligations incurred by us, the General Partner, or any affiliate thereof
on behalf of the Fund in connection with its business, including, without limitation, auditing expenses;
accounting, tax, tax preparation (including fees, costs and expenses of the preparation, distribution or filing of
Fund-related financial statements or other reports, tax returns, tax estimates and schedules K-1) and legal fees;
costs and expenses; fees, costs and expenses of the Fund’s “partnership representative” (as defined in the
Governing Documents); consulting and professional fees; (investment-related fees, costs and expenses
(including research); fees, costs and expenses relating to software licensing, data, service and market
information relating to the Fund’s trading strategy; costs of swaps or derivative instruments and of negotiating
trading arrangements with respect thereto; hedging costs; travel expenses (including travel expenses incurred
by the General Partner or us in connection with fundraising and their due diligence review of investments and
prospective investments); printing, communications and postage expenses; valuation service expenses
(including third-party valuations, appraisals or pricing services); trading and risk management software
expenses; brokerage fees, commissions and expenses, expenses relating to short sales (including dividend
and stock borrowing expenses), clearing and settlement charges, custodial fees and expenses, depositary fees,
bank service fees, margin and other interest expenses and transaction fees, borrowing fees and expenses;
blue sky and corporate reporting or filing fees and expenses, fees and expenses related to administrative or
regulatory filings or reports; directors’ and officers’ liability, errors and omissions liability and other insurance
and regulatory expenses; ERISA bonding expenses, if applicable; organizational expenses (as defined in the
applicable Governing Documents); initial ongoing offering expenses, including, without limitation the preparation
of, and negotiation with respect to, any side letters or similar agreements, and the preparation of the confidential
private placement memorandum, related marketing materials and constituent documents and payments for
custody of the Fund’s assets, placement and placement agent expenses; fees and expenses of any
administrator or otherwise for the performance of administration services; extraordinary expenses (e.g.,
litigation expenses), incurred by the Fund; out-of-pocket fees, costs and expenses incurred by the Fund, the
General Partner or us in connection with any conference or meeting with any Investor(s); taxes, fees and other
governmental charges levied against the Fund (other than certain amounts specified in the applicable
Governing Documents); the out-of-pocket expenses of any advisory committee (“Advisory Committee”) or
Advisory Committee members appointed by the General Partner under the applicable Governing Documents;
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