Offering Terms for LP Funds

For Limited Partnership (LP) Funds, Offering Terms has the following subsections:

For LLC funds, see Offering Terms for LLC Funds. For all other funds, see Offering Terms for Other Funds.

Security Settings

  1. Use the following table to complete this section:

Item/Section
What to enter/do

Name

Legal name of the security being offered.

Short Name

Alternate name that the security is known by.

Security Type

LP Interest for Limited Partnerships.

Capital Calls

Select Yes to configure this fund for capital calls. Otherwise, select No.

Statements Frequency

Select from Daily, Weekly, Monthly, Quarterly, Semi-Annually, Annually, and Other.

Registration Status

33 Act Registration

Select if the fund is registered under the 33 Act.

Exempt from 33 Act Registration

Select if the fund is exempt, then select from RegD:506(B), RegD:506(C), RegS.

External Identifiers

(Optional) Click Add identifiers table to provide any supported identifiers.

Identifier Name

Select from ISIN, CUSIP, or Ticker.

ID

Enter the identifier for this fund. Click Add a new row to include multiple identifiers.

  1. Click Save.

Minimum Investment

  1. Use the following table to complete this section:

Item/Section
What to enter/do

Minimum Investment

Minimum investment amount from a given advisor.

Allow investments below the minimum amount to be accepted

Select to allow an advisor to make below-minimum investments for multiple clients if the total meets the minimum investment.

  1. Click Save.

Fee Information

About This Section

The Fee Information section covers fees for:

  • management

  • investor servicing

  • any other fees that are not performance based

Performance fees are defined in a separate section.

To Add Fees

Fees are grouped by named templates. Each template defines one or more named fees.

  1. Click Add Template.

  1. Replace "New Template 1" with a template name that identifies this group of fee definitions. For example, you might enter "Standard" or "Baseline."

  2. Enter percentages for Back-End Fee and Front-End Fee.

  3. Click Add a new fee.

Blank New Fee popup with dropdown list displaying default fee types
  1. Click in the Fee Name field.

  2. Either select from the pre-defined fee names or enter a custom name for the fee template. For example, you can select Management Fees from the pre-defined list or enter something like "Premium Service Fees."

  3. Enter Min Amount and Max Amount for the tier.

  4. If you do not want to define additional tiers for this fee, skip to step 10.

  5. Click Add a new row.

  6. Repeat steps 6 and 7 until all tiers are entered.

Each tier must have a Min Amount that is $.01 greater than the Max Amount of the previous tier. Gaps are not allowed.

  1. Click Confirm.

  1. Use the following table to complete each entry in the fee table:

Item/Section
What to enter/do

Description

Description of the fee.

Unit

Select from Amount, Percentage, and Basis Points.

Value

Amount of the fee.

Frequency

How often the fee is charged.

  1. If there are multiple fees to list for this tier, click Add a new entry.

  2. Select the next tier, if any.

  3. Repeat steps 12-14. Click Save when all entries are entered for all tiers.

  4. To add another fee template, click Add Template and return to step 1.

To use an existing template as the basis for a new one, click the Clone link next to the template. A copy of the template will display at the bottom of the Fee Information section.

Performance Fees

Blank Performance Fees portion of the Offering Terms form

If you'd like to complete this section later, click Skip for now.

  1. Use the following table to define settings for all performance fees associated with this offering:

Item/Section
What to enter/do

Gross or Net

Select Gross or Net to indicate whether the performance fee is based on gross or net revenue.

Hurdle Rate (%)

Minimum rate of return required.

Highwater Mark

Net asset value (NAV) level required.

Highwater Mark Frequency

Frequency at which the highwater mark is adjusted.

  1. Use the following table to define each performance fee:

Item/Section
What to enter/do

Description

Description of the fee.

Unit

Select from Amount, Percentage, and Basis Points.

Value

Amount of the fee.

Frequency

How often the fee is charged.

  1. Click Add a new row to define another fee.

  2. Click Save.

Sale Information

Blank Sale Information portion
  1. Use the following table to complete this section:

Item/Section
What to enter/do

Sales Process

Select Contingent or Non-Contingent.

Offering Start Date

Select the date on which this offering will be available.

Offering End Date

Select the date on which availability will end.

Minimum Amount

(Optional) Enter minimum investment.

Maximum Amount

Enter maximum investment.

  1. Click Save.

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