document_description: This document contains legal disclaimers for potential investors in Glendower Capital SOF IV, L.P. It specifies that the presentation does not constitute an offer or solicitation in St. Kitts and Nevis, UAE, or the USA. It highlights the lack of registration with regulatory authorities in these regions and advises investors to consult legal or financial advisors. The document emphasizes the risks involved in investing, including the potential loss of the entire investment, and notes that the interests are not registered under the Securities Act.

title: Legal Disclaimers for Glendower Capital SOF IV, L.P.

key_locations:
St. Kitts and Nevis
UAE
Abu Dhabi
Dubai
United States of America

document_subtype: Legal Disclaimer

key_organizations: Financial Services Regulatory Commission


source: doj

document_description: Supplemental disclosure by Deutsche Bank Securities Inc. and Deutsche Bank Trust Company Americas regarding investment risks and legal disclaimers for a fund. It emphasizes the importance of independent assessment of transactions and clarifies that securities are not insured by FDIC or guaranteed by Deutsche Bank. It also mentions potential compensation arrangements and authorizes disclosure of transaction structure and tax aspects.

document_type: correspondence

document_subtype: disclosure

key_organizations:
Deutsche Bank Securities Inc.
Deutsche Bank Trust Company Americas
Federal Deposit Insurance Corporation


document_description: The document provides important information about the Access Fund, highlighting the risks and characteristics of alternative investments. It emphasizes that historical returns do not include fees and expenses, and benchmarks are for illustrative purposes only. The document outlines the risks associated with alternative investments, including potential loss, lack of liquidity, volatility, and higher fees. It also clarifies the relationship between purchasers of interests in the Access Fund and the Underlying Fund, noting the lack of direct interest or voting rights in the Underlying Fund.

document_type: financial

document_subtype: investment information

key_organizations:
iCapital Advisors, LLC
Institutional Capital Network, Inc.
U.S. Securities and Exchange Commission


document_description: The document outlines various risks associated with investing in private equity funds, including limited regulatory oversight, portfolio concentration, strategy risk, use of leverage, valuation issues, performance uncertainty, limited liquidity, tax risks, fees and expenses, and reliance on fund managers. It emphasizes the importance of due diligence in evaluating private equity fund managers.

title: Additional Disclosures Regarding Certain Risk Factors

document_subtype: disclosure document

key_organizations:
Securities and Exchange Commission
iCapital Network


document_description: The document outlines key terms for investors in the Access Fund, including fees, expenses, and performance compensation. It highlights the differences in returns for investors in the Access Fund versus direct investors in the Underlying Fund. It also details the management fee distribution and options for investors with large subscriptions.

title: Summary of Key Terms for Access Fund

document_subtype: summary

key_organizations:
Access Fund
DBSI
iCapital Advisors
Glendower Capital, LLP


document_description: The document discusses the benefits of secondary private equity investing, highlighting the attractiveness of secondary opportunities. It emphasizes the potential for earlier cash flows, pricing flexibility, mitigation of blind pool risk, and the mitigation of the J-curve effect. The document also discusses how secondary investments can complement portfolio construction by accelerating capital deployment and providing diversified exposure. A hypothetical graph illustrates the timing of secondary transactions and cash flows.

title: Benefits of Secondary Private Equity Investing

document_type: tabular


document_description: The slide provides an analysis of the secondary private equity market, highlighting strong market conditions with US$58 billion in deal volume in 2017. It discusses stable pricing, the growth of GP-led deals, and the steady supply of tail-end funds. The slide is part of Glendower Capital's presentation on the secondary market update.

title: Why invest in secondary private equity today?

document_subtype: presentation slide


document_description: This document contains an introduction, details about Glendower Investment Strategy, a secondary market update, updates on SOF III and IV, key terms for Glendower Capital Secondary Opportunities Fund IV, and an appendix.

title: Glendower Capital Document

document_type: other


document_description: Glendower Capital is launching its Secondary Opportunities Fund IV (SOF IV) to continue its value-investing strategy. The fund seeks $1.75 billion in commitments, with a first close of $1.3 billion expected in May 2018. The fund focuses on secondary private equity investments globally, with a strong performance track record from previous funds.

title: Glendower Capital Secondary Opportunities Fund IV Overview

key_locations:
United States
Europe

document_subtype: Investment Fund Overview

key_organizations:
Glendower Capital
Deutsche Asset Management


document_description: Glendower Capital is an independent investment team active in the secondary market since 2003. The team spun off from Deutsche Bank in 2017 and is privately owned by its partners. It has offices in London and New York, managing US$3 billion in client assets. The team consists of 23 members, expected to grow to 28+ by the second half of 2018, with 16 investment professionals averaging 12 years of experience. They have invested in over 350 fund interests across 90 deals and have screened thousands of funds over 10 years. The document outlines the team's history and key events from 2003 to 2017, including the restructuring of Deutsche Bank's PE portfolio and the formation of Glendower.

title: Glendower Capital Overview

key_people:
Carlo Pirzio-Biroli
Charles Smith
Chi Cheung
Deirdre Davies
Francesco Rigamonti
Adam Graev

key_locations:
London
New York

document_subtype: investment overview

key_organizations:
Glendower Capital
Deutsche Bank


document_description: This document provides an overview of the core members of the Glendower Capital team, highlighting their roles, locations, previous affiliations, and educational backgrounds. It includes information on their years of experience and tenure with the team.

key_people:
Carlo Pirzio-Biroli
Charles Smith
Adam Grano
Chi Cheung
Deirdre Davies
Joshua Glaser
Emilio Olmos
Francesco Rigamonti
Rikesh Mohandoss
Devrup Banerjee
Aldrich Chan
Philippe Ferneini
Victoria Loidl
Elena Smirnova
Jonathan Roome
Doug O'Connell
Rafael Enriquez - Hesles
Sheldon Lee
Helena Turley
Louise Schoeman
Katherine Weaver
Maxine Turner
Maria Gianoli-Franklin

document_subtype: team overview

key_organizations:
Glendower Capital
Deutsche Bank
CDB Web Tech
General Electric
The Boston Consulting Group
Bankers Trust
Coopers & Lybrand
Pomona
Lehman Brothers
Chatterjee/Soros
Cowen
ABN Amro
KPMG
ADIA
UBS
Credit Suisse
Gallo & Co.
Paul Capital
Forum Capital
CIBC Oppenheimer


document_description: The document provides a detailed performance report of various SOF funds as of September 30, 2017, including fund sizes, transaction numbers, gross and net multiples, IRR, and peak net contributed capital. It includes a table summarizing the performance metrics for SOF, SOF D, SOF II, and SOF III funds.

title: SOF Funds Performance as of September 30, 2017

document_subtype: financial report


document_description: The document compares the performance of SOF Funds against Cambridge Associates' secondary funds, focusing on net IRR and net multiples to limited partners. It includes a table of Index DPI and RVPI from 2004 to 2014, and discusses the quartile rankings of SOF funds based on Cambridge Associates' benchmarks.

title: SOF Funds vs Cambridge Associates' Secondary Funds Performance

document_subtype: financial performance report

key_organizations:
Glendower Capital
Cambridge Associates


document_description: The document compares the performance of SOF Funds against the Cambridge Associates buyout top-quartile benchmark. It includes metrics such as TVPI, DPI, and Net IRR for various SOF funds across different vintage years, highlighting their risk/reward profile and performance relative to benchmarks.

title: SOF Funds Performance Report

key_organizations:
Glendower
Cambridge Associates


document_description: The document compares the performance of SOF Funds to major public market indices as of September 30, 2017. It includes performance data for various SOF funds and compares them to indices like MSCI World, Russell 2000, and Thomson Reuters Private Equity Buyout Index.

title: SOF Program Performance Comparison

document_subtype: performance report


document_description: The document provides an overview of the performance of SOF, SOF II, and SOF III funds across different fund sizes, vintages, and economic cycles. It includes metrics such as Net Contributed Capital, Net IRR, DPI, and TVPI over various quarters from inception. The performance figures are based on unaudited results as of September 30, 2017. It also notes that past performance is not indicative of future results and that SOF D's performance is not included due to its unique nature as a single transaction fund.

title: SOF Funds Performance Overview


document_description: The document provides a market segmentation analysis of SOF Funds, positioning them as mid-sized value investors. It includes a table categorizing different investment strategies by fund size, year, and number of players. The analysis is based on data from the Preqin database and Glendower Capital's own market intelligence as of November 2017.

title: Glendower Capital Market Segmentation Analysis

document_subtype: market analysis


document_description: The document discusses GP-led transactions and their evolution over the years, highlighting the advantages they offer over traditional LP interest acquisitions. It mentions Glendower Capital's active role in this space since 2007 and their track record of over 15 transactions with significant returns. The memo emphasizes the importance of due diligence, bespoke fund design, and limited use of leverage in these transactions.

document_subtype: memo


document_description: The document outlines Glendower Capital's investment strategy, highlighting their rigorous sourcing and deal selection process. It emphasizes their wide funnel and narrow filter approach, access to an extensive industry network, and significant buy and sell side experience. The document also details their proactive top-down approach, disciplined deal-by-deal underwriting, and unique GP-restructuring and spin-off experience.

title: Glendower Capital Investment Overview

document_subtype: presentation

key_organizations:
Glendower Capital
DB Wealth Management
Raymond James
Alex Brown


document_description: The document provides illustrative case studies of fund secondaries transactions, detailing project/fund names, deal sizes, discounts, regions, sellers, and descriptions of the transactions. It includes information on proprietary deals, liquidity solutions, and globally diversified portfolios managed by major firms like CD&R, Apollo, Carlyle, KKR, and others.

title: Fund Secondaries Transactions

document_subtype: case studies

key_organizations:
Glendower Capital
CD&R
Apollo
Carlyle
KKR
Apax
MidOcean
MSREF
CDH
Affinity
Calera
CVC
Blackstone
Bridgepoint


document_description: The document provides illustrative case studies of GP-led transactions and single asset deals, detailing project/fund names, deal sizes, regions, sellers, and descriptions. It includes information on motivated sellers, distressed assets, and structured deals across various regions including the US and Europe.

key_locations:
US
Europe
UK
France
Poland
Czech Republic
Bulgaria
Macedonia
Turkey


document_description: The document provides an analysis of secondary market volumes from 2006 to 2018, highlighting that the market is evolving with GP-led transactions now representing 25% of the volume. The forecast for 2018 is over $60 billion.

title: Secondary Market Volume Analysis

key_organizations:
Glendower Capital
Greenhill GP Solutions
Dow Jones Private Equity Analyst


document_description: The document provides an analysis of the secondary market driven by global private equity (PE) market growth and increased propensity to trade. It includes data on total PE assets, unrealized portfolio value, dry powder, and annual secondary volumes as a percentage of total PE assets from 2007 to 2017.

key_organizations:
Glendower Capital
Preqin
Greenhill
Dow Jones


document_description: The document provides an analysis of secondary market pricing for private equity fund interests, highlighting stable pricing trends driven by rational participants. It includes a table showing secondary market volume and pricing from 2005 to 2017, with market conditions noted for each year.

title: Secondary Market Pricing Analysis

document_subtype: financial analysis

key_organizations:
Glendower Capital
Greenhill
Cogent Partners
Dow Jones Private Equity Analyst


document_description: The document provides an analysis of the secondary market capitalization, highlighting a balanced capitalization with strong secondary capital supply. It includes data on dry powder and annual deal volume, with estimates from Glendower Capital.

title: Secondary Market Capitalization Analysis

key_organizations:
Glendower Capital
Greenhill
Bain & Company


document_description: The document provides an analysis of significant unrealized private equity value locked in tail-end funds, with a focus on pre-crisis vintages amounting to US$600bn. It includes a breakdown of unrealized value by year and period, as well as a seller composition breakdown by percentage.

title: Unrealized PE Value and Seller Composition

key_organizations:
Glendower Capital
Preqin
Greenhill


document_description: The document provides an analysis of GP-led transactions in the secondary market, highlighting their growth as a source of supply. It includes a table showing the volume and percentage of GP-led secondaries from 2006 to 2017.

title: GP-led Transactions in Secondary Market

key_organizations:
Glendower Capital
Greenhill
Dow Jones Private Equity Analyst


document_description: This document contains information about Glendower Capital's investment strategy, secondary market updates, and key terms for the Secondary Opportunities Fund IV.

title: Glendower Capital Document


document_description: The document provides an overview of the SOF Ill Portfolio as of September 30, 2017, including gross invested capital breakdown, performance metrics, sector composition, asset geography, investment strategy, and vintage year distribution.

title: SOF Ill Portfolio - Highlights


document_description: The document lists 28 General Partners (GPs) representing approximately 90% of SOF III's current exposure based on Fair Market Value as of September 30, 2017. It includes various investment firms and capital partners.

document_subtype: financial portfolio summary

key_organizations:
Gilde
KKR
NAVIS
HIGHSTAR CAPITAL
CENTRE
Bridgepoint
NEUBERGER BERMAN
TDR Capital
LANE
LONG POINT CAPITAL
GMT
COLONY
NORTHSTAR
DUKE STREET
ASTRA
Quadrangle
Morgan Stanley
STAGE
ARCO REAL ESTATE
TURKVEN
UNLU & Co
SMITHFIELD
TCV
Zurmont Madison
octopus ventures
AUGENS
Amadeus Capital Partners
Palamon Capital Partners
Glendower Capital


document_description: A table summarizing various investment opportunities as of March 31, 2018, including project codes, deal types, regions, stages, sourcing methods, deal sizes, and SOF IV investments. The document is marked as strictly confidential and is for discussion purposes only, with no guarantee of completion or suitability for SOF IV.

title: SOF IV - Near term pipeline

key_locations:
North America
EMEA
Global
APAC


document_description: This document outlines the investment details for Project Sunrise, a GP-led secondary deal expected to close in April 2018. The investment involves a mid-market buyout strategy in the US consumer industry, focusing on five companies, including franchisees of well-known dining brands and a fitness brand. The investment rationale highlights Glendower's ability to deliver bespoke solutions and perform extensive diligence, with a conservative capital structure and strong free cash flow.

title: SOF IV - Project Sunrise

document_date: April 2018

document_subtype: investment summary


document_description: This document outlines an exclusive GP-led secondary deal for Project Klein, expected to close in June 2018. It involves a mid-market buyout strategy focusing on business services and healthcare services in Europe/UK. The investment includes four companies, with key assets in the UK and Italy. Glendower Capital is managing the transaction, leveraging its expertise in complex deals and long-standing relationships.

title: SOF IV — Project Klein

document_date: June 2018

key_locations: Europe UK Italy


document_description: This document contains an introduction, details about Glendower Investment Strategy, a secondary market update, updates on SOF III and IV, and key terms for the Glendower Capital Secondary Opportunities Fund IV. It also includes an appendix.

title: Glendower Capital Document


document_description: The document is a scorecard for SOF IV, evaluating alignment of interest, governance, and transparency based on ILPA 2 principles. It includes best practices such as all-contribution-plus-preferred-return-back-first model, LP favorable clawback provision, and comprehensive financial reporting.

title: SOF IV - ILPA 2 Scorecard

document_subtype: scorecard

key_organizations: Institutional Limited Partner Association


document_description: This document contains an introduction, details about Glendower Investment Strategy, a secondary market update, updates on SOF III and IV, and key terms for the Glendower Capital Secondary Opportunities Fund IV. It is marked as strictly confidential and pursuant to Federal Rules of Criminal Procedure 6(e).

title: Glendower Capital Document


document_description: Team bios for Glendower Capital's managing partners and partners, detailing their previous experience and education.

key_people:
Carlo Pir210-Biroli
Charles Smith
Adam Graev
Chi Cheung

document_subtype: team bios

key_organizations:
Glendower Capital
Deutsche Bank
General Electric
The Boston Consulting Group
Pomona Capital
Lehman Brothers
Chatterjee Group
Soros Fund Management
Cowen & Co


document_description: The document provides biographies of key team members at Glendower Capital, including Deirdre Davies, Joshua Glaser, Emilio Olmos, and Francesco Rigamonti. It outlines their roles, previous experience, and educational background.

key_people:
Deirdre Davies
Joshua Glaser
Emilio Olmos
Francesco Rigamonti

key_locations:
London
New York
Milan
South Africa
Abu Dhabi
Italy

key_organizations:
Glendower Capital
Deutsche Bank
KPMG
Paul Capital
Forum Capital
CIBC Oppenheimer
ADIA
UBS
Credit Suisse
Lafarge
Gallo & Co.


document_description: The document provides biographies of key team members at Glendower Capital, detailing their roles, responsibilities, and previous experience in the finance industry.

title: Team Bios

key_people:
Rikesh Mohandoss
Devrup Banerjee
Aldrich Chan
Philippe Ferneini

key_locations:
New York
London

key_organizations:
Glendower Capital
Deutsche Bank
Bank of America
Freddie Mac
Goldman Sachs
UBS
Credit Suisse
Booz & Company


document_description: The document provides biographies of team members at Glendower Capital, including their roles, previous experience, and educational background.

title: Glendower Capital Team Bios

key_people:
Victoria Loidl
Elena Smirnova
Jonathan Roome
Douglas O'Connell

key_organizations: Carnegie Mellon's Tepper School of Business


document_description: The document provides biographies of team members at Glendower Capital, including their educational background, previous work experience, and current roles.

title: Team Bios

key_people:
Rafael Enriquez-Hesles
Sheldon Lee
Katherine Weaver
Louise Schoeman

key_locations: Ecole Nationale Superieure des Mines de Nancy

document_subtype: Team Biographies

key_organizations:
Glendower Capital
Stifel
Citibank
Deutsche Bank
Brookfield Properties
Deloitte & Touche
London Air Ambulance
Grant Thornton


document_description: This document provides key information about the SOF III fund, including its first and final closing date, fund size, number of investors, and investor distribution by region and type. It also details the size of individual commitments and the percentage of investors in each category.

title: SOF III Key Information

key_organizations:
Deutsche Bank
Glendower Capital


document_description: This document provides a detailed summary of various investment projects under SOF III as of September 30, 2017. It includes information on project names, sourcing, seller types, deal types, funds, companies, invested and funded capital, initial closing dates, gross multiples, and portfolio details. The document is marked as strictly confidential and includes performance figures based on unaudited fair values.

title: Overall transaction summary as of September 30, 2017

document_subtype: financial summary


document_description: The document provides a breakdown of the gross invested capital for SOF II as of September 30, 2017, including performance metrics, asset geography, investment strategy, sector composition, and vintage year distribution.

title: SOF II — Portfolio construction


document_description: This document provides a summary of various financial transactions managed by Glendower Capital as of September 30, 2017. It includes details on project names, sourcing, seller types, deal types, funds, companies involved, invested and funded capital, initial closing dates, gross multiples, and portfolio details. The document is marked as strictly confidential and contains performance figures based on unaudited fair values.

key_locations: Europe US Global


document_description: This document provides an overview of the remaining portfolio construction by FMV1 as of September 30, 2017, including details on fund size, invested capital, capital called, distributions, remaining NAV, total net return, asset geography, investment strategy, vintage year, and sector composition.

title: Remaining portfolio construction by FMV1 as of September 30, 2017

document_subtype: portfolio overview


document_description: This document provides a summary of various financial transactions managed by Glendower Capital as of September 30, 2017. It includes details on project names, sourcing, seller types, deal types, funds, invested and funded capital, initial closing dates, gross multiples, and portfolio details. The document also includes notes on the performance figures and specific transactions like the Hoover transactions.

key_locations: US Europe Asia


document_description: This confidential presentation by Glendower Capital, LLP provides summary information about existing and future funds managed by Glendower, specifically the Glendower Capital Secondary Opportunities Fund IV, LP. It outlines the risks, investment conditions, and the role of Credit Suisse as the Fund's placement agent. The presentation is not an offer to sell or a solicitation to buy any security and emphasizes the importance of consulting offering documents for detailed information.

key_organizations:
Glendower Capital LLP
Credit Suisse Asset Management Limited


document_description: The document provides important information on the track record of the Glendower SOF Team, which spun off from Deutsche Bank in 2017. It discusses the investment performance and track record of the SOF Funds, including the roles of key team members and the calculation of investment returns. The document also covers valuations of unrealized investments and target returns, emphasizing that these are based on assumptions and are not guaranteed.

title: Notes to Investment Performance

key_people:
Carlo Pirzio-Birai
Charles Smith
Chi Cheung
Francesco Rigamonti
Adam Graev

document_subtype: notes

key_organizations: Deutsche Alternative Asset Management (Global) Limited


document_description: This document provides important information for recipients in certain jurisdictions regarding the distribution and offering of interests in a fund managed by an EU AIFM under the EU Alternative Investment Fund Managers Directive (AIFMD). It outlines the conditions under which the presentation and related materials can be distributed in the European Economic Area, Australia, Bahrain, and Brazil, emphasizing compliance with local laws and regulations.

key_locations:
European Economic Area
Australia
Bahrain
Brazil

document_subtype: notice

key_organizations:
Glendower Capital
Credit Suisse Group
Credit Suisse AG, Sydney Branch
Central Bank of Bahrain
Brazilian Securities Commission


document_description: This document provides important information for recipients in various jurisdictions including Japan, Malaysia, Mexico, Monaco, New Zealand, and the Sultanate of Oman. It outlines the legal and regulatory restrictions on offering or selling financial products in these regions. The document is distributed by Credit Suisse Securities and is marked as confidential.

key_locations:
Japan
Malaysia
Mexico
Monaco
New Zealand
Sultanate of Oman

document_subtype: legal notice

key_organizations: Type II Financial Instruments Firms Association

key_organizations: National Banking and Securities Commission

key_organizations: Commission de Contrôle des Activités Financières


document_description: This document provides important information for recipients in various jurisdictions regarding the offering of interests in a fund by Glendower Capital. It outlines the legal and regulatory considerations for potential investors in Qatar, Saudi Arabia, Singapore, South Korea, and Switzerland. The document emphasizes that it is not a public offer and highlights the risks and legal disclaimers associated with the investment.

key_locations:
Qatar
Saudi Arabia
Singapore
South Korea
Switzerland
Geneva

document_subtype: promotional document

key_organizations:
Glendower Capital
Qatar Central Bank
Capital Market Authority
Monetary Authority of Singapore
Financial Services Commission
Credit Suisse
Hugo Fund Services SA
Banque Cantonale de Genève


document_description: This document is a presentation by Glendower Capital providing important information for recipients in certain jurisdictions regarding investment in a fund. It outlines the legal and regulatory considerations for investors in St. Kitts and Nevis, UAE (Abu Dhabi/Dubai), and the United States. The presentation emphasizes that the fund is not registered with any regulatory authority in these regions and highlights the risks involved in investing, including the potential loss of the entire investment. It also notes that the fund will not be registered under the Securities Act or the Investment Company Act, and there will be no public market for the interests.

key_locations:
St. Kitts and Nevis
UAE
United States


document_description: Supplemental disclosure by Deutsche Bank Securities Inc. and Deutsche Bank Trust Company Americas regarding investment risks and disclaimers for a fund. It emphasizes the need for independent assessment of transactions and clarifies that securities are not insured or guaranteed by Deutsche Bank or its affiliates. The document also mentions potential compensation arrangements and authorizes disclosure of transaction structure and tax aspects.

document_subtype: disclosure

key_organizations:
Deutsche Bank Securities Inc.
Deutsche Bank Trust Company Americas
Federal Deposit Insurance Corporation


document_description: A letter from Deutsche Bank requesting consent to share personal information with iCapital Parties for a fund investment managed by iCapital Advisors, LLC. The letter outlines the types of information required from natural persons and corporate structures or trusts.

title: Letter of Authorization for Fund Investment

document_subtype: Letter of Authorization

key_organizations:
Deutsche Bank
iCapital Advisors, LLC


document_description: Authorization form for Deutsche Bank to provide information and transfer funds related to an investment in Glendower Access Secondary Opportunities IV (U.S.), L.P. The form includes consent for Deutsche Bank to share information with iCapital Parties and to receive investment-related information from them.

document_subtype: Authorization Form


document_description: A confidential financial document related to Glenn Warren with missing placement fee, initial capital contribution amount, and Deutsche Bank account number.

document_subtype: bank document


document_description: This document is a supplement to the Confidential Private Placement Memorandum dated January 2018, related to the offering of limited partnership interests in Glendower Access Secondary Opportunities IV (U.S.), L.P. It is intended for investors referred by Deutsche Bank Securities Inc.

title: Supplement to the Confidential Private Placement Memorandum

document_subtype: Private Placement Memorandum Supplement

key_organizations: Glendower Capital Secondary Opportunities Fund IV, LP


document_description: This document is a supplement to the Confidential Private Placement Memorandum for Glendower Access Secondary Opportunities IV (U.S.), L.P. It updates information regarding Deutsche Bank Securities Inc.'s role as Placement Agent and related compensation and fees. The supplement modifies the original Memorandum where inconsistent and emphasizes confidentiality and disclosure limitations, particularly concerning tax treatment and structure.


document_description: Amendment to the 'Summary of Principal Terms of the Access Fund' in the Memorandum, detailing the Servicing Fee arrangement with Deutsche Bank Securities Inc. as a Placement Agent for the Access Fund. The fee structure is outlined based on the investment period and subscription amounts.

document_subtype: Memorandum Amendment

key_organizations:
Deutsche Bank Securities Inc.
Access Fund


document_description: Deutsche Bank will serve as a Placement Agent for Access Funds, charging a DB Placement Fee for each Subscription by a DB Introduced Person. The fee structure varies based on the subscription amount and can be waived or reduced. Deutsche Bank will also receive a Servicing Fee for certain services provided to DB Introduced Persons. Additionally, Deutsche Bank will receive a placement fee from Glendower GP or an affiliate. The document outlines potential conflicts of interest due to these fees.

document_subtype: Investment Agreement

key_organizations:
Deutsche Bank
Access Funds
Glendower GP


document_description: The document discusses amendments to the Memorandum under 'Certain Regulatory Matters', detailing settlements reached by DBSI with various regulatory bodies in 2004 and 2009. The 2004 settlement involved a payment of $87.5 million related to research analyst independence. The 2009 settlement involved proceedings with the SEC and other state regulators concerning auction rate securities, requiring DBSI to buy back ARS and compensate affected customers.

document_type: legal

document_subtype: settlement agreement

key_organizations: National Association of Securities Dealers


document_description: Form W-9 is used to request a taxpayer identification number (TIN) and certification from individuals or entities required to file an information return with the IRS. It includes sections for providing personal or business information, tax classification, and TIN. The form also includes a certification section under penalties of perjury.

title: Form W-9 (Rev. November 2017)

document_subtype: tax form


document_description: Instructions for completing Form W-9, including penalties for falsifying information, misuse of TINs, and specific instructions for different types of entities. It also includes information on exemptions from backup withholding and FATCA reporting.

title: Form W-9 Instructions

document_subtype: tax form instructions


document_description: Instructions for completing Form W-9, including information on exempt payees, FATCA exemption codes, and how to obtain a Taxpayer Identification Number (TIN).

title: Form W-9 Instructions

key_organizations: IRS SSA

reference_numbers:
Form W-9
Form 1099-MISC
Form SS-5
Form W-7
Form SS-4


document_description: Instructions for completing Form W-9, including details on providing TINs for various account types and guidance on identity theft protection.

title: Form W-9 Instructions

key_organizations:
IRS
Taxpayer Advocate Service


document_description: This document is a Form ADV Part 2A brochure for iCapital Advisors, LLC, providing information about the firm's qualifications and business practices. It includes a disclaimer about the SEC's non-endorsement of the firm's skills or expertise.

title: iCapital Advisors, LLC Form ADV Part 2A

key_locations: 60 East 42nd Street, 26th Floor, New York, NY 10165, USA

document_subtype: Form ADV Part 2A

key_organizations: United States Securities and Exchange Commission


document_description: This document is an amendment to iCapital's brochure for 2018, updating the previous version from March 31, 2017. It includes routine updates, changes to investor servicing fees, diligence scope on certain funds, and business relationships. It also notes the acquisition of a private equity access fund platform from Deutsche Bank by iCapital's parent company.

title: iCapital Advisors, LLC Form ADV Part 2A

key_organizations:
iCapital Advisors, LLC
Institutional Capital Network, Inc.
Fidelity Brokerage Services LLC
Deutsche Bank
iCapital Securities, LLC
Financial Industry Regulatory Authority
SEC


document_description: This document is a Form ADV Part 2A for iCapital Advisors, LLC, detailing their investment advisory services. It lists various Private Access Funds and Direct Investment Funds managed by iCapital, which are exempt from registration under the Investment Company Act of 1940 and the Securities Act of 1933. The document outlines iCapital's role in identifying private equity or hedge fund managers for investment and managing the Direct Investment Funds. It also mentions the use of confidential private placement memorandums for each fund.

title: iCapital Advisors, LLC Form ADV Part 2A

key_organizations: Private Equity Global Select Master Fund

key_organizations: Opportunistic Real Estate and Infrastructure Select Fund

key_organizations: iCapital-OrbiMed Royalty Opportunities II Access Fund

key_organizations: iCapital-Apollo Structured Credit Recovery Access Fund

key_organizations: iCapital-Warburg Pincus Private Equity XII Access Fund

key_organizations: Royalty Investment Fund Limited Partnership


document_description: The document is a Form ADV Part 2A for iCapital Advisors, LLC, detailing investment strategies, management fees, and assets under management. It outlines the investment approach of iCapital, which involves selecting investments in equity securities through sub-advisers. The document also provides information on the management fees charged to funds, which range from 0.25% to 1.25% per annum. As of December 31, 2017, iCapital's total discretionary assets under management were $4,014,735,581.86. The document lists various funds managed by iCapital and notes that the parent company, Institutional Capital Network, Inc., is owned by various persons, including iCapital management and employees.

title: iCapital Advisors, LLC Form ADV Part 2A

key_organizations:
iCapital Advisors, LLC
Institutional Capital Network, Inc.


document_description: The document outlines the management and investor servicing fees associated with iCapital Advisors, LLC. It details the conditions under which management fees may be waived or reduced, the investor servicing fee arrangements, and the payments to underlying managers. It also describes the service providers engaged by iCapital and the organizational expenses borne by each fund.

title: iCapital Advisors, LLC Form ADV Part 2A

key_organizations:
iCapital Advisors, LLC
Dynasty Securities, LLC


document_description: The document outlines the expenses related to the formation and operation of the Private Access Fund and Direct Investment Funds managed by iCapital Advisors, LLC. It details various costs including management fees, organizational expenses, taxes, legal and administrative fees, and other operational costs. The document also mentions that limited partners will bear a share of these expenses indirectly.

title: iCapital Advisors, LLC - Form ADV Part 2A


document_description: The document outlines the investment strategies and due diligence processes of iCapital Advisors, LLC, focusing on Private Access Funds and Direct Investment Funds. It details the methods of analysis, investment strategies, and risk of loss, emphasizing a bottom-up diligence approach for selecting fund managers and sub-advisers. The due diligence process includes quantitative and qualitative assessments, market analysis, and comprehensive evaluations of fund managers.


document_description: The document outlines the due diligence process of iCapital Advisors, LLC for evaluating investment opportunities, particularly in hedge funds. It describes a multi-stage process involving market opportunity assessment, manager evaluation, and comprehensive reviews, including collaboration with Castle Hall Alternatives Inc. for independent evaluations. The findings are presented to iCapital's Investment Committee for approval.

title: iCapital Advisors, LLC Form ADV Part 2A

document_subtype: investment advisory document

key_organizations:
iCapital Advisors, LLC
Castle Hall Alternatives Inc.


document_description: The document outlines the terms and conditions related to capital contributions by investors to Private Access Funds managed by iCapital Advisors, LLC. It details the responsibilities of investors, the potential penalties for failing to meet capital contributions, and the lack of direct rights or recourse for investors in the Underlying Fund. It also discusses the non-obligation of iCapital to provide investment advice or devote specific time to managing the funds.

title: iCapital Advisors, LLC Form ADV Part 2A


document_description: The document discusses the financial and tax implications for investors in Private Access Funds managed by iCapital Advisors, LLC. It covers topics such as tax liabilities, illiquidity of investments, economic and market risks, and consequences of default.


document_description: The document is a Form ADV Part 2A for iCapital Advisors, LLC, discussing capital contributions, default actions, series limited partnerships, and reliance on sub-advisers. It outlines the procedures and consequences for defaulting investors, the legal structure and potential liabilities of series limited partnerships, and the importance of sub-advisers in managing funds.


document_description: The document discusses the risks associated with investments in securities, including general economic and market conditions, issuer risk, equity securities risks, and investments in non-U.S. issuers. It highlights factors such as market volatility, liquidity issues, and specific risks related to foreign investments, including political and economic instability, regulatory differences, and currency exchange challenges.


document_description: The document discusses the investment strategies and associated risks of iCapital Advisors, LLC, particularly focusing on investments in American Depositary Receipts (ADRs), European Depositary Receipts (EDRs), Global Depositary Receipts (GDRs), and securities in emerging markets. It highlights the risks involved in investing in non-U.S. securities, including political, economic, and foreign exchange risks, as well as the volatility and liquidity issues in emerging markets. The document also addresses the impact of foreign currency fluctuations on the value of investments.


document_description: The document discusses various financial risks associated with investments managed by iCapital Advisors, LLC. It covers currency exchange rate risks, credit risks, concentration risks, and settlement risks in foreign markets. The document highlights how these risks can affect the value and performance of investment funds.


document_description: The document discusses various investment risks associated with funds managed by iCapital Advisors, LLC. It highlights risks related to settlement delays, investments in small or medium-sized companies, liquidity of investments, convertible securities, and participation certificates. The document emphasizes the potential for greater risk and volatility in smaller companies, the illiquidity of certain investments, and the specific risks associated with convertible securities and participation certificates.


document_description: The document outlines the financial strategies and risks associated with iCapital Advisors, LLC's investment funds. It discusses cash position risk, leverage, and derivatives risk, highlighting the potential impacts on fund performance and investor returns. The document also addresses the implications of market conditions and regulatory actions on financing arrangements.


document_description: The document discusses various financial risks associated with investment funds managed by iCapital Advisors, LLC. It covers the risks of derivatives, warrants, stock purchase rights, and debt securities, including high yield or 'junk' bonds. The document highlights the speculative nature and potential volatility of these investments, as well as the challenges in valuing and liquidating certain financial instruments.


document_description: The document discusses various financial risks associated with investments, including default risk, interest rate risk, and risks related to swaps. It highlights the potential for greater price volatility and liquidity issues with lower-rated bonds, the impact of interest rate changes on debt instruments, and the complexities of swap investments.


document_description: The document is a Form ADV Part 2A for iCapital Advisors, LLC, detailing investment strategies, risks, and affiliations. It discusses the risks associated with investing in Real Estate Investment Trusts (REITs) and cybersecurity risks for private equity funds. It also provides information on iCapital's affiliations, including iCapital Securities, LLC, a registered broker-dealer, and Gen II Fund Services, LLC, a fund administrator. The document states that iCapital has no material legal or disciplinary events affecting its advisory business.

title: iCapital Advisors, LLC Form ADV Part 2A

key_organizations:
iCapital Advisors, LLC
iCapital Securities, LLC
Institutional Capital Network, Inc.
Gen II Fund Services, LLC
Gen II Hedge Fund Services


document_description: The document outlines the relationships and potential conflicts of interest involving iCapital Advisors, LLC, its parent company Institutional Capital Network, Inc., and various financial institutions. It discusses the ownership interests and investments by companies like BNY Capital Corporation, BlackRock, Credit Suisse, Morgan Stanley, and UBS in iCapital's parent company. The document also covers iCapital's Code of Ethics, which aims to prevent conflicts of interest and insider trading.

title: iCapital Advisors, LLC Form ADV Part 2A

key_organizations:
iCapital Advisors, LLC
BNY Capital Corporation
Institutional Capital Network, Inc.
BlackRock, Inc.
Credit Suisse Group AG
Morgan Stanley Smith Barney
UBS Financial Services


document_description: The document outlines the Code of Ethics and conflict of interest policies for iCapital Advisors, LLC. It includes guidelines for employee investments, participation in client transactions, and potential conflicts of interest due to compensation from underlying fund managers.

title: iCapital Advisors, LLC Form ADV Part 2A

key_organizations:
iCapital Advisors, LLC
iCapital Securities, LLC


document_description: The document is a Form ADV Part 2A for iCapital Advisors, LLC, detailing potential conflicts of interest, fee structures, valuation processes, educational programs, and privacy policies. It highlights the involvement of iCapital's management in soliciting investment advisers and the potential conflicts arising from compensation structures. It also discusses the fees paid by brokerage limited partners and the valuation of fund assets. Additionally, it outlines iCapital's commitment to maintaining investor privacy.


document_description: The document outlines iCapital Advisors, LLC's brokerage practices, review of accounts, and client referrals and compensation policies. It details the firm's approach to achieving best execution in brokerage practices, the review process for fund performance, and the handling of client referrals and compensation. The document also mentions the use of 'soft dollar' credits and the provision of financial statements to investors.

title: iCapital Advisors, LLC Form ADV Part 2A


document_description: The document outlines the investment management and custody practices of iCapital Advisors, LLC, including compensation arrangements with Fidelity Brokerage Services LLC and National Financial Services LLC. It details the allocation of management fees, custody rules for client funds, and investment discretion policies.

title: iCapital Advisors, LLC Form ADV Part 2A

key_organizations:
iCapital Advisors, LLC
iCapital Securities
Fidelity Brokerage Services LLC
National Financial Services LLC
Institutional Capital Network, Inc.


document_description: The document outlines iCapital Advisors, LLC's policies on voting client securities and financial information. It specifies that iCapital does not anticipate owning equity securities with voting rights in Private Access Funds and delegates proxy voting for Direct Investment Funds to a Sub-Adviser. It also mentions the establishment of a Proxy Voting Policy for certain investments and provides financial disclosures, stating that iCapital has no financial commitments impairing its contractual obligations and has not undergone bankruptcy.


document_description: This document is a brochure supplement for iCapital Advisors, LLC, providing information about certain individuals associated with the firm. It includes contact information for the Chief Compliance Officer and references the SEC's website for additional information.

title: FORM ADV PART 2B: Brochure Supplement

key_people:
Eileen Duff Blalock
Phil Pool
John Robertshaw
Daniel Vene
Nicholas Veronis
Michael Stanton

key_locations: 60 East 42nd Street, 26th Floor, New York, NY 10165

document_subtype: brochure supplement


document_description: This document provides the educational background, business experience, and other professional details of Eileen Duff Blalock, a member of iCapital Advisor's investment committee and Managing Partner at iCapital Network. It includes her previous roles, disciplinary information, other business activities, additional compensation, and supervision details.

title: Form ADV Part 2B for Eileen Duff Blalock

key_people:
Eileen Duff Blalock
Michael Stanton

document_subtype: Form ADV Part 2B

key_organizations:
iCapital Advisors LLC
iCapital Network
Credit Suisse
Donaldson, Lufkin & Jenrette
iCapital Securities LLC


document_description: This document provides the educational background, business experience, and other professional details of Phil Pool, a member of iCapital Advisor's investment committee. It includes his roles, past experiences, and supervisory details.

title: Form ADV Part 2B for Phil Pool

key_people:
Phil Pool
Michael Stanton

key_locations:
London
New York
Chicago

key_organizations: Donaldson, Lufkin & Jenrette Securities Corporation


document_description: This document provides the educational background, business experience, and other relevant information for John C. Robertshaw, a Special Advisor to iCapital Network and iCapital Securities, LLC. It includes details about his previous roles at Credit Suisse and Salomon Brothers, as well as his educational background from Yale University. The document also states that Mr. Robertshaw has not been subject to any material legal or disciplinary events and outlines his supervision by Mr. Michael Stanton, iCapital's CCO.

title: Form ADV Part 2B for John C. Robertshaw

key_people:
John C. Robertshaw
Michael Stanton

key_organizations:
iCapital Advisors LLC
iCapital Network
Credit Suisse Securities (USA) LLC
Donaldson, Lufkin & Jenrette
Salomon Brothers
iCapital Securities LLC


document_description: This document is the amended and restated limited partnership agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P., a Delaware Limited Partnership. It outlines the terms and conditions under which the limited partner interests are held, including restrictions on transferability and resale, and the requirement for general partner consent for any transfer of interests.

title: Amended and Restated Limited Partnership Agreement of Glendower Access Secondary Opportunities IV (U.S.), L.P.

document_subtype: Limited Partnership Agreement


document_description: This document is the amended and restated limited partnership agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It outlines the definitions, organization, powers, partner details, investments, activities, fees, expenses, and capital contributions related to the partnership.

title: Glendower Access Secondary Opportunities IV (U.S.), L.P. Amended and Restated Limited Partnership Agreement


document_description: This document is an amended and restated limited partnership agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It outlines the terms and conditions related to default, distributions, capital accounts, allocations, duration of the partnership, liquidation of assets, and limitations on transfers and withdrawals.

title: Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P.


document_description: This document is an amended and restated limited partnership agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P., dated April 11, 2018. It outlines the continuation of the partnership under the Delaware Revised Uniform Limited Partnership Act, the withdrawal of the Initial Limited Partner, and the admission of additional Limited Partners.

title: Amended and Restated Limited Partnership Agreement

key_organizations: Glendower Access Secondary Opportunities IV GP LLC


document_description: This document outlines the terms of the partnership agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It includes details about the partnership's name, offices, purpose, powers, and the roles and responsibilities of the partners. The partnership is organized under the Delaware Act and has provisions for changing its principal and registered offices. The document also specifies the limited liability of the partners and the conditions under which they are required to contribute capital.

key_locations: Corporation Trust Center, 1209 Orange Street, Wilmington, County of New Castle, Delaware

document_subtype: Partnership Agreement


document_description: This document is an excerpt from a Limited Partnership Agreement, detailing the rights and obligations of Limited Partners, including the effects of death, dissolution, or bankruptcy, and the conditions for admitting additional Limited Partners before the final closing date. It outlines the contributions required from new or existing Limited Partners and the limitations on their control over the partnership.

key_organizations: Glendower Access Secondary Opportunities IV (U.S.), L.P.


document_description: The document is an amended and restated limited partnership agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It includes provisions for the admission of new partners, anti-money laundering provisions, and compliance requirements with U.S. laws.


document_description: The document is an excerpt from the Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It outlines the rights and responsibilities of the General Partner, including the ability to release confidential information to governmental authorities, amend the agreement to comply with anti-money laundering laws, and manage the partnership's affairs. The General Partner has exclusive control over the partnership's management and can delegate management to an Investment Manager.


document_description: The document outlines the powers and responsibilities of the General Partner in managing the Partnership, including executing agreements, managing investments, and disclosing nonpublic information as required. It also clarifies that the General Partner and its affiliates can engage in other business ventures independently of the Partnership.


document_description: The document outlines the terms under which the General Partner can utilize alternative investment structures for legal, tax, regulatory, accounting, or other reasons. It specifies the conditions under which Limited Partners may be required to invest in Alternative Investment Vehicles and how these investments will be treated in relation to the Partnership.


document_description: This document outlines the terms and conditions related to the allocations, distributions, and management of an Alternative Investment Vehicle and its interaction with the Partnership. It covers topics such as management fees, transfer of interests, defaulting partners, economic terms, and the establishment of Investment Subsidiaries.

key_organizations: Olendoner Accent Secondary Opportunities IV (U.S.). L.P.


document_description: The document outlines the responsibilities and expenses related to the management and operation of a partnership, including the allocation of expenses among Limited Partners, the General Partner, and any Parallel Access Funds. It details the types of expenses covered, such as travel, research, insurance, and legal fees, and specifies how these expenses are to be shared among partners and funds.


document_description: This document outlines the terms and conditions related to management fees and capital contributions for partners in a partnership. It specifies the calculation and timing of management fee payments, the obligation of partners to contribute capital, and the procedures for initial capital contributions. The document also allows for the waiver or reduction of management fees by the Investment Manager.

key_organizations: Glendower Accem Secondary Opportunities IV (U.S.), L.P.


document_description: This document outlines the procedures and conditions for capital contributions by Limited Partners to the Partnership, including initial contributions, additional contributions, deficiency drawdowns, and the authority of the General Partner to manage these contributions. It also covers the return of unused contributions and the General Partner's authority to reduce subscriptions.

key_organizations: Glendoner Accent Secondary Opportunities IV (U.S.) L.P.


document_description: The document outlines the terms related to capital contributions, returns, and adjustments for partners in the Glendower Access Secondary Opportunities IV (U.S.), L.P. It details the procedures for returning contributions upon the admission of an additional partner, the effect of such returns, and the interest applicable on unpaid contributions.


document_description: This document outlines the terms and conditions related to default by a Limited Partner in a partnership agreement. It specifies the actions that the General Partner may take in the event of a default, including designating a partner as a 'Defaulting Partner', enforcing capital contributions, and pursuing legal remedies. The document also addresses the consequences of a default, such as prohibiting future capital calls and compulsory redemption of the Defaulting Partner's interest.


document_description: The document outlines the rights and remedies available to the Investment Manager and/or General Partner in the event of a partner defaulting on their obligations in the partnership. It includes measures such as compulsory transfer of interest, exclusion from income sharing, reduction of unpaid subscriptions, forced sale of interest, acceptance of late contributions with interest, immediate payment of unpaid subscriptions, application of distributions against amounts due, abandonment of interest, withholding of distributions, and legal enforcement of rights under the agreement and Delaware law.


document_description: This document outlines the terms and conditions related to capital contributions and defaults within the partnership. It specifies the procedures and consequences for Access Fund Defaults, including the treatment of Defaulting Access Fund Investors and the assignment of partner contributions. The General Partner has the authority to assign unpaid subscriptions as security for the partnership's obligations.


document_description: This document outlines the terms of the Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It includes provisions for security interests, distributions, and discretionary distributions among partners.


document_description: This document outlines the operational rules, special distributions, and tax payment obligations for the partnership. It specifies how distributions to partners, including defaulting partners, are to be handled, and details the treatment of tax liabilities incurred by the partnership.


document_description: This document is an excerpt from the Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It outlines the responsibilities of partners regarding tax liabilities, indemnification, and capital accounts. It specifies how tax liabilities are determined and allocated among partners, and the conditions under which distributions are prohibited. The document also details the creation and maintenance of capital accounts for each partner.


document_description: This document is an excerpt from the Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It outlines the allocation of net gain, net loss, and other items of income, gain, loss, and deduction among partners. The document specifies the timing of allocations, compliance with Treasury Regulations, and the general method for allocating net gain and net loss. It also discusses adjustments to partners' capital accounts and the discretion of the General Partner in making these allocations.


document_description: The document outlines special allocations of items of loss or deduction, allocations following a default, other specially allocated items, and the admission of additional partners in the partnership. It specifies how losses, expenses, and deductions are allocated among partners, including adjustments for new partners admitted after the initial closing date.


document_description: The document outlines the procedures for the liquidation of the partnership, including distribution of assets, expenses of the liquidator, duration of liquidation, and liability for returns. It also details limitations on transfers and withdrawals of limited partnership interests.


document_description: This document outlines the terms and conditions regarding the transfer of partnership interests in Glendower Access Secondary Opportunities IV (U.S.), L.P. It specifies the requirement for the General Partner's consent for any transfer, restrictions on public trading, and the need for certain representations by transferors and transferees. The document also addresses the conditions under which transfers will be recognized and the reliance on representations made by involved parties.


document_description: This document outlines the conditions and restrictions related to the transfer of interests in the partnership, including compliance with Section 1446(f) of the Code and other legal considerations. It specifies the responsibilities of transferring partners and transferees, and the conditions under which transfers are prohibited to avoid legal and regulatory issues.


document_description: This document outlines the conditions under which a transfer of interest in the partnership can occur, including the requirement for the transferee to be an accredited investor, qualified purchaser, and qualified client. It also details the need for a legal opinion to ensure compliance with these conditions and the reimbursement of transfer expenses by the transferring partner and transferee. Additionally, it covers the admission of substituted limited partners and the effects of such admission.


document_description: The document outlines the terms and conditions related to the transfer of interests, non-compliant transfers, multiple ownership, withdrawal rights, and removal of a limited partner within the partnership. It specifies the responsibilities of the General Partner in managing these aspects and the conditions under which a limited partner may be removed.


document_description: This document is an excerpt from the Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It includes provisions on look-through treatment, exculpation, and indemnification of Covered Persons, which include the Investment Manager, General Partner, and others. The document outlines the conditions under which these individuals are not liable for losses suffered by the Partnership or any Partner, provided they acted in good faith and without gross negligence or willful misconduct.


document_description: This document is an excerpt from the Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It outlines indemnification provisions for Covered Persons and other parties associated with the partnership. The agreement specifies conditions under which indemnification is provided, limitations on indemnification, and the advance payment of expenses related to legal actions.


document_description: This document outlines the indemnification provisions for the partnership, including insurance, successors, and rights to indemnification from other sources. It specifies the priority of indemnity obligations and the ordering of liability for potentially overlapping or duplicative indemnification payments.

title: Glenodwer Access Secondary Opportunities IV (U.S.), L.P. Amended and Restated Limited Partnership Agreement


document_description: This document outlines the terms and conditions of the Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It includes provisions for obtaining consents and approvals, voting and consents, and administrative provisions such as keeping of accounts and records. The document specifies the rights and obligations of the General Partner and Limited Partners, including the maintenance of books of account and confidentiality of certain information.


document_description: The document outlines the responsibilities of the General Partner in providing financial reports to the Partners of the Partnership. It includes details on the filing of the Certificate of Limited Partnership, the preparation and transmission of annual financial statements and tax information, and the provision of quarterly reports. It also mentions the limitations on information rights for Limited Partners compared to direct limited partners of the Underlying Fund.


document_description: This document outlines the valuation procedures for partnership assets, including freely tradable securities and other assets, as well as the treatment of goodwill and intangible assets. It also specifies the protocol for notices and communications among partners.


document_description: This document is an excerpt from the Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It outlines provisions related to notices, accounting, and tax matters. Notices to partners are deemed received based on the method of delivery, and the General Partner can post financial statements online. The fiscal year is the calendar year unless otherwise required for tax purposes. The Partnership's accountants are selected by the General Partner. The document also details the tax classification of the Partnership and the role of the Tax Matters Partner.


document_description: This document outlines the amended and restated limited partnership agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It includes provisions related to the designation of the General Partner as the 'partnership representative' under the BBA, the responsibilities of partners regarding tax compliance, and the handling of imputed underpayments. The agreement also addresses the costs associated with actions taken by the General Partner and the requirement for partners to provide necessary information for tax compliance.


document_description: This document is an excerpt from the Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It outlines the obligations of Limited Partners to provide information for compliance with FATCA and other tax regulations. It also details the consequences of non-compliance, including potential transfer or withdrawal from the partnership and indemnification for any resulting losses. Additionally, it addresses the non-requirement of Section 1045 rollovers and related tax reporting obligations.


document_description: This document outlines the terms and conditions of the Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It includes provisions related to tax basis adjustments, elections under various sections of the Internal Revenue Code, and tax reporting consistency. It also grants the General Partner power of attorney to execute necessary documents on behalf of the Limited Partners.


document_description: The document outlines the powers and responsibilities of the General Partner in relation to the Partnership and any Alternative Investment Vehicles, Parallel Access Fund, or Feeder Fund. It includes provisions for the dissolution and termination of the Partnership, amendments to the Agreement, and the execution of additional documents. It also details the information obligations of Limited Partners.


document_description: This document is an Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It outlines the binding nature of the agreement on successors, governing law, remedies for breach, waiver of partition rights, securities law matters, and confidentiality obligations of the partners.


document_description: This document outlines the confidentiality obligations of Limited Partners regarding Partnership Information, which is considered a valuable trade secret. It specifies the conditions under which such information can be disclosed, including to professional advisors and under legal compulsion, and the procedures to follow in such cases.

document_subtype: confidential agreement


document_description: This document outlines the confidentiality and information disclosure provisions of a Limited Partnership Agreement. It specifies conditions under which the General Partner may withhold information from Limited Partners, the obligations of Limited Partners regarding confidential information, and the legal remedies available for breaches of these obligations. It also includes clauses on contract construction and the survival of confidentiality provisions after a partner's withdrawal.

key_organizations: Glendower Accetcc Secondary Opportunities IV (U.S.), L.P.


document_description: This document is an Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It outlines the terms and conditions of the partnership, including arbitration procedures, the use of side letters, and provisions for bad actor disqualification. The agreement specifies that any disputes will be settled through binding arbitration in New York City and allows for side letters to amend terms for specific limited partners. It also includes a clause for bad actor disqualification, requiring certain partners to provide information to ensure compliance with Rule 506 of Regulation D under the Securities Act.


document_description: This document is an amended and restated limited partnership agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It includes provisions related to the certification of a 20% Holder and confidentiality clauses.


document_description: This document is an Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It includes the execution by the General Partner and Limited Partners, with Thomas Fortin as COO signing on behalf of Institutional Capital Network, Inc. Michael Stanton is noted as the withdrawing Initial Limited Partner.

key_people:
Thomas Fortin
Michael Stanton


document_description: This document is an appendix from the Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities W (U.S.), L.P. It contains definitions for terms used in the agreement, such as '20% Holder', 'Access Fund Default', 'Administrator', and others. The document is marked as proprietary and confidential.

title: Glendower Access Secondary Opportunities W (U.S.), L.P. - Definitions


document_description: This document contains definitions and terms related to the Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It includes definitions for terms such as Defaulting Access Fund Investor, Defaulting Partner, Delaware Act, Delayed Payment Interest, ERISA, ERISA Partner, Exempt Entity, FATCA, Feeder Fund, Final Closing Date, Freely Tradable, and Security.

title: Glendower Access Secondary Opportunities IV (U.S.), L.P. 1-3 Amended and Restated Limited Partnership Agreement


document_description: This document is an amended and restated limited partnership agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It outlines the definitions and terms related to freely tradable securities, the roles of the General Partner and Limited Partners, and other legal and financial provisions under the Securities Exchange Act of 1934 and the Investment Company Act of 1940.

key_people:
Patrick Gerschel
Michael Stanton


document_description: This document outlines the terms and conditions of the Amended and Restated Limited Partnership Agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It includes definitions and explanations of key terms such as Management Agreement, Management Fee, Net Gain or Loss, Nonrecourse Liability, and Non-Voting Interest.


document_description: This document is an amended and restated limited partnership agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It outlines definitions and terms related to the partnership, including organizational expenses, partner interests, and partnership minimum gain.

key_organizations: Glendower Access Secondary Opportunities IV (International), L.P.


document_description: This document is an amended and restated limited partnership agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It includes definitions and terms related to capital calls, management fees, and various legal and financial terms relevant to the partnership.


document_description: This document is an amended and restated limited partnership agreement for Glendower Access Secondary Opportunities IV (U.S.), L.P. It includes definitions and terms related to financial obligations, third-party indemnifiers, transfer regulations, and details about the underlying fund, Glendower Capital Secondary Opportunities IV, LP.

key_locations:
United States
District of Columbia
European Union

key_organizations: United States Department of the Treasury


document_description: This document is an appendix to a partnership agreement, detailing regulatory and tax allocations to comply with Treasury Regulation Section 1.704-1(b)(2)(iv). It includes provisions for minimum gain chargeback, nonrecourse deductions, limits on loss and deduction allocations, qualified income offset, and gross income allocation. Adjustments for changes in partner interests are also addressed.

title: Appendix II: Regulatory and Tax Allocations

document_subtype: Partnership Agreement Appendix


document_description: The document outlines the allocation of income, gain, loss, deduction, or credit among partners in accordance with tax regulations. It includes provisions for special allocations to reflect economic interests and tax allocations as per Section 704(c) of the Code.


document_description: This document is a private placement memorandum for Glendower Access Secondary Opportunities IV (U.S.), L.P., an 'Access Fund' into Glendower Capital Secondary Opportunities Fund IV, LP, offering limited partner interests.

document_date: January 2018

document_subtype: Private Placement Memorandum


document_description: This document is a confidential private placement memorandum provided by iCapital Advisors, LLC to sophisticated investors for investment in Glendower Access Secondary Opportunities IV (U.S.), L.P. The fund aims to invest in Glendower Capital Secondary Opportunities Fund IV, LP. The memorandum includes details about the investment structure, legal disclaimers, and regulatory compliance, emphasizing that the interests are not registered under the U.S. Securities Act of 1933 and are offered under exemptions. It also outlines the qualifications required for investors and the lack of registration under the Investment Company Act of 1940.

title: Confidential Private Placement Memorandum for Glendower Access Secondary Opportunities IV (U.S.), L.P.

key_locations: Delaware U.S. England


document_description: This document is a memorandum related to the Access Fund, highlighting the risks and legal disclaimers associated with investing in the fund. It specifies that the fund is suitable only for sophisticated investors who can bear high risks and lack of liquidity. The memorandum also clarifies the lack of direct interest or voting rights for purchasers of interests in the Underlying Fund and outlines the legal limitations and disclaimers of Glendower Capital and related entities.

key_locations: United Kingdom of Great Britain and Northern Ireland

document_subtype: memorandum

key_organizations:
Access Fund
Glendower GP
Glendower Capital LLP
Glendower Capital (U.S.) LLC


document_description: This document is a confidential memorandum related to the offer and sale of Interests in a fund. It outlines the minimum subscription amount, legal restrictions on distribution, and confidentiality obligations of the recipient.

document_subtype: Memorandum

key_organizations:
Glendower
Underlying Fund
Access Fund
Institutional Capital Network, Inc.


document_description: This document is an investment memorandum for the Access Fund, outlining the terms and conditions of the offering. It emphasizes that investors must rely on their own examination of the fund and the offering terms, as no U.S. federal or state securities commission has recommended the interests. The memorandum supersedes any prior offering literature and restricts the transferability and resale of interests. It also requires investors to certify the beneficial ownership of interests to ensure compliance with the Employee Retirement Income Security Act of 1974.

document_subtype: investment memorandum

key_organizations:
Access Fund
Glendower


document_description: The document outlines the exemption of the General Partner from registration with the U.S. Commodity Futures Trading Commission (CFTC) as a Commodity Pool Operator (CPO) and Commodity Trading Advisor (CTA) under specific CFTC rules. It details the conditions under which the Access Fund operates, including limitations on marketing, investor qualifications, and commodity interest exposure. The document also notes that the CFTC has not reviewed or approved the offering or memorandum.

document_subtype: exemption notice


document_description: The document discusses the aggregation of positions for CFTC position limit and large trader reporting purposes, including future requirements for swaps equivalent to commodity futures. It advises prospective investors to consult legal advisors regarding these requirements. The investment manager has filed for an exemption from CFTC registration as a CTA under specific CFTC rules, based on its registration as an investment adviser and the nature of its advice.

key_organizations: CFTC NFA


document_description: This document is a table of contents for a confidential private placement memorandum related to Glendower Capital Secondary Opportunities Fund IV, LP. It includes sections on introduction, summary of principal terms, risk factors, and tax considerations.

title: GLDUS128 Patrick Gerschel


document_description: The document is an investment memorandum for Glendower Access Secondary Opportunities IV (U.S.), L.P., a Delaware limited partnership. It outlines the investment strategy of investing in Glendower Capital Secondary Opportunities Fund IV, LP, an English private fund. The focus is on generating risk-adjusted returns through diverse investments in private equity funds on the secondary market. The memorandum includes references to the Confidential Private Placement Memorandum of the Underlying Fund and highlights potential risks and conflicts of interest.

title: Glendower Access Secondary Opportunities IV (U.S.), L.P. Investment Memorandum

key_locations: Delaware England


document_description: This document provides a summary of the principal terms of the Glendower Access Secondary Opportunities IV (U.S.), L.P. (the 'Access Fund') and its relationship with the Glendower Capital Secondary Opportunities Fund IV, LP (the 'Underlying Fund'). It outlines the roles of the General Partner and the Investment Manager, and references the relevant agreements governing the Access Fund.

title: Summary of Principal Terms of the Access Fund

document_date: October 2017

document_subtype: Investment Summary


document_description: This document is an investment memorandum for the Access Fund, detailing the management fee, investment management agreement, and the purpose of the Access Fund. The Access Fund aims to invest in Glendower Capital Secondary Opportunities Fund IV, LP, with a focus on generating attractive risk-adjusted returns through various investment strategies. The memorandum outlines the responsibilities of the Investment Manager and General Partner, and the discretion allowed in managing the Limited Partners' Subscriptions.

document_subtype: Investment Memorandum


document_description: The document outlines the offering and investment details for the Access Fund, a private placement fund for certain U.S. investors. It discusses the fund's design for U.S. taxable investors and U.S. tax-exempt investors willing to receive unrelated business taxable income (UBTI). It also covers the minimum subscription requirements and potential tax implications for non-U.S. investors.

document_subtype: Investment Offering Document

key_organizations:
Access Fund
Underlying Fund
Glendower GP


document_description: The document outlines the investment strategy and terms for the Access Fund's investment in an Underlying Fund. It details the process for additional investments at subsequent closings, potential dilution of existing investors' interests, and the term of the Access Fund. It also discusses the formation of Parallel Access Funds and Feeder Funds to address legal and regulatory issues.

document_subtype: Investment Fund Document


document_description: The document outlines the structure and terms of investment for the Glendower Access Secondary Opportunities IV (International), L.P., an offshore access fund for qualified U.S. Tax-Exempt Investors and Non-U.S. Investors. It details the formation of the fund, capital call procedures, and potential penalties for non-compliance by limited partners.


document_description: The document outlines the consequences of a Limited Partner's failure to provide necessary information or make capital contributions, which can lead to defaults under the Partnership Agreement. It details the remedies available to the Underlying Fund in case of such defaults, including the potential forfeiture of interests. The document also describes the concept of 'Bifurcated Default' and the rights of the General Partner and Glendower GP in handling defaults.

key_organizations:
Access Fund
Underlying Fund
Glendower
General Partner
Investment Manager


document_description: The document outlines various expenses and costs associated with the Access Fund, including legal, administrative, and operational expenses. It details costs related to litigation, investment banking, consulting services, and insurance, among others.

document_subtype: financial report

key_organizations:
Access Fund
Underlying Fund
General Partner
Investment Manager


document_description: This document outlines the management fee structure for Limited Partners in relation to the Access Fund and the Underlying Fund. It details the calculation of management fees based on subscription amounts and investment periods, and specifies the rates applicable during different phases of the investment. The document also mentions the payment of management fees to the Investment Manager and the role of Placement Agents.

document_subtype: Investment Agreement

key_organizations:
Access Fund
Underlying Fund
Investment Manager
Placement Agents
Glendower GP


document_description: The document outlines the terms and conditions related to the placement agent fees and management fees for the Access Fund and the Underlying Fund. It specifies the role of Raymond James & Associates, Inc. or Raymond James Financial Services, Inc. as placement agents, the applicable placement fees for limited partners, and the management fee structure for the Underlying Fund.

document_subtype: Placement Agent Agreement

key_organizations:
Raymond James & Associates, Inc.
Raymond James Financial Services, Inc.
Access Fund
Underlying Fund
Glendower GP


document_description: The document outlines the financial reporting and tax implications for Limited Partners of the Access Fund. It discusses the provision of audited financial statements, IRS Schedule K-1, and quarterly reports to Limited Partners. It also covers U.S. federal income tax aspects, including the treatment of the Access Fund as a partnership and the implications for U.S. Tax-Exempt Investors.

key_organizations:
Access Fund
U.S. Internal Revenue Service


document_description: The document outlines considerations for prospective investors in the Access Fund, particularly in relation to ERISA compliance. It details the General Partner's efforts to ensure the fund is suitable for employee benefit plans under ERISA, including maintaining less than 25% ownership by benefit plan investors. It also discusses the potential for Limited Partners to return distributions to cover liabilities and the amendment procedures for the Partnership Agreement.

title: Access Fund ERISA Considerations


document_description: The document outlines potential amendments to a Partnership Agreement, specifying conditions under which amendments can be made without adversely affecting Limited Partners. It also discusses the voting rights of the Access Fund and borrowing provisions for the Access Fund.

document_subtype: Partnership Agreement Amendment

key_organizations:
Access Fund
Underlying Fund


document_description: The document outlines the roles and responsibilities of various parties involved in the Access Fund, including the General Partner, Limited Partners, legal counsel, auditor, administrator, and custodian. It specifies the conditions under which the General Partner may share information with other parties and highlights the legal counsel provided by Cleary Gottlieb Steen & Hamilton LLP and Maples and Calder. KPMG or another auditing firm will act as the auditor, with an independent third party serving as the administrator and custodian.

document_subtype: Investor Information

key_organizations:
Glendower GP
Cleary Gottlieb Steen & Hamilton LLP
Maples and Calder
KPMG


document_description: The document outlines certain risk factors and potential conflicts of interest associated with investing in the Access Fund. It highlights business and market risks, including changes in economic conditions, laws, and political situations that could lead to substantial losses. It also discusses the role of Placement Agents, such as Raymond James, who receive fees for introducing investors to the fund, creating potential conflicts of interest.

key_organizations:
Access Fund
Underlying Fund
Raymond James
Glendower


document_description: The document discusses the risks and conflicts of interest associated with investing in the Access Fund, an investment vehicle designed to facilitate investment into the Underlying Fund. It highlights the lack of registration under various acts, restrictions on transfer, and potential for total loss of investment. The document also notes that investors in the Access Fund will not have direct rights in the Underlying Fund and will bear additional expenses, impacting returns.

document_subtype: investment document

key_organizations:
Raymond James
Glendower


document_description: The document discusses the risks and obligations associated with investing in a pooled investment vehicle, the Access Fund, which invests in third-party funds. It outlines indemnification provisions, potential in-kind distributions, and the lack of investment advice from the General Partner and affiliates. It also mentions co-investment opportunities and compensation arrangements that may create conflicts of interest.

key_organizations:
Access Fund
Underlying Fund
General Partner
Investment Manager
iCapital Securities, LLC
Glendower GP


document_description: The document discusses the roles of the General Partner and Investment Manager in retaining investment advisers or Placement Agents for marketing and selling interests. It highlights potential conflicts of interest and how they are addressed. It also covers the management of other funds or Managed Accounts with similar strategies, the valuation of assets, and the potential uncertainties involved.

document_subtype: Investment Fund Disclosure

key_organizations:
General Partner
Investment Manager
iCapital Network
Glendower
Access Fund
Underlying Fund


document_description: The document outlines the collaboration and services agreements between the Investment Manager and Fidelity Brokerage Services LLC and National Financial Services LLC. It discusses compensation arrangements, potential conflicts of interest, educational programs for financial advisers, default penalties for Limited Partners, ERISA considerations, and managerial assistance implications for the Access Fund.

key_organizations:
Fidelity Brokerage Services LLC
National Financial Services LLC
Institutional Capital Network, Inc.
iCapital Funds


document_description: The document discusses the potential risks and legal implications for the Access Fund, particularly in relation to ERISA controlled group liability and the Sun Capital Cases. It highlights the lack of recourse for Limited Partners against the Underlying Fund, the illiquidity of investments, and the lack of voting rights or participation in the Underlying Fund's management. It also mentions investment concentration risks.

key_locations: U.S. Federal Court of Appeals for the First Circuit

key_locations: U.S. District Court for the District of Massachusetts

document_subtype: legal analysis or advisory

key_organizations:
Access Fund
Underlying Fund
Glendower


document_description: The document outlines the terms and conditions related to the Access Fund's financial obligations and rights concerning the Underlying Fund managed by Glendower GP. It includes details on the transfer of interests, repayment of distributions, reinvestment rights, indemnity obligations, and multiple layers of expenses associated with the fund.

document_subtype: investment fund agreement

key_organizations:
Glendower GP
Access Fund
Underlying Fund


document_description: The document discusses the implications of investors subscribing for interests in a fund during subsequent closings, including potential dilution of existing investors' interests and issues related to public disclosure requirements. It also covers the borrowing strategies of the Access Fund and Underlying Fund, including the use of credit facilities and the risks associated with pledging assets as collateral.

key_organizations:
Access Fund
Underlying Fund
General Partner
Investment Manager
Glendower GP


document_description: The document discusses the financial management and risks associated with the Access Fund's investment in the Underlying Fund. It covers topics such as cash management, over-commitment, lack of diversification, forward-looking statements, and disqualification of certain 'bad actors' from Rule 506 offerings.

document_subtype: memorandum

key_organizations:
Access Fund
Underlying Fund
General Partner
Investment Manager
SEC


document_description: The document discusses the legal and regulatory risks associated with the Access Fund and the Underlying Fund, particularly in light of the Dodd-Frank Act. It highlights the potential for increased regulatory scrutiny and the impact of new regulations on private investment funds, including additional reporting requirements and changes in market structure for derivatives. The document also notes the potential adverse effects on investment returns due to these regulatory changes.

document_subtype: Legal and Regulatory Risks

key_organizations:
Access Fund
Glendower GP
SEC
CFTC


document_description: The document discusses regulatory changes in the OTC derivatives market, including requirements for execution on regulated exchanges, real-time reporting, enhanced documentation, and margin requirements. It highlights the potential impact on costs, exposure, liquidity, and investment returns for funds like the Underlying Fund and Access Fund. The document also covers the Dodd-Frank Act's expansion of the CFTC's authority to impose position limits on derivatives.

key_locations:
European Union
Japan

key_organizations:
CFTC
Glendower
Underlying Fund
Access Fund


document_description: The document discusses the potential impacts of recent changes in U.S. tax law, specifically the 2017 Tax Legislation, on the Access Fund and its investments. It highlights the possible increase in costs and reduction in exposure for the Underlying Fund due to new position limits and aggregation requirements. The document also outlines the legal representation for the Access Fund and advises prospective investors to seek independent legal, tax, and financial advice.

key_locations:
United States
Cayman Islands

document_subtype: legal analysis

key_organizations:
Cleary Gottlieb Steen & Hamilton LLP
Maples and Calder
Access Fund


document_description: The document provides tax-related information for Limited Partners of the Access Fund, including implications of the 2017 Tax Legislation, phantom income, UBTI for tax-exempt investors, and FATCA compliance requirements.

document_subtype: tax information

key_organizations:
Access Fund
IRS


document_description: The document discusses the impact of the Bipartisan Budget Act of 2015 on U.S. federal income tax audits of partnerships, specifically focusing on the BBA Rules. It explains how audits will be conducted at the partnership level and the implications for tax liabilities and adjustments. The document also outlines the potential tax risks for Limited Partners investing in the Access Fund, including adverse changes in tax laws and the possibility of substantial taxation.

document_subtype: tax legislation summary


document_description: Discussion on the potential tax implications for Limited Partners of the Access Fund, including the possibility of IRS audits and the responsibilities of the General Partner in such events.

document_subtype: tax document


document_description: This document provides a summary of certain U.S. federal income tax considerations related to an investment in the Access Fund. It is based on the Internal Revenue Code, U.S. Treasury Regulations, and judicial decisions as of the date of the memorandum. The document advises that the IRS may have different interpretations and that no IRS ruling or legal opinion has been obtained. It highlights that the discussion is not exhaustive and may not cover all relevant tax considerations for specific investors, especially those subject to special rules or non-U.S. persons. It emphasizes the importance of consulting tax advisors for personalized advice.

document_subtype: tax considerations


document_description: This document is a tax summary for prospective investors in the Access Fund, discussing the U.S. federal income tax consequences of investing in the fund. It outlines the expectation that the Access Fund and the Underlying Fund will be treated as partnerships for tax purposes, meaning they will not pay federal income taxes directly, but income or loss will pass through to partners. It warns of potential reclassification as a corporation, which would change tax obligations. The document advises investors to consult their own tax advisors.

document_subtype: tax summary

key_organizations:
Access Fund
Underlying Fund
IRS


document_description: Discussion of tax consequences for Limited Partners in the Access Fund, including tax basis, distributions, and allocations of income and loss. It covers how a Limited Partner's tax basis is calculated, the tax implications of cash and property distributions, and the allocation of income and loss according to the Partnership Agreement.


document_description: The document discusses tax implications for non-corporate Limited Partners in relation to the Access Fund, including investment interest limitations, passive activity loss limitations, and at-risk limitations. It advises prospective Limited Partners to consult tax advisors regarding these limitations and the deductibility of Access Fund expenses.

document_subtype: legal document


document_description: The document discusses the tax treatment of investments by the Access Fund, including the amortization of start-up and organizational expenses, limitations on the deductibility of capital losses, and the characterization of income and gains from debt investments. It also covers the treatment of original issue discount, market discount, and contingent payment debt instruments, as well as uncertainties in tax law related to debt restructuring.


document_description: This document discusses the tax implications for U.S. persons investing in Controlled Foreign Corporations (CFCs) through the Access Fund. It outlines the responsibilities of U.S. Limited Partners in terms of including certain earnings and profits in their gross income, and the potential tax consequences under Sections 1248 and 751 of the Code. The document also covers the impact of the 2017 Tax Legislation on deferred earnings and the treatment of foreign currency gains or losses. Additionally, it addresses the tax implications for U.S. Tax-Exempt Investors, particularly regarding Unrelated Business Taxable Income (UBTI).


document_description: This document outlines the tax reporting requirements for U.S. persons owning interests in non-U.S. entities through a fund or partnership. It details the obligations for filing information returns, the potential penalties for non-compliance, and the conditions under which qualified dividend income is taxed at reduced rates. It also discusses the requirements for filing an FBAR for U.S. persons with financial interests in non-U.S. accounts.

key_organizations: United States TarReportingby LimitedPartners


document_description: The document discusses the tax implications for Limited Partners of the Access Fund, including qualified dividend income, dividends-received deduction, Medicare tax, and other taxes. It also mentions potential legislative changes affecting these matters.


document_description: The document is an investment memorandum for prospective limited partners in the Access Fund, outlining U.S. federal income tax considerations and regulatory matters. It discusses the lack of IRS rulings, the need for investors to consult tax advisors, and the unregistered status of the Interests under the Securities Act of 1933. It also details the settlement of allegations against Raymond James Financial Services related to auction rate securities.

key_locations:
United States
Puerto Rico
Virgin Islands
District of Columbia

document_subtype: investment memorandum

key_organizations:
Access Fund
Raymond James Financial Services
Securities and Exchange Commission


document_description: The document outlines the legal and compliance considerations for the Access Fund under various U.S. financial regulations, including the Securities Exchange Act of 1934, the Investment Company Act of 1940, and the Commodity Exchange Act of 1974. It discusses exemptions from registration requirements and the implications for investors, including legal, tax, and anti-money laundering considerations.

document_subtype: Legal Considerations and Compliance

key_organizations:
Access Fund
U.S. Securities Exchange
General Partner
Investment Manager
National Futures Association


document_description: The document discusses regulatory concerns regarding the sources of funds used in investments by the Glendower GP and the Access Fund. It outlines the requirements for investors to provide documentation verifying their source of funds and compliance with anti-money laundering laws. It also addresses the Alternative Investment Fund Managers Directive and ERISA considerations for pension and retirement plans investing in the Access Fund.

document_subtype: memo

key_organizations: U.S. Treasury Department's Office of Foreign Assets Control