XML 69 R12.htm IDEA: XBRL DOCUMENT v2.4.0.8
General Partner and Related Party Transactions
6 Months Ended
Jun. 30, 2013
General Partner and Related Party Transactions  
General Partner and Related Party Transactions

Note 5. General Partner and Related Party Transactions

 

The General Partner shall at all times, so long as it remains a general partner of the Partnership, own Units in the Partnership: (i) in an amount sufficient, in the opinion of counsel for the Partnership, for the Partnership to be taxed as a partnership rather than as an association taxable as a corporation; and (ii) during such time as the Units are registered for sale to the public, in an amount at least equal to the greater of: (a) 1 percent of all capital contributions of all Partners to the Partnership; or (b) $25,000; or such other amount satisfying the requirements then imposed by the North American Securities Administrators Association, Inc. (NASAA) Guidelines. Further, during such time as the Units are registered for sale to the public, the General Partner shall, so long as it remains a general partner of the Partnership, maintain a net worth (as such term may be defined in the NASAA Guidelines) at least equal to the greater of: (i) 5 percent of the total capital contributions of all partners and all limited partnerships to which it is a general partner (including the Partnership) plus 5 percent of the Units being offered for sale in the Partnership; or (ii) $50,000; or such other amount satisfying the requirements then imposed by the NASAA Guidelines. In no event, however, shall the General Partner be required to maintain a net worth in excess of $1,000,000 or such other maximum amount satisfying the requirements then imposed by the NASAA Guidelines.

 

Ten percent of the General Partner limited partnership interest in the Partnership is characterized as a general partnership interest. Notwithstanding, the general partnership interest will continue to pay all fees associated with a limited partnership interest.

 

The Partnership pays the General Partner a monthly brokerage commission, organization and offering costs and operating expenses as presented in the table below:

 

 

 

 

 

Organization and Offering

 

 

 

 

 

Brokerage commission*

 

Reimbursement*

 

Operating Expense*

 

Class A units

 

7.50

%

0.10

%

0.25

%

Class B units

 

7.95

%

0.30

%

0.25

%

Legacy 1 Class units

 

5.00

%

0.30

%

0.25

%

Legacy 2 Class units

 

5.25

%

0.30

%

0.25

%

Global 1 Class units

 

4.45

%

0.30

%

0.25

%

Global 2 Class units

 

4.70

%

0.30

%

0.25

%

Global 3 Class units

 

6.45

%

0.30

%

0.25

%

 

 

*The fees are calculated and payable monthly on the basis of month-end adjusted net assets. “Adjusted net assets” is defined as the month-end net assets of the particular class before accruals for fees and expenses and redemptions.

 

Included in the total brokerage commission are amounts paid to the clearing brokers for execution and clearing costs, which are reflected in the commissions line of the consolidated statements of operations, and the remaining amounts are management fees paid to the Advisors, compensation to the selling agents and an amount to the General Partner for management services rendered, which are reflected in the brokerage commission line on the consolidated statements of operations. The brokerage commission amount in the amount of $8,267,826 and $17,200,745, respectively, for three and six months ended June 30, 2013 and $10,828,955 and $22,172,396, respectively, for three and six months ended June 30, 2012, are shown on the consolidated statements of operations.

 

Ongoing organization and offering costs of the Partnership are paid for by the General Partner and reimbursed by the Partnership. The organization and offering costs in the amounts of $426,157 and $884,713, respectively, for three and six months ended June 30, 2013 and $549,186 and $1,121,029, respectively, for three and six months ended June 30, 2012, are shown on the consolidated statements of operations.

 

Operating expenses of the Partnership are paid by the General Partner and reimbursed by the Partnership. To the extent operating expenses are less than 0.25 percent of the Partnership’s average month-end net assets during the year, the difference may be reimbursed pro rata to record-holders as of December 31 of each year. The operating expenses in the amounts of $367,811 and $764,128, respectively, for three and six months ended June 30, 2013 and $475,262 and $970,354, respectively, for three and six months ended June 30, 2012, are shown on the consolidated statements of operations.