Form Adv: Uniform Application For Investment Adviser Registration and Report by Exempt Reporting Advisers
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5zg9fh6gtdForm Adv: Uniform Application For Investment Adviser Registration and Report by Exempt Reporting Advisers
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5zg9fh6gtdFORM ADV
UNIFORM APPLICATION FOR INVESTMENT ADVISER REGISTRATION AND REPORT BY EXEMPT REPORTING ADVISERS
Primary Business Name: J.P. MORGAN PRIVATE INVESTMENTS INC. CRD Number: 110186
Annual Amendment - All Sections Rev. 10/2021
3/28/2024 12:30:13 PM
WARNING: Complete this form truthfully. False statements or omissions may result in denial of your application, revocation of your registration, or criminal
prosecution. You must keep this form updated by filing periodic amendments. See Form ADV General Instruction 4.
Item 1 Identifying Information
Responses to this Item tell us who you are, where you are doing business, and how we can contact you. If you are filing an umbrella registration, the
information in Item 1 should be provided for the filing adviser only. General Instruction 5 provides information to assist you with filing an umbrella registration.
A. Your full legal name (if you are a sole proprietor, your last, first, and middle names):
J.P. MORGAN PRIVATE INVESTMENTS INC.
B. (1) Name under which you primarily conduct your advisory business, if different from Item 1.A.
J.P. MORGAN PRIVATE INVESTMENTS INC.
List on Section 1.B. of Schedule D any additional names under which you conduct your advisory business.
(2) If you are using this Form ADV to register more than one investment adviser under an umbrella registration, check this box
If you check this box, complete a Schedule R for each relying adviser.
C. If this filing is reporting a change in your legal name (Item 1.A.) or primary business name (Item 1.B.(1)), enter the new name and specify whether the
name change is of
your legal name or your primary business name:
D. (1) If you are registered with the SEC as an investment adviser, your SEC file number: 801-41088
(2) If you report to the SEC as an exempt reporting adviser, your SEC file number:
(3) If you have one or more Central Index Key numbers assigned by the SEC ("CIK Numbers"), all of your CIK numbers:
CIK Number
1503764
E. (1) If you have a number ("CRD Number") assigned by the FINRA's CRD system or by the IARD system, your CRD number: 110186
If your firm does not have a CRD number, skip this Item 1.E. Do not provide the CRD number of one of your officers, employees, or affiliates.
(2) If you have additional CRD Numbers, your additional CRD numbers:
No Information Filed
F. Principal Office and Place of Business
(1) Address (do not use a P.O. Box):
Number and Street 1: Number and Street 2:
383 MADISON FLOOR 5
City: State: Country: ZIP+4/Postal Code:
NEW YORK New York United States 10179-0001
If this address is a private residence, check this box:
List on Section 1.F. of Schedule D any office, other than your principal office and place of business, at which you conduct investment advisory business. If
you are applying for registration, or are registered, with one or more state securities authorities, you must list all of your offices in the state or states to
which you are applying for registration or with whom you are registered. If you are applying for SEC registration, if you are registered only with the SEC, or
if you are reporting to the SEC as an exempt reporting adviser, list the largest twenty-five offices in terms of numbers of employees as of the end of your
most recently completed fiscal year.
(2) Days of week that you normally conduct business at your principal office and place of business:
Monday - Friday Other:
Normal business hours at this location:
9 AM -5 PM
(3) Telephone number at this location:
212-464-2070
(4) Facsimile number at this location, if any:
(5) What is the total number of offices, other than your principal office and place of business, at which you conduct investment advisory business as of
the end of your most recently completed fiscal year?
5
G. Mailing address, if different from your principal office and place of business address:
Number and Street 1: Number and Street 2:
390 MADISON AVENUE
City: State: Country: ZIP+4/Postal Code:
NEW YORK New York United States 10017-2513
If this address is a private residence, check this box:
H. If you are a sole proprietor, state your full residence address, if different from your principal office and place of business address in Item 1.F.:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
Yes No
I. Do you have one or more websites or accounts on publicly available social media platforms (including, but not limited to, Twitter, Facebook and
LinkedIn)?
If "yes," list all firm website addresses and the address for each of the firm's accounts on publicly available social media platforms on Section 1.I. of Schedule D.
If a website address serves as a portal through which to access other information you have published on the web, you may list the portal without listing
addresses for all of the other information. You may need to list more than one portal address. Do not provide the addresses of websites or accounts on publicly
available social media platforms where you do not control the content. Do not provide the individual electronic mail (e-mail) addresses of employees or the
addresses of employee accounts on publicly available social media platforms.
J. Chief Compliance Officer
(1) Provide the name and contact information of your Chief Compliance Officer. If you are an exempt reporting adviser, you must provide the contact
information for your Chief Compliance Officer, if you have one. If not, you must complete Item 1.K. below.
Name: Other titles, if any:
Telephone number: Facsimile number, if any:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
Electronic mail (e-mail) address, if Chief Compliance Officer has one:
(2) If your Chief Compliance Officer is compensated or employed by any person other than you, a related person or an investment company registered
under the Investment Company Act of 1940 that you advise for providing chief compliance officer services to you, provide the person's name and IRS
Employer Identification Number (if any):
Name:
IRS Employer Identification Number:
K. Additional Regulatory Contact Person: If a person other than the Chief Compliance Officer is authorized to receive information and respond to questions
about this Form ADV, you may provide that information here.
Name: Titles:
Telephone number: Facsimile number, if any:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
Electronic mail (e-mail) address, if contact person has one:
Yes No
L. Do you maintain some or all of the books and records you are required to keep under Section 204 of the Advisers Act, or similar state law,
somewhere other than your principal office and place of business?
If "yes," complete Section 1.L. of Schedule D.
Yes No
M. Are you registered with a foreign financial regulatory authority?
Answer "no" if you are not registered with a foreign financial regulatory authority, even if you have an affiliate that is registered with a foreign financial
regulatory authority. If "yes," complete Section 1.M. of Schedule D.
Yes No
N. Are you a public reporting company under Sections 12 or 15(d) of the Securities Exchange Act of 1934?
Yes No
O. Did you have $1 billion or more in assets on the last day of your most recent fiscal year?
If yes, what is the approximate amount of your assets:
$1 billion to less than $10 billion
$10 billion to less than $50 billion
$50 billion or more
For purposes of Item 1.O. only, "assets" refers to your total assets, rather than the assets you manage on behalf of clients. Determine your total assets using
the total assets shown on the balance sheet for your most recent fiscal year end.
P. Provide your Legal Entity Identifier if you have one:
549300JJOCEDFCUF5Y75
A legal entity identifier is a unique number that companies use to identify each other in the financial marketplace. You may not have a legal entity
identifier.
SECTION 1.B. Other Business Names
No Information Filed
SECTION 1.F. Other Offices
Complete the following information for each office, other than your principal office and place of business, at which you conduct investment advisory business.
You must complete a separate Schedule D Section 1.F. for each location. If you are applying for SEC registration, if you are registered only with the SEC, or
if you are an exempt reporting adviser, list only the largest twenty-five offices (in terms of numbers of employees).
Number and Street 1: Number and Street 2:
CHATER HOUSE 8 CONNAUGHT ROAD CENTRAL
City: State: Country: ZIP+4/Postal Code:
HONG KONG Hong Kong 999077
If this address is a private residence, check this box:
Telephone Number: Facsimile Number, if any:
212-464-2070
If this office location is also required to be registered with FINRA or a state securities authority as a branch office location for a broker-dealer or investment
adviser on the Uniform Branch Office Registration Form (Form BR), please provide the CRD Branch Number here:
How many employees perform investment advisory functions from this office location?
1
Are other business activities conducted at this office location? (check all that apply)
(1) Broker-dealer (registered or unregistered)
(2) Bank (including a separately identifiable department or division of a bank)
(3) Insurance broker or agent
(4) Commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(5) Registered municipal advisor
(6) Accountant or accounting firm
(7) Lawyer or law firm
Describe any other investment-related business activities conducted from this office location:
RESEARCH SERVICES FOR PRIVATE INVESTMENTS
Complete the following information for each office, other than your principal office and place of business, at which you conduct investment advisory business.
You must complete a separate Schedule D Section 1.F. for each location. If you are applying for SEC registration, if you are registered only with the SEC, or
if you are an exempt reporting adviser, list only the largest twenty-five offices (in terms of numbers of employees).
Number and Street 1: Number and Street 2:
390 MADISON AVENUE
City: State: Country: ZIP+4/Postal Code:
NEW YORK New York United States 10017-2513
If this address is a private residence, check this box:
Telephone Number: Facsimile Number, if any:
212-464-2070
If this office location is also required to be registered with FINRA or a state securities authority as a branch office location for a broker-dealer or investment
adviser on the Uniform Branch Office Registration Form (Form BR), please provide the CRD Branch Number here:
How many employees perform investment advisory functions from this office location?
59
Are other business activities conducted at this office location? (check all that apply)
(1) Broker-dealer (registered or unregistered)
(2) Bank (including a separately identifiable department or division of a bank)
(3) Insurance broker or agent
(4) Commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(5) Registered municipal advisor
(6) Accountant or accounting firm
(7) Lawyer or law firm
Describe any other investment-related business activities conducted from this office location:
INVESTMENT MANAGEMENT AND RESEARCH SERVICES FOR VARIOUS PRODUCTS
Complete the following information for each office, other than your principal office and place of business, at which you conduct investment advisory business.
You must complete a separate Schedule D Section 1.F. for each location. If you are applying for SEC registration, if you are registered only with the SEC, or
if you are an exempt reporting adviser, list only the largest twenty-five offices (in terms of numbers of employees).
Number and Street 1: Number and Street 2:
4 CHASE METROTECH CENTER
City: State: Country: ZIP+4/Postal Code:
BROOKLYN New York United States 11245-0001
If this address is a private residence, check this box:
Telephone Number: Facsimile Number, if any:
212-464-2070
If this office location is also required to be registered with FINRA or a state securities authority as a branch office location for a broker-dealer or investment
adviser on the Uniform Branch Office Registration Form (Form BR), please provide the CRD Branch Number here:
How many employees perform investment advisory functions from this office location?
1
Are other business activities conducted at this office location? (check all that apply)
(1) Broker-dealer (registered or unregistered)
(2) Bank (including a separately identifiable department or division of a bank)
(3) Insurance broker or agent
(4) Commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(5) Registered municipal advisor
(6) Accountant or accounting firm
(7) Lawyer or law firm
Describe any other investment-related business activities conducted from this office location:
FUND MANAGEMENT FOR PRIVATE INVESTMENTS
Complete the following information for each office, other than your principal office and place of business, at which you conduct investment advisory business.
You must complete a separate Schedule D Section 1.F. for each location. If you are applying for SEC registration, if you are registered only with the SEC, or
if you are an exempt reporting adviser, list only the largest twenty-five offices (in terms of numbers of employees).
Number and Street 1: Number and Street 2:
60 VICTORIA EMBANKMENT
City: State: Country: ZIP+4/Postal Code:
LONDON United Kingdom EC4Y 0JP
If this address is a private residence, check this box:
Telephone Number: Facsimile Number, if any:
212-464-2070
If this office location is also required to be registered with FINRA or a state securities authority as a branch office location for a broker-dealer or investment
adviser on the Uniform Branch Office Registration Form (Form BR), please provide the CRD Branch Number here:
How many employees perform investment advisory functions from this office location?
13
Are other business activities conducted at this office location? (check all that apply)
(1) Broker-dealer (registered or unregistered)
(2) Bank (including a separately identifiable department or division of a bank)
(3) Insurance broker or agent
(4) Commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(5) Registered municipal advisor
(6) Accountant or accounting firm
(7) Lawyer or law firm
Describe any other investment-related business activities conducted from this office location:
RESEARCH SERVICES FOR VARIOUS PRODUCTS
Complete the following information for each office, other than your principal office and place of business, at which you conduct investment advisory business.
You must complete a separate Schedule D Section 1.F. for each location. If you are applying for SEC registration, if you are registered only with the SEC, or
if you are an exempt reporting adviser, list only the largest twenty-five offices (in terms of numbers of employees).
Number and Street 1: Number and Street 2:
875 15TH ST NW, FLOOR 10
City: State: Country: ZIP+4/Postal Code:
WASHINGTON District of Columbia United States 20005-2221
If this address is a private residence, check this box:
Telephone Number: Facsimile Number, if any:
212-464-2070
If this office location is also required to be registered with FINRA or a state securities authority as a branch office location for a broker-dealer or investment
adviser on the Uniform Branch Office Registration Form (Form BR), please provide the CRD Branch Number here:
How many employees perform investment advisory functions from this office location?
1
Are other business activities conducted at this office location? (check all that apply)
(1) Broker-dealer (registered or unregistered)
(2) Bank (including a separately identifiable department or division of a bank)
(3) Insurance broker or agent
(4) Commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(5) Registered municipal advisor
(6) Accountant or accounting firm
(7) Lawyer or law firm
Describe any other investment-related business activities conducted from this office location:
RESEARCH SERVICES FOR PRIVATE INVESTMENTS
SECTION 1.I. Website Addresses
List your website addresses, including addresses for accounts on publicly available social media platforms where you control the content (including, but not
limited to, Twitter, Facebook and/or LinkedIn). You must complete a separate Schedule D Section 1.I. for each website or account on a publicly available
social media platform.
Address of Website/Account on Publicly Available Social Media Platform: https://www.sixcirclesfunds.com/home
Address of Website/Account on Publicly Available Social Media Platform: https://www.jpmorganaccessfunds.com
Address of Website/Account on Publicly Available Social Media Platform: https://www.jpmorgan.com
SECTION 1.L. Location of Books and Records
Complete the following information for each location at which you keep your books and records, other than your principal office and place of business. You
must complete a separate Schedule D, Section 1.L. for each location.
Name of entity where books and records are kept:
JPMORGAN CHASE BANK, N.A.
Number and Street 1: Number and Street 2:
1111 POLARIS PKWY FLOOR 1C
City: State: Country: ZIP+4/Postal Code:
WESTERVILLE Ohio United States 43082-8212
If this address is a private residence, check this box:
Telephone Number: Facsimile number, if any:
614-901-1221
This is (check one):
one of your branch offices or affiliates.
a third-party unaffiliated recordkeeper.
other.
Briefly describe the books and records kept at this location.
TRADE IMPLEMENTATION BOOKS AND RECORDS ARE MAINTAINED AT THIS LOCATION
Name of entity where books and records are kept:
JPMORGAN CHASE BANK, N.A.
Number and Street 1: Number and Street 2:
390 MADISON AVENUE
City: State: Country: ZIP+4/Postal Code:
NEW YORK New York United States 10017-2513
If this address is a private residence, check this box:
Telephone Number: Facsimile number, if any:
212-648-2333
This is (check one):
one of your branch offices or affiliates.
a third-party unaffiliated recordkeeper.
other.
Briefly describe the books and records kept at this location.
THE FOLLOWING BOOKS AND RECORDS ARE MAINTAINED AT THIS LOCATION: COMPLIANCE, PORTFOLIO MANAGEMENT AND TRADING, GOVERNANCE,
AGREEMENTS, INVESTOR RELATIONS, FUND ADMINISTRATION, AND JUNIUS REAL ESTATE PARTNERS TRANSACTIONS ARE MAINTAINED AT THIS LOCATION.
Name of entity where books and records are kept:
JPMORGAN CHASE BANK, N.A.
Number and Street 1: Number and Street 2:
480 WASHINGTON BLVD FLOOR 11
City: State: Country: ZIP+4/Postal Code:
JERSEY CITY New Jersey United States 07310-1616
If this address is a private residence, check this box:
Telephone Number: Facsimile number, if any:
201-595-1999
This is (check one):
one of your branch offices or affiliates.
a third-party unaffiliated recordkeeper.
other.
Briefly describe the books and records kept at this location.
PERSONAL TRADING POLICIES AND PROCEDURES ARE MAINTANED AT THIS LOCATION
Name of entity where books and records are kept:
JPMORGAN CHASE BANK, N.A.
Number and Street 1: Number and Street 2:
4 CHASE METROTECH CENTER
City: State: Country: ZIP+4/Postal Code:
BROOKLYN New York United States 11245-0001
If this address is a private residence, check this box:
Telephone Number: Facsimile number, if any:
212-464-0753
This is (check one):
one of your branch offices or affiliates.
a third-party unaffiliated recordkeeper.
other.
Briefly describe the books and records kept at this location.
COMPOSITE PERFORMANCE, ALTERNATIVE OPERATIONS AND FUND CONTROLLER BOOKS AND RECORDS ARE MAINTAINED AT THIS LOCATION
Name of entity where books and records are kept:
JPMORGAN SECURITIES LLC
Number and Street 1: Number and Street 2:
390 MADISON AVENUE
City: State: Country: ZIP+4/Postal Code:
NEW YORK New York United States 10017-2513
If this address is a private residence, check this box:
Telephone Number: Facsimile number, if any:
212-648-2333
This is (check one):
one of your branch offices or affiliates.
a third-party unaffiliated recordkeeper.
other.
Briefly describe the books and records kept at this location.
THE FOLLOWING BOOKS AND RECORDS ARE MAINTAINED AT THIS LOCATION: COMPLIANCE, PORTFOLIO MANAGEMENT AND TRADING, GOVERNANCE,
AGREEMENTS, INVESTOR RELATIONS, FUND ADMINISTRATION, AND JUNIUS REAL ESTATE PARTNERS TRANSACTIONS ARE MAINTAINED AT THIS LOCATION.
Name of entity where books and records are kept:
JPMORGAN CHASE BANK, N.A.
Number and Street 1: Number and Street 2:
8181 COMMUNICATIONS PKWY BLDG B, FLOOR 05 PLANO
City: State: Country: ZIP+4/Postal Code:
PLANO Texas United States 75024-0239
If this address is a private residence, check this box:
Telephone Number: Facsimile number, if any:
212-464-0444
This is (check one):
one of your branch offices or affiliates.
a third-party unaffiliated recordkeeper.
other.
Briefly describe the books and records kept at this location.
CORPORATE BOOKS AND RECORDS ARE MAINTAINED AT THIS LOCATION
Name of entity where books and records are kept:
JPMORGAN SECURITIES LLC
Number and Street 1: Number and Street 2:
575 WASHINGTON BLVD
City: State: Country: ZIP+4/Postal Code:
JERSEY CITY New Jersey United States 07310-1616
If this address is a private residence, check this box:
Telephone Number: Facsimile number, if any:
212-648-2333
This is (check one):
one of your branch offices or affiliates.
a third-party unaffiliated recordkeeper.
other.
Briefly describe the books and records kept at this location.
THE FOLLOWING BOOKS AND RECORDS ARE MAINTAINED AT THIS LOCATION: FUND ADMINISTRATION
Name of entity where books and records are kept:
JPMORGAN CHASE BANK, N.A.
Number and Street 1: Number and Street 2:
100 WHITE CLAY CENTER DRIVE FLOOR 2
City: State: Country: ZIP+4/Postal Code:
NEWARK Delaware United States 19711-5466
If this address is a private residence, check this box:
Telephone Number: Facsimile number, if any:
201-595-1999
This is (check one):
one of your branch offices or affiliates.
a third-party unaffiliated recordkeeper.
other.
Briefly describe the books and records kept at this location.
PERSONAL TRADING RECORDS ARE MAINTAINED AT THIS LOCATION
SECTION 1.M. Registration with Foreign Financial Regulatory Authorities
No Information Filed
Item 2 SEC Registration/Reporting
Responses to this Item help us (and you) determine whether you are eligible to register with the SEC. Complete this Item 2.A. only if you are applying for
SEC registration or submitting an annual updating amendment to your SEC registration. If you are filing an umbrella registration, the information in Item 2
should be provided for the filing adviser only.
A. To register (or remain registered) with the SEC, you must check at least one of the Items 2.A.(1) through 2.A.(12), below. If you are submitting an
annual updating amendment to your SEC registration and you are no longer eligible to register with the SEC, check Item 2.A.(13). Part 1A Instruction 2
provides information to help you determine whether you may affirmatively respond to each of these items.
You (the adviser):
(1) are a large advisory firm that either:
(a) has regulatory assets under management of $100 million (in U.S. dollars) or more; or
(b) has regulatory assets under management of $90 million (in U.S. dollars) or more at the time of filing its most recent annual updating
amendment and is registered with the SEC;
(2) are a mid-sized advisory firm that has regulatory assets under management of $25 million (in U.S. dollars) or more but less than $100 million
(in U.S. dollars) and you are either:
(a) not required to be registered as an adviser with the state securities authority of the state where you maintain your principal office and place
of business; or
(b) not subject to examination by the state securities authority of the state where you maintain your principal office and place of business;
Click HERE for a list of states in which an investment adviser, if registered, would not be subject to examination by the state securities
authority.
(3) Reserved
(4) have your principal office and place of business outside the United States;
(5) are an investment adviser (or subadviser) to an investment company registered under the Investment Company Act of 1940;
(6) are an investment adviser to a company which has elected to be a business development company pursuant to section 54 of the
Investment Company Act of 1940 and has not withdrawn the election, and you have at least $25 million of regulatory assets under
management;
(7) are a pension consultant with respect to assets of plans having an aggregate value of at least $200,000,000 that qualifies for the exemption
in rule 203A-2(a);
(8) are a related adviser under rule 203A-2(b) that controls, is controlled by, or is under common control with, an investment adviser that is
registered with the SEC, and your principal office and place of business is the same as the registered adviser;
If you check this box, complete Section 2.A.(8) of Schedule D.
(9) are an adviser relying on rule 203A-2(c) because you expect to be eligible for SEC registration within 120 days;
If you check this box, complete Section 2.A.(9) of Schedule D.
(10) are a multi-state adviser that is required to register in 15 or more states and is relying on rule 203A-2(d);
If you check this box, complete Section 2.A.(10) of Schedule D.
(11) are an Internet adviser relying on rule 203A-2(e);
(12) have received an SEC order exempting you from the prohibition against registration with the SEC;
If you check this box, complete Section 2.A.(12) of Schedule D.
(13) are no longer eligible to remain registered with the SEC.
State Securities Authority Notice Filings and State Reporting by Exempt Reporting Advisers
C. Under state laws, SEC-registered advisers may be required to provide to state securities authorities a copy of the Form ADV and any amendments they
file with the SEC. These are called notice filings. In addition, exempt reporting advisers may be required to provide state securities authorities with a copy
of reports and any amendments they file with the SEC. If this is an initial application or report, check the box(es) next to the state(s) that you would like
to receive notice of this and all subsequent filings or reports you submit to the SEC. If this is an amendment to direct your notice filings or reports to
additional state(s), check the box(es) next to the state(s) that you would like to receive notice of this and all subsequent filings or reports you submit to
the SEC. If this is an amendment to your registration to stop your notice filings or reports from going to state(s) that currently receive them, uncheck the
box(es) next to those state(s).
Jurisdictions
AL IL NE SC
AK IN NV SD
AZ IA NH TN
AR KS NJ TX
CA KY NM UT
CO LA NY VT
CT ME NC VI
DE MD ND VA
DC MA OH WA
FL MI OK WV
GA MN OR WI
GU MS PA WY
HI MO PR
ID MT RI
If you are amending your registration to stop your notice filings or reports from going to a state that currently receives them and you do not want to pay that
state's notice filing or report filing fee for the coming year, your amendment must be filed before the end of the year (December 31).
SECTION 2.A.(8) Related Adviser
If you are relying on the exemption in rule 203A-2(b) from the prohibition on registration because you control, are controlled by, or are under common control
with an investment adviser that is registered with the SEC and your principal office and place of business is the same as that of the registered adviser, provide
the following information:
Name of Registered Investment Adviser
CRD Number of Registered Investment Adviser
SEC Number of Registered Investment Adviser
-
SECTION 2.A.(9) Investment Adviser Expecting to be Eligible for Commission Registration within 120 Days
If you are relying on rule 203A-2(c), the exemption from the prohibition on registration available to an adviser that expects to be eligible for SEC registration
within 120 days, you are required to make certain representations about your eligibility for SEC registration. By checking the appropriate boxes, you will b e
deemed to have made the required representations. You must make both of these representations:
I am not registered or required to be registered with the SEC or a state securities authority and I have a reasonable expectation that I will be eligible to
register with the SEC within 120 days after the date my registration with the SEC becomes effective.
I undertake to withdraw from SEC registration if, on the 120th day after my registration with the SEC becomes effective, I would be prohibited by Section
203A(a) of the Advisers Act from registering with the SEC.
SECTION 2.A.(10) Multi-State Adviser
If you are relying on rule 203A-2(d), the multi-state adviser exemption from the prohibition on registration, you are required to make certain representations
about your eligibility for SEC registration. By checking the appropriate boxes, you will be deemed to have made the required representations.
If you are applying for registration as an investment adviser with the SEC, you must make both of these representations:
I have reviewed the applicable state and federal laws and have concluded that I am required by the laws of 15 or more states to register as an
investment adviser with the state securities authorities in those states.
I undertake to withdraw from SEC registration if I file an amendment to this registration indicating that I would be required by the laws of fewer than 15
states to register as an investment adviser with the state securities authorities of those states.
If you are submitting your annual updating amendment, you must make this representation:
Within 90 days prior to the date of filing this amendment, I have reviewed the applicable state and federal laws and have concluded that I am required
by the laws of at least 15 states to register as an investment adviser with the state securities authorities in those states.
SECTION 2.A.(12) SEC Exemptive Order
If you are relying upon an SEC order exempting you from the prohibition on registration, provide the following information:
Application Number:
803-
Date of order:
Item 3 Form of Organization
If you are filing an umbrella registration, the information in Item 3 should be provided for the filing adviser only.
A. How are you organized?
Corporation
Sole Proprietorship
Limited Liability Partnership (LLP)
Partnership
Limited Liability Company (LLC)
Limited Partnership (LP)
Other (specify):
If you are changing your response to this Item, see Part 1A Instruction 4.
B. In what month does your fiscal year end each year?
DECEMBER
C. Under the laws of what state or country are you organized?
State Country
Delaware United States
If you are a partnership, provide the name of the state or country under whose laws your partnership was formed. If you are a sole proprietor, provide the
name of the state or country where you reside.
If you are changing your response to this Item, see Part 1A Instruction 4.
Item 4 Successions
Yes No
A. Are you, at the time of this filing, succeeding to the business of a registered investment adviser, including, for example, a change of your
structure or legal status (e.g., form of organization or state of incorporation)?
If "yes", complete Item 4.B. and Section 4 of Schedule D.
B. Date of Succession: (MM/DD/YYYY)
If you have already reported this succession on a previous Form ADV filing, do not report the succession again. Instead, check "No." See Part 1A Instruction 4.
SECTION 4 Successions
No Information Filed
Item 5 Information About Your Advisory Business - Employees, Clients, and Compensation
Responses to this Item help us understand your business, assist us in preparing for on-site examinations, and provide us with data we use when making
regulatory policy. Part 1A Instruction 5.a. provides additional guidance to newly formed advisers for completing this Item 5.
Employees
If you are organized as a sole proprietorship, include yourself as an employee in your responses to Item 5.A. and Items 5.B.(1), (2), (3), (4), and (5). If an employee
performs more than one function, you should count that employee in each of your responses to Items 5.B.(1), (2), (3), (4), and (5).
A. Approximately how many employees do you have? Include full- and part-time employees but do not include any clerical workers.
745
B. (1) Approximately how many of the employees reported in 5.A. perform investment advisory functions (including research)?
75
(2) Approximately how many of the employees reported in 5.A. are registered representatives of a broker-dealer?
267
(3) Approximately how many of the employees reported in 5.A. are registered with one or more state securities authorities as investment adviser
representatives?
21
(4) Approximately how many of the employees reported in 5.A. are registered with one or more state securities authorities as investment adviser
representatives for an investment adviser other than you?
21
(5) Approximately how many of the employees reported in 5.A. are licensed agents of an insurance company or agency?
4
(6) Approximately how many firms or other persons solicit advisory clients on your behalf?
0
In your response to Item 5.B.(6), do not count any of your employees and count a firm only once – do not count each of the firm's employees that solicit on
your behalf.
Clients
In your responses to Items 5.C. and 5.D. do not include as "clients" the investors in a private fund you advise, unless you have a separate advisory relationship
with those investors.
C. (1) To approximately how many clients for whom you do not have regulatory assets under management did you provide investment advisory services
during your most recently completed fiscal year?
207023
(2) Approximately what percentage of your clients are non-United States persons?
0%
D. For purposes of this Item 5.D., the category "individuals" includes trusts, estates, and 401(k) plans and IRAs of individuals and their family members, but does
not include businesses organized as sole proprietorships.
The category "business development companies" consists of companies that have made an election pursuant to section 54 of the Investment Company Act of
1940. Unless you provide advisory services pursuant to an investment advisory contract to an investment company registered under the Investment Company
Act of 1940, do not answer (1)(d) or (3)(d) below.
Indicate the approximate number of your clients and amount of your total regulatory assets under management (reported in Item 5.F. below)
attributable to each of the following type of client. If you have fewer than 5 clients in a particular category (other than (d), (e), and (f)) you may check
Item 5.D.(2) rather than respond to Item 5.D.(1).
The aggregate amount of regulatory assets under management reported in Item 5.D.(3) should equal the total amount of regulatory assets under
management reported in Item 5.F.(2)(c) below.
If a client fits into more than one category, select one category that most accurately represents the client to avoid double counting clients and assets. If
you advise a registered investment company, business development company, or pooled investment vehicle, report those assets in categories (d), (e),
and (f) as applicable.
(1) Number of (2) Fewer than (3) Amount of Regulatory Assets
Type of Client Client(s) 5 Clients under Management
(a) Individuals (other than high net worth individuals) 827116 $ 123,705,194,760
(b) High net worth individuals 108186 $ 75,006,647,045
(c) Banking or thrift institutions 0 $0
(d) Investment companies 13 $ 74,739,751,889
(e) Business development companies 0 $0
(f) Pooled investment vehicles (other than investment companies and 77 $ 14,853,931,159
business development companies)
(g) Pension and profit sharing plans (but not the plan participants or 1016 $ 643,344,418
government pension plans)
(h) Charitable organizations 37 $ 149,705,957
(i) State or municipal government entities (including government pension 0 $0
plans)
(j) Other investment advisers 0 $0
(k) Insurance companies 0 $0
(l) Sovereign wealth funds and foreign official institutions 0 $0
(m) Corporations or other businesses not listed above 5411 $ 3,813,706,650
(n) Other: LABOR UNION 1 $ 265,894
Compensation Arrangements
E. You are compensated for your investment advisory services by (check all that apply):
(1) A percentage of assets under your management
(2) Hourly charges
(3) Subscription fees (for a newsletter or periodical)
(4) Fixed fees (other than subscription fees)
(5) Commissions
(6) Performance-based fees
(7) Other (specify): PYMT/REIMB OF FULLY-LOADED COSTS FOR PROVIDING INVST SERVICES
Item 5 Information About Your Advisory Business - Regulatory Assets Under Management
Regulatory Assets Under Management
Yes No
F. (1) Do you provide continuous and regular supervisory or management services to securities portfolios?
(2) If yes, what is the amount of your regulatory assets under management and total number of accounts?
U.S. Dollar Amount Total Number of Accounts
Discretionary: (a) $ 246,311,785,585 (d) 789,266
Non-Discretionary: (b) $ 46,600,762,187 (e) 152,591
Total: (c) $ 292,912,547,772 (f) 941,857
Part 1A Instruction 5.b. explains how to calculate your regulatory assets under management. You must follow these instructions carefully when
completing this Item.
(3) What is the approximate amount of your total regulatory assets under management (reported in Item 5.F.(2)(c) above) attributable to clients who
are non-United States persons?
$ 7,825,777,010
Item 5 Information About Your Advisory Business - Advisory Activities
Advisory Activities
G. What type(s) of advisory services do you provide? Check all that apply.
(1) Financial planning services
(2) Portfolio management for individuals and/or small businesses
(3) Portfolio management for investment companies (as well as "business development companies" that have made an election pursuant to
section 54 of the Investment Company Act of 1940)
(4) Portfolio management for pooled investment vehicles (other than investment companies)
(5) Portfolio management for businesses (other than small businesses) or institutional clients (other than registered investment companies and
other pooled investment vehicles)
(6) Pension consulting services
(7) Selection of other advisers (including private fund managers)
(8) Publication of periodicals or newsletters
(9) Security ratings or pricing services
(10) Market timing services
(11) Educational seminars/workshops
(12) Other(specify): MANAGER RESEARCH SERVICES
Do not check Item 5.G.(3) unless you provide advisory services pursuant to an investment advisory contract to an investment company registered under the
Investment Company Act of 1940, including as a subadviser. If you check Item 5.G.(3), report the 811 or 814 number of the investment company or
investment companies to which you provide advice in Section 5.G.(3) of Schedule D.
H. If you provide financial planning services, to how many clients did you provide these services during your last fiscal year?
0
1 - 10
11 - 25
26 - 50
51 - 100
101 - 250
251 - 500
More than 500
If more than 500, how many?
(round to the nearest 500)
In your responses to this Item 5.H., do not include as "clients" the investors in a private fund you advise, unless you have a separate advisory relationship
with those investors.
Yes No
I. (1) Do you participate in a wrap fee program?
(2) If you participate in a wrap fee program, what is the amount of your regulatory assets under management attributable to acting as:
(a) sponsor to a wrap fee program
$0
(b) portfolio manager for a wrap fee program?
$ 156,718,102,537
(c) sponsor to and portfolio manager for the same wrap fee program?
$0
If you report an amount in Item 5.I.(2)(c), do not report that amount in Item 5.I.(2)(a) or Item 5.I.(2)(b).
If you are a portfolio manager for a wrap fee program, list the names of the programs, their sponsors and related information in Section 5.I.(2) of Schedule D.
If your involvement in a wrap fee program is limited to recommending wrap fee programs to your clients, or you advise a mutual fund that is offered through a
wrap fee program, do not check Item 5.I.(1) or enter any amounts in response to Item 5.I.(2).
Yes No
J. (1) In response to Item 4.B. of Part 2A of Form ADV, do you indicate that you provide investment advice only with respect to limited types of
investments?
(2) Do you report client assets in Item 4.E. of Part 2A that are computed using a different method than the method used to compute your
regulatory assets under management?
K. Separately Managed Account Clients
Yes No
(1) Do you have regulatory assets under management attributable to clients other than those listed in Item 5.D.(3)(d)-(f) (separately managed
account clients)?
If yes, complete Section 5.K.(1) of Schedule D.
(2) Do you engage in borrowing transactions on behalf of any of the separately managed account clients that you advise?
If yes, complete Section 5.K.(2) of Schedule D.
(3) Do you engage in derivative transactions on behalf of any of the separately managed account clients that you advise?
If yes, complete Section 5.K.(2) of Schedule D.
(4) After subtracting the amounts in Item 5.D.(3)(d)-(f) above from your total regulatory assets under management, does any custodian hold
ten percent or more of this remaining amount of regulatory assets under management?
If yes, complete Section 5.K.(3) of Schedule D for each custodian.
L. Marketing Activities
Yes No
(1) Do any of your advertisements include:
(a) Performance results?
(b) A reference to specific investment advice provided by you (as that phrase is used in rule 206(4)-1(a)(5))?
(c) Testimonials (other than those that satisfy rule 206(4)-1(b)(4)(ii))?
(d) Endorsements (other than those that satisfy rule 206(4)-1(b)(4)(ii))?
(e) Third-party ratings?
(2) If you answer "yes" to L(1)(c), (d), or (e) above, do you pay or otherwise provide cash or non-cash compensation, directly or indirectly, in
connection with the use of testimonials, endorsements, or third-party ratings?
(3) Do any of your advertisements include hypothetical performance ?
(4) Do any of your advertisements include predecessor performance ?
SECTION 5.G.(3) Advisers to Registered Investment Companies and Business Development Companies
If you check Item 5.G.(3), what is the SEC file number (811 or 814 number) of each of the registered investment companies and business development
companies to which you act as an adviser pursuant to an advisory contract? You must complete a separate Schedule D Section 5.G.(3) for each registered
investment company and business development company to which you act as an adviser.
SEC File Number
811 - 21295
Provide the regulatory assets under management of all parallel managed accounts related to a registered investment company (or series thereof) or
business development company that you advise.
No Information Filed
SEC File Number
811 - 21295
Provide the regulatory assets under management of all parallel managed accounts related to a registered investment company (or series thereof) or
business development company that you advise.
No Information Filed
SEC File Number
811 - 21552
Provide the regulatory assets under management of all parallel managed accounts related to a registered investment company (or series thereof) or
business development company that you advise.
No Information Filed
SEC File Number
811 - 22575
Provide the regulatory assets under management of all parallel managed accounts related to a registered investment company (or series thereof) or
business development company that you advise.
No Information Filed
SEC File Number
811 - 23325
Provide the regulatory assets under management of all parallel managed accounts related to a registered investment company (or series thereof) or
business development company that you advise.
No Information Filed
SEC File Number
811 - 23325
Provide the regulatory assets under management of all parallel managed accounts related to a registered investment company (or series thereof) or
business development company that you advise.
No Information Filed
SEC File Number
811 - 23325
Provide the regulatory assets under management of all parallel managed accounts related to a registered investment company (or series thereof) or
business development company that you advise.
No Information Filed
SEC File Number
811 - 23325
Provide the regulatory assets under management of all parallel managed accounts related to a registered investment company (or series thereof) or
business development company that you advise.
No Information Filed
SEC File Number
811 - 23325
Provide the regulatory assets under management of all parallel managed accounts related to a registered investment company (or series thereof) or
business development company that you advise.
No Information Filed
SEC File Number
811 - 23325
Provide the regulatory assets under management of all parallel managed accounts related to a registered investment company (or series thereof) or
business development company that you advise.
No Information Filed
SEC File Number
811 - 23325
Provide the regulatory assets under management of all parallel managed accounts related to a registered investment company (or series thereof) or
business development company that you advise.
No Information Filed
SEC File Number
811 - 23325
Provide the regulatory assets under management of all parallel managed accounts related to a registered investment company (or series thereof) or
business development company that you advise.
No Information Filed
SEC File Number
811 - 23325
Provide the regulatory assets under management of all parallel managed accounts related to a registered investment company (or series thereof) or
business development company that you advise.
No Information Filed
SECTION 5.I.(2) Wrap Fee Programs
If you are a portfolio manager for one or more wrap fee programs, list the name of each program and its sponsor. You must complete a separate Schedule D
Section 5.I.(2) for each wrap fee program for which you are a portfolio manager.
Name of Wrap Fee Program
ADVISORY PROGRAM
Name of Sponsor
J.P. MORGAN SECURITIES LLC
Sponsor's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-):
801 - 3702
Sponsor's CRD Number (if any):
79
Name of Wrap Fee Program
CHASE STRATEGIC PORTFOLIO
Name of Sponsor
J.P. MORGAN SECURITIES LLC
Sponsor's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-):
801 - 3702
Sponsor's CRD Number (if any):
79
Name of Wrap Fee Program
J.P. MORGAN CORE ADVISORY PORTFOLIO
Name of Sponsor
J.P. MORGAN SECURITIES LLC
Sponsor's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-):
801 - 3702
Sponsor's CRD Number (if any):
79
Name of Wrap Fee Program
J.P. MORGAN PERSONAL ADVISORS PROGRAM
Name of Sponsor
J.P. MORGAN SECURITIES LLC
Sponsor's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-):
801 - 3702
Sponsor's CRD Number (if any):
79
Name of Wrap Fee Program
STRATEGIC INVESTMENT SERVICES PROGRAM
Name of Sponsor
J.P. MORGAN SECURITIES LLC
Sponsor's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-):
801 - 3702
Sponsor's CRD Number (if any):
79
SECTION 5.K.(1) Separately Managed Accounts
After subtracting the amounts reported in Item 5.D.(3)(d)-(f) from your total regulatory assets under management, indicate the approximate percentage of
this remaining amount attributable to each of the following categories of assets. If the remaining amount is at least $10 billion in regulatory assets under
management, complete Question (a). If the remaining amount is less than $10 billion in regulatory assets under management, complete Question (b).
Any regulatory assets under management reported in Item 5.D.(3)(d), (e), and (f) should not be reported below.
If you are a subadviser to a separately managed account, you should only provide information with respect to the portion of the account that you subadvise.
End of year refers to the date used to calculate your regulatory assets under management for purposes of your annual updating amendment . Mid-year is the
date six months before the end of year date. Each column should add up to 100% and numbers should be rounded to the nearest percent.
Investments in derivatives, registered investment companies, business development companies, and pooled investment vehicles should be reported in
those categories. Do not report those investments based on related or underlying portfolio assets. Cash equivalents include bank deposits, certificates of
deposit, bankers' acceptances and similar bank instruments.
Some assets could be classified into more than one category or require discretion about which category applies. You may use your own internal
methodologies and the conventions of your service providers in determining how to categorize assets, so long as the methodologies or conventions are
consistently applied and consistent with information you report internally and to current and prospective clients. However, you should not double count
assets, and your responses must be consistent with any instructions or other guidance relating to this Section.
(a) Asset Type Mid-year End of year
(i) Exchange-Traded Equity Securities 33 % 33 %
(ii) Non Exchange-Traded Equity Securities 1% 1%
(iii) U.S. Government/Agency Bonds 0% 0%
(iv) U.S. State and Local Bonds 0% 1%
(v) Sovereign Bonds 0% 0%
(vi) Investment Grade Corporate Bonds 0% 0%
(vii) Non-Investment Grade Corporate Bonds 0% 0%
(viii) Derivatives 0% 0%
(ix) Securities Issued by Registered Investment Companies or Business Development Companies 63 % 63 %
(x) Securities Issued by Pooled Investment Vehicles (other than Registered Investment Companies or Business 0% 0%
Development Companies)
(xi) Cash and Cash Equivalents 3% 2%
(xii) Other 0% 0%
Generally describe any assets included in "Other"
(b) Asset Type End of year
(i) Exchange-Traded Equity Securities %
(ii) Non Exchange-Traded Equity Securities %
(iii) U.S. Government/Agency Bonds %
(iv) U.S. State and Local Bonds %
(v) Sovereign Bonds %
(vi) Investment Grade Corporate Bonds %
(vii) Non-Investment Grade Corporate Bonds %
(viii) Derivatives %
(ix) Securities Issued by Registered Investment Companies or Business Development Companies %
(x) Securities Issued by Pooled Investment Vehicles (other than Registered Investment Companies or Business Development %
Companies)
(xi) Cash and Cash Equivalents %
(xii) Other %
Generally describe any assets included in "Other"
SECTION 5.K.(2) Separately Managed Accounts - Use of Borrowingsand Derivatives
No information is required to be reported in this Section 5.K.(2) per the instructions of this Section 5.K.(2)
If your regulatory assets under management attributable to separately managed accounts are at least $10 billion, you should complete Question (a). If your
regulatory assets under management attributable to separately managed accounts are at least $500 million but less than $10 billion, you should complete
Question (b).
(a) In the table below, provide the following information regarding the separately managed accounts you advise. If you are a subadviser to a separately
managed account, you should only provide information with respect to the portion of the account that you subadvise. End of year refers to the date
used to calculate your regulatory assets under management for purposes of your annual updating amendment. Mid-year is the date six months before
the end of year date.
In column 1, indicate the regulatory assets under management attributable to separately managed accounts associated with each level of gross
notional exposure. For purposes of this table, the gross notional exposure of an account is the percentage obtained by dividing (i) the sum of (a) the
dollar amount of any borrowings and (b) the gross notional value of all derivatives, by (ii) the regulatory assets under management of the account.
In column 2, provide the dollar amount of borrowings for the accounts included in column 1.
In column 3, provide aggregate gross notional value of derivatives divided by the aggregate regulatory assets under management of the accounts
included in column 1 with respect to each category of derivatives specified in 3(a) through (f).
You may, but are not required to, complete the table with respect to any separately managed account with regulatory assets under management of less
than $10,000,000.
Any regulatory assets under management reported in Item 5.D.(3)(d), (e), and (f) should not be reported below.
(i) Mid-Year
Gross Notional (1) Regulatory Assets (2)
Exposure Under Management Borrowings (3) Derivative Exposures
(a) Interest (b) Foreign
Rate Exchange (c) Credit (d) Equity (e) Commodity (f) Other
Derivative Derivative Derivative Derivative Derivative Derivative
Less than 10% $ $ % % % % % %
10-149% $ $ % % % % % %
150% or more $ $ % % % % % %
Optional: Use the space below to provide a narrative description of the strategies and/or manner in which borrowings and derivatives are used in the
management of the separately managed accounts that you advise.
(ii) End of Year
Gross Notional (1) Regulatory Assets (2)
Exposure Under Management Borrowings (3) Derivative Exposures
(a) Interest (b) Foreign
Rate Exchange (c) Credit (d) Equity (e) Commodity (f) Other
Derivative Derivative Derivative Derivative Derivative Derivative
Less than 10% $ $ % % % % % %
10-149% $ $ % % % % % %
150% or more $ $ % % % % % %
Optional: Use the space below to provide a narrative description of the strategies and/or manner in which borrowings and derivatives are used in the
management of the separately managed accounts that you advise.
(b) In the table below, provide the following information regarding the separately managed accounts you advise as of the date used to calculate your
regulatory assets under management for purposes of your annual updating amendment. If you are a subadviser to a separately managed account, you
should only provide information with respect to the portion of the account that you subadvise.
In column 1, indicate the regulatory assets under management attributable to separately managed accounts associated with each level of gross
notional exposure. For purposes of this table, the gross notional exposure of an account is the percentage obtained by dividing (i) the sum of (a) the
dollar amount of any borrowings and (b) the gross notional value of all derivatives, by (ii) the regulatory assets under management of the account.
In column 2, provide the dollar amount of borrowings for the accounts included in column 1.
You may, but are not required to, complete the table with respect to any separately managed accounts with regulatory assets under management of
less than $10,000,000.
Any regulatory assets under management reported in Item 5.D.(3)(d), (e), and (f) should not be reported below.
Gross Notional Exposure (1) Regulatory Assets Under Management (2) Borrowings
Less than 10% $ $
10-149% $ $
150% or more $ $
Optional: Use the space below to provide a narrative description of the strategies and/or manner in which borrowings and derivatives are used in the
management of the separately managed accounts that you advise.
SECTION 5.K.(3) Custodians for Separately Managed Accounts
Complete a separate Schedule D Section 5.K.(3) for each custodian that holds ten percent or more of your aggregate separately managed account
regulatory assets under management.
(a) Legal name of custodian:
J.P. MORGAN SECURITIES LLC
(b) Primary business name of custodian:
J.P. MORGAN SECURITIES LLC
(c) The location(s) of the custodian's office(s) responsible for custody of the assets :
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the custodian a related person of your firm?
(e) If the custodian is a broker-dealer, provide its SEC registration number (if any)
8 - 35008
(f) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity identifier (if
any)
(g) What amount of your regulatory assets under management attributable to separately managed accounts is held at the custodian?
$ 202,127,899,113
Item 6 Other Business Activities
In this Item, we request information about your firm's other business activities.
A. You are actively engaged in business as a (check all that apply):
(1) broker-dealer (registered or unregistered)
(2) registered representative of a broker-dealer
(3) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(4) futures commission merchant
(5) real estate broker, dealer, or agent
(6) insurance broker or agent
(7) bank (including a separately identifiable department or division of a bank)
(8) trust company
(9) registered municipal advisor
(10) registered security-based swap dealer
(11) major security-based swap participant
(12) accountant or accounting firm
(13) lawyer or law firm
(14) other financial product salesperson (specify):
If you engage in other business using a name that is different from the names reported in Items 1.A. or 1.B.(1), complete Section 6.A. of Schedule D.
Yes No
B. (1) Are you actively engaged in any other business not listed in Item 6.A. (other than giving investment advice)?
(2) If yes, is this other business your primary business?
If "yes," describe this other business on Section 6.B.(2) of Schedule D, and if you engage in this business under a different name, provide that name.
Yes No
(3) Do you sell products or provide services other than investment advice to your advisory clients?
If "yes," describe this other business on Section 6.B.(3) of Schedule D, and if you engage in this business under a different name, provide that name.
SECTION 6.A. Names of Your Other Businesses
No Information Filed
SECTION 6.B.(2) Description of Primary Business
Describe your primary business (not your investment advisory business):
If you engage in that business under a different name, provide that name:
SECTION 6.B.(3) Description of Other Products and Services
Describe other products or services you sell to your client. You may omit products and services that you listed in Section 6.B.(2) above.
PROVIDES NON-ADVISORY ADMINISTRATIVE AND CLIENT RELATIONS SERVICES TO PRIVATE INVESTMENT POOLS; MANAGER RESEARCH SERVICES FOR WRAP
PROGRAMS; ADMINISTRATIVE SERVICES FOR REGISTERED INVESTMENT COMPANIES.
If you engage in that business under a different name, provide that name:
Item 7 Financial Industry Affiliations
In this Item, we request information about your financial industry affiliations and activities. This information identifies areas in which conflicts of interest may
occur between you and your clients.
A. This part of Item 7 requires you to provide information about you and your related persons, including foreign affiliates. Your related persons are all of your
advisory affiliates and any person that is under common control with you.
You have a related person that is a (check all that apply):
(1) broker-dealer, municipal securities dealer, or government securities broker or dealer (registered or unregistered)
(2) other investment adviser (including financial planners)
(3) registered municipal advisor
(4) registered security-based swap dealer
(5) major security-based swap participant
(6) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(7) futures commission merchant
(8) banking or thrift institution
(9) trust company
(10) accountant or accounting firm
(11) lawyer or law firm
(12) insurance company or agency
(13) pension consultant
(14) real estate broker or dealer
(15) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(16) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Note that Item 7.A. should not be used to disclose that some of your employees perform investment advisory functions or are registered representatives of a
broker-dealer. The number of your firm's employees who perform investment advisory functions should be disclosed under Item 5.B.(1). The number of your
firm's employees who are registered representatives of a broker-dealer should be disclosed under Item 5.B.(2).
Note that if you are filing an umbrella registration, you should not check Item 7.A.(2) with respect to your relying advisers, and you do not have to complete
Section 7.A. in Schedule D for your relying advisers. You should complete a Schedule R for each relying adviser.
For each related person, including foreign affiliates that may not be registered or required to be registered in the United States, complete Section 7.A. of
Schedule D.
You do not need to complete Section 7.A. of Schedule D for any related person if: (1) you have no business dealings with the related person in connection with
advisory services you provide to your clients; (2) you do not conduct shared operations with the related person; (3) you do not refer clients or business to the
related person, and the related person does not refer prospective clients or business to you; (4) you do not share supervised persons or premises with the
related person; and (5) you have no reason to believe that your relationship with the related person otherwise creates a conflict of interest with your clients.
You must complete Section 7.A. of Schedule D for each related person acting as qualified custodian in connection with advisory services you provide to your
clients (other than any mutual fund transfer agent pursuant to rule 206(4)-2(b)(1)), regardless of whether you have determined the related person to be
operationally independent under rule 206(4)-2 of the Advisers Act.
SECTION 7.A. Financial Industry Affiliations
Complete a separate Schedule D Section 7.A. for each related person listed in Item 7.A.
1. Legal Name of Related Person:
CS PE 2 GP LLC
2. Primary Business Name of Related Person:
CS PE 2 GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
CS PE GP LLC
2. Primary Business Name of Related Person:
CS PE GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BRAND GP LLC
2. Primary Business Name of Related Person:
BRAND GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
J.P. MORGAN INVESTMENT MANAGEMENT INC.
2. Primary Business Name of Related Person:
J.P. MORGAN INVESTMENT MANAGEMENT INC.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
801 - 21011
or
Other
4. Related Person's
(a) CRD Number (if any):
107038
(b) CIK Number(s) (if any):
CIK Number
741611
928121
1173475
1363391
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
India - Securities and Exchange Board of India
Japan - Financial Services Agency
South Korea - Financial Supervisory Commission / Financial Supervisory Service
United Kingdom - Financial Conduct Authority
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
JPMPE SPECIAL MEMBER LLC
2. Primary Business Name of Related Person:
JPMPE SPECIAL MEMBER LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BRAND US HOLDINGS GP LLC
2. Primary Business Name of Related Person:
BRAND US HOLDINGS GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
CS PE CIP LLC
2. Primary Business Name of Related Person:
CS PE CIP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
TPBA CIV US GP LLC
2. Primary Business Name of Related Person:
TPBA CIV US GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
JPP II CIP LLC
2. Primary Business Name of Related Person:
JPP II CIP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
J.P. MORGAN PRIVATE INVESTMENTS INTERNATIONAL INC.
2. Primary Business Name of Related Person:
J.P. MORGAN PRIVATE INVESTMENTS INTERNATIONAL INC.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
14TH STREET CIV GP LLC
2. Primary Business Name of Related Person:
14TH STREET CIV GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
CS PE US GP LLC
2. Primary Business Name of Related Person:
CS PE US GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
JPP GP LLC
2. Primary Business Name of Related Person:
JPP GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
JPP US GP LLC
2. Primary Business Name of Related Person:
JPP US GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
TPBA CIV US HOLDINGS GP LLC
2. Primary Business Name of Related Person:
TPBA CIV US HOLDINGS GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
J.P. MORGAN SE
2. Primary Business Name of Related Person:
J.P. MORGAN SE
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
549300ZK53CNGEEI6A
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Germany - German Federal Financial Supervisory Agency
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
PATTERSON STREET CIV GP LLC
2. Primary Business Name of Related Person:
PATTERSON STREET CIV GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
HOTEL 21 GP LLC
2. Primary Business Name of Related Person:
HOTEL 21 GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
PATTERSON STREET CIV US GP LLC
2. Primary Business Name of Related Person:
PATTERSON STREET CIV US GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
JPP II US GP LLC
2. Primary Business Name of Related Person:
JPP II US GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
J.P. MORGAN (SUISSE) SA
2. Primary Business Name of Related Person:
J.P. MORGAN (SUISSE) SA
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
VNJ8GUF91FD6KSMJCG
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
RUE DU RHONE 35
City: State: Country: ZIP+4/Postal Code:
GENEVA Switzerland 1204
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Switzerland - Swiss Financial Market Supervisory Authority
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
LIC US GP LLC
2. Primary Business Name of Related Person:
LIC US GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
LIC GP LLC
2. Primary Business Name of Related Person:
LIC GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
HIGHBRIDGE CAPITAL MANAGEMENT, LLC
2. Primary Business Name of Related Person:
HIGHBRIDGE CAPITAL MANAGEMENT, LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
801 - 64368
or
Other
4. Related Person's
(a) CRD Number (if any):
134776
(b) CIK Number(s) (if any):
CIK Number
919185
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
TPBA CIV GP LLC
2. Primary Business Name of Related Person:
TPBA CIV GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
JPP CIP LLC
2. Primary Business Name of Related Person:
JPP CIP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
JPMORGAN DISTRIBUTION SERVICES, INC.
2. Primary Business Name of Related Person:
JPMORGAN DISTRIBUTION SERVICES, INC.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
8 - 52700
or
Other
4. Related Person's
(a) CRD Number (if any):
104234
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
JPP US HOLDINGS GP LLC
2. Primary Business Name of Related Person:
JPP US HOLDINGS GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
JPP II US HOLDINGS GP LLC
2. Primary Business Name of Related Person:
JPP II US HOLDINGS GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
JPP II GP LLC
2. Primary Business Name of Related Person:
JPP II GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
J.P. MORGAN SECURITIES LLC
2. Primary Business Name of Related Person:
J.P. MORGAN SECURITIES LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
801 - 3702
or
Other
4. Related Person's
(a) CRD Number (if any):
79
(b) CIK Number(s) (if any):
CIK Number
1362244
782124
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
383 MADISON AVENUE
City: State: Country: ZIP+4/Postal Code:
NEW YORK New York United States 10179-0001
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Canada - Ontario Securities Commission
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
JPMORGAN CHASE BANK, N.A.
2. Primary Business Name of Related Person:
JPMORGAN CHASE BANK, N.A.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
7H6GLXDRUGQFU57RNE
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
CIK Number
835271
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
1111 POLARIS PARKWAY
City: State: Country: ZIP+4/Postal Code:
COLUMBUS Ohio United States 43240-2050
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
SECTION 202(A)(11) OF THE INVESTMENT ADVISERS ACT OF 1940
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Hong Kong - Securities and Futures Commission
Other - HONG KONG - HONG KONG MONETARY AUTHORITY
United Kingdom - Financial Conduct Authority
United Kingdom - Prudential Regulation Authority
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BS CIV GP LLC
2. Primary Business Name of Related Person:
BS CIV GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
14TH STREET CIV US GP LLC
2. Primary Business Name of Related Person:
14TH STREET CIV US GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BRAND US GP LLC
2. Primary Business Name of Related Person:
BRAND US GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
HOTEL 21 US GP LLC
2. Primary Business Name of Related Person:
HOTEL 21 US GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BS CIV US GP LLC
2. Primary Business Name of Related Person:
BS CIV US GP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
Item 7 Private Fund Reporting
Yes No
B. Are you an adviser to any private fund?
If "yes," then for each private fund that you advise, you must complete a Section 7.B.(1) of Schedule D, except in certain circumstances described in the next
sentence and in Instruction 6 of the Instructions to Part 1A. If you are registered or applying for registration with the SEC or reporting as an SEC exempt
reporting adviser, and another SEC-registered adviser or SEC exempt reporting adviser reports this information with respect to any such private fund in Section
7.B.(1) of Schedule D of its Form ADV (e.g., if you are a subadviser), do not complete Section 7.B.(1) of Schedule D with respect to that private fund. You must,
instead, complete Section 7.B.(2) of Schedule D.
In either case, if you seek to preserve the anonymity of a private fund client by maintaining its identity in your books and records in numerical or alphabetical
code, or similar designation, pursuant to rule 204-2(d), you may identify the private fund in Section 7.B.(1) or 7.B.(2) of Schedule D using the same code or
designation in place of the fund's name.
SECTION 7.B.(1) Private Fund Reporting
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
14TH STREET CIV LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-3393425425
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
14TH STREET CIV GP LLC
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
14TH STREET CIV CAYMAN LP 805-4561351831
14TH STREET CIV US LP 805-1698607227
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 2 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
14TH STREET CIV CAYMAN LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-4561351831
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
14TH STREET CIV CAYMAN GP CORP
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
14TH STREET CIV US LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-1698607227
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
14TH STREET CIV US GP LLC
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 43,360,857
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
31
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
2%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
53%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-33780101
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
MUFG UNION BANK, N.A.
(c) Primary business name of custodian:
MUFG UNION BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C TECHNOLOGIES, INC (FORMERLY SS&C PRIVATE EQUITY SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
AIF V PRIVATE INVESTORS LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-9782297386
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
MEMBER MANAGED
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 299
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 10,000,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
0
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
0%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG, Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
AIF VII PRIVATE INVESTORS (TE), LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-2373552665
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
MEMBER MANAGED
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 1,102,029
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 1,000,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
27
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
28%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-108712
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
]JPMORGAN CHASE BANK, N.A. (PRIVATE EQUITY AND REAL ESTATE SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
AIF VII PRIVATE INVESTORS OFFSHORE, LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-5472447938
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
GRANT CELLIER
ROBERT MESCHI
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 5,943,540
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 500,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
183
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
99%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-108709
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
JPMORGAN CHASE BANK, N.A. (PRIVATE EQUITY AND REAL ESTATE SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
AIF VII PRIVATE INVESTORS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-6733272106
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
MEMBER MANAGED
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 6,380,209
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 500,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
260
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
0%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-108712
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
JPMORGAN CHASE BANK, N.A. (PRIVATE EQUITY AND REAL ESTATE SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
ASIA OPPORTUNITY PRIVATE INVESTORS, LTD.
(b) Private fund identification number:
(include the "805-" prefix also)
805-7900727343
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
GWEN MCLAUGHLIN
RANDAL DAIJI
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$0
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 5,000,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
0
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
0%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
BEL AIR CIV LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-5688163089
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
TPBA CIV GP LLC
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
BEL AIR CIV CAYMAN 1 LP 805-1110264728
BEL AIR CIV CAYMAN 2 LP 805-3003514705
BEL AIR CIV CAYMAN 3 LP 805-5049237829
BEL AIR CIV CAYMAN 4 LP 805-2137446427
BEL AIR CIV CAYMAN 5 LP 805-7188885924
BEL AIR CIV US LP 805-8538077980
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 6 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BEL AIR CIV CAYMAN 1 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-1110264728
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BEL AIR CIV CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BEL AIR CIV CAYMAN 2 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-3003514705
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BEL AIR CIV CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BEL AIR CIV CAYMAN 3 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-5049237829
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BEL AIR CIV CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BEL AIR CIV CAYMAN 4 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-2137446427
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BEL AIR CIV CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BEL AIR CIV CAYMAN 5 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-7188885924
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BEL AIR CIV CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BEL AIR CIV US LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-8538077980
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
TPBA CIV US GP LLC
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 13,536,185
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
26
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
66%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-227757
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
BANK OF AMERICA, N.A.
(c) Primary business name of custodian:
BANK OF AMERICA, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
CHARLOTTE North Carolina United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C TECHNOLOGIES, INC (FORMERLY SS&C PRIVATE EQUITY SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
BRYANT STREET CIV LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-1438309201
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
BS CIV GP LLC
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
BRYANT STREET CIV CAYMAN 1 LP 805-5380481608
BRYANT STREET CIV CAYMAN 2 LP 805-5652783357
BRYANT STREET CIV CAYMAN 3 LP 805-1496710340
BRYANT STREET CIV CAYMAN 4 LP 805-8851309507
BRYANT STREET CIV CAYMAN 5 LP 805-8961550826
BRYANT STREET CIV US LP 805-2192554230
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 6 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BRYANT STREET CIV CAYMAN 1 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-5380481608
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BRYANT STREET CIV CAYMAN GP CORP
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BRYANT STREET CIV CAYMAN 2 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-5652783357
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BRYANT STREET CIV CAYMAN GP CORP
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BRYANT STREET CIV CAYMAN 3 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-1496710340
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BRYANT STREET CIV CAYMAN GP CORP
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BRYANT STREET CIV CAYMAN 4 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-8851309507
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BRYANT STREET CIV CAYMAN GP CORP
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BRYANT STREET CIV CAYMAN 5 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-8961550826
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BRYANT STREET CIV CAYMAN GP CORP
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BRYANT STREET CIV US LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-2192554230
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BS CIV US GP LLC
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 8,817,008
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
48
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
25%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-223563
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
BANK OF AMERICA, N.A.
(c) Primary business name of custodian:
BANK OF AMERICA, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
CHARLOTTE North Carolina United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C TECHNOLOGIES, INC (FORMERLY SS&C PRIVATE EQUITY SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
BW PRIVATE INVESTORS OFFSHORE, LTD.
(b) Private fund identification number:
(include the "805-" prefix also)
805-8704653306
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
LEON RHULE
RICHARD RUFFER
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 67,841,964
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 500,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
83
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
73%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
Name of Other Adviser to private fund SEC file number CRD number
BRIDGEWATER ASSOCIATES, LP 801-35875 105129
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-120526
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
JPMORGAN CHASE BANK, N.A. (HEDGE FUND SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
BOSTON Massachusetts United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
BW PRIVATE INVESTORS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-1183905109
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
MEMBER MANAGED
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 55,288,051
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 500,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
73
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
19%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
0%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
Name of Other Adviser to private fund SEC file number CRD number
BRIDGEWATER ASSOCIATES, LP 801-35875 105129
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-120497
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
JPMORGAN CHASE BANK, N.A. (HEDGE FUND SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
BOSTON Massachusetts United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
CHICAGO 21 MASTER LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-9479834652
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
HOTEL 21 GP LLC
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
CHICAGO 21 US LP 805-7285796526
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 1 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
CHICAGO 21 US LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-7285796526
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
HOTEL 21 US GP LLC
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 416,527
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 1,000,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
13
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
38%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-31131001
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
MUFG UNION BANK, N.A.
(c) Primary business name of custodian:
MUFG UNION BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C TECHNOLOGIES, INC (FORMERLY SS&C PRIVATE EQUITY SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
CS PE MASTER LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-2469960382
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CS PE GP LLC
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
CS PE CAYMAN LP 805-5359421914
CS PE US LP 805-1269636775
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 2 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
CS PE CAYMAN LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-5359421914
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
CS PE CAYMAN LP
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
CS PE US LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-1269636775
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
CS PE US LP
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 2,787,164
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 500,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
40
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
3%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
29%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-378794
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
MUFG UNION BANK, N.A.
(c) Primary business name of custodian:
MUFG UNION BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
MUFG ALTERNATIVE FUND SERVICES (CAYMAN) LIMITED
(c) Location of administrator (city, state and country):
City: State: Country:
MISSISSAUGA, ONTARIO Canada
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
GLOBAL IMPACT FUND II SICAV-RAIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-5634247827
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
GLOBAL IMPACT II GP S.À R.L.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 64,744,835
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
64
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
4%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
69%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-495037
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
GLOBAL IMPACT FUND SICAV-RAIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-8314144603
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
GLOBAL IMPACT GP S.À R.L.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 172,659,764
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
163
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
4%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
42%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-385365
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
HEALTHCARE INNOVATION FUND III, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-3845406091
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
MARTIN VOGEL
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 185,260,888
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
294
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
2%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
0%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-385923
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
HEALTHCARE INNOVATION FUND IV OFFSHORE SICAV-RAIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-4143215651
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
HEALTHCARE INNOVATION IV GP S.À R.L.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 110,168,324
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
97
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
86%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-455174
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
HEALTHCARE INNOVATION FUND IV, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-8895774740
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
MARTIN VOGEL
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 67,382,128
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
130
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
4%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
1%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-455168
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
HEALTHCARE INNOVATIONFUND III OFFSHORE SICAV-RAIF S.C. SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-8101422619
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
HEALTHCARE INNOVATION III GP S.À R.L.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 233,894,465
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
182
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
9%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
90%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-385925
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION MASTER FUND SPC LTD - EQUITY INCOME SEGREGATED PORTFOLIO
(b) Private fund identification number:
(include the "805-" prefix also)
805-2446074080
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
INVESTMENTS STRATEGY SELECTION FUND, LTD. 805-1169653973
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 1 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION FUND, LTD.
(b) Private fund identification number:
(include the "805-" prefix also)
805-1169653973
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$0
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$0
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
0
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
100%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
INTERNATIONAL FUND SERVICES (N.A.) L.L.C.
(c) Location of administrator (city, state and country):
City: State: Country:
PRINCETON New Jersey United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION MASTER FUND SPC LTD DIGITAL EVOLUTION STRATEGIES SEGREGATED PORTFOLIO
(b) Private fund identification number:
(include the "805-" prefix also)
805-8082723385
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
INVESTMENTS STRATEGY SELECTION FUND, LTD. 805-1169653973
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 1 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION FUND, LTD.
(b) Private fund identification number:
(include the "805-" prefix also)
805-1169653973
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 48,379,091
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$0
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
54
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
100%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
INTERNATIONAL FUND SERVICES (N.A.) L.L.C.
(c) Location of administrator (city, state and country):
City: State: Country:
PRINCETON New Jersey United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION MASTER FUND SPC LTD INNOVATORS STRATEGY SELECTION FUND
(b) Private fund identification number:
(include the "805-" prefix also)
805-1914783125
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
INVESTMENTS STRATEGY SELECTION FUND, LTD. 805-1169653973
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 1 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION FUND, LTD.
(b) Private fund identification number:
(include the "805-" prefix also)
805-1169653973
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 19,920,927
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$0
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
29
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
100%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
INTERNATIONAL FUND SERVICES (N.A.) L.L.C.
(c) Location of administrator (city, state and country):
City: State: Country:
PRINCETON New Jersey United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION MASTER FUND SPC LTD LIQUIDITY FUND SEGREGATED PORTFOLIO
(b) Private fund identification number:
(include the "805-" prefix also)
805-7422906638
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
INVESTMENTS STRATEGY SELECTION FUND, LTD. 805-1169653973
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 1 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION FUND, LTD.
(b) Private fund identification number:
(include the "805-" prefix also)
805-1169653973
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$0
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$0
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
0
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
100%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
INTERNATIONAL FUND SERVICES (N.A.) L.L.C.
(c) Location of administrator (city, state and country):
City: State: Country:
PRINCETON New Jersey United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hungary
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION MASTER FUND SPC LTD MANAGED EQUITIES SEGREGATED PORTFOLIO
(b) Private fund identification number:
(include the "805-" prefix also)
805-5340958308
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
INVESTMENTS STRATEGY SELECTION FUND, LTD. 805-1169653973
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 1 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION FUND, LTD.
(b) Private fund identification number:
(include the "805-" prefix also)
805-1169653973
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 64,278,874
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$0
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
30
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
100%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
INTERNATIONAL FUND SERVICES (N.A.) L.L.C.
(c) Location of administrator (city, state and country):
City: State: Country:
PRINCETON New Jersey United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION MASTER FUND SPC LTD MANAGED FIXED INCOME SEGREGATED PORTFOLIO
(b) Private fund identification number:
(include the "805-" prefix also)
805-9149981734
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
INVESTMENTS STRATEGY SELECTION FUND, LTD. 805-1169653973
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 1 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION FUND, LTD.
(b) Private fund identification number:
(include the "805-" prefix also)
805-1169653973
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 28,841,926
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$0
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
13
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
100%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
INTERNATIONAL FUND SERVICES (N.A.) L.L.C.
(c) Location of administrator (city, state and country):
City: State: Country:
PRINCETON New Jersey United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION MASTER FUND SPC LTD UPPER TIER HIGH YIELD SEGREGATED PORTFOLIO
(b) Private fund identification number:
(include the "805-" prefix also)
805-4230780132
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
INVESTMENTS STRATEGY SELECTION FUND, LTD. 805-1169653973
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 1 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION FUND, LTD.
(b) Private fund identification number:
(include the "805-" prefix also)
805-1169653973
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$0
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$0
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
0
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
100%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
INTERNATIONAL FUND SERVICES (N.A.) L.L.C.
(c) Location of administrator (city, state and country):
City: State: Country:
PRINCETON New Jersey United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION MASTER FUND SPC LTD YIELD CURVE ENHANCED INVESTMENT GRADE CORPORATE STRATEGY SEGREGATED
PORTFOLIO
(b) Private fund identification number:
(include the "805-" prefix also)
805-3023196833
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
INVESTMENTS STRATEGY SELECTION FUND, LTD. 805-1169653973
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 1 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
INVESTMENTS STRATEGY SELECTION FUND, LTD.
(b) Private fund identification number:
(include the "805-" prefix also)
805-1169653973
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
CATHERINE CROWLEY
CHRISTINE FLETCHER
GLENN HILL
RICH RUFFER
WARREN KEENS
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 14,464,081
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$0
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
9
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
100%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
INTERNATIONAL FUND SERVICES (N.A.) L.L.C.
(c) Location of administrator (city, state and country):
City: State: Country:
PRINCETON New Jersey United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
JHP MASTER LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-9693512516
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
BRAND GP LLC
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
JHP CAYMAN 1 LP 805-7838529900
JHP CAYMAN 2 LP 805-8463573001
JHP CAYMAN 3 LP 805-9979890777
JHP CAYMAN 4 LP 805-4230844099
JHP CAYMAN 5 LP 805-5838318491
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 6 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
JHP CAYMAN 1 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-7838529900
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BRAND CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
JHP CAYMAN 2 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-8463573001
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BRAND CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
JHP CAYMAN 3 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-9979890777
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BRAND CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
JHP CAYMAN 4 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-4230844099
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BRAND CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
JHP CAYMAN 5 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-5838318491
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BRAND CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
JHP US LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-7997119680
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BRAND US GP LLC
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 10,965,848
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
94
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
83%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-251068
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
MUFG UNION BANK, N.A.
(c) Primary business name of custodian:
MUFG UNION BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C TECHNOLOGIES, INC (FORMERLY SS&C PRIVATE EQUITY SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
KKR 2006 FUND PRIVATE INVESTORS LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-5394031177
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
MEMBER MANAGED
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 7,362,637
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 1,000,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
190
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
4%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-94610
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
JPMORGAN CHASE BANK, N.A. (PRIVATE EQUITY AND REAL ESTATE SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
KKR 2006 FUND PRIVATE INVESTORS OFFSHORE, L.P.
(b) Private fund identification number:
(include the "805-" prefix also)
805-5800599504
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
GRANT CELLIER
RICHARD RUFFER
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 5,488,965
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 1,000,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
277
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
3%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
86%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-94609
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
JPMORGAN CHASE BANK, N.A. (PRIVATE EQUITY AND REAL ESTATE SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
NEXT GEN REAL ESTATE OFFSHORE SICAV-RAIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-2893239362
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
NEXT GENB REAL ESTATE GP S.À R.L.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 61,828,943
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
61
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
21%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
92%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-436541
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
NEXT GEN REAL ESTATE, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-7924945254
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
MARTIN VOGEL
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 59,676,732
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
62
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
0%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-436537
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
PATTERSON STREET CIV LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-7066239214
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
PATTERSON STREET CIV GP LLC
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
PATTERSON STREET CIV US LP 805-8511792358
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 1 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
PATTERSON STREET CIV US LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-7115514947
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
PATTERSON STREET CIV US GP LLC
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 21,281,955
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
18
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
4%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
24%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-34020301
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
MUFG UNION BANK, N.A.
(c) Primary business name of custodian:
MUFG UNION BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C TECHNOLOGIES, INC (FORMERLY SS&C PRIVATE EQUITY SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
PEG CORPORATE FINANCE PRIVATE INVESTORS III LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-5421972946
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
KENNETH H. BEER
LINDA RATHBUN TAYLOR
S. LAWRENCE PRENDERGAST
SEAN T. LEONARD
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 7,610,560
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
81
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
1%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
Name of Other Adviser to private fund SEC file number CRD number
J.P. MORGAN INVESTMENT MANAGEMENT INC. 801-21011 107038
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-108995
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
J.P. MORGAN CHASE BANK N.A.
(c) Primary business name of custodian:
J.P. MORGAN CHASE BANK N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
STATE STREET BANK
(c) Primary business name of custodian:
STATE STREET BANK
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
BOSTON Massachusetts United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
STATE STREET CORPORATION
(c) Location of administrator (city, state and country):
City: State: Country:
BOSTON Massachusetts United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
PEG SECONDARY PRIVATE EQUITY INVESTORS AIV L.P.
(b) Private fund identification number:
(include the "805-" prefix also)
805-2026945442
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
J.P. MORGAN PRIVATE INVESTMENTS INC.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 11,047,449
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 500,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
103
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
9%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
Name of Other Adviser to private fund SEC file number CRD number
J.P. MORGAN INVESTMENT MANAGEMENT INC. 801-21011 107038
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
STATE STREET BANK
(c) Primary business name of custodian:
STATE STREET BANK
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
BOSTON Massachusetts United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
STATE STREET CORPORATION
(c) Location of administrator (city, state and country):
City: State: Country:
BOSTON Massachusetts United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
PEG SECONDARY PRIVATE EQUITY INVESTORS LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-9985678890
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
J.P. MORGAN PRIVATE INVESTMENTS INC.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 273,816,002
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 500,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
211
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
0%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
Name of Other Adviser to private fund SEC file number CRD number
J.P. MORGAN INVESTMENT MANAGEMENT INC. 801-21011 107038
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-129016
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
STATE STREET BANK
(c) Primary business name of custodian:
STATE STREET BANK
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
BOSTON Massachusetts United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
STATE STREET CORPORATION
(c) Location of administrator (city, state and country):
City: State: Country:
BOSTON Massachusetts United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
PEG VENTURE CAPITAL PRIVATE INVESTORS II OFFSHORE SPECIAL L.P.
(b) Private fund identification number:
(include the "805-" prefix also)
805-9518255189
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
PRIVATE INVESTORS II OFFSHORE LTD.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 17,940,478
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 500,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
142
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
91%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
STATE STREET BANK
(c) Primary business name of custodian:
STATE STREET BANK
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
BOSTON Massachusetts United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
STATE STREET CORPORATION
(c) Location of administrator (city, state and country):
City: State: Country:
BOSTON Massachusetts United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
PROGRAM II MASTER LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-5165804232
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
JPP II GP LLC
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
PROGRAM II CAYMAN 1 LP 805-4238599221
PROGRAM II CAYMAN 2 LP 805-8553669995
PROGRAM II CAYMAN 3 LP 805-7234679200
PROGRAM II CAYMAN 4 LP 805-3386643852
PROGRAM II US LP 805-2195155283
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 5 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
PROGRAM II CAYMAN 1 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-4238599221
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
JPP II CAYMAN GP CORP
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
PROGRAM II CAYMAN 2 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-8553669995
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
JPP II CAYMAN GP CORP
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
PROGRAM II CAYMAN 3 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-7234679200
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
JPP II CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
PROGRAM II CAYMAN 4 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-3386643852
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
JPP II CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
PROGRAM II US LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-2195155283
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
JPP II US GP LLC
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 141,170,737
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 5,000,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
91
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
46%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-29428602
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
MUFG UNION BANK, N.A.
(c) Primary business name of custodian:
MUFG UNION BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C TECHNOLOGIES, INC (FORMERLY SS&C PRIVATE EQUITY SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
PROGRAM MASTER LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-1481163014
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
JPP GP LLC
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
PROGRAM CAYMAN 1 LP 805-8896588476
PROGRAM CAYMAN 2 LP 805-4526900206
PROGRAM CAYMAN 3 LP 805-1071452294
PROGRAM CAYMAN 4 LP 805-3016820978
PROGRAM CAYMAN 5 LP 805-3800661121
PROGRAM US LP 805-2153360645
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 6 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
PROGRAM CAYMAN 1 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-8896588476
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
JPP CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
PROGRAM CAYMAN 2 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-4526900206
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
JPP CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
PROGRAM CAYMAN 3 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-1071452294
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
JPP CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
PROGRAM CAYMAN 4 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-3016820978
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
JPP CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
PROGRAM CAYMAN 5 LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-3800661121
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
JPP CAYMAN GP CORP.
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
PROGRAM US LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-2153360645
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
JPP US GP LLC
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 72,707,391
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 500,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
173
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
3%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
49%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-217281
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
BANK OF AMERICA, N.A.
(c) Primary business name of custodian:
BANK OF AMERICA, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
CHARLOTTE North Carolina United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C TECHNOLOGIES, INC (FORMERLY SS&C PRIVATE EQUITY SERVICES)
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
TL VENTURES V SPECIAL PARTNERS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-1155670605
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
MEMBER MANAGED
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$0
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 500,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
0
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
0%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
0%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VENTURE CAPITAL ACCESS FUND, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-5496457473
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
MARTIN VOGEL
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 80,920,000
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
83
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
12%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-496476
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2011 PRIVATE INVESTMENTS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-8033425418
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
JAMES KATTAN
KEVIN PHILLIP
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 26,288,476
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
416
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
0%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-155799
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2012 PRIVATE INVESTMENTS OFFSHORE, L.P.
(b) Private fund identification number:
(include the "805-" prefix also)
805-6580011241
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE 2012 GP LTD.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 12,278,407
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
89
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
55%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-176458
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2012 PRIVATE INVESTMENTS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-9861386953
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
JAMES KATTAN
KEVIN PHILLIP
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 68,277,594
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
506
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
2%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-174650
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2013 PRIVATE INVESTMENTS OFFSHORE, L.P.
(b) Private fund identification number:
(include the "805-" prefix also)
805-5432416915
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE 2013 GP LTD.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 37,652,136
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
146
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
72%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-192422
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NY New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2013 PRIVATE INVESTMENTS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-8705564819
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
JAMES KATTAN
KEVIN PHILLIP
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 140,665,502
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
733
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
1%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-192233
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2014 PRIVATE INVESTMENTS OFFSHORE, L.P.
(b) Private fund identification number:
(include the "805-" prefix also)
805-9716176389
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE 2014 GP LTD.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 109,927,555
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
340
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
2%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
99%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-214585
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NY New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2014 PRIVATE INVESTMENTS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-2338125783
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
JAMES KATTAN
KEVIN PHILLIP
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 209,093,128
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
981
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
0%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-214584
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NY New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2015 PRIVATE INVESTMENTS OFFSHORE SICAVSIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-6031914762
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE 2015 GP S.A R.L
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 249,609,513
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
462
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
100%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-240999
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2015 PRIVATE INVESTMENTS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-3379222031
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
NICHOLAS STEPHEN PARKES
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 389,853,644
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
1055
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
3%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
1%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-240996
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NY New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2016 PRIVATE INVESTMENTS NON-U.S. SICAV-SIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-7551571328
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE 2016 GP S.A R.L
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 327,592,641
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
346
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
91%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-264591
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2016 PRIVATE INVESTMENTS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-7781284429
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
NICHOLAS STEPHEN PARKES
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 375,871,151
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
770
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
1%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-264589
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITI BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2017 PRIVATE INVESTMENTS OFFSHORE SICAV-RAIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-6228589789
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE 2017 GP S.A.R.L.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 468,513,779
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
371
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
3%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
97%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-286135
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2017 PRIVATE INVESTMENTS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-1625563665
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
NICHOLAS STEPHEN PARKES
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 477,521,128
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
883
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
1%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-286134
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITI BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2018 PRIVATE INVESTMENTS OFFSHORE SICAV-RAIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-3296647211
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE CREDIT GP S.À R.L.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 685,021,034
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
409
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
98%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-311363
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2018 PRIVATE INVESTMENTS, F.C.R.
(b) Private fund identification number:
(include the "805-" prefix also)
805-6010546184
2. Under the laws of what state or country is the private fund organized:
State: Country:
Spain
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
DAVID MCGEOUGH
DENISE COUGHLAN
JAMES ALLIS
KEITH HAZLEY
RACHEL WHEELER
SAMANTHA MEVLIT
TIM MADIGAN
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Spain - National Commission of Securities Markets
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 91,799,958
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
44
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
100%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - SPAIN
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
BNP PARIBAS SECURITIES SERVICES
(c) Primary business name of custodian:
BNP PARIBAS SECURITIES SERVICES
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2018 PRIVATE INVESTMENTS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-4528866914
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
MARTIN VOGEL
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 639,622,117
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
983
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
1%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-311362
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITI BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2019 PRIVATE INVESTMENTS LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-2252117387
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
MARTIN VOGEL
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 546,795,313
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
997
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
2%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
1%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-338751
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK, New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2019 PRIVATE INVESTMENTS OFFSHORE SICAV-RAIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-5071108037
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE 2019 GP S.À R.L.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 589,896,817
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
456
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
2%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
94%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-338753
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Georgia/Gruzinskaya
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2020 PRIVATE INVESTMENTS OFFSHORE SICAV-RAIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-8011059739
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE CREDIT GP S.À R.L.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 557,412,785
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
411
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
3%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
96%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-365010
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2020 PRIVATE INVESTMENTS, F.C.R
(b) Private fund identification number:
(include the "805-" prefix also)
805-5066912118
2. Under the laws of what state or country is the private fund organized:
State: Country:
Spain
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
DAVID MCGEOUGH
DENISE COUGHLAN
JAMES ALLIS
KEITH HAZLEY
RACHEL WHEELER
SAMANTHA MEVLIT
TIM MADIGAN
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Other - MADRID, SPAIN: COMISION NACIONAL DEL MERCADO DE VALORES (NATIONAL SECURITIES MARKET COMMISSION)
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 117,781,569
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
46
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
100%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - SPAIN
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
BNP PARIBAS SECURITIES SERVICES
(c) Primary business name of custodian:
BNP PARIBAS SECURITIES SERVICES
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2020 PRIVATE INVESTMENTS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-1227623580
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
MARTIN VOGEL
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 499,201,145
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
905
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
1%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-365008
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2021 PRIVATE INVESTMENTS OFFSHORE SICAV-RAIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-5716656917
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE 2021 GP S.À R.L.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 831,734,266
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
492
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
2%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
95%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-397532
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2021 PRIVATE INVESTMENTS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-2563754169
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
MARTIN VOGEL
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 467,819,893
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
872
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
1%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-397526
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2022 PRIVATE INVESTMENTS OFFSHORE SICAV-RAIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-4076789918
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE 2022 GP S.À R.L.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 918,642,088
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
710
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
12%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
95%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-442471
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2022 PRIVATE INVESTMENTS, F.C.R
(b) Private fund identification number:
(include the "805-" prefix also)
805-8726640519
2. Under the laws of what state or country is the private fund organized:
State: Country:
Spain
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
DAVID MCGEOUGH
DENISE COUGHLAN
JAMES ALLIS
KEITH HAZLEY
RACHEL WHEELER
SAMANTHA MEVLIT
TIM MADIGAN
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Spain - National Commission of Securities Markets
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 113,691,264
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
48
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
100%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - SPAIN
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
BNP PARIBAS SECURITIES SERVICES
(c) Primary business name of custodian:
BNP PARIBAS SECURITIES SERVICES
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2022 PRIVATE INVESTMENTS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-9181338529
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
MARTIN VOGEL
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 668,728,140
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
1212
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
4%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
0%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-442470
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2023 PRIVATE INVESTMENTS OFFSHORE SICAV-RAIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-8101358188
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE 2023 GP S.À R.L.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 1,052,829,834
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
883
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
10%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
95%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-479900
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2023 PRIVATE INVESTMENTS, F.C.R.
(b) Private fund identification number:
(include the "805-" prefix also)
805-7904508705
2. Under the laws of what state or country is the private fund organized:
State: Country:
Spain
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
DAVID MCGEOUGH
DENISE COUGHLAN
JAMES ALLIS
KEITH HAZLEY
RACHEL WHEELER
SAMANTHA MEVLIT
TIM MADIGAN
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Spain - National Commission of Securities Markets
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 50,075,724
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
34
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
100%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-489234
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - SPAIN
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
BNP PARIBAS SECURITIES SERVICES
(c) Primary business name of custodian:
BNP PARIBAS SECURITIES SERVICES
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE 2023 PRIVATE INVESTMENTS, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-8295099308
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
MARTIN VOGEL
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 767,966,547
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
1394
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
2%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
0%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-479896
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. HONG KONG
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE CREDIT OPPORTUNITIES SICAV-RIAF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-4397479700
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE CREDIT GP S.A.R.L.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 188,152,313
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
101
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
3%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
98%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE EUROPEAN OPPORTUNITY FUND LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-6603446542
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CHRIS FARICELLI
JAMES KATTAN
KEVIN PHILLIP
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 151,451,696
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
330
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
1%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-231132
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NY New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
J.P. MORGAN PRIVATE BANK
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE EUROPEAN OPPORTUNITY FUND OFFSHORE LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-5168080412
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE EUROPEAN OPPORTUNITY GP, LTD.
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 87,521,417
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
176
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
73%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-231133
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITIBANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NY New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE HEALTHCARE OPPORTUNITY FUND II OFFSHORE SICAV-RAIF S.C.SP.
(b) Private fund identification number:
(include the "805-" prefix also)
805-7928747064
2. Under the laws of what state or country is the private fund organized:
State: Country:
Luxembourg
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE HEALTHCARE OPPORTUNITY GP, LTD
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Luxembourg, Grand Duchy of - Commission to Surveillance of the Finance Sector
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 224,703,581
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
192
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
3%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
93%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-3225568
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP - LUX
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
GRAND DUCHY OF LUXEMBOURG Luxembourg
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK EUROPE PLC, LUXEMBOURG BRANCH
(c) Primary business name of custodian:
CITIBANK EUROPE PLC
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C (LUXEMBOURG) S.A R.L.
(c) Location of administrator (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE HEALTHCARE OPPORTUNITY FUND II, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-8739420752
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
CATHERINE CROWLEY
DARREN GORMAN
MARTIN VOGEL
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 191,302,424
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
272
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
2%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
1%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-325566
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITI BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE HEALTHCARE OPPORTUNITY FUND OFFSHORE, L.P.
(b) Private fund identification number:
(include the "805-" prefix also)
805-9042815443
2. Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
VINTAGE HEALTHCARE OPPORTUNITY GP, LTD
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 157,027,285
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
128
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
94%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-272225
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITI BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
VINTAGE HEALTHCARE OPPORTUNITY FUND, LLC
(b) Private fund identification number:
(include the "805-" prefix also)
805-1590166232
2. Under the laws of what state or country is the private fund organized:
State: Country:
Delaware United States
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
JAMES KATTAN
KEVIN PHILLIP
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 121,404,130
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 250,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
186
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
1%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
0%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
Form D file number
021-272219
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
PRICEWATERHOUSE COOPERS LLP
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
238
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 2 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK, N.A.
(c) Primary business name of custodian:
CITI BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
JP MORGAN CHASE BANK, N.A.
(c) Primary business name of custodian:
JP MORGAN CHASE BANK, N.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SS&C GLOBEOP
(c) Location of administrator (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
JPMORGAN CHASE BANK, N.A.
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
Additional Marketer Information : 11 Record(s) Filed.
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN (SUISSE) SA
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
GENEVA Switzerland
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, LONDON BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LONDON United Kingdom
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MADRID BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MADRID Spain
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN BANK SE, MILAN BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
MILAN Italy
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. PARIS
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
PARIS France
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN CHASE BANK, N.A. SINGAPORE
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
SINGAPORE Singapore
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, FRANKFURT BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
FRANKFURT Germany
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SE, LUXEMBOURG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
LUXEMBOURG Luxembourg
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
J.P. MORGAN SECURITIES LLC
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
801 - 3702
and CRD Number (if any):
79
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
NEW YORK New York United States
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor,
or similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private
fund uses. If the private fund uses more than one marketer, you must complete questions (b) through (g) separately for each marketer.
Yes No
(b) Is the marketer a related person of your firm?
(c) Name of the marketer:
JPMORGAN CHASE BANK, N.A. - HONG KONG BRANCH
(d) If the marketer is registered with the SEC, its file number (e.g., 801-, 8-, or 866-):
-
and CRD Number (if any):
(e) Location of the marketer's office used principally by the private fund (city, state and country):
City: State: Country:
HONG KONG Hong Kong
Yes No
(f) Does the marketer market the private fund through one or more websites?
(g) If the answer to question 28.(f) is "yes," list the website address(es):
No Information Filed
SECTION 7.B.(2) Private Fund Reporting
1. Name of the private fund:
GLOBAL ACCESS GROWTH STRATEGIES INSURANCE FUND (A SERIES OF SALI MULTI-SERIES FUND, L.P.) LLC
2. Private fund identification number:
(include the "805-" prefix also)
805-3123921666
3. Name and SEC File number of adviser that provides information about this private fund in Section 7.B.(1) of Schedule D of its Form ADV filing
Name:
SALI FUND SERVICES
SEC File Number:
801 - 61702
Yes No
4. Are your clients solicited to invest in this private fund?
In answering this question, disregard feeder funds' investment in a master fund. For purposes of this question, in a master-feeder arrangement, one
or more funds ("feeder funds") invest all or substantially all of their assets in a single fund ("master fund"). A fund would also be a "feeder fund"
investing in a "master fund" for purposes of this question if it issued multiple classes (or series) of shares or interests, and each class (or series)
invests substantially all of its assets in a single master fund.
Item 8 Participation or Interest in Client Transactions
In this Item, we request information about your participation and interest in your clients' transactions. This information identifies additional areas in which
conflicts of interest may occur between you and your clients. Newly-formed advisers should base responses to these questions on the types of participation
and interest that you expect to engage in during the next year.
Like Item 7, Item 8 requires you to provide information about you and your related persons, including foreign affiliates.
Proprietary Interest in Client Transactions
A. Do you or any related person: Yes No
(1) buy securities for yourself from advisory clients, or sell securities you own to advisory clients (principal transactions)?
(2) buy or sell for yourself securities (other than shares of mutual funds) that you also recommend to advisory clients?
(3) recommend securities (or other investment products) to advisory clients in which you or any related person has some other proprietary
(ownership) interest (other than those mentioned in Items 8.A.(1) or (2))?
Sales Interest in Client Transactions
B. Do you or any related person: Yes No
(1) as a broker-dealer or registered representative of a broker-dealer, execute securities trades for brokerage customers in which advisory
client securities are sold to or bought from the brokerage customer (agency cross transactions)?
(2) recommend to advisory clients, or act as a purchaser representative for advisory clients with respect to, the purchase of securities for
which you or any related person serves as underwriter or general or managing partner?
(3) recommend purchase or sale of securities to advisory clients for which you or any related person has any other sales interest (other than
the receipt of sales commissions as a broker or registered representative of a broker-dealer)?
Investment or Brokerage Discretion
C. Do you or any related person have discretionary authority to determine the: Yes No
(1) securities to be bought or sold for a client's account?
(2) amount of securities to be bought or sold for a client's account?
(3) broker or dealer to be used for a purchase or sale of securities for a client's account?
(4) commission rates to be paid to a broker or dealer for a client's securities transactions?
D. If you answer "yes" to C.(3) above, are any of the brokers or dealers related persons?
E. Do you or any related person recommend brokers or dealers to clients?
F. If you answer "yes" to E. above, are any of the brokers or dealers related persons?
G. (1) Do you or any related person receive research or other products or services other than execution from a broker-dealer or a third party
("soft dollar benefits") in connection with client securities transactions?
(2) If "yes" to G.(1) above, are all the "soft dollar benefits" you or any related persons receive eligible "research or brokerage services" under
section 28(e) of the Securities Exchange Act of 1934?
H. (1) Do you or any related person, directly or indirectly, compensate any person that is not an employee for client referrals?
(2) Do you or any related person, directly or indirectly, provide any employee compensation that is specifically related to obtaining clients for
the firm (cash or non-cash compensation in addition to the employee's regular salary)?
I. Do you or any related person, including any employee, directly or indirectly, receive compensation from any person (other than you or any related
person) for client referrals?
In your response to Item 8.I., do not include the regular salary you pay to an employee.
In responding to Items 8.H. and 8.I., consider all cash and non-cash compensation that you or a related person gave to (in answering Item 8.H.) or received
from (in answering Item 8.I.) any person in exchange for client referrals, including any bonus that is based, at least in part, on the number or amount of client
referrals.
Item 9 Custody
In this Item, we ask you whether you or a related person has custody of client (other than clients that are investment companies registered under the
Investment Company Act of 1940) assets and about your custodial practices.
A. (1) Do you have custody of any advisory clients': Yes No
(a) cash or bank accounts?
(b) securities?
If you are registering or registered with the SEC, answer "No" to Item 9.A.(1)(a) and (b) if you have custody solely because (i) you deduct your advisory fees
directly from your clients' accounts, or (ii) a related person has custody of client assets in connection with advisory services you provide to clients, but you
have overcome the presumption that you are not operationally independent (pursuant to Advisers Act rule 206(4)-2(d)(5)) from the related person.
(2) If you checked "yes" to Item 9.A.(1)(a) or (b), what is the approximate amount of client funds and securities and total number of clients for which
you have custody:
U.S. Dollar Amount Total Number of Clients
(a) $ 14,538,811,546 (b) 71
If you are registering or registered with the SEC and you have custody solely because you deduct your advisory fees directly from your clients' accounts, do not
include the amount of those assets and the number of those clients in your response to Item 9.A.(2). If your related person has custody of client assets in
connection with advisory services you provide to clients, do not include the amount of those assets and number of those clients in your response to 9.A.(2).
Instead, include that information in your response to Item 9.B.(2).
B. (1) In connection with advisory services you provide to clients, do any of your related persons have custody of any of your advisory clients': Yes No
(a) cash or bank accounts?
(b) securities?
You are required to answer this item regardless of how you answered Item 9.A.(1)(a) or (b).
(2) If you checked "yes" to Item 9.B.(1)(a) or (b), what is the approximate amount of client funds and securities and total number of clients for which
your related persons have custody:
U.S. Dollar Amount Total Number of Clients
(a) $ 202,216,779,980 (b) 940,855
C. If you or your related persons have custody of client funds or securities in connection with advisory services you provide to clients, check all the following
that apply:
(1) A qualified custodian(s) sends account statements at least quarterly to the investors in the pooled investment vehicle(s) you manage.
(2) An independent public accountant audits annually the pooled investment vehicle(s) that you manage and the audited financial statements
are distributed to the investors in the pools.
(3) An independent public accountant conducts an annual surprise examination of client funds and securities.
(4) An independent public accountant prepares an internal control report with respect to custodial services when you or your related persons
are qualified custodians for client funds and securities.
If you checked Item 9.C.(2), C.(3) or C.(4), list in Section 9.C. of Schedule D the accountants that are engaged to perform the audit or examination or prepare
an internal control report. (If you checked Item 9.C.(2), you do not have to list auditor information in Section 9.C. of Schedule D if you already provided this
information with respect to the private funds you advise in Section 7.B.(1) of Schedule D).
D. Do you or your related person(s) act as qualified custodians for your clients in connection with advisory services you provide to clients? Yes No
(1) you act as a qualified custodian
(2) your related person(s) act as qualified custodian(s)
If you checked "yes" to Item 9.D.(2), all related persons that act as qualified custodians (other than any mutual fund transfer agent pursuant to rule
206(4)-2(b)(1)) must be identified in Section 7.A. of Schedule D, regardless of whether you have determined the related person to be operationally independent
under rule 206(4)-2 of the Advisers Act.
E. If you are filing your annual updating amendment and you were subject to a surprise examination by an independent public accountant during your last
fiscal year, provide the date (MM/YYYY) the examination commenced:
F. If you or your related persons have custody of client funds or securities, how many persons, including, but not limited to, you and your related persons, act
as qualified custodians for your clients in connection with advisory services you provide to clients?
2
SECTION 9.C. Independent Public Accountant
You must complete the following information for each independent public accountant engaged to perform a surprise examination, perform an audit of a
pooled investment vehicle that you manage, or prepare an internal control report. You must complete a separate Schedule D Section 9.C. for each
independent public accountant.
(1) Name of the independent public accountant:
PRICEWATERHOUSE COOPERS LLP
(2) The location of the independent public accountant's office responsible for the services provided:
Number and Street 1: Number and Street 2:
300 MADISON AVENUE
City: State: Country: ZIP+4/Postal Code:
NEW YORK New York United States 10017
Yes No
(3) Is the independent public accountant registered with the Public Company Accounting Oversight Board?
If "yes," Public Company Accounting Oversight Board-Assigned Number:
238
(4) If "yes" to (3) above, is the independent public accountant subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
(5) The independent public accountant is engaged to:
A. audit a pooled investment vehicle
B. perform a surprise examination of clients' assets
C. prepare an internal control report
(6) Since your last annual updating amendment, did all of the reports prepared by the independent public accountant that audited the pooled investment
vehicle or that examined internal controls contain unqualified opinions?
Yes
No
Report Not Yet Received
If you check "Report Not Yet Received", you must promptly file an amendment to your Form ADV to update your response when the accountant's report is
available.
Item 10 Control Persons
In this Item, we ask you to identify every person that, directly or indirectly, controls you. If you are filing an umbrella registration, the information in Item 10
should be provided for the filing adviser only.
If you are submitting an initial application or report, you must complete Schedule A and Schedule B. Schedule A asks for information about your direct owners
and executive officers. Schedule B asks for information about your indirect owners. If this is an amendment and you are updating information you reported
on either Schedule A or Schedule B (or both) that you filed with your initial application or report, you must complete Schedule C.
Yes No
A. Does any person not named in Item 1.A. or Schedules A, B, or C, directly or indirectly, control your management or policies?
If yes, complete Section 10.A. of Schedule D.
B. If any person named in Schedules A, B, or C or in Section 10.A. of Schedule D is a public reporting company under Sections 12 or 15(d) of the Securities
Exchange Act of 1934, please complete Section 10.B. of Schedule D.
SECTION 10.A. Control Persons
No Information Filed
SECTION 10.B. Control Person Public Reporting Companies
B. If any person named in Schedules A, B, or C, or in Section 10.A. of Schedule D is a public reporting company under Sections 12 or 15(d) of the Securities
Exchange Act of 1934, please provide the following information (you must complete a separate Schedule D Section 10.B. for each public reporting
company):
(1) Full legal name of the public reporting company: J.P. MORGAN CHASE &
CO.
(2) The public reporting company's CIK number (Central Index Key number that the SEC assigns to each reporting 19617
company):
Item 11 Disclosure Information
In this Item, we ask for information about your disciplinary history and the disciplinary history of all your advisory affiliates. We use this information to
determine whether to grant your application for registration, to decide whether to revoke your registration or to place limitations on your activities as an
investment adviser, and to identify potential problem areas to focus on during our on-site examinations. One event may result in "yes" answers to more than
one of the questions below. In accordance with General Instruction 5 to Form ADV, "you" and "your" include the filing adviser and all relying advisers under an
umbrella registration.
Your advisory affiliates are: (1) all of your current employees (other than employees performing only clerical, administrative, support or similar functions); (2) all
of your officers, partners, or directors (or any person performing similar functions); and (3) all persons directly or indirectly controlling you or controlled by you.
If you are a "separately identifiable department or division" (SID) of a bank, see the Glossary of Terms to determine who your advisory affiliates are.
If you are registered or registering with the SEC or if you are an exempt reporting adviser, you may limit your disclosure of any event listed in Item 11 to ten years
following the date of the event. If you are registered or registering with a state, you must respond to the questions as posed; you may, therefore, limit your
disclosure to ten years following the date of an event only in responding to Items 11.A.(1), 11.A.(2), 11.B.(1), 11.B.(2), 11.D.(4), and 11.H.(1)(a). For purposes of
calculating this ten-year period, the date of an event is the date the final order, judgment, or decree was entered, or the date any rights of appeal from preliminary
orders, judgments, or decrees lapsed.
You must complete the appropriate Disclosure Reporting Page ("DRP") for "yes" answers to the questions in this Item 11.
Yes No
Do any of the events below involve you or any of your supervised persons?
For "yes" answers to the following questions, complete a Criminal Action DRP:
A. In the past ten years, have you or any advisory affiliate: Yes No
(1) been convicted of or pled guilty or nolo contendere ("no contest") in a domestic, foreign, or military court to any felony?
(2) been charged with any felony?
If you are registered or registering with the SEC, or if you are reporting as an exempt reporting adviser, you may limit your response to Item 11.A.(2) to
charges that are currently pending.
B. In the past ten years, have you or any advisory affiliate:
(1) been convicted of or pled guilty or nolo contendere ("no contest") in a domestic, foreign, or military court to a misdemeanor involving:
investments or an investment-related business, or any fraud, false statements, or omissions, wrongful taking of property, bribery, perjury,
forgery, counterfeiting, extortion, or a conspiracy to commit any of these offenses?
(2) been charged with a misdemeanor listed in Item 11.B.(1)?
If you are registered or registering with the SEC, or if you are reporting as an exempt reporting adviser, you may limit your response to Item 11.B.(2) to
charges that are currently pending.
For "yes" answers to the following questions, complete a Regulatory Action DRP:
C. Has the SEC or the Commodity Futures Trading Commission (CFTC) ever: Yes No
(1) found you or any advisory affiliate to have made a false statement or omission?
(2) found you or any advisory affiliate to have been involved in a violation of SEC or CFTC regulations or statutes?
(3) found you or any advisory affiliate to have been a cause of an investment-related business having its authorization to do business denied,
suspended, revoked, or restricted?
(4) entered an order against you or any advisory affiliate in connection with investment-related activity?
(5) imposed a civil money penalty on you or any advisory affiliate, or ordered you or any advisory affiliate to cease and desist from any activity?
D. Has any other federal regulatory agency, any state regulatory agency, or any foreign financial regulatory authority:
(1) ever found you or any advisory affiliate to have made a false statement or omission, or been dishonest, unfair, or unethical?
(2) ever found you or any advisory affiliate to have been involved in a violation of investment-related regulations or statutes?
(3) ever found you or any advisory affiliate to have been a cause of an investment-related business having its authorization to do business
denied, suspended, revoked, or restricted?
(4) in the past ten years, entered an order against you or any advisory affiliate in connection with an investment-related activity?
(5) ever denied, suspended, or revoked your or any advisory affiliate's registration or license, or otherwise prevented you or any advisory
affiliate, by order, from associating with an investment-related business or restricted your or any advisory affiliate's activity?
E. Has any self-regulatory organization or commodities exchange ever:
(1) found you or any advisory affiliate to have made a false statement or omission?
(2) found you or any advisory affiliate to have been involved in a violation of its rules (other than a violation designated as a "minor rule
violation" under a plan approved by the SEC)?
(3) found you or any advisory affiliate to have been the cause of an investment-related business having its authorization to do business denied,
suspended, revoked, or restricted?
(4) disciplined you or any advisory affiliate by expelling or suspending you or the advisory affiliate from membership, barring or suspending you
or the advisory affiliate from association with other members, or otherwise restricting your or the advisory affiliate's activities?
F. Has an authorization to act as an attorney, accountant, or federal contractor granted to you or any advisory affiliate ever been revoked or
suspended?
G. Are you or any advisory affiliate now the subject of any regulatory proceeding that could result in a "yes" answer to any part of Item 11.C.,
11.D., or 11.E.?
For "yes" answers to the following questions, complete a Civil Judicial Action DRP:
H. (1) Has any domestic or foreign court: Yes No
(a) in the past ten years, enjoined you or any advisory affiliate in connection with any investment-related activity?
(b) ever found that you or any advisory affiliate were involved in a violation of investment-related statutes or regulations?
(c) ever dismissed, pursuant to a settlement agreement, an investment-related civil action brought against you or any advisory affiliate by
a state or foreign financial regulatory authority?
(2) Are you or any advisory affiliate now the subject of any civil proceeding that could result in a "yes" answer to any part of Item 11.H.(1)?
Item 12 Small Businesses
The SEC is required by the Regulatory Flexibility Act to consider the effect of its regulations on small entities. In order to do this, we need to determine
whether you meet the definition of "small business" or "small organization" under rule 0-7.
Answer this Item 12 only if you are registered or registering with the SEC and you indicated in response to Item 5.F.(2)(c) that you have regulatory assets
under management of less than $25 million. You are not required to answer this Item 12 if you are filing for initial registration as a state adviser, amending a
current state registration, or switching from SEC to state registration.
For purposes of this Item 12 only:
Total Assets refers to the total assets of a firm, rather than the assets managed on behalf of clients. In determining your or another person's total
assets, you may use the total assets shown on a current balance sheet (but use total assets reported on a consolidated balance sheet with
subsidiaries included, if that amount is larger).
Control means the power to direct or cause the direction of the management or policies of a person, whether through ownership of securities, by
contract, or otherwise. Any person that directly or indirectly has the right to vote 25 percent or more of the voting securities, or is entitled to 25 percent
or more of the profits, of another person is presumed to control the other person.
Yes No
A. Did you have total assets of $5 million or more on the last day of your most recent fiscal year?
If "yes," you do not need to answer Items 12.B. and 12.C.
B. Do you:
(1) control another investment adviser that had regulatory assets under management (calculated in response to Item 5.F.(2)(c) of Form ADV)
of $25 million or more on the last day of its most recent fiscal year?
(2) control another person (other than a natural person) that had total assets of $5 million or more on the last day of its most recent fiscal
year?
C. Are you:
(1) controlled by or under common control with another investment adviser that had regulatory assets under management (calculated in
response to Item 5.F.(2)(c) of Form ADV) of $25 million or more on the last day of its most recent fiscal year?
(2) controlled by or under common control with another person (other than a natural person) that had total assets of $5 million or more on the
last day of its most recent fiscal year?
Schedule A
Direct Owners and Executive Officers
1. Complete Schedule A only if you are submitting an initial application or report. Schedule A asks for information about your direct owners and executive
officers. Use Schedule C to amend this information.
2. Direct Owners and Executive Officers. List below the names of:
(a) each Chief Executive Officer, Chief Financial Officer, Chief Operations Officer, Chief Legal Officer, Chief Compliance Officer(Chief Compliance Officer is
required if you are registered or applying for registration and cannot be more than one individual), director, and any other individuals with similar
status or functions;
(b) if you are organized as a corporation, each shareholder that is a direct owner of 5% or more of a class of your voting securities, unless you are a
public reporting company (a company subject to Section 12 or 15(d) of the Exchange Act);
Direct owners include any person that owns, beneficially owns, has the right to vote, or has the power to sell or direct the sale of, 5% or more of a
class of your voting securities. For purposes of this Schedule, a person beneficially owns any securities: (i) owned by his/her child, stepchild,
grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-
law, sharing the same residence; or (ii) that he/she has the right to acquire, within 60 days, through the exercise of any option, warrant, or right to
purchase the security.
(c) if you are organized as a partnership, all general partners and those limited and special partners that have the right to receive upon dissolution, or
have contributed, 5% or more of your capital;
(d) in the case of a trust that directly owns 5% or more of a class of your voting securities, or that has the right to receive upon dissolution, or has
contributed, 5% or more of your capital, the trust and each trustee; and
(e) if you are organized as a limited liability company ("LLC"), (i) those members that have the right to receive upon dissolution, or have contributed, 5%
or more of your capital, and (ii) if managed by elected managers, all elected managers.
3. Do you have any indirect owners to be reported on Schedule B? Yes No
4. In the DE/FE/I column below, enter "DE" if the owner is a domestic entity, "FE" if the owner is an entity incorporated or domiciled in a foreign country, or
"I" if the owner or executive officer is an individual.
5. Complete the Title or Status column by entering board/management titles; status as partner, trustee, sole proprietor, elected manager, shareholder, or
member; and for shareholders or members, the class of securities owned (if more than one is issued).
6. Ownership codes are: NA - less than 5% B - 10% but less than 25% D - 50% but less than 75%
A - 5% but less than 10% C - 25% but less than 50% E - 75% or more
7. (a) In the Control Person column, enter "Yes" if the person has control as defined in the Glossary of Terms to Form ADV, and enter "No" if the person does
not have control. Note that under this definition, most executive officers and all 25% owners, general partners, elected managers, and trustees are
control persons.
(b) In the PR column, enter "PR" if the owner is a public reporting company under Sections 12 or 15(d) of the Exchange Act.
(c) Complete each column.
FULL LEGAL NAME (Individuals: Last DE/FE/I Title or Status Date Title or Status Ownership Control PR CRD No. If None: S.S. No. and Date
Name, First Name, Middle Name) Acquired MM/YYYY Code Person of Birth, IRS Tax No. or Employer
ID No.
Hill, Glenn I PRESIDENT AND 03/2010 NA Y N 3111390
DIRECTOR
KASSA, YEJOTEWORQ I DIRECTOR 01/2013 NA Y N 4364152
PANTALEO, LAURA, ANN I DIRECTOR 02/2015 NA Y N 1501065
CHOI, MICHAEL I CHIEF COMPLIANCE 12/2015 NA Y N 6597789
OFFICER
SAVINO, MARY, ELIZABETH I DIRECTOR AND HEAD OF 04/2016 NA Y N 1534950
INVESTMENT ADVISORY
JPMORGAN CHASE HOLDINGS LLC DE SHAREHOLDER 10/2016 E Y N
Faricelli, Christopher, J. I DIRECTOR 03/2021 NA Y N 6110280
INGBER, ABBY, LYNN I CHIEF LEGAL OFFICER 05/2021 NA Y N 2575399
BENDER, ANDREAS I DIRECTOR 03/2023 NA Y N 7712812
SKOLDBERG, CHRISTOPHER I CHIEF FINANCIAL 03/2024 NA Y N 7893548
OFFICER
Schedule B
Indirect Owners
1. Complete Schedule B only if you are submitting an initial application or report. Schedule B asks for information about your indirect owners; you must first
complete Schedule A, which asks for information about your direct owners. Use Schedule C to amend this information.
2. Indirect Owners. With respect to each owner listed on Schedule A (except individual owners), list below:
(a) in the case of an owner that is a corporation, each of its shareholders that beneficially owns, has the right to vote, or has the power to sell or direct
the sale of, 25% or more of a class of a voting security of that corporation;
For purposes of this Schedule, a person beneficially owns any securities: (i) owned by his/her child, stepchild, grandchild, parent, stepparent,
grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, sharing the same residence;
or (ii) that he/she has the right to acquire, within 60 days, through the exercise of any option, warrant, or right to purchase the security.
(b) in the case of an owner that is a partnership, all general partners and those limited and special partners that have the right to receive upon
dissolution, or have contributed, 25% or more of the partnership's capital;
(c) in the case of an owner that is a trust, the trust and each trustee; and
(d) in the case of an owner that is a limited liability company ("LLC"), (i) those members that have the right to receive upon dissolution, or have
contributed, 25% or more of the LLC's capital, and (ii) if managed by elected managers, all elected managers.
3. Continue up the chain of ownership listing all 25% owners at each level. Once a public reporting company (a company subject to Sections 12 or 15(d) of
the Exchange Act) is reached, no further ownership information need be given.
4. In the DE/FE/I column below, enter "DE" if the owner is a domestic entity, "FE" if the owner is an entity incorporated or domiciled in a foreign country, or
"I" if the owner is an individual.
5. Complete the Status column by entering the owner's status as partner, trustee, elected manager, shareholder, or member; and for shareholders or
members, the class of securities owned (if more than one is issued).
6. Ownership codes are: C - 25% but less than 50% E - 75% or more
D - 50% but less than 75% F - Other (general partner, trustee, or elected manager)
7. (a) In the Control Person column, enter "Yes" if the person has control as defined in the Glossary of Terms to Form ADV, and enter "No" if the person does
not have control. Note that under this definition, most executive officers and all 25% owners, general partners, elected managers, and trustees are
control persons.
(b) In the PR column, enter "PR" if the owner is a public reporting company under Sections 12 or 15(d) of the Exchange Act.
(c) Complete each column.
FULL LEGAL NAME (Individuals: Last DE/FE/I Entity in Which Status Date Status Ownership Control PR CRD No. If None: S.S. No. and
Name, First Name, Middle Name) Interest is Acquired Code Person Date of Birth, IRS Tax No. or
Owned MM/YYYY Employer ID No.
J.P. MORGAN CHASE & CO. DE JPMORGAN SHAREHOLDER 10/2016 E Y Y
CHASE HOLDINGS
LLC
Schedule D - Miscellaneous
You may use the space below to explain a response to an Item or to provide any other information.
Item 1.F(1) –The corporate headquarters and senior management of JPMorgan Chase & Co. (“JPMC”), Registrant’s parent company, are located at 383
Madison Avenue, New York, NY 10179. Registrant is part of the Asset and Wealth Management (“AWM”) line of business of JPMC. Senior management of the
AWM line of business, including members of the Asset Management Operating Committee, are also located at 383 Madison Avenue. Senior management of
Registrant are located at 390 Madison Avenue, New York, NY 10017. Section 1.I - The three website addresses cited in response to Item 1.I are (1) the
website of the Registrant's parent company, J.P. Morgan Chase & Co. as the Registrant does not have its own website, (2) the website for Six Circles Funds,
which are advised by the Registrant, (3) the website for the Access Funds, which are sub-advised by the Registrant. Item 5.A and 5.B - The Registrant's
board of directors has appointed as officers of the Registrant certain employees of the Registrant's affiliates. However, the Registrant does not itself have
any employees. The responses to Items 5.A and 5.B are with respect to the Registrant's supervised persons. Item 5.D - Certain separately managed
account (“SMA”) clients’ assets are invested in investment companies that are also managed by the Registrant. These assets are included in the RAUM
reported in SMA client types (i.e., Item 5.D(3)(a)-(c) and (g)-(n)), as well as the RAUM reported in the investment company client type (Item 5.D(3)(d)).
Section 7.A of Schedule D - JPMorgan Chase Bank, N.A., a related person, operates branches in various international locations, which are overseen by local
regulators. In addition, the Registrant has related persons that are not included in Section 7.A of Schedule D because the Registrant (1) has no business
dealings with the related person in connection with advisory services the Registrant provides to the Registrant's clients; (2) does not conduct shared
operations with the related person; (3) does not refer clients or business to the related person, and the related person does not refer prospective clients or
business to the Registrant; (4) does not share supervised persons or premises with the related person; and (5) has no reason to believe that the
Registrant's relationship with the related person otherwise creates a conflict of interest with the Registrant's clients. A supplementary list of these related
persons is available on request.
Schedule R
No Information Filed
DRP Pages
CRIMINAL DISCLOSURE REPORTING PAGE (ADV)
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.A. or
OR
11.B. of Form ADV.
Criminal
Check item(s) being responded to:
11.A(1) 11.A(2) 11.B(1) 11.B(2)
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
Multiple counts of the same charge arising out of the same event(s) should be reported on the same DRP. Unrelated criminal actions, including separate
cases arising out of the same event, must be reported on separate DRPs. Use this DRP to report all charges arising out of the same event. One event may
result in more than one affirmative answer to the items listed above.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: JPMORGAN CHASE & CO.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. If charge(s) were brought against an organization over which you or an advisory affiliate exercise(d) control: Enter organization name, whether or not
the organization was an investment-related business and your or the advisory affiliate's position, title, or relationship.
THE CHARGES WERE BROUGHT AGAINST JPMORGAN CHASE & CO. ("JPMC"). JPMC IS AN INVESTMENT-RELATED BUSINESS AND IS THE ULTIMATE PARENT
OF THE REGISTRANT.
2. Formal Charge(s) were brought in: (include name of Federal, Military, State or Foreign Court, Location of Court - City or County and State or Country,
Docket/Case number).
UNITED STATES DISTRICT COURT FOR THE DISTRICT OF CONNECTICUT ("DISTRICT COURT"), 3:15-CR-79 (SRU)
3. Event Disclosure Detail (Use this for both organizational and individual charges.)
A. Date First Charged (MM/DD/YYYY):
05/20/2015 Exact Explanation
If not exact, provide explanation:
B. Event Disclosure Detail (include Charge(s)/Charge Description(s), and for each charge provide: (1) number of counts, (2) felony or misdemeanor,
(3) plea for each charge, and (4) product type if charge is investment-related).
JPMC WAS CHARGED WITH A ONE COUNT FELONY CRIME CHARGE IN VIOLATION OF THE SHERMAN ANTITRUST ACT, 15 U.S.C. SECTION 1
RELATING TO THE FOREIGN CURRENCY EXCHANGE SPOT MARKET ("FX SPOT MARKET"). JPMC PLED GUILTY PURSUANT TO A PLEA AGREEMENT
WITH THE DOJ.
C. Did any of the Charge(s) within the Event involve a ?
felony Yes No
D. Current status of the Event? Pending On Appeal Final
E. Event Status Date (complete unless status is Pending) (MM/DD/YYYY):
01/10/2017 Exact Explanation
If not exact, provide explanation:
4. Disposition Disclosure Detail:
Include for each charge (a) Disposition Type (e.g., convicted, acquitted, dismissed, pretrial, etc.), (b) Date, (c) Sentence/Penalty, (d) Duration (if
sentence - suspension, probation, etc.), (e) Start Date of Penalty, (f) Penalty/Fine Amount, and (g) Date Paid.
JPMC ENTERED A GUILTY PLEA ON MAY 20, 2015 PURSUANT TO A PLEA AGREEMENT WITH THE DOJ. JPMC AGREED TO PAY A CRIMINAL FINE OF $550
MILLION AND A MANDATORY ASSESSMENT OF $400. JPMC AGREED TO BE SUBJECT TO PROBATION FOR 3 YEARS. ON JANUARY 10, 2017 JUDGMENT WAS
ENTERED CONSISTENT WITH THE TERMS OF THE PLEA AGREEMENT. THE FINE WAS PAID ON JANUARY 17, 2017.
5. Provide a brief summary of circumstances leading to the charge(s) as well as the disposition. Include the relevant dates when the conduct which was
the subject of the charge(s) occurred. (Your response must fit within the space provided.)
ON MAY 20, 2015, THE DOJ FILED A CRIMINAL INFORMATION IN THE DISTRICT COURT CHARGING JPMC WITH A ONE COUNT CRIME CHARGE IN
VIOLATION OF THE SHERMAN ANTITRUST ACT, 15 U.S.C. § 1 (THE "INFORMATION"). THE INFORMATION CHARGES THAT, FROM JULY 2010 UNTIL AT
LEAST JANUARY 2013, JPMC, THROUGH ONE OF ITS EURO/U.S. DOLLAR ("EUR/USD") TRADERS, ENTERED INTO AND ENGAGED IN A CONSPIRACY TO FIX,
STABILIZE, MAINTAIN, INCREASE OR DECREASE THE PRICE OF, AND RIG BIDS AND OFFERS FOR, THE EUR/USD CURRENCY PAIR EXCHANGED IN THE FX
SPOT MARKET BY AGREEING TO ELIMINATE COMPETITION IN THE PURCHASE AND SALE OF THE EUR/USD CURRENCY PAIR IN THE U.S. AND ELSEWHERE.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.A. or
OR
11.B. of Form ADV.
Criminal
Check item(s) being responded to:
11.A(1) 11.A(2) 11.B(1) 11.B(2)
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
Multiple counts of the same charge arising out of the same event(s) should be reported on the same DRP. Unrelated criminal actions, including separate
cases arising out of the same event, must be reported on separate DRPs. Use this DRP to report all charges arising out of the same event. One event may
result in more than one affirmative answer to the items listed above.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: JPMORGAN CHASE & CO.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. If charge(s) were brought against an organization over which you or an advisory affiliate exercise(d) control: Enter organization name, whether or not
the organization was an investment-related business and your or the advisory affiliate's position, title, or relationship.
2. Formal Charge(s) were brought in: (include name of Federal, Military, State or Foreign Court, Location of Court - City or County and State or Country,
Docket/Case number).
UNITED STATES DISTRICT COURT, DISTRICT OF CONNECTICUT
3. Event Disclosure Detail (Use this for both organizational and individual charges.)
A. Date First Charged (MM/DD/YYYY):
09/29/2020 Exact Explanation
If not exact, provide explanation:
B. Event Disclosure Detail (include Charge(s)/Charge Description(s), and for each charge provide: (1) number of counts, (2) felony or misdemeanor,
(3) plea for each charge, and (4) product type if charge is investment-related).
2 COUNTS OF WIRE FRAUD, IN VIOLATION OF TITLE 18, UNITED STATES CODE, SECTION 1343
C. Did any of the Charge(s) within the Event involve a ?
felony Yes No
D. Current status of the Event? Pending On Appeal Final
E. Event Status Date (complete unless status is Pending) (MM/DD/YYYY):
09/29/2020 Exact Explanation
If not exact, provide explanation:
4. Disposition Disclosure Detail:
Include for each charge (a) Disposition Type (e.g., convicted, acquitted, dismissed, pretrial, etc.), (b) Date, (c) Sentence/Penalty, (d) Duration (if
sentence - suspension, probation, etc.), (e) Start Date of Penalty, (f) Penalty/Fine Amount, and (g) Date Paid.
DEFERRED PROSECUTION AGREEMENT ~$920MM PENALTY WAS PAID ON OCT. 9TH AND THE FIRM IS REQUIRED TO COMPLY WITH THE OBLIGATIONS
SET FORTH IN THE DEFERRED PROSECUTION AGREEMENT FOR A PERIOD OF 3 YEARS
5. Provide a brief summary of circumstances leading to the charge(s) as well as the disposition. Include the relevant dates when the conduct which was
the subject of the charge(s) occurred. (Your response must fit within the space provided.)
REGULATORY ACTION DISCLOSURE REPORTING PAGE (ADV)
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: JPMORGAN CHASE & CO.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
SECURITIES AND EXCHANGE COMMISSION
2. Principal Sanction:
Cease and Desist
Other Sanctions:
CIVIL PENALTY
3. Date Initiated (MM/DD/YYYY):
09/19/2013 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
FILE NO. 3-15507
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Other
Other Product Types:
SYNTHETIC CREDIT PORTFOLIO
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
ON SEPTEMBER 19, 2013, THE SECURITIES AND EXCHANGE COMMISSION ("SEC") ISSUED A CEASE AND DESIST ORDER ("ORDER") AGAINST JPMORGAN
CHASE & CO. ("JMPC") RELATING TO THE CIRCUMSTANCES ARISING FROM THE 2012 LOSSES IN JPMC'S CHIEF INVESTMENT OFFICE ("CIO"). THE ORDER
STATES THAT JPMC VIOLATED SECTIONS 13(A), 13(B)(2)(A), AND 13(B)(2)(B) OF THE SECURITIES EXCHANGE ACT OF 1934 ("EXCHANGE ACT") AND
RULES 13A-11, 13A-13, AND 13A-15 THEREUNDER BECAUSE IT FAILED TO MAINTAIN EFFECTIVE INTERNAL CONTROL OVER FINANCIAL REPORTING AS
OF MARCH 31, 2012, AND DISCLOSURE CONTROLS AND PROCEDURES, AND FILED INACCURATE REPORTS WITH THE SEC.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Consent
11. Resolution Date (MM/DD/YYYY):
09/19/2013 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 200,000,000.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived:
THE ORDER REQUIRES THAT JPMC CEASE AND DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF
SECTION 13(A), 13(B)(2)(A), AND 13(B)(2)(B) OF THE EXCHANGE ACT AND RULES 13A-11, 13A-13, AND 13A-15 THEREUNDER. IN ADDITION, THE
ORDER REQUIRES JPMC TO PAY A CIVIL MONEY PENALTY OF $200 MILLION, WHICH WAS PAID ON SEPTEMBER 19, 2013. AS PART OF THE
SETTLEMENT, JPMC ACKNOWLEDGED THAT ITS CONDUCT VIOLATED THE FEDERAL SECURITIES LAWS AND ADMITTED TO CERTAIN FACTS, SUCH
AS BUT NOT LIMITED TO: THAT JPMC'S TRADERS MISMARKED THE SYNTHETIC CREDIT PORTFOLIO ("SCP") AS LOSSES MOUNTED AND AS A RESULT
OF THESE MARKING PRACTICES, THE SCP TRADERS INTENTIONALLY UNDERSTATED MARK-TO-MARKET LOSSES IN THE SCP; JPMC'S EARNINGS
RELEASE FOR THE QUARTER ENDING MARCH 31, 2012, INCLUDED THE UNDERSTATED LOSSES FOR THE SCP, AND JPMC SUBSEQUENTLY ISSUED A
RESTATEMENT WHICH HAD THE EFFECT OF MOVING SCP LOSSES FROM THE SECOND QUARTER TO THE FIRST QUARTER OF 2012; AND JPMC HAD
INEFFECTIVE INTERNAL ACCOUNTING CONTROLS AND DISCLOSURE CONTROLS AND PROCEDURES AS OF MARCH 31, 2012. JPMC HAS
VOLUNTARILY UNDERTAKEN A COMPREHENSIVE PROGRAM OF REMEDIATION TO ADDRESS, AMONG OTHER THINGS, THE INTERNAL CONTROL
DEFICIENCIES THAT ARE SUBJECT OF THE SETTLEMENT WITH THE SEC,SUCH AS, BUT NOT LIMITED TO, SUBSTANTIALLY STRENGTHENING THE CIO
VALUATION CONTROL GROUP FUNCTION WITHIN CIO TO ENSURE THAT PRICE VERIFICATION PROCEDURES ARE CONDUCTED WITH THE
APPROPRIATE DEGREE OF INDEPENDENCE AND SUPERVISION.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
JPMC CONSENTED TO THE ISSUANCE OF THE ORDER AND THE ORDER WAS ISSUED ON SEPTEMBER 19, 2013. THE ORDER MADE THE FINDINGS
DESCRIBED ABOVE IN ITEM 7 AND JPMC ACKNOWLEDGED THAT IT VIOLATED THE FEDERAL SECURITIES LAWS AND ADMITTED TO CERTAIN FACTS
DESCRIBED ABOVE IN ITEM 12.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: JPMORGAN CHASE & CO.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
STATE OF NORTH CAROLINA SECRETARY OF STATE SECURITIES DIVISION
2. Principal Sanction:
Restitution
Other Sanctions:
IN ADDITION TO THE AGREEMENT TO REPURCHASE CERTAIN AUCTION RATE SECURITIES ("ARS") SOLD TO ELIGIBLE INVESTORS PRIOR TO FEBRUARY
13, 2008, THE SETTLEMENT CALLS FOR THE REIMBURSEMENT OF ELIGIBLE INVESTORS WHO SOLD ARS BELOW PAR, REFUNDING OF CERTAIN LOAN
EXPENSES INCURRED BY ELIGIBLE INVESTORS, SPECIAL ARBITRATION PROCEEDINGS CONCERNING CONSEQUENTIAL DAMAGES WITH RESPECT TO
ARS, REFUNDING CERTAIN REFINANCING FEES INCURRED BY MUNICIPAL ISSUERS OF ARS AND A CIVIL PENALTY.
3. Date Initiated (MM/DD/YYYY):
06/17/2014 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
NO. 09SEC050
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Other
Other Product Types:
AUCTION RATE SECURITIES
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE INVESTIGATION CONCERNED ALLEGED MISREPRESENTATIONS AND OMISSIONS IN CONNECTION WITH THE MARKETING, SALE AND DISTRIBUTION
OF AUCTION RATE SECURITIES.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Consent
11. Resolution Date (MM/DD/YYYY):
06/17/2014 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 101,055.55
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
IN ADDITION TO THE AGREEMENT TO REPURCHASE CERTAIN AUCTION RATE SECURITIES ("ARS") SOLD TO ELIGIBLE INVESTORS PRIOR TO
FEBRUARY 13, 2008, THE SETTLEMENT CALLS FOR THE REIMBURSEMENT OF ELIGIBLE INVESTORS WHO SOLD ARS BELOW PAR, REFUNDING OF
CERTAIN LOAN EXPENSES INCURRED BY ELIGIBLE INVESTORS, SPECIAL ARBITRATION PROCEEDINGS CONCERNING CONSEQUENTIAL DAMAGES
WITH RESPECT TO ARS, REFUNDING CERTAIN REFINANCING FEES INCURRED BY MUNICIPAL ISSUERS OF ARS AND A CIVIL PENALTY.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived:
THE FINE WAS PAID ON JUNE 25, 2014. THE FINE REPRESENTS THE NORTH CAROLINA PORTION OF A TOTAL FINE OF $25 MILLION NEGOTIATED
WITH THE NYAG AND THE STATE OF FLORIDA OFFICE OF FINANCIAL REGULATION ON BEHALF OF THE NASAA TASK FORCE. THE REMAINING
AMOUNT WILL BE PAID SEPARATELY TO OTHER STATES. ALSO PAID WAS $15,000 TO NASAA AS REIMBURSEMENT FOR INVESTIGATIVE COSTS
INCURRED BY NASAA.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
THE ACTION RELATED TO ALLEGATIONS WITH RESPECT TO MISREPRESENTATIONS AND OMISSIONS IN CONNECTION WITH THE MARKETING, SALE AND
DISTRIBUTION OF AUCTION RATE SECURITIES. AS DESCRIBED HEREIN, THE PRINCIPAL TERMS OF THE SETTLEMENT WERE NEGOTIATED WITH THE NYAG
AND THE STATE OF FLORIDA OFFICE OF FINANCIAL REGULATION ON BEHALF OF THE NASAA TASK FORCE THAT CONTEMPLATES SEPARATE SIMILAR
AGREEMENTS WITH OTHER STATES.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: JPMORGAN CHASE & CO.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM
2. Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions:
REMEDIAL ACTIONS
3. Date Initiated (MM/DD/YYYY):
05/20/2015 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
15-009-B-HC, 15-009-CMP-HC
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Other
Other Product Types:
FOREIGN EXCHANGE
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
ON MAY 20, 2015, THE BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM ("FRB") ISSUED AN ORDER TO CEASE AND DESIST AND ORDER OF
ASSESSMENT OF A CIVIL MONEY PENALTY AGAINST JPMORGAN CHASE & CO. ("JPMC") RELATING TO ITS FOREIGN EXCHANGE ("FX") ACTIVITIES
("ORDER") FROM 2008 THROUGH 2013. THE ORDER STATES THAT JPMC ENGAGED IN UNSAFE AND UNSOUND BANKING PRACTICES BECAUSE (A) JPMC
LACKED ADEQUATE FIRM-WIDE GOVERNANCE, RISK MANAGEMENT, COMPLIANCE AND AUDIT POLICIES AND PROCEDURES TO ENSURE THAT CERTAIN OF
THE FIRM'S FX ACTIVITIES CONDUCTED AT THE FX SUBSIDIARIES COMPLIED WITH SAFE AND SOUND BANKING PRACTICES, APPLICABLE U.S. LAWS AND
REGULATIONS, INCLUDING POLICIES AND PROCEDURES TO PREVENT POTENTIAL VIOLATIONS OF THE U.S. COMMODITIES, ANTITRUST AND CRIMINAL
FRAUD LAWS, AND APPLICABLE INTERNAL POLICIES; (B) JPMC'S DEFICIENT POLICIES AND PROCEDURES PREVENTED JPMC FROM DETECTING AND
ADDRESSING UNSAFE AND UNSOUND CONDUCT BY THE FX SUBSIDIARIES' TRADERS RELATING TO CERTAIN COMMUNICATIONS BY TRADERS IN
MULTIBANK CHATROOMS; AND (C) JPMC'S DEFICIENT POLICIES AND PROCEDURES PREVENTED JPMC FROM DETECTING AND ADDRESSING UNSAFE AND
UNSOUND CONDUCT BY THE FX SUBSIDIARIES' SALES PERSONNEL REGARDING THE PROVISION OF INFORMATION TO CUSTOMERS REGARDING PRICE
QUOTES; AND THE PROVISION OF INFORMATION TO CUSTOMERS ABOUT HOW A CUSTOMER'S FX ORDER IS FILLED.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Settled
11. Resolution Date (MM/DD/YYYY):
05/20/2015 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 342,000,000.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
REMEDIAL ACTIONS
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived:
IN THE ORDER, JPMC AGREED TO PAY A CIVIL MONEY PENALTY IN THE TOTAL AMOUNT OF $342 MILLION AND CONTINUE TO IMPLEMENT
ADDITIONAL IMPROVEMENTS IN ITS OVERSIGHT, INTERNAL CONTROLS, COMPLIANCE, RISK MANAGEMENT, AND AUDIT PROGRAMS FOR THE FX
ACTIVITIES IN ORDER TO COMPLY WITH JPMC POLICIES, SAFE AND SOUND BANKING PRACTICES, AND APPLICABLE U.S. LAWS/REGULATION.
SPECIFICALLY, JPMC AGREED: (A) THE BOARD OF DIRECTORS OF JPMC OR AN AUTHORIZED COMMITTEE THEREOF SHALL SUBMIT A WRITTEN PLAN
TO IMPROVE SENIOR MANAGEMENT'S OVERSIGHT OF JPMC'S COMPLIANCE WITH APPLICABLE U.S. LAWS/REGULATIONS AND INTERNAL POLICIES
IN CONNECTION WITH CERTAIN FX ACTIVITIES; (B) JPMC SHALL SUBMIT AN ENHANCED WRITTEN INTERNAL CONTROLS AND COMPLIANCE
PROGRAM TO COMPLY WITH APPLICABLE U.S. LAWS/REGULATIONS WITH RESPECT TO CERTAIN FX ACTIVITIES; (C) JPMC SHALL SUBMIT A
WRITTEN PLAN TO IMPROVE ITS COMPLIANCE RISK MANAGEMENT PROGRAM WITH REGARD TO COMPLIANCE WITH APPLICABLE U.S.
LAWS/REGULATIONS WITH RESPECT TO CERTAIN FX ACTIVITIES FIRM-WIDE; (D) JPMC MANAGEMENT SHALL ANNUALLY CONDUCT A REVIEW OF
COMPLIANCE POLICIES AND PROCEDURES APPLICABLE TO CERTAIN FX ACTIVITIES AND THEIR IMPLEMENTATION AND AN APPROPRIATE RISK-
FOCUSED SAMPLING OF OTHER KEY CONTROLS FOR CERTAIN FIRM-WIDE FX ACTIVITIES; (E) JPMC SHALL SUBMIT AN ENHANCED WRITTEN
INTERNAL AUDIT PROGRAM WITH RESPECT TO JPMC'S COMPLIANCE WITH U.S. LAWS/REGULATIONS IN CERTAIN FX ACTIVITIES; AND (F) JPMC
SHALL NOT IN THE FUTURE DIRECTLY OR INDIRECTLY RETAIN ANY INDIVIDUAL AS AN OFFICER, EMPLOYEE, AGENT, CONSULTANT, OR
CONTRACTOR OF JPMC OR OF ANY SUBSIDIARY WHO, BASED ON THE INVESTIGATIVE RECORD COMPILED BY U.S. AUTHORITIES, PARTICIPATED IN
THE MISCONDUCT UNDERLYING THE ORDER, WHO HAS BEEN SUBJECT TO FORMAL DISCIPLINARY ACTION AS A RESULT OF JPMC'S INTERNAL
DISCIPLINARY REVIEW OR PERFORMANCE REVIEW IN CONNECTION WITH THE CONDUCT, AND HAS EITHER SEPARATED FROM JPMC OR ANY
SUBSIDIARY THEREOF OR HAD HIS/HER EMPLOYMENT TERMINATED IN CONNECTION WITH THE CONDUCT.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
IN SETTLEMENT OF THIS MATTER, JPMC CONSENTED AND AGREED TO THE ISSUANCE OF THE ORDER, WHICH THE FRB HAS DETERMINED TO ACCEPT
AND HAS ISSUED. THE ALLEGATIONS, DISPOSITIONS, FINDINGS AND SANCTIONS OF THE ORDER ARE DESCRIBED ABOVE IN ITEMS 7 AND 12.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: JPMORGAN CHASE & CO.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM
2. Principal Sanction:
Cease and Desist
Other Sanctions:
CIVIL MONEY PENALTY AND UNDERTAKINGS
3. Date Initiated (MM/DD/YYYY):
11/17/2016 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
16-22-B-HC AND 16-22-CMP-HC
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
No Product
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
ON NOVEMBER 17, 2016, JPMORGAN CHASE & CO. ("JPMC") ENTERED INTO A SETTLEMENT WITH THE BOARD OF GOVERNORS OF THE FEDERAL RESERVE
SYSTEM ("FRB") RESULTING IN THE FRB ISSUING AN ORDER ("ORDER"). THE ORDER FINDS THAT FROM AT LEAST 2008 THROUGH 2013, JPMC'S ASIA-
PACIFIC REGION INVESTMENT BANKING GROUP OPERATED A REFERRAL HIRING PROGRAM WHEREBY CANDIDATES WHO WERE REFERRED, DIRECTLY OR
INDIRECTLY, BY FOREIGN GOVERNMENT OFFICIALS AND EXISTING OR PROSPECTIVE COMMERCIAL CLIENTS, AND WHO IN MOST INSTANCES WERE LESS
QUALIFIED THAN NON-REFERRED CANDIDATES WHO WERE HIRED THROUGH THE JPMC'S STANDARD HIRING PROGRAMS, WERE OFFERED INTERNSHIPS,
TRAINING, AND OTHER EMPLOYMENT OPPORTUNITIES IN ORDER TO OBTAIN IMPROPER BUSINESS ADVANTAGES FOR JPMC.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Settled
11. Resolution Date (MM/DD/YYYY):
11/17/2016 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 61,932,500.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
UNDERTAKINGS
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived:
THE ORDER DIRECTS JPMC TO CEASE-AND-DESIST AND TO PAY A CIVIL MONEY PENALTY OF $61,932,500, WHICH WAS PAID ON NOVEMBER 17,
2016. IN ADDITION, THE ORDER REQUIRES JPMC TO TAKE THE FOLLOWING STEPS: A) SUBMIT AN ACCEPTABLE WRITTEN PLAN, AND TIMELINE
FOR IMPLEMENTATION, TO IMPROVE SENIOR MANAGEMENT'S OVERSIGHT OF JPMC'S FIRM-WIDE COMPLIANCE RISK MANAGEMENT PROGRAM
WITH REGARD TO COMPLIANCE WITH APPLICABLE U.S. LAWS AND REGULATIONS AND APPLICABLE INTERNAL POLICIES AND PROCEDURES IN
CONNECTION WITH THE FIRM'S HIRING OF CANDIDATES WHO WERE REFERRED, DIRECTLY OR INDIRECTLY, BY FOREIGN GOVERNMENT OFFICIALS
AND EXISTING OR PROSPECTIVE COMMERCIAL CLIENTS ("REFERRAL HIRING PRACTICES"); B) SUBMIT AN ACCEPTABLE WRITTEN PLAN, AND
TIMELINE FOR IMPLEMENTATION, TO ENHANCE THE EFFECTIVENESS OF JPMC'S FIRM-WIDE COMPLIANCE RISK MANAGEMENT PROGRAM WITH
REGARD TO THE OVERSIGHT AND IMPLEMENTATION OF ANTI-BRIBERY PROCESSES AND PROCEDURES IN CONNECTION WITH THE FIRM'S
REFERRAL HIRING PRACTICES; AND C) SUBMIT AN ACCEPTABLE WRITTEN PLAN, AND TIMELINE FOR IMPLEMENTATION, TO ENHANCE THE
EFFECTIVENESS OF THE FIRM'S COMPLIANCE WITH INTERNAL POLICIES AND PROCEDURES AS WELL AS APPLICABLE U.S. LAWS AND
REGULATIONS IN ITS REFERRAL HIRING PRACTICES.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
THE ALLEGATIONS, DISPOSITIONS, FINDINGS AND SANCTIONS OF THE ORDER ARE DESCRIBED ABOVE IN ITEMS 7 AND 12. IN COORDINATION WITH
THE FRB SETTLEMENT, JPMC AND CERTAIN OF ITS AFFILIATES ALSO ENTERED INTO SETTLEMENTS WITH OTHER AGENCIES TO RESOLVE CONCURRENT
INVESTIGATIONS ARISING OUT OF THE SAME CONDUCT. THOSE SETTLEMENTS ARE AS FOLLOWS: JPMORGAN APAC ENTERED INTO A NON-
PROSECUTION AGREEMENT WITH THE DEPARTMENT OF JUSTICE AND CONSENTED TO THE ISSUANCE OF A CRIMINAL FINE FOR VIOLATIONS OF
FEDERAL ANTI-BRIBERY LAWS AND THE U.S. SECURITIES AND EXCHANGE COMMISSION ENTERED AN ADMINISTRATIVE CEASE-AND-DESIST ORDER
AGAINST JPMC FINDING VIOLATIONS OF FEDERAL ANTI-BRIBERY AND SECURITIES LAWS.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: JPMORGAN CHASE & CO.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
SEC
2. Principal Sanction:
Cease and Desist
Other Sanctions:
DISGORGEMENT, PRE-JUDGMENT INTEREST, AND UNDERTAKINGS
3. Date Initiated (MM/DD/YYYY):
11/17/2016 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING FILE NO. 3-17684
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
No Product
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
ON NOVEMBER 17, 2016, JPMORGAN CHASE & CO. ("JPMC") ENTERED INTO A SETTLEMENT WITH THE SECURITIES AND EXCHANGE COMMISSION
("SEC") UNDER WHICH JPMC CONSENTED TO THE ENTRY OF AN ORDER (THE "ORDER") THAT FINDS THAT JPMC VIOLATED SECTIONS 13(B)(2)(A), 13(B)
(2)(B) AND 30A OF THE SECURITIES EXCHANGE ACT OF 1934 ("EXCHANGE ACT"). THE ORDER FINDS THAT JPMC VIOLATED THE ANTI-BRIBERY
PROVISIONS OF THE FEDERAL SECURITIES LAWS BY CORRUPTLY PROVIDING VALUABLE INTERNSHIPS AND EMPLOYMENT TO RELATIVES AND FRIENDS
OF FOREIGN GOVERNMENT OFFICIALS ("REFERRAL HIRES") IN ORDER TO ASSIST JPMC IN RETAINING AND OBTAINING BUSINESS. IN ADDITION, THE
ORDER FINDS THAT JPMC VIOLATED THE BOOKS AND RECORDS PROVISIONS AND THE INTERNAL ACCOUNTING CONTROLS PROVISIONS OF THE
FOREIGN CORRUPT PRACTICES ACT ("FCPA") IN CONJUNCTION WITH CERTAIN REFERRAL HIRES.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Settled
11. Resolution Date (MM/DD/YYYY):
11/17/2016 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
UNDERTAKINGS
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived:
THE ORDER DIRECTS JPMC TO CEASE-AND-DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF THE
ABOVE-ENUMERATED STATUTORY PROVISIONS. ADDITIONALLY, THE ORDER REQUIRES JPMC TO PAY A TOTAL OF $105,507,668 IN
DISGORGEMENT AND PREJUDGMENT INTEREST OF $25,083,737, WHICH WAS PAID ON NOVEMBER 27, 2016. IN ADDITION, JPMC WAS ORDERED
TO COMPLY WITH CERTAIN UNDERTAKINGS, INCLUDING REPORTING TO THE SEC STAFF PERIODICALLY, AT NO LESS THAN NINE-MONTH
INTERVALS DURING A THREE-YEAR TERM, THE STATUS OF JPMC'S REMEDIATION AND IMPLEMENTATION OF COMPLIANCE MEASURES RELATING TO
FCPA AND APPLICABLE ANTI-CORRUPTION LAWS, AND CERTIFYING THAT JPMC HAS MADE A GOOD FAITH EFFORT TO COMPLY WITH THE
UNDERTAKINGS. THE SEC DID NOT IMPOSE A CIVIL PENALTY BASED UPON THE IMPOSITION OF A $72,000,000 CRIMINAL FINE AS PART OF
JPMORGAN SECURITIES (ASIA PACIFIC) LIMITED'S ("JPMORGAN APAC") SETTLEMENT WITH THE UNITED STATES DEPARTMENT OF JUSTICE.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
SOLELY FOR THE PURPOSE OF SETTLING THESE PROCEEDINGS, JPMC ADMITTED THE SEC'S JURISDICTION AND THE SUBJECT MATTER OF THESE
PROCEEDINGS AND CONSENTED TO THE ORDER. THE ALLEGATIONS, DISPOSITIONS, FINDINGS AND SANCTIONS OF THE ORDER ARE DESCRIBED ABOVE
IN ITEMS 7 AND 12. IN COORDINATION WITH THE SEC SETTLEMENT, JPMC AND CERTAIN OF ITS AFFILIATES ALSO ENTERED INTO SETTLEMENTS WITH
OTHER AGENCIES TO RESOLVE CONCURRENT INVESTIGATIONS ARISING OUT OF THE SAME CONDUCT. THOSE SETTLEMENTS ARE AS FOLLOWS:
JPMORGAN APAC ENTERED INTO A NON-PROSECUTION AGREEMENT WITH THE DEPARTMENT OF JUSTICE THAT ACKNOWLEDGES RESPONSIBILITY FOR
CRIMINAL CONDUCT RELATING TO CERTAIN FINDINGS IN THE ORDER AND THE BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM ENTERED AN
ADMINISTRATIVE CEASE-AND-DESIST ORDER AGAINST JPMC.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: JPMORGAN CHASE & CO.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
STATE OF NEW HAMPSHIRE BUREAU OF SECURITIES REGULATION
2. Principal Sanction:
Restitution
Other Sanctions:
IN ADDITION TO THE AGREEMENT TO REPURCHASE CERTAIN AUCTION RATE SECURITIES ("ARS") SOLD TO ELIGIBLE INVESTORS PRIOR TO FEBRUARY
13, 2008, THE SETTLEMENT CALLS FOR THE REIMBURSEMENT OF ELIGIBLE INVESTORS WHO SOLD ARS BELOW PAR, REFUNDING OF CERTAIN LOAN
EXPENSES INCURRED BY ELIGIBLE INVESTORS, SPECIAL ARBITRATION PROCEEDINGS CONCERNING CONSEQUENTIAL DAMAGES WITH RESPECT TO
ARS, REFUNDING CERTAIN REFINANCING FEES INCURRED BY MUNICIPAL ISSUERS OF ARS AND A CIVIL PENALTY.
3. Date Initiated (MM/DD/YYYY):
01/03/2017 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
12009000013
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Other
Other Product Types:
AUCTION RATE SECURITIES
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE INVESTIGATION CONCERNED ALLEGED MISREPRESENTATIONS AND OMISSIONS IN CONNECTION WITH THE MARKETING, SALE AND DISTRIBUTION
OF AUCTION RATE SECURITIES.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Consent
11. Resolution Date (MM/DD/YYYY):
01/03/2017 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 97,706.22
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
IN ADDITION TO THE AGREEMENT TO REPURCHASE CERTAIN AUCTION RATE SECURITIES ("ARS") SOLD TO ELIGIBLE INVESTORS PRIOR TO
FEBRUARY 13, 2008, THE SETTLEMENT CALLS FOR THE REIMBURSEMENT OF ELIGIBLE INVESTORS WHO SOLD ARS BELOW PAR, REFUNDING OF
CERTAIN LOAN EXPENSES INCURRED BY ELIGIBLE INVESTORS, SPECIAL ARBITRATION PROCEEDINGS CONCERNING CONSEQUENTIAL DAMAGES
WITH RESPECT TO ARS, REFUNDING CERTAIN REFINANCING FEES INCURRED BY MUNICIPAL ISSUERS OF ARS AND A CIVIL PENALTY.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived:
WITHOUT ADMITTING OR DENYING THE FINDINGS, JPMORGAN CHASE & CO CONSENTED TO A FINE OF $97706.22 WHICH WAS PAID ON
01/04/2017. THE FINE REPRESENTS THE NEW HAMPSHIRE PORTION OF A TOTAL FINE OF $25 MILLION NEGOTIATED WITH THE NYAG AND THE
STATE OF FLORIDA OFFICE OF FINANCIAL REGULATION ON BEHALF OF THE NASAA TASK FORCE. THE REMAINING AMOUNT WILL BE PAID
SEPARATELY TO OTHER STATES. ALSO PAID WAS $15,000 TO NASAA AS REIMBURSEMENT FOR INVESTIGATIVE COSTS INCURRED BY NASAA.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
THE ACTION RELATED TO ALLEGATIONS WITH RESPECT TO MISREPRESENTATIONS AND OMISSIONS IN CONNECTION WITH THE MARKETING, SALE AND
DISTRIBUTION OF AUCTION RATE SECURITIES. AS DESCRIBED HEREIN, THE PRINCIPAL TERMS OF THE SETTLEMENT WERE NEGOTIATED WITH THE NYAG
AND THE STATE OF FLORIDA OFFICE OF FINANCIAL REGULATION ON BEHALF OF THE NASAA TASK FORCE THAT CONTEMPLATES SEPARATE SIMILAR
AGREEMENTS WITH OTHER STATES.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: JPMORGAN CHASE & CO.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
COMMODITY FUTURES TRADING COMMISSION
2. Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions:
UNDERTAKINGS
3. Date Initiated (MM/DD/YYYY):
09/29/2020 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
CFTC DOCKET NO. 20-69
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Futures - Commodity
Other Product Types:
PRECIOUS METALS, FUTURES CONTRACTS, AND U.S. TREASURY FUTURES
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE CFTC ENTERED AN ORDER RESOLVING AN ACTION AGAINST JPMORGAN CHASE & CO., AN AFFILIATED BANK (THE "BANK") AND AN AFFILIATED
BROKER-DEALER (THE "BROKER-DEALER") (COLLECTIVELY, "JPM"). ACCORDING TO THE ORDER, FROM AT LEAST 2008 THROUGH 2016, NUMEROUS
TRADERS ON THE PRECIOUS METALS AND U.S. TREASURIES TRADING DESKS AT THE BANK AND THE BROKER-DEALER ENGAGED IN A MANIPULATIVE AND
DECEPTIVE SCHEME BY ENGAGING IN THE PRACTICE OF "SPOOFING" (BIDDING OR OFFERING WITH THE INTENT TO CANCEL THE BID OR OFFER BEFORE
EXECUTION) WHILE PLACING ORDERS FOR FUTURES CONTRACTS ON A REGISTERED ENTITY, RESULTING IN SIGNIFICANT BENEFIT TO THEMSELVES AND
HARM TO OTHER MARKET PARTICIPANTS. BY VIRTUE OF THIS CONDUCT, JPM ENGAGED IN MANIPULATION AND ATTEMPTED MANIPULATION IN
VIOLATION OF SECTION 9(A)(2) OF THE ACT, 7 U.S.C. § 13(A)(2) (2018); FOR CONDUCT OCCURRING ON OR AFTER JULY 16, 2011, ENGAGED IN
SPOOFING IN VIOLATION OF SECTION 4C(A)(5)(C) OF THE ACT, 7 U.S.C. § 6C(A)(5)(C) (2018); AND FOR CONDUCT OCCURRING ON OR AFTER AUGUST
15, 2011, ENGAGED IN MANIPULATION AND ATTEMPTED MANIPULATION IN VIOLATION OF SECTION 6(C)(1) AND 6(C)(3) OF THE ACT, 7 U.S.C. § 9(1),
(3) (2018), AND REGULATIONS 180.1(A)(1) AND (3) AND 180.2, 17 C.F.R. §§ 180.1(A)(1), (3), 180.2 (2019). FURTHER, IN CONJUNCTION WITH THE
ABOVE-REFERENCED MISCONDUCT, THE BROKER-DEALER FAILED TO DILIGENTLY SUPERVISE IN VIOLATION OF COMMISSION REGULATION 166.3, 17
C.F.R. § 166.3 (2019). THE BANK AND THE BROKERDEALER DO NOT CONTROL, NOR ARE THEY CONTROLLED BY, THE ADVISER.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Settled
11. Resolution Date (MM/DD/YYYY):
09/29/2020 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 436,431,811.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
UNDERTAKINGS
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived:
THE ORDER DIRECTS JPM TO CEASE AND DESIST FROM VIOLATING SECTIONS 4C(A)(5)(C), 6(C)(1), 6(C) (3), AND 9(A)(2) OF THE ACT, 7 U.S.C. §§
6C(A)(5)(C), 9(1), (3), 13(A)(2) (2018), AND REGULATIONS 180.1(A)(1) AND (3) AND 180.2, 17 C.F.R. §§ 180.1(A)(1), (3), 180.2 (2019).
ADDITIONALLY, THE ORDER REQUIRES THE BANK AND JPMC & CO. TO PAY RESTITUTION IN THE AMOUNT OF $205,992,102, AND THE BROKER-
DEALER AND JPMC & CO. TO PAY ADDITIONAL RESTITUTION IN THE AMOUNT OF $105,744,906. THE ORDER FURTHER REQUIRES JPM TO PAY A
CIVIL MONETARY PENALTY IN THE AMOUNT OF $436,431,811. THE ORDER ALSO REQUIRES THE BANK AND JPMC & CO. TO PAY DISGORGEMENT IN
THE AMOUNT OF $120,332,430 AND THE BROKER-DEALER AND JPMC & CO. TO PAY DISGORGEMENT IN THE AMOUNT OF $51,702,360.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
RESPONDENTS JPM HAVE SUBMITTED AN OFFER OF SETTLEMENT, WHICH THE COMMISSION HAS DETERMINED TO ACCEPT. ACCORDINGLY, IT IS HEREBY
ORDERED THAT JPM SHALL CEASE AND DESIST FROM VIOLATING SECTIONS 4C(A)(5)(C), 6(C)(1), 6(C)(3), AND 9(A)(2) OF THE ACT AND REGULATIONS
180.1(A)(1) AND (3) AND 180.2, AND THE BROKER-DEALER SHALL CEASE AND DESIST FROM VIOLATING REGULATION 166.3. THE BROKER-DEALER
SHALL PAY RESTITUTION OF ONE HUNDRED FIVE MILLION SEVEN HUNDRED FORTY-FOUR THOUSAND NINE HUNDRED SIX DOLLARS ($105,744,906),
JOINTLY AND SEVERALLY WITH JPMC & CO; A CIVIL MONETARY PENALTY OF FOUR HUNDRED THIRTY-SIX MILLION FOUR HUNDRED THIRTY-ONE
THOUSAND EIGHT HUNDRED ELEVEN DOLLARS ($436,431,811), JOINTLY AND SEVERALLY WITH THE BANK AND JPMC & CO; DISGORGEMENT IN THE
AMOUNT OF FIFTY ONE MILLION SEVEN HUNDRED TWO THOUSAND THREE HUNDRED SIXTY DOLLARS ($51,702,360), JOINTLY AND SEVERALLY WITH
JPMC & CO; ADDITIONALLY, THE BANK AND JPMC & CO SHALL PAY TWO HUNDRED FIVE MILLION NINE HUNDRED NINETY-TWO THOUSAND ONE
HUNDRED TWO DOLLARS ($205,992,102) IN RESITUTION AND ONE HUNDRED TWENTY MILLION THREE HUNDRED THIRTY-TWO THOUSAND FOUR
HUNDRED THIRTY DOLLARS ($120,332,430) IN DISGORGEMENT, JOINTLY AND SEVERALLY; JPM SHALL COMPLY WITH THE UNDERTAKINGS SET FORTH IN
THE ORDER.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: JPMORGAN CHASE & CO.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
FEDERAL FINANCIAL SUPERVISORY AUTHORITY (BAFIN)
2. Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
07/22/2021 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
WA 17-WP 3120-2020/0011
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
No Product
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
NEGLIGENT BREACH OF SUPERVISORY AND ORGANIZATIONAL DUTIES IN CONNECTION WITH INFRINGEMENTS OF SECTION 21 OF THE GERMAN
SECURITIES TRADING ACT.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Order
11. Resolution Date (MM/DD/YYYY):
08/09/2021 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 1,830,000.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived:
AN ADMINISTRATIVE FINE OF 1,830,000 EUROS
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
AN ADMINISTRATIVE FINE OF 1,830,000 EUROS IS IMPOSED PURSUANT TO SECTION 30 (1) NO. 1, (4) SENTENCE 1 OF THE GERMAN ACT ON BREACHES
OF ADMINISTRATIVE REGULATIONS, ON THE GROUNDS OF A NEGLIGENT BREACH OF SUPERVISORY AND ORGANIZATIONAL DUTIES IN CONNECTION
WITH INFRINGEMENTS OF SECTION 21 OF THE GERMAN SECURITIES TRADING ACT RELATING TO THE FILING OF VOTING RIGHTS NOTIFICATIONS.
CIVIL JUDICIAL ACTION DISCLOSURE REPORTING PAGE (ADV)
No Information Filed
Part 2
Exemption from brochure delivery requirements for SEC-registered advisers
SEC rules exempt SEC-registered advisers from delivering a firm brochure to some kinds of clients. If these exemptions excuse you from delivering a
brochure to all of your advisory clients, you do not have to prepare a brochure.
Yes No
Are you exempt from delivering a brochure to all of your clients under these rules?
If no, complete the ADV Part 2 filing below.
Amend, retire or file new brochures:
Brochure ID Brochure Name Brochure Type(s)
261702 J.P. MORGAN PRIVATE INVESTMENTS Private funds or pools, Other
INC.
313674 J.P. MORGAN PRIVATE INVESTMENTS Individuals, Pension plans/profit sharing plans,
INC. - WRAP PROGRAMS Foundations/charities, Wrap program, Other
Part 3
CRS Type(s) Affiliate Info Retire
Investment Advisor
Investment Advisor
Execution Pages
DOMESTIC INVESTMENT ADVISER EXECUTION PAGE
You must complete the following Execution Page to Form ADV. This execution page must be signed and attached to your initial submission of Form ADV to
the SEC and all amendments.
Appointment of Agent for Service of Process
By signing this Form ADV Execution Page, you, the undersigned adviser, irrevocably appoint the Secretary of State or other legally designated officer, of the
state in which you maintain your principal office and place of business and any other state in which you are submitting a notice filing, as your agents to
receive service, and agree that such persons may accept service on your behalf, of any notice, subpoena, summons, order instituting proceedings, demand
for arbitration, or other process or papers, and you further agree that such service may be made by registered or certified mail, in any federal or state
action, administrative proceeding or arbitration brought against you in any place subject to the jurisdiction of the United States, if the action, proceeding, or
arbitration (a) arises out of any activity in connection with your investment advisory business that is subject to the jurisdiction of the United States, and (b)
is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939,
the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these acts, or (ii) the laws of the state
in which you maintain your principal office and place of business or of any state in which you are submitting a notice filing.
Signature
I, the undersigned, sign this Form ADV on behalf of, and with the authority of, the investment adviser. The investment adviser and I both certify, under
penalty of perjury under the laws of the United States of America, that the information and statements made in this ADV, including exhibits and any other
information submitted, are true and correct, and that I am signing this Form ADV Execution Page as a free and voluntary act.
I certify that the adviser's books and records will be preserved and available for inspection as required by law. Finally, I authorize any person having
custody or possession of these books and records to make them available to federal and state regulatory representatives.
Signature: Date: MM/DD/YYYY
ESTHER GALLAGHER 03/28/2024
Printed Name: Title:
ESTHER GALLAGHER EXECUTIVE DIRECTOR
Adviser CRD Number:
110186
NON-RESIDENT INVESTMENT ADVISER EXECUTION PAGE
You must complete the following Execution Page to Form ADV. This execution page must be signed and attached to your initial submission of Form ADV to
the SEC and all amendments.
1. Appointment of Agent for Service of Process
By signing this Form ADV Execution Page, you, the undersigned adviser, irrevocably appoint each of the Secretary of the SEC, and the Secretary of State or
other legally designated officer, of any other state in which you are submitting a notice filing, as your agents to receive service, and agree that such
persons may accept service on your behalf, of any notice, subpoena, summons, order instituting proceedings, demand for arbitration, or other process or
papers, and you further agree that such service may be made by registered or certified mail, in any federal or state action, administrative proceeding or
arbitration brought against you in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any
activity in connection with your investment advisory business that is subject to the jurisdiction of the United States, and (b) is founded, directly or indirectly,
upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of
1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these acts, or (ii) the laws of any state in which you are submitting a
notice filing.
2. Appointment and Consent: Effect on Partnerships
If you are organized as a partnership, this irrevocable power of attorney and consent to service of process will continue in effect if any partner withdraws
from or is admitted to the partnership, provided that the admission or withdrawal does not create a new partnership. If the partnership dissolves, this
irrevocable power of attorney and consent shall be in effect for any action brought against you or any of your former partners.
3. Non-Resident Investment Adviser Undertaking Regarding Books and Records
By signing this Form ADV, you also agree to provide, at your own expense, to the U.S. Securities and Exchange Commission at its principal office in
Washington D.C., at any Regional or District Office of the Commission, or at any one of its offices in the United States, as specified by the Commission,
correct, current, and complete copies of any or all records that you are required to maintain under Rule 204-2 under the Investment Advisers Act of 1940.
This undertaking shall be binding upon you, your heirs, successors and assigns, and any person subject to your written irrevocable consents or powers of
attorney or any of your general partners and managing agents.
Signature
I, the undersigned, sign this Form ADV on behalf of, and with the authority of, the non-resident investment adviser. The investment adviser and I both
certify, under penalty of perjury under the laws of the United States of America, that the information and statements made in this ADV, including exhibits
and any other information submitted, are true and correct, and that I am signing this Form ADV Execution Page as a free and voluntary act.
I certify that the adviser's books and records will be preserved and available for inspection as required by law. Finally, I authorize any person having
custody or possession of these books and records to make them available to federal and state regulatory representatives.
Signature: Date: MM/DD/YYYY
Printed Name: Title:
Adviser CRD Number:
110186
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