Fund Terms & Conditions
Aevum Zenth Strategic Growth Fund I (AZSGF-I) | Effective: October 15, 2024
1 Fund Structure & Governance
The Aevum Zenth Strategic Growth Fund I ("Fund") is organized as an exempted limited partnership under the laws of the Cayman Islands. The Fund operates under a closed-end structure with a target investment period of seven (7) years, extendable by up to two (2) one-year extensions at the discretion of the General Partner.
Aevum Capital Group Ltd. serves as the General Partner ("GP") and has sole discretion over investment decisions, subject to the Investment Committee guidelines and fiduciary duties imposed by the Partnership Agreement. The Fund is administered by Zenth Financial Services, an independent administrator responsible for NAV calculation, capital calls, and distributions.
2 Fee Schedule & Economic Terms
| Fee Component | Rate / Terms |
|---|---|
| Management Fee | 1.50% per annum on committed capital (years 1-4), then on invested capital |
| Performance Fee (Carry) | 20% of distributable profits |
| Hurdle Rate | 8% IRR (non-compounded) |
| Clawback Mechanism | Full European-style waterfall with true-up provision at fund termination |
| Commitment Fee | 0.50% per annum on uninvested capital during commitment period |
| Break-Even Point | ~18.5% IRR (net of fees and expenses) |
Management fees are payable quarterly in advance. The performance fee is calculated using a European waterfall structure, meaning distributions are allocated pari passu between limited partners and the general partner until the hurdle rate is satisfied. All fees are subject to standard GP expense caps and audit review.
3 Liquidity & Redemption Policy
The Fund operates as a closed-end vehicle with no standard redemption rights for Limited Partners during the investment period. Capital is expected to be returned through scheduled distributions following exit events, including IPOs, strategic sales, or secondary transactions.
- Lock-Up Period: 36 months from the first capital call
- Secondary Window: Partners may request transfer approvals for up to 30% of their commitment via qualified secondary markets, subject to GP consent
- Distribution Frequency: Quarterly following exit realization
- Final Liquidation: Expected within 12-18 months of the final investment deadline
Early redemption is strictly prohibited unless expressly permitted in writing by the General Partner and complies with applicable securities regulations.
4 Risk Factors & Suitability
Investment in the Fund involves a high degree of risk, including but not limited to loss of principal, illiquidity, concentration risk, and market volatility. The Fund targets high-growth equity and strategic minority stakes across technology, deep tech, healthcare innovation, and industrial transformation sectors.
Past performance of Aevum Zenth vehicles is not indicative of future results. The Fund is only suitable for accredited investors, qualified institutional buyers, and sophisticated entities capable of bearing substantial financial loss. Limited Partners acknowledge that valuation adjustments and impairment charges may significantly impact reported NAV during volatile market conditions.
5 Tax & Regulatory Disclosures
The Fund is not registered under the Investment Company Act of 1940 and relies on exemptions for private offering. It is not subject to SEC portfolio reporting requirements. Limited Partners are solely responsible for their own tax reporting and compliance in their jurisdiction of residence. The GP shall provide IRS Form 1065 or equivalent Cayman tax filings annually.
Capital gains distributions are generally treated as long-term capital gains for US tax purposes, subject to PFIC rules for foreign entities. Non-US investors should consult qualified tax advisors regarding withholding taxes and local regulatory requirements.
⚠️ Important Legal Notice
This document constitutes a summary of key terms only and does not replace the definitive Limited Partnership Agreement ("LPA"), Private Placement Memorandum ("PPM"), or Subscription Agreement. Execution of subscription documents constitutes acceptance of all terms, conditions, and risk disclosures contained therein. Aevum Zenth Conglomerate and its affiliates make no representations or warranties regarding projected returns. This offering is limited to eligible investors as defined by applicable securities laws.