fund administration apac
Scope of Services: Carta Fund Administration (APAC)
| SERVICE | CARTA RESPONSIBILITIES | CLIENT RESPONSIBILITIES |
| Maintain accounting books and records | Maintain and update schedule of investments on Carta platform, including total capital called and distributions | Provide Carta with: - Fully executed operating agreements with list of commitments and carry percentage by member - Subscription packets - Side letters (if applicable) - Investor W-8s/W-9s (FATCA forms), CRS self-cert forms and up-to-date contact information |
| Valuations updated at quarter-end | Provide Carta with: - Accrual adjustments: - 45 Day Reporting: Provided within 10 business days after quarter end. - 60 Day Reporting: Provided within 15 business days after quarter end. - Prices per share and/or ending valuation of ownership for updated valuation: - 45 Day Reporting: Provided within 10 business days after quarter end. - 60 Day Reporting: Provided within 15 business days after quarter end. |
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| Valuations loaded 48 hours* after receipt from Client | Provide documentation to support transactions and valuations | |
| Completion for dissolution of the business at end of life of the applicable entities | ||
| Maintain GP entity accounting books and records | Capital transaction tracking of GP entity by member (contributions, distributions) | - Provide breakdown of GP contribution amongst partners - Executed Operating and Subscription agreement |
| Annual cash reconciliation and valuation updates per fund statements for GP entity | Provide any invoices for expenses or any accruals | |
| Annual invoice payments | Client to provide invoices any other supporting documents (if applicable) | |
| Maintain annual accounting books and records for GP entity with read-only access granted to Client for review of balance sheet, income statement, and general ledger | ||
| Banking and payment of expenses | Set up wires for client approval for all investments, expenses, and cash activity Lead time for wire requests is T+1*. All requests to be received after 12pm Singapore Time will be initiated the next business day |
Provide read-only access to fund’s bank account with the ability to set up wires (bank must have two step-authorization capability and account must be in fund’s name) |
| Confirm all fund expenses (including management fee calculations) are done in accordance with the operating agreements | Client to provide approval for payments and the relevant supporting documents | |
| IFRS financial reporting | External unaudited financial reporting package distributed quarterly to investors produced via Carta platform with format shown in Exhibit 2: | Provide fund newsletter (if applicable) |
| Balance Sheet | ||
| Statement of Operations | ||
| Schedule of Investments | ||
| Statement of Changes | ||
| Partners' Capital Statements | ||
| Net IRR, Deal Level IRR, RVPI, TVPI, and DPI are available on Carta platform | ||
| Client-provided fund newsletter posted with the Carta report package (if applicable) | ||
| Year-end filings, audit, and tax process | Carta will manage year-end audit (if applicable) and tax timeline as agreed upon between Carta, Client, and auditor (and no fewer than 90 days after the fiscal year end): | |
| Draft and maintain timeline for all parties involved | Provide execution of the engagement letters, audit rep letter, audit confirms, and tax returns | |
| Provide books and records to auditor and tax provider | Timely completion of regulatory business filings | |
| Provide supporting documentation to auditor and tax provider along with answering questions | Collection of financials and other valuation support for portfolio companies | |
| Manage relationships with auditor and tax provider | Client is responsible for any regulatory filing requirements and such filing or reporting will not be handled by Carta | |
| Completion of auditor-provided template for audit confirms; auditor to send and collect from various parties (portfolio companies, banks, legal counsel, etc.) Auditors appointed by the client will handle the preparation of the financial statement |
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| All documents to auditors and tax teams will be shared through Carta platform, Box | ||
| Tax and audit report distribution on Carta platform | ||
| Capital calls | Lead time for Capital call requests is T+1*. All requests to be received after 12pm Singapore Time will be initiated the next business day | Provide percentage or dollar amount to be called |
| The following are available on Carta platform: - Calculation by investor, letter preparation and distribution - Tracking receipts of payments - Follow-ups to investors provided with Client discretion 24 hours* post-due date |
Notification of commitment or carry percentage changes by member | |
| Cash distributions | Perform waterfall calculations in accordance with the operating agreement | Provide dollar amount to be distributed and provide final sign-off on calculations. 5 business day notice required for distribution requests. |
| Work with investors to confirm wire instructions | Ensure that investors have updated their bank account details on Carta’s portal | |
| Draft and publish letters through Carta platform | ||
| Set up wires in bank account | ||
| Stock distributions | Perform waterfall calculations in accordance with the operating agreement | Provide number of shares to be distributed and provide final sign-off on calculations. |
| Draft and publish letters through Carta platform | Engagement with third-party brokerage | |
| Work with third-party brokerage to facilitate distribution | ||
| Maintain investor information on Carta platform | Contact preferences to be maintained on Carta platform upon request; investors can also update their own information through Carta platform Review of KYC related documents as part of the investor acceptance process |
Provide AML/KYC documents collected from investors. |
| Responding to ad-hoc investor queries of a routine nature (such as queries on NAV, commitment etc) | ||
| All bulk communications will be done via Carta platform and it will serve as a document repository for such communications (capital calls, distributions, quarterly/annual reports, investor update letters, tax documents, etc.) |
*All SLAs indicated are based on Singapore Business Hours