Private company
Electric Capital Partners, LLC
American company, incorporated in Delaware. Summary from the record
Last updated Oct 21, 2026.
Overview
- HeadquartersDE1
Corporate structure
Electric Capital Partners, LLC sits at the top of its group. 3 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Electric Capital Partners, LLC
- Curtis Nmn Spencer Owns 50% to 75% of Electric Capital Partners, LLC, since 02/2018 (Form ADV)
- Avichal Nmn Garg Owns 50% to 75% of Electric Capital Partners, LLC, since 02/2018 (Form ADV)
- Electric Capital Partners, LLC DE
- Brera Holdings PLC Stake · L2
- SkyAI, Inc. Stake · Melville, New York
Built from major holders from Schedules 13D and 13G; stakes of 5% or more it reported on Schedules 13D and 13G (2 companies); owners and owned firms from Form ADV, the registration investment advisers file with the SEC. Each entity in the chart links to its source.
Investment adviser
Electric Capital Partners, LLC is registered with the SEC as an investment adviser. This is what it reports on Form ADV, the registration every adviser files and keeps current.
- Assets it manages$2.9B2 30 accounts, all with discretion
- Employees30 12 in investment advice or research
- ClientsPooled investment vehicles (other than investment companies and: 29 ($2.7B); Corporations or other businesses not listed above: 1 ($214.5M)
- How it is paidA percentage of assets under its management; Performance-based fees
- What it doesPortfolio management for pooled investment vehicles (other than investment companies); Portfolio management for businesses (other than small businesses) or institutional clients (other than registered investment companies and other pooled investment vehicles)
- Holds client assetsYes: cash and securities
- RegistrationSEC 801-121925, CRD 296943 IAPD record
Who owns it
Owners of 5% or more as the firm lists them (Schedule A), and the owners of those owners up the chain (Schedule B).
- Avichal Nmn Gargowns 50% to 75%, since 02/2018
- Curtis Nmn Spencerowns 50% to 75%, since 02/2018
In its own words: the client brochure
Form ADV Part 2A, the plain-English document an adviser must give its clients, quoted as filed 3/31/2026.3 It covers the firm’s services, fees, investment strategies and their risks, and its conflicts of interest.
Item 4: Advisory business Services
Electric Capital Partners, LLC and its relying advisers Electric Treasury Edge, LLC (“ETE”) and ECP S24, LLC (collectively, “Electric Capital” or the “Adviser”) provide investment advisory services to one or more investment vehicles (“Funds”) that are exempt from registration under the Investment Company Act of 1940, as amended (the “1940 Act”) and whose securities are not registered under the Securities Act of 1933, as amended (the “Securities Act”). The Funds invest in a diversified portfolio with a focus on “Digital Assets,” which include blockchain assets, blockchain platforms, and crypto networks, as discussed in Item 8 below. The Adviser’s advisory services consist of investigating, identifying and evaluating investment opportunities, structuring, negotiating and making investments on behalf of the Funds, managing and monitoring asset performance, and monetizing such investments. The Adviser provides investment supervisory services to the Funds in accordance with the limited partnership agreement or other governing documents of each Fund (“Advisory Agreement.”) Investment advice is provided directly to the Funds, subject to the discretion and control of the applicable general partner, and not individually to the investors in a Fund. Services are provided to a Fund in accordance with the Advisory Agreement with a Fund and/or organizational documents of a Fund. Investment restrictions for a Fund, if any, are established in the organizational or offering documents of such Fund, Advisory Agreements and/or side letter agreements negotiated with investors in such Fund (such documents collectively, a Fund’s “Organizational Documents”). The principal owners of Electric Capital are Curtis Spencer and Avichal Garg (the “CoFounders”). As of December 31, 2025, the Adviser managed $2,877,301,822 in regulatory assets on a discretionary basis. The Adviser does not manage assets on a non-discretionary basis.
Item 5: Fees and compensation Fees
The Adviser receives Management Fees and/or Carried Interest (each as defined below) from the Funds. Additionally, consistent with each Fund’s Organizational Documents, the Funds bear certain out-of-pocket expenses incurred by the Adviser in connection with the services provided to the Funds and/or their portfolio companies. Further details about such fees and expenses are set forth below. Management Fees As compensation for investment supervisory services rendered to a Fund, the Adviser receives an advisory fee (a “Management Fee”). For the Adviser’s hedge fund style private funds, the fee is calculated based on each investor’s capital account balance. For the Adviser’s private equity and venture capital style funds, the Management Fee is calculated based on each investor’s committed capital or contributed capital to the Fund. Management Fees paid by a Fund may also be reduced by other fees or compensation received by the Adviser or its affiliates that relate to such Fund’s activities and investments, or by other expenses borne by such Fund, as described in more detail below.
As more fully described in Item 10 herein, Clients of Electric Treasury Edge, LLC pay an assetbased management fee (typically calculated as a percentage of the assets subject to such services), transaction-based fees, or other fees or economic benefits depending on the nature of services provided. The precise amount of, and the manner and calculation of, the Management Fees for each such clients are set forth in the client’s Asset Management Agreement pursuant to which the Adviser provides treasury management services. The fee structures described may be modified from time to time. Management Fees for the hedge fund style vehicles and for private equity and venture capital style funds are payable quarterly in advance. The precise amount of, and the manner and calculation of, the Management Fees for each Fund are set forth in a Fund’s Organizational Documents, which are received by each investor prior to investment in a Fund. The fee structures described may be modified from time to time. The Adviser, in its sole discretion, may waive or reduce the Management Fees of investors in the Funds that are employees of the Adviser or its personnel (including any related entity established by any of the foregoing, such as trusts, charitable programs, endowments or related programs, family investment vehicles and other estate planning vehicles) (collectively, “Adviser Investors”). Adviser Investors pay for their pro rata share of certain Fund expenses. Expenses Fund Expenses The Funds will bear all expenses incident to the organization of the Funds and the general partner. In addition, the Fund shall also bear all costs incurred in connection with operation of the Funds’ business, including those costs associated with holding or sale of securities; reasonable travel expenses associated with the Fund’s investment activities, all financial reporting, legal, audit, custodial, registration, financial, administrative, accounting and investment banking fees, including such services in connection with the purchase and sale of investments (whether or not consummated); insurance premiums; fees for consulting services related to portfolio investments and prospective portfolio investments (whether or not consummated); the cost of Fund meetings; fees and expenses of members of any advisory board; expenses of litigation involving the Fund; and any extraordinary expenses of the Fund. From time to time, the general partner of a Fund may create certain “special purpose vehicles” or similar structuring vehicles for purposes of accommodating certain tax, legal and regulatory considerations of investors (“SPVs”). In the event the general partner creates an SPV, consistent with the Organizational Documents of the Funds, the SPV, and indirectly, the investors thereof, typically bear all expenses related to its organization and formation and other expenses incurred solely for the benefit of the SPV. Expenses of the types borne by a Fund but associated with any feeder fund or similar vehicle organized to facilitate the participation of certain investors in a Fund (including, without limitation, expenses of accounting and tax services) may be borne by such Fund.
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Co-Investment Vehicle Expenses In certain cases, a co-investment vehicle, or other similar vehicle established to facilitate the investment by investors to invest alongside a Fund may be formed in connection with the consummation of a transaction. In the event a co-investment vehicle is created, the investors in such co-investment vehicle typically bear all expenses related to its organization and formation and other expenses incurred solely for the benefit of the co-investment vehicle. The co-investment vehicle generally bears its pro rata portion of expenses incurred in the making of an investment. If a proposed transaction is not consummated, no such co-investment vehicle generally will have been formed, and the full amount of any expenses relating to such proposed but not consummated transaction (“Dead Deal Costs”) would therefore be borne by the Funds. As a general matter, no co-investor or co-investment vehicle bear Dead Deal Costs or receive any portion of break-up fees until they are contractually committed to invest in the prospective investment. Furthermore, to the extent a co-investment vehicle is formed in connection with a proposed transaction, costs and expenses relating to such co-investment vehicle may, in certain situations, be borne by the Funds, regardless of whether such proposed transaction is consummated. Dead Deal Costs may include, among other things, legal, accounting advisory, consulting or other third-party expenses (including amounts payable to third parties), any travel and travel-related and accommodation expenses, all fees, costs and expenses of lenders, investment banks and other financing sources in connection with arranging financing for a proposed investments (including commitment fees), any break-up fees, reverse termination fees, topping, termination or other similar fees, extraordinary expenses such as litigation costs and judgments and other expenses, and any deposits or down payments of cash or other property which are forfeited in connection with a proposed investment that is not consummated. Allocation of Expenses Electric Capital’s policy is to allocate expenses among the parties sharing in an expense (“Expense Parties”) in a fair and equitable manner, consistent with its fiduciary obligations. Expenses will be allocated among Expense Parties consistent with the governing documents of each Expense Party. For example, and without limitation: ● Expenses that are “Fund Expenses” under the governing documents of an Expense Party generally will be borne by such Expense Party; ● Amounts in excess of any expense cap provided in such governing documents generally will be borne by the Expense Party named in such governing documents; and ● Expenses will generally be allocated among an Expense Party and any related or parallel clients in the manner outlined in such governing documents. In the event that an Expense Party’s governing documents do not outline a procedure for allocating a particular expense among Expense Parties or between an Expense Party and Electric Capital, then Electric Capital will determine the allocation of such expense in a fair and equitable manner, -6-
consistent with its fiduciary obligations, at the discretion of the Investment Manager, consistent with the following: ● Expenses will generally be allocated among Expense Parties participating (or proposing to participate) in the related transaction based on Net Asset Value, committed capital, actual use, number of portfolio companies, or some other appropriate measure; and ● Where necessary or appropriate, or as required by the relevant Expense Party’s governing documents, the Adviser will consult the relevant limited partner advisor committee to approve a conflict caused by the proposed allocation of expenses. ● Certain set-up or initial costs (i.e. system implementation costs) may be amortized over an appropriate period and allocated to current and future Expense Parties. ● D&O Insurance costs are split equitably between the Funds and the Adviser; ● Co-investors in consummated transactions will generally pay: o Direct expenses such as legal, audit, etc. o Pro rata portion of deal expenses (i.e., due diligence) ● Broken deal expenses may be absorbed by the Fund(s) The Adviser will be responsible for the administration of this Expense Policy, for overseeing each Employee’s and each Expense Party’s compliance with this Expense Policy, and, when appropriate, the maintenance of a record of any determination made in the allocation of expenses among Expense Parties. The CCO, or designee, will be responsible for periodic sample reviews of such expense allocations. Brokerage Fees If the Adviser chooses to use a broker-dealer for limited purposes relating to a particular Fund, such Fund incurs brokerage and other transaction costs. For additional information regarding brokerage practices, please see Item 12 below.
Item 8: Methods of analysis, investment strategies and risk of loss Investment strategies and risks
Methods of Analysis and Investment Strategies Electric Capital’s Funds invest in cryptocurrencies, decentralized application tokens, protocol tokens and other cryptofinance coins, tokens and digital assets and instruments that are based on blockchain, distributed ledger or similar technologies, which may include investments in equity, -8-
equity-based securities or convertible securities in companies operating in such industries (collectively, “Digital Assets”). The Funds may also make investments in assets that the Adviser has determined, in its reasonable discretion, are or may in the future become associated with or utilize cryptography, blockchain technology (even if such asset is not associated with, or does not utilize, blockchain technology at the time of investment), or may help develop or contribute to such ecosystems, technologies, or protocols relevant thereto, including equity investments in crypto (or potentially crypto-related) technology companies and, subject to certain limitations, securities of commingled investment vehicles or separate accounts investing in, or related to, Digital Assets, (together with Digital Assets, “Investments”). Risks Investors in a Fund may be subject to many risks, only some of which are set forth below: No Assurance of Investment Return. There can be no assurance that the Funds will achieve their investment objectives or that performance objectives of the Funds will be achieved. Neither the Funds, the general partner, the investment professionals nor their respective affiliates provide any assurance that the Funds will be successful in choosing, making and realizing investments in any particular company or asset, or portfolio thereof. There is no assurance that the Funds will be able to generate returns for their investors or that the returns will be commensurate with the risks of investing in the type of investments and transactions described herein. There is no assurance that any partner will receive any distributions from the Funds. Accordingly, an investment in the Funds should only be considered by persons for whom a speculative, illiquid and long-term investment is an appropriate component of a larger investment program and who can afford a loss of their entire investment. Valuation of Assets. Valuation of the Funds’ Digital Assets and other investments may involve uncertainties and subjective determinations. Securities held by the Funds will be valued at their fair value employing methods determined in good faith by the general partner. If such valuations should prove to be incorrect, limited partners could be adversely affected. Independent pricing information may not at times be available or may be difficult to obtain with respect to certain of the Funds’ securities and other investments. Accordingly, while the general partner will use its best efforts to value all investments in the Funds fairly, certain investments may be difficult to value and may be subject to varying interpretations of value. The general partner is entitled to rely, without independent investigation, upon pricing information and valuations furnished to the general partner by third parties. However, if, in the reasonable judgment of the general partner or investment professionals, the price for any investment held by the Funds determined in accordance with the procedures contained in the Organizational Documents does not accurately reflect the value of such investment, the general partner may value such security at a price which is greater or less than the price determined in accordance with the procedures contained therein for such investment. Actual realized returns on all unrealized investments will depend among other things on the value of the securities at the time of disposition, any related transaction costs and the manner of sale. Accordingly, the actual realized return on all unrealized investments may differ materially from the values presented to the limited partners. -9-
Past Performance May Not Be Indicative of Future Results. Past investment performance by the investment professionals (or any other person associated with the general partner) provides no assurance of future results. If for any reason an Investment Professional should cease to be involved in the Funds, the performance of the Funds may be harmed. Diverse Limited Partner Group. The limited partners may have conflicting investment, tax and other interests with respect to their investments in the Funds. In selecting and structuring investments appropriate for the Funds, the general partner will consider the investment and tax objectives of the Funds and the Partners as a whole, not the investment, tax or other objectives of any limited partner individually. Conflicts. The investment professionals will continue to devote a portion of their time to existing investments and advisory obligations, and will have the right to organize other funds in the future, subject to the terms of the Organizational Documents. In addition, the Funds and their limited partners will be subject to certain potential or actual conflicts of interest arising out of their relationship with the general partner, its members and other equity owners, officers and directors, and their respective affiliates, only some of which are discussed below. The agreements and arrangements among the Funds, general partner, their partners, members, equity holders, officers and directors, and their respective affiliates have been established by the general partner, their partners, members, equity holders, officers and directors, and their respective affiliates, and are not the result of arm’s-length negotiations. The Organizational Documents contain certain protections for limited partners against conflicts of interest faced by the general partner and investment professionals, but does not purport to address all types of conflicts that may arise. In connection with managing investment funds other than the Funds, the investment professionals expect to spend a portion of their business time and attention pursuing investment opportunities for other investments and other than on behalf of the Funds, subject at all times to their time and attention requirements specified in the Organizational Documents. The investment professionals and the management company’s investment staff will continue to manage and monitor such investment funds and investments. The general partner believes that the investment of the investment professionals in the Funds, as well as the investment professionals’ interests in the carried interest, operate to align to some extent the interests of the investment professionals with the interest of the Partners, although the investment professionals have or may have economic interests in such other investment funds and investments as well and receive management fees and carried interest relating to these interests. Such other investment funds and investments that the investment professionals may control or manage may compete with the Funds or the Funds’ investments. At such time as the general partner is permitted to raise a successor investment fund to the Funds, the investment professionals will continue to manage the Funds’ investments, but also may and likely will focus investment activities on other opportunities and areas unrelated to the Funds’ investments. Certain investments may be allocated between the Funds and other investment vehicles and investments that the investment professionals may control or manage as set forth in the Organizational Documents. As used herein, investment vehicles other than the Funds that are managed by the general partner or its affiliates are the “Other Clients” and together with the Fund, the “Clients.” The investment professionals currently, and may in the future, manage several other investment funds besides the Funds and investments similar to those in which the Funds will be investing and -10-
may direct certain relevant investment opportunities to those investment funds and investments. Over time, certain investment opportunities suitable for the Funds are likely also to be suitable for other investment funds sponsored by the general partner or its affiliates. In determining which investment funds should participate in such investment opportunities, subject to the Organizational Documents, the general partner, the investment professionals and their affiliates are subject to potential conflicts of interest among the investors in the Funds and investors in the other investment funds sponsored by the general partner and the investment professionals. The general partner may, but is not required to, provide co-investment opportunities to third parties, including investors in the Funds, strategic investors and/or other third parties not affiliated with the general partner. Co-investment opportunities are determined in the sole discretion of the general partner, and accordingly an investor may not be offered any particular co-investment opportunity, and if offered such opportunity, may not receive the full amount, or any amount, of its desired co-investment. When offering co-investment opportunities to a particular third party, the general partner considers a variety of factors, including whether the co-investor may provide strategic value to the general partner, its clients, the general partner’s prior experience with the coinvestor (if any), legal, tax and regulatory matters and whether such third party has previously expressed an interest in participating in co- investment opportunities. To the extent permitted by the Organizational Documents, the general partner (or its members, principals, affiliates and employees) may also participate, directly or indirectly, in co- investments and accordingly, this may reduce the availability of co-investment opportunities for third parties. The terms applicable to any co-investment opportunity will be established in the sole discretion of the general partner, and co-investors may not be subject to any fee or carried interest in relation to the co-investment opportunity. Additionally, conflicts of interest can arise if the Funds makes an investment in conjunction with an investment made by an Other Client. For instance, the Funds may not invest through the same investment vehicles, have the same access to credit or employ the same hedging or investment strategies as such Other Client. This may result in differences in price, investment terms, leverage and associated costs between the Funds and any Other Client. There can be no assurance that the Funds and the Other Client(s) will exit the investment at the same time or on the same terms, and there can be no assurance that the Funds’ return on such an investment will be the same as the returns achieved by any Other Client(s) participating in the transactions. Given the nature of these conflicts, there can be no assurance that the resolution of these conflicts will be beneficial to the Funds. Similarly, because certain Other Clients may primarily pursue “hedge fund” and similar strategies and objectives (“Hedge Fund Clients”) while the Funds and certain Other Clients primarily pursue “venture capital” strategies and objectives (“Venture Fund Clients”), the Hedge Fund Clients may at times invest in the same issuers or assets that the Venture Fund Clients have made significant investments in at an earlier time or stage, and vice versa. The general partner and its affiliates may face a conflict regarding such an investment because an investment in the issuer or asset by a Hedge Fund Client could also benefit the Venture Fund Clients, including the Funds, by providing valuable new capital to an issuer or asset in which the Venture Fund Clients have a significant investment, as well as Venture Fund Clients which the general partner and its affiliates have larger investments in, or which pay higher fees, than the Hedge Fund Clients, and vice versa. In addition, the interests of Clients investing in the same issuer or asset may not align with each -11-
Item 7: Types of clients
The Adviser currently provides investment supervisory services to one or more Funds as described in Item 4. Investment advice is provided directly to the Funds (subject to the direction and control of the general partners of the Funds) and not individually to investors in the Funds. Interests in the Funds are offered pursuant to applicable exemptions from registration under the Securities Act and the 1940 Act. Investors in the Funds are generally “qualified purchasers” as defined in the 1940 Act, and may include, among others, high net worth individuals, banks, thrift institutions, pension and profit-sharing plans, trusts, estates, charitable organizations, university endowments, corporations, limited partnerships and limited liability companies or other entities. In some cases, the Funds may accept “accredited investors” who do not meet the definition of “qualified purchasers” including knowledgeable employees and other individuals. The Adviser does not currently have a minimum total size for the Funds, but minimum investment commitments may be established for investors in the Funds. The general partner of each Fund may in its sole discretion permit investments below the minimum amounts set forth in the Organizational Documents of such Fund. The Adviser also provides investment supervisory services to certain single-purpose investment vehicles. While the Adviser generally waives management fees for these vehicles, it typically receives performance-based compensation (carried interest) and is reimbursed for certain operating expenses. As further detailed in Item 10, the Adviser and its affiliate, ETE, provide specialized cryptocurrency treasury management services to institutional clients and entities seeking to manage digital asset holdings.
Item 6: Performance-based fees and side-by-side management Conflicts of interest
A portion of the profits of each hedge fund style Fund is allocated to the capital account of each Fund’s general partner as an “Incentive Allocation.” The general partner is a related person of the Adviser. Incentive Allocations paid by a Fund are indirectly borne by investors in that Fund. For Electric Capital’s private equity and venture capital style funds, the general partner of each Fund is entitled to receive an “Incentive Distribution” with respect to each limited partner equal to a percentage of such Limited Partner’s investment profits in respect of such Fund, subject to satisfaction of a hurdle rate. (The hurdle rate or “preferred return” is the annual return that the limited partners are entitled to receive prior to the general partner receiving its Incentive -7-
Distribution.) The general partner is a related person of the Adviser. The Incentive Distribution is generally paid out of proceeds realized from the applicable investments of each Fund. Incentive Allocations and Incentive Distributions and collectively referred to as “Carried Interest.” The payment by some, but not all, Funds of Carried Interest or the payment of Carried Interest at varying rates (including varying effective rates based on the performance of a Fund) may create an incentive for the Adviser to disproportionately allocate time, services or functions to Funds paying Carried Interest or Funds paying Carried Interest at a higher rate, or allocate investment opportunities to such Funds. Generally, and except as may be otherwise set forth in the Organizational Documents of a Fund, this conflict is mitigated by contractual provisions and procedures setting forth investment allocation requirements.
Item 10: Other financial industry activities and affiliations Conflicts of interest
Limited liability companies that are affiliates of the Adviser (the “general partners”) serve as general partners of the Funds. As noted in Item 6, these relationships may create an incentive for the Adviser to make investments that are riskier or more speculative than if Electric Capital affiliates did not receive incentive compensation from the Funds. Additional conflicts of interest created by the relationship among the Adviser and the general partners are described in Item 8. Certain Funds may hold investments in Digital Asset-related companies, while Funds hold those Digital Assets. Conflicts of interest may arise in that the Adviser may be incentivized to purchase (and not divest) Digital Assets developed by blockchain technology companies in which certain clients invest. In the event the Adviser determines that participation in a token offering is appropriate for certain Funds, those Funds will generally participate pro rata in such opportunity based on available capital. In addition, the Funds may, from time to time, hold Digital Assets through token offerings where other Funds invest in the underlying issuing company. In such case(s), investment opportunities in such token offerings of Digital Assets will be allocated among the applicable Funds in a manner that is fair and equitable. The Adviser may be subject to conflicts relating to its selection of Digital Asset intermediaries, exchanges and counterparties on behalf of the Funds. Fund portfolio transactions will be allocated to intermediaries, exchanges and counterparties on the basis of numerous factors and not necessarily lowest pricing. Intermediaries, exchanges and counterparties have at times provided other services that are beneficial to the Adviser, other Funds, or other vehicles managed by the Adviser, but may not be the most cost-effective solution for a particular Fund. The Adviser, its affiliates, and certain clients have invested in or established Digital Asset exchanges or other Digital Asset service providers, including businesses that focus on storage, security and custody of Digital Assets. The Adviser has caused and expects in the future to cause one or more clients to transact with such affiliated service providers. Such affiliated service providers receive compensation when effecting Digital Asset transactions on behalf of certain clients. Electric Capital has recently established a new business line that expands the scope and range of its activities. The Adviser and/or one of its affiliates, including its subsidiary Electric Treasury Edge, LLC (“ETE”), provides cryptocurrency treasury management services, primarily focused on Ethereum, but also relating to other cryptocurrencies and digital assets. At a basic level, “treasury management services” refers to services designed to help clients manage their holdings of Ethereum (or other digital assets) in a manner similar to how traditional companies manage cash. These services include managing liquidity needs and, in some cases, deploying excess Ethereum into yield-generating strategies such as staking, restaking, liquid staking, liquidity provisioning, financing arrangements that use staking or restaking rewards, and other comparable techniques intended to generate additional return. Treasury management services are intended to provide clients with a more efficient, controlled, and transparent way of holding and using Ethereum for operational or investment purposes. In exchange for providing these services, the Adviser, ETE, or their affiliates receive compensation in a variety of forms, including an assetbased management fee (typically calculated as a percentage of the assets subject to such services), -27-
transaction-based fees, or other fees or economic benefits depending on the nature of the services provided. The Adviser’s expansion into a new business line involving digital asset treasury management services gives rise to additional risks, complexities, and conflicts of interest. Although the Fund is generally not expected to participate in or have exposure to such services, prospective investors should nevertheless consider these matters when evaluating an investment in the Fund. Conflicts of interest may arise from the fact that any service provider to a client (“Service Provider”) or any affiliate of a Service Provider may provide services to, or have business, financial, personal or other relations with (i) other private funds with investment programs similar to that the Adviser or (ii) the Adviser or any of its affiliates. Certain Service Providers or affiliates of Service Providers are investors in the Funds, a source of investment opportunities or a coinvestor or commercial counterparty or entity in which the Adviser has an investment.
Item 11: Code of ethics, participation or interest in client transactions and personal trading Conflicts of interest
Trading Code of Ethics The Adviser maintains a written Code of Ethics that is applicable to all of its officers, directors, principals, members, and employees (collectively, “Adviser Personnel”). The Code of Ethics, which is designed to comply with Rule 204A-1 under the Investment Advisers Act of 1940 (as amended, the “Advisers Act”), establishes guidelines for professional conduct and personal trading procedures, including certain pre-clearance and reporting obligations. Adviser Personnel and their families and households may purchase investments for their own accounts, including the same investments as may be purchased or sold for a Fund, including Digital Assets, subject to the terms of the Code of Ethics. Under the Code of Ethics, Adviser Personnel are required to file certain periodic reports with the Adviser’s Chief Compliance Officer (“CCO”) as required by Rule 204A1 under the Advisers Act. The Code of Ethics helps the Adviser detect and prevent potential conflicts of interest. Adviser Personnel are also required to promptly report any suspected or actual violation of the Code of Ethics of which they become aware. Adviser Personnel are required to annually certify compliance with the Code of Ethics. A copy of the Code of Ethics is available to any client or prospective client upon written request to the contact information provided on the first page of this brochure. Participation or Interest in Client Transactions Certain employees and affiliates of the Adviser invest in and alongside the Funds, either through the general partner, as direct investors in a Fund or otherwise. A Fund or its general partner, as applicable, may reduce all or a portion of the Management Fee and Carried Interest related to investments held by such persons. The Adviser, its affiliates and its employees also engage, and in the future may engage, in a broad spectrum of activities, including direct investment activities (including trading in Digital Assets and alternative currencies outside of client portfolios) and investment advisory activities, and have -28-
extensive investment activities (including investments for their own account), on behalf of both persons or entities to which they provide investment advice on a principal basis, that are independent from, and may from time to time conflict with or be adverse to advice given or action taken for clients, including by buying or selling Digital Assets at different times than clients, or when a Client is doing the opposite. These activities may adversely affect the prices and availability of other securities or instruments held by or potentially considered for one or more clients. The Adviser has established policies and procedures to monitor and resolve conflicts with respect to investment opportunities in a manner it deems fair and equitable, including the restrictions placed on personal trading in the Code of Ethics, as described above, and regular monitoring of employee transactions and trading patterns for actual or perceived conflicts of interest, including those conflicts that may arise as a result of personal trades in the same or similar securities made at or about the same time as client trades.
Item 12: Brokerage practices Conflicts of interest
The Adviser anticipates that it will utilize brokers for certain Fund transactions. To meet its fiduciary duty to the Funds, the Adviser maintains policies to address issues that might arise with respect to purchasing, holding, and selling publicly traded securities. Best Execution of Purchases or Sales Through a Broker-Dealer As part of the Adviser’s fiduciary duty to the Funds, the Adviser will seek “best execution” of the transaction. “Best execution” means considering the total cost (in purchasing a security) or total proceeds (in selling a security), taking into account the circumstances of the transaction and the reputability and reliability of the executing broker or dealer. Best execution is not limited solely to the consideration of the best available commission rate. In determining whether a particular broker or dealer is likely to provide best execution in a particular transaction, the Adviser's investment team takes into account all factors that it deems relevant to the broker's or dealer's execution capability, including, by way of illustration, price, the size of the transaction, the nature of the market for the security, the amount of the commission, the timing of the transaction taking into account market prices and trends, the reputation, experience and financial stability of the broker or dealer, and the quality of service rendered by the broker or dealer in other transactions. In order to monitor best execution, the Adviser’s investment team, in consultation with the Adviser’s CCO, periodically monitors broker-dealers to assess the quality of execution of brokerage transactions effected on behalf of the Adviser and each Fund. Block Orders and Trade Aggregation In pursuing the Funds' investment objectives, the Adviser may aggregate (or bunch) the orders of more than one Fund for the purchase or sale of the same publicly traded security or Digital Asset. The Adviser may combine orders on behalf of the Funds with orders for other Funds for which it has trading authority, or in which it has an economic interest. -29-
If the Adviser aggregates trade orders each participating Fund will receive the average price for each execution of a transaction. While the Adviser from time to time receives research from broker-dealers, the Adviser does not have any “soft dollar” arrangements in place (i.e., arrangements whereby the Adviser pays a higher commission to execute a trade than the lower available negotiated commission, using a portion of the commission to obtain brokerage and research services).
Item 14: Client referrals and other compensation Conflicts of interest
While not a client solicitation arrangement, the Adviser may from time to time engage one or more persons to act as a placement agent for the Funds in connection with the offer and sale of interests to certain potential investors. Such persons generally receive a fee in an amount equal to a percentage of the capital commitments for interests made by such potential investors to the Funds that are subsequently accepted. The Funds may, subject to any limitations set forth in its Organizational Documents, reimburse such fees. Management Fees and/or Carried Interest received by the Adviser or the general partner are generally reduced by the amount of such fees paid by the Funds.
Item 9: Disciplinary information
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Item 13: Review of accounts
Oversight and Monitoring The Adviser closely monitors the Funds’ investments. The Funds’ accounts are continuously reviewed on an ad hoc basis and are formally reviewed by Co-Founders at least quarterly. Reporting Investors in the Funds typically receive, among other things, a copy of audited financial statements of the relevant Fund within 120 days after the fiscal year end of such Fund, as well as quarterly performance reports within 45 days after each fiscal quarter end. The Adviser and the applicable general partner, if any, are from time to time, in their sole discretion, provide additional information relating to such Fund to one or more investors in such Fund as they deem appropriate.
Item 15: Custody
The Adviser is deemed to have custody of client funds and securities because it has the authority to obtain client funds or securities, for example, by deducting advisory fees from a client’s account or otherwise withdrawing funds from a client’s account. Account statements related to clients are sent by qualified custodians to the Adviser. The Adviser is subject to Rule 206(4)-2 under the Advisers Act (the “Custody Rule”). However, it is not required to comply (or is deemed to have complied) with certain requirements of the Custody Rule with respect to each Fund because it complies with the provisions of the so-called “Pooled Vehicle Annual Audit Exception”, which, among other things, requires that each Fund be subject to audit at least annually by an independent public accountant that is registered with, and subject to regular inspection by, the Public Company Accounting Oversight Board, and requires -30-
that each Fund distribute its audited financial statements to all investors within 120 days of the end of its fiscal year. Wherever possible, the Adviser maintains clients’ Digital Assets with qualified custodians. The Adviser maintains certain Digital Assets internally as well as with third party wallet providers. For Digital Assets stored internally, the Adviser has developed an internal custody platform that incorporates dedicated hardware, encryption and redundancy into its architecture. Digital Asset storage is managed through a combination of secured offsite servers and onsite secured hardware. Digital Assets are also held at exchanges, which take various measures to provide safekeeping for the assets held by those exchanges. The Adviser conducts due diligence on such exchanges prior to utilizing such services.
Item 16: Investment discretion
Investment advice is provided directly to the Funds, subject to the direction and control of the general partner of each Fund, and not individually to the investors in the Funds. Services are provided to the Funds in accordance with the Advisory Agreements with the Funds and/or Organizational Documents of the applicable Fund. Investment restrictions for the Funds, if any, are generally established in the Organizational Documents of the applicable Fund.
Item 17: Voting client securities
The Adviser has adopted proxy voting policies and procedures. The general policy is to vote proxy proposals, amendments, consents or resolutions (collectively, “Proxies”) in a prudent and diligent manner that will serve the applicable Fund’s best interests and is in line with each Fund’s investment objectives. We may take into account all relevant factors, as determined by us in our discretion, including, without limitation: (a) The impact on the value of the securities; (b) The anticipated associated costs and benefits associated with the proposal; (c) The effect on liquidity; and (d) Customary industry and business practices. The Adviser may refrain from voting Proxies where it believes that voting would be inappropriate, taking into consideration the cost of voting the Proxies and the anticipated benefit to its clients. Conflicts of interest may arise between the interests of clients on the one hand and the Adviser or our affiliates on the other hand. If we determine that we may have, or be perceived to have, a conflict of interest when voting Proxies, we will vote in accordance with our Proxy voting policies and procedures.
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A copy of the Adviser’s proxy voting guidelines and information regarding how the Adviser has voted Proxies is available to any client or prospective client upon written request to the contact information provided on the first page of this brochure.
Item 18: Financial information
This Item is not applicable to the Adviser.
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Filings
4 filings to the SEC since October 2021: 4 other. The latest 4:
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Stakes it holds
Electric Capital Partners, LLC has told the SEC it owns more than 5% of 2 companies, latest first (Schedules 13D and 13G).
- Brera Holdings PLCSCHEDULE 13G Dec 22, 20254
- SkyAI, Inc.SCHEDULE 13G Dec 22, 20255
Sources
The numbers on this page point here. Each one links to the record it came from.
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