Holt-Thomson Reuters PE & VC Compensation Questionnaire 2013 FINAL FINAL.xlsx

Welcome & Background Table of Contents

The survey questionnaire has two sections

Alternative Asset Management Compensation Series 2013/2014 Holt / MM&K / Thomson Reuters North American PE/VC Compensation Report

Please e-mail all completed surveys to: [email protected]

Welcome to theHolt / MM&K / Thomson Reuters North American PE/VC Compensation Report and thank you for participating !

This survey is part of the 2013 Alternative Asset Management Compensation Series, which also includes MM&K / Holt / Thomson Reuters European PE/VC Compensation Reportand Reuters HedgeWorld / Holt / MM&K Hedge Fund Compensation Report.

Since 2002 Holt Private Equity Consultants has conducted an annual compensation survey of PE professionals, giving our firm the most comprehensive set of compensation data in the world. This year we are again working in association with global data provider Thomson Reuters (publisher of Buyouts magazine, Venture Capital Journal, and peHUB community Web site) to ensure the highest possible level of participation.

Section A (pages 1-9: 71 questions) includes a number of "how" questions regarding the design of your compensation plans and current and predicted staffing and salary and bonus levels.

Section B includes a "how much" compensation data sheet covering your most recent two years of salary, bonus, and carried interest information.

Please complete both sections of the report

By way of appreciation for completing the survey all participants will receive a free summary report. Participants who purchase the full report before 31st August 2013 will also be entitled to a 50% discount on the cover price of $3,000. To order the full report now, please complete the order form by clicking on the link on the right.

Data and information in this file is copyrighted by the authors. Electronic and printed copies of file can only be shared with employees of your firm Users are forbidden to reproduce, republish, redistribute, or resell any materials from this file without permission of the authors. For permissions and other copyright-related questions, please email your question to: [email protected]

About The Survey

Instructions

Complete Section A: "How"

Job Descriptions

Complete Section B: "How Much"

Order Form

mailto:[email protected]?subject=PE%20and%20VC%20Compensation%20Questionnaire

General Information

1. Participant Information

Name:

Organization:

Title

Address:

Address 2:

City/Town:

State / County

ZIP Code:

Country:

Email Address:

Phone Number:

2. How did you hear about this survey?

Please Select Other (Please specify)

Please Select

Other (Please specify)

3. Please select your currency. We will assume that all monetary values entered in this survey are in the currency you indicate.

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Home

Financial and Operational Data

Please Select Primary fund type

Please Select 2nd Fund Type

Please Select 3rd Fund Type

Committed Capital(Most Recent Fund)


-

-

Assets Under Management(Most Recent Fund) (All Active Funds)


-

-

7. Please indicate the number of portfolio companies you have (Excludes Funds of Funds).

Management fee agreed on most recent fundAmount Received (millions)(All Active Funds) While Investing (e.g. 2%)


-

-

4. Please indicate the types of funds your firm has. If your firm only has one fund type, please select "N/A" when asked "Please Select Other Investment Type".

5. Please indicate the amount of committed capital and cost of investments in millions.

Committed Capital (All Active Funds)

Cost of Investments (All Active Funds)

6. Please indicate the amount of Assets Under Management in millions.

8. Please show the amount of management fees you receive from all funds (millions). Then show the percentage of management fees for your most recent fund.

After Investing (e.g. 1%)

Previous

Please Select Primary fund type YES/NO % to GP % to LP

Transaction Fees Please Select

Monitoring Fees Please Select

Directors Fees Please Select

Dividends Please Select

Not Applicable YES/NO % to GP % to LP





Not Applicable YES/NO % to GP % to LP





Please Select % of capital provided by the parent company

11. How many funds does the business manage?

Number of Funds

That are currently being invested

That are fully invested and not wound up

That are rolling or evergreen funds

Total

9. Do you charge the following other fees on your most recent fund? If yes, how are these fees divided between GP and LP? (please provide details for all investment types operated by your firm)

Amount (millions)

Amount (millions)

Amount (millions)

10. Please indicate your ownership structure. For institutional organizations only, please specify the % of investment capital provided by the parent company (all active funds).

NEXT

Human Capital

12. Please indicate the number of incumbents at your firm by location and by employee group.

Investment Professionals Administrative / Support Staff

Partner Level Non-Partner Level Partner Level Non-Partner Level

United States

Canada

UK & Ireland

Germany

Italy

France

Spain

Scandinavia

UAE and other Gulf States*

India

Japan

China (includes Hong Kong)

Australia & New Zealand*

South America*

Other*

*Please provide details here

Investment Professionals Administrative / Support StaffPartner Level Non-Partner Level Partner Level Non-Partner Level

2012 (actual) Change Please Select Please Select Please Select Please Select

2013 (expected) Change Please Select Please Select Please Select Please Select

% change (e.g. 3%)

Number of years to partner years

Total Payroll Cost (millions) millions

16. What are your firm's payroll costs as a percentage of GP fees/revenues.

Total Payroll Cost (% total fees) %

13. Please indicate your staffing level changes during 2012 and expected for 2013 (Click "Please Select" first, and then show % change)

% change (e.g., 3%)

14. How many years of experience (from year of MBA or equivalent in experience) does an investment executive typically need to be promoted to partner or managing director?

15. What was your firm's total payroll cost (millions) in 2012? (Payroll cost should include salaries and bonuses. Bonuses should include any residual fees. Also include employee benefits if available)

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Previous

Compensation Strategy - Overview

Formal compensation policy Please Select

Staff performance appraisal system Please Select

18. What types of compensation does your firm offer? (please select "yes" where offered)



Base Salary

Salary Draw / Partner Draw

Annual Performance Incentive/Bonus

Residual Fees Bonus

Carried Interest Plans

Phantom Carry Plan

Co-Investment Plans

Phantom Stock

Performance Shares / Units

Stock Options

Restricted Stock

Stock Appreciation Rights

Equity/options in portfolio companies

Other

Please Specify

19. Do you typically hire new/recent M.B.A. graduates?

Yes / No Please Select

If "Yes", what is the typical starting annual salary and 1st year annualized bonus for such graduates?

Annual Salary Annualized Bonus

17. Does your firm have a formal compensation policy and/or a staff performance appraisal system? (please check all that apply)

NEXT

Previous

Compensation Strategy - Base and Bonus

20. Please identify changes in salary levels (Click "Please Select" first, and then show % change)




Please Select Please Select Please Select Please Select

% change (e.g. 3%)

21. Please identify changes in annual bonus levels (Click "Please Select" first, and then show % change)




Please Select Please Select Please Select Please Select

% change (e.g. 3%)

No plan

Entirely discretionary

Discretionary based on firm performance

Discretionary, based on fund/team performance

Discretionary, based on individual performance

Formulaic, based on firm performance

Formulaic, based on fund/team performance

Formulaic, based on individual performance

Other (please specify)

23. If bonus is partially or fully discretionary, who makes the annual incentive/bonus determination?

Please Select

24. When are bonuses distributed? Please select "Yes" where applicable

Time Period "Yes" "Yes"

Before the financial year end Closing

0 - 2 months after the financial year-end Exit

2 - 4 months after the financial year-end Recap

4 - 6 months after the financial year-end

6 - 12 months after the financial year-end

% change (e.g., 3%)

2013 (expected) Change

% change (e.g., 3%)

2013 (expected) Change

22. On what basis are annual incentives/bonuses distributed to investment and non-investment professionals at your firm? (please select "Yes" where offered)

Investment Professionals

Non-investment Professionals

Event

Previous



Bonuses subject to deferral?

Number of years (e.g. 3 )

25. Are annual bonuses (in part of full) subject to further deferral? If so for how long are they deferred? (please select and then show number of years)

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Compensation Strategy - Carried Interest Plans

Please skip section if your firm doesn't have a Carried Interest Plan

26. Please indicate the quantum of your carry interest plan as % of most recent fund (e.g. 20%).

Please Select Primary fund Type (Page 2) (e.g. 20%)

-

-

Most Recent Fund All Active Funds

Please Select Primary fund Type (Page 2) e.g. 200 e.g. 350

-

-

28. Please indicate the allocation (%) of carry by employee group (Rows should total to 100%).

Unallocated Other

Please Select Primary fund Type (Page 2)

-

-

29. How is the allocation of each participant's individual carried interest determined?

Please Select

Yes / No

Whole Fund - Committed Capital Select

Whole Fund - Contributed Capital Select

Vintage Fund (e.g. annual portfolio) Select

Deal by Deal Select

Yes / No

Net Asset Value Test Select e.g. 8%

Preferred return with catch-up Select

Minimum return, no catch up Select

Other method Select

Carried Interest (as % of Most Recent Fund)

27. Please indicate the amount of carried interest at work for the most recent fund and all active funds by investment type? Please enter amount in millions (e.g., 20% of one billion equals 200 million "at work").

Partners/ M.D.'s

Non-Partners/ Non-M.D.'s

Parent Company

Sponsor / Cornerstone

Investors

30. Is the firm required to return all invested capital before carried interest distributions are made?

31. Please indicate if you use any of the hurdle rates below to determine carried interest and indicate the percentage used (typically 50% to 100%)

Hurdle Rate (%)

Previous

Skip This Section

% to carried Interest participant during catch up

33. Please indicate the vesting accruals for your carried interest plans?

Vesting Accruals Please Select

34. On what basis does carry vest?

Vesting is based on time from inception of each new fund Select Select

Vesting is based on time since date of employment Select Select

Vesting is based on length of service since the initial carried interest plan commencement Select Select

Vesting is entirely discretionary Select Select

There is no vesting. Must be employed to receive any distribution Select Select

Partner/M.D. Other Employees Example

1 Year 0%

2 Years 0%

3 Years 20%

4 Years 40%

5 Years 60%

6 Years 80%

7 Years 100%

8 Years 100%

9 Years 100%

10 Years 100%

Yes / No %

Terminate voluntarily (go to competitor) Select

Terminate voluntarily (not to competitor) Select

Terminate involuntary (no cause) Select

Terminate involuntary (cause) Select

32. If you use preferred return with catch-up to determine carried interest, what % goes to the CIP participant during the catch-up period? (typically 50% to 100%)

Partners / M.D.'s

Other Employees

35. For the most recent fund, show the cumulative vesting of carried interest for partners/M.D.'s, and other employees

36. Is Carried Interest Plan participation subject to forfeiture in whole or in part on cessation of employment? (Please select N/A if not subject to forfeiture or indicate the percentage forfeited for each of the circumstances listed below)

37. What happens to carry points forfeited on cessation of employment?

Please Select

38. Does a plan committee have any discretion as to the vesting of leavers?

Yes / No

Select

Yes / No %

Disability Select

Retirement Select

Death Select

40. Are carry distributions paid when earned or at regular intervals (i.e., quarterly, annually) ?

Please Select

41. Is there a partial of full deferral mechanism?

Please Select

42. If there is a deferral mechanism for carry distributions , when are payments made?

Please Select

Yes / No

Select

44. How does the plan deal with new participants or additional carry awards to existing participants?

Please Select

39. Do any of the following events cause vesting of carried interest to be accelerated? If "yes", please indicate percentage that vests.

43. Is a portion of the carry not allocated at the outset of the fund, but rather held in reserve for promotions or new hires?

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Compensation Strategy - General Partner Commitment

Please skip section if your firm doesn't have General Partner Commitment arrangements

Please Select Primary fund Type (Page 2)

-

-

"Yes" "Yes"

N/A Individual affordability

Pro rata to Carried Interest Plan interest Fund management entity pays total

Internally agreed amongst partners Fund management entity pays a proportion

Discretionary Other (please specify)

Select

"Yes"

Management Fee Waiver mechanism used?

45. What was your standard General Partner commitment as a percentage of your most recent fund (Not the same as a Co-Investment Plan)?

% MostRecent Fund

46. How is the allocation of the General Partner commitment amongst the partners / employees determined? Please select "Yes" where applicable

47. For those who contribute to the General Partner commitment, are they expected to subscribe on a deal by deal basis, on an annual basis or are they required to put all the money up in advance?

48. Does the Firm use a "management fee waiver" mechanism to fund capital commitments of the General Partner commitment (Please select "Yes" where applicable)

Skip This Section

NEXT

Previous

Compensation Strategy - Co-Investment Plans

Please skip section if your firm doesn't have a Co-Investment Plan

Investment professionals - Partners/ M.D.'s Please Select

Investment Professionals - NOT Partners/ M.D.'s Please Select

Support/Administrative Staff - Partners/ M.D.'s Please Select

Support/Administrative Staff - NOT Partners/ M.D.'s Please Select

50. Are the co-investment opportunities:

Please Select

Sweet Equity/Pari Passu Please Select

52. On which deals are co-investments made on?

Please Select

Yes/No Select

54. Are loans provided for participants to make co-investments?

Yes/No Select

55. Are those participants receiving loans to make co-investments also required to invest their own money?

Yes/No Select

56. Please indicate the highest ratio of loan to employee money allowed (e.g., 2:1)

Ratio e.g. 2:1

57. Please specify percentages for the items below:

Percentage of loan that is "recourse"

Current interest rate on the employee loan

58. Is the interest rate:

Please Select

49. For each of the following employee groups, please specify if participation in the co-investment plan is mandatory, voluntary or not required

51. Is the co-investment in the sweet equity (ordinary shares only) or pari passu with (on same terms as) the fund?

53. Do those working on a particular investment have any preferential treatment under the co-investment plan in respect of that investment? (e.g., cherry picking)

Skip This Section

Previous

59. Can interest on the loan be deferred?

Yes/No Select

60. Are employees charged normal management fees on co-investments?

Yes/No Select

61. Are employees charged normal carried interest on co-investments?

Yes/No Select

62. Do you have a vesting schedule on co-investment gains?

Yes/No Select

63. Please enter cumulative vesting percentage on investment gains for each year.

Cumulative % e.g.

1 Year 0%

2 Years 25%

3 Years 50%

4 Years 75%

5 Years 100%

64. Is there a cap on the amount any one participant can invest in the co-investment plan in any one year?

Yes/No Select If "yes", what is the cap?

Partner/Managing Director

Non- Partner Level

65. What is the size of the co-investment for all participants in the plan as a percentage of all funds invested?

Total Size of Co-Invest (% of all funds invested)

66. Do leavers have to repay their leverage when their employment ceases?

Yes/No

Bad Leavers Select

Good Leavers Select NEXT

Compensation Strategy - Employee Benefits

67. Does your firm provide benefits/perquisites to your employees? (Please enter "yes" where offered)

Partner Level Non-Partner Level

401(k)

Defined Benefit Pension Plan

Cash Balance Pension Plan

SERP/IRA

Medical

Dental

Short-term Disability

Long-term Disability

Life Insurance

Car Allowance

Company Car

Gym Membership

Other (please specify)

68. If your firm provides 401(k) plan contributions, on what basis are they calculated?

Contribution Basis Please Select

69. If your firm provides a 401(k) match, on what basis does the match vary?

Match Variation Basis Please Select

70. Please provide your firm's level of 401k contribution, by employee contribution.

Employee Contribution Firm's Contribution Example (1:1 or fixed rate)

0% 0% or 5%

1% 1% or 5%

2% 2% or 5%

3% 3% or 5%

4% 4% or 5%

5% 5% or 5%

6% 6% or 5%

7% 7% or 5%

8% 8% or 5%

9% 9% or 5%

10% 10% or 5%

11% 11% or 5%

12+% 12+% or 5%

Previous

71. If your firm provides the following benefits, indicate what portion is paid for by the firm:

Partner Level (%) Non-Partner Level (%)

Medical (Employee)

Medical (Dependents)

Dental (Employee)

Dental (Dependents)

Short-term Disability

Long-term Disability

Basic Life Insurance

Supplemental Life Insurance

Section BHome

Confidential ]

Compensation Levels

Please Select Your Currency for Reporting Compensation Data Other (Please specify)

Please Select Your Currency (Carry Data, if different than for Compensation Data) Other (Please specify)

(Do not leave blank cells. Enter “0” or “NA”, as applicable)

Job Title Job ID Country Fund Type

Base Salary (000's) Annual Bonus (000's)

Carried Interest

Distribution (000's)

Performance Year Performance Year Award Year

2012 2011 2012 2011 2012 2011

PE01 CEO 234-01 1 USA El Paso, TX LBO / Growth Equity 500 500 530 450 380 300 2.00% 15.6 45.1 200 0 20.3

Select Select Select 0.00 0.00 0.00 0.00 0.00 0.00 0.00% 0.00 0.00 0.00 0.00 0.00


































Job Code

No. of Ees

For US & UK only

Location (City, State)

Long Term Incentives and Equity

(000's) Cost of Employee Benefits (000's)% of Most

Recent Fund

Money At Work (Millions)

As of April 1,

2013

As of April 1,

2012

Most Recent Fund

All Active Funds

Home

Instructions

Job Descriptions

Back to Section

A

A4

Do Not Leave Blank Cells: If most employees on a position participate in a plan/program, but the amount is zero, enter “0.” Conversely, if most employees on a position do not participate in a plan/program, enter “NA” This will help us determine the % of employees that participate in the various plans/programs.

H5

Salary: Salary per employee. Partial year employees should have amounts annualized for this purpose.

J5

Bonus: Bonus should include the average residual management fees allocated per employee at this position. Partial year employees should have amounts annualized for this purpose – or use” target” bonus.

L5

Carried Interest: % of Most Recent Fund This is the carried interest allocated to various individuals as a pecentage of the fund, not as a percentage of the team allocation. For most firms the total carried interest allocated to the team is 20%, The total for all listed employees should not exceed this figure. Money at Work (most recent fund) Allocation (% of fund) x fund size (m) Money at Work (all funds) In addtion to the previous figure, add any remiaining money at work from previous funds. If using position data rather than incumbent data, report average per employee and not total for all employees on the position

Q5

Long-term Incentives and Equity: Show average annualized value of equity (using Black-Scholes or other preferred method) compensation awarded as a long-term incentive. Please enter amount per employee at this position.

S5

Benefits: Please enter the value of benefits and all other compensation. If employee does not receive the benefit, please enter "N/A"

Company Currency Other

0 Please Select delete delete delete delete delete delete delete delete delete delete delete delete delete delete delete



Investment Type

Committed Capital Most Recent Fund

Committed Capital All

Active Funds

Cost of Investment

AUM (Recent Fund

AUM (All Funds)

Number of portfolio

companies

Management Fees (Millions)

Management Fees Investing

(%)

Management Fees After (%)

Transaction Fees (Y/N)

Amounts (millions)

Transaction Fees (% GP)

Transaction Fees (% LP)

Monitoring Fees (Y/N)

Please Select Primary fund

type

Please Select 2nd Fund Type

Please Select 3rd Fund Type

Dividends (Y/N) Institutional # Funds Total

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Amounts (millions)

Monitoring Fees (% GP)

Monitoring Fees (% LP)

Directors Fees (Y/N)

Amounts (millions)

Directors Fees (% GP)

Directors Fees (% LP)

Amounts (millions)

Dividends (% GP)

Dividends (% LP)

Private / Stand Alone

% of capital provided by the

parent

# Funds currently being

invested

# Funds fully invested and not wound up

# Funds rolling or evergreen

funds

NA IP_PL NA IP_NPL NA AS_PL NA AS_NPL Eur IP_PL Eur IP_NPL Eur AS_PL Eur AS_NPL AsPac IP_PL AsPac IP_NPL AsPac AS_PL AsPac AS_NPL Tot IP_PL Tot IP_NPL Tot AS_PL Tot AS_NPL

0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 delete delete

0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 delete delete

0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 delete delete

2012 Staffing Changes IP_PL

Increase


Decrease





No change

2012 Staffing % Changes IP_PL

2012 Staffing Changes IP_NPL Increase

2012 Staffing Changes IP_NPL

Decrease

2012 Staffing Changes

IP_NPL No change

2012 Staffing % Changes IP_NPL

2012 Staffing Changes AS_NPL Increase

2012 Staffing Changes AS_NPL Decrease


AS_NPL No change

2012 Staffing % Changes AS_NPL


2012 Staffing Changes AS_NPL decrease


AS_NPL no chage



Increase


Decrease


No change

2013 Staffing % Changes IP_PL




2013 Staffing Changes IP_NPL Increase

2013 Staffing Changes IP_NPL

Decrease


IP_NPL No change

2013 Staffing % Changes IP_NPL

2013 Staffing Changes AS_PL

Increase

2013 Staffing Changes AS_PL

Decrease


AS_PL No change

2013 Staffing % Changes AS_PL


2013 Staffing Changes AS_NPL Decrease


AS_NPL No change


Experience to Partner

2012 Total payroll costs

2012 payroll costs as %GP

Fees

Compensation Policy

Appraisal System

Base Salary -PL

Other PL




Salary Draw / Partner Draw -

PL

Annual Incentive/Bonus

-PL

Residual Fees -PL

Carried Interest Plans -PL

Phantom Carry -PL

Co-Investment Plans -PL

Phantom Stock -PL

Performance Shares / Units -

PL

Stock Options -PL

Restricted Stock -PL

Stock Appreciation Rights -PL

Equity/options in portfolio

companies PL

Base Salary -NPL


NPL


-NPL

Residual Fees -IP NPL

Carried Interest Plans -NPL

Other NPL




Phantom Carry -NPL

Co-Investment Plans -NPL

Phantom Stock -NPL


NPL

Stock Options -NPL

Restricted Stock -NPL

Stock Appreciation Rights -NPL

Equity/options in portfolio

companies NPL

Base Salary -ASPL


ASPL


-ASPL

Residual Fees -ASPL

Carried Interest AS Plans -

ASPL

Phantom Carry -ASPL

Co-Investment AS Plans -

ASPL

Phantom Stock -ASPL


ASPL

Other ASPL




Stock Options -ASPL

Restricted Stock -ASPL

Stock Appreciation Rights -ASPL


ASPL

Base Salary -ASNPL


ASNPL


-ASNPL

Residual Fees -ASNPL

Carried Interest Plans -ASNPL

Phantom Carry -ASNPL

Co-Investment Plans -ASNPL

Phantom Stock -ASNPL


ASNPL

Stock Options -ASNPL

Restricted Stock -ASNPL

Stock Appreciation

Rights -ASNPL


ASNPL

Other ASNPL Hire MBA




Other Compa tools - Detail

Annualized Mba Salary

Starting MBA bonus

2012 Salary Changes IP_PL

Increase


Decrease


No change

2012 Salary % Changes IP_PL

2012 Salary Changes IP_NPL Increase

2012 Salary Changes IP_NPL

Decrease

2012 Salary Changes

IP_NPL No change

2012 Salary % Changes IP_NPL

2012 Salary Changes AS_NPL Increase

2012 Salary Changes AS_NPL Decrease

2012 Salary Changes

AS_NPL No change

2012 Salary % Changes AS_NPL






2012 Salary Changes

AS_NPL No change



Increase


Decrease


No change

2013 Salary % Changes IP_PL

2013 Salary Changes IP_NPL Increase

2013 Salary Changes IP_NPL

Decrease

2013 Salary Changes

IP_NPL No change

2013 Salary % Changes IP_NPL

2013 Salary Changes

AS_PL Increase

2013 Salary Changes AS_PL

Decrease

2013 Salary Changes

AS_PL No change

2013 Salary % Changes AS_PL



2013 Salary Changes

AS_NPL No change





2012 Bonus Changes IP_PL

Increase


Decrease


No change

2012 Bonus % Changes IP_PL

2012 Bonus Changes IP_NPL Increase

2012 Bonus Changes IP_NPL

Decrease

2012 Bonus Changes

IP_NPL No change

2012 Bonus % Changes IP_NPL

2012 Bonus Changes

AS_PL Increase

2012 Bonus Changes AS_PL

Decrease

2012 Bonus Changes

AS_PL No change

2012 Bonus % Changes AS_PL

2012 Bonus Changes AS_NPL Increase

2012 Bonus Changes AS_NPL Decrease

2012 Bonus Changes

AS_NPL No change

2012 Bonus % Changes AS_NPL


Increase

No IPan - IP





Decrease


No change

2013 Bonus % Changes IP_PL

2013 Bonus Changes IP_NPL Increase

2013 Bonus Changes IP_NPL

Decrease

2013 Bonus Changes

IP_NPL No change

2013 Bonus % Changes IP_NPL



2013 Bonus Changes

AS_NPL No change




2013 Bonus Changes

AS_NPL No change


Entirely discretionary -

IP

Discretionary based on firm performance -

IP

No IPan - NIP




Discretionary, based on fund/team

performance - IP

Discretionary, based on individual

performance - IP

Formulaic, based on firm performance -

IP

Formulaic, based on fund/team

performance - IP

Formulaic, based on individual

performance - IP

Other (IPease specify) - IP

Entirely discretionary -

NIP

Discretionary based on firm performance -

NIP

Discretionary, based on fund/team

performance - NIP

Discretionary, based on individual

performance - NIP

Formulaic, based on firm performance -

NIP

Formulaic, based on fund/team

performance - NIP

Formulaic, based on individual

performance - NIP

Other (IPease specify) - NIP

Bonus DeterminationM

anaging Partner(s)

Bonus DeterminationAl

l Partners

Bonus DeterminationManagement/Exe

cutive Committee

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Bonus DeterminationC

ompensation Committee

Bonus DeterminationDepartment Head

Bonus DeterminationO

ther

Bonus Determination Other specify

Bonuses distributed - Before the

financial year end

Bonuses distributed - 0 - 2 months after the financial

year-end


year-end


year-end

Bonuses distributed - 6 - 12 months after

the financial year-end

Bonuses distributed -

Event Closing

About This Survey

The survey collects and reports data on compensation design, as well as compensation levels; in other words, we will report on the “how,” as well as the “how much.” Instructions to complete these two sections are discussed below.

Section A: Compensation Design (“how”)

- General Information- Operational Data- Human Capital- Compensation Strategy – Overview- Compensation Strategy – Base and Bonus- Compensation Strategy – Carried Interest Plans- Compensation Strategy – General Partner Commitment- Compensation Strategy – Co-Investment Plans - Compensation Strategy – Employee Benefits

Section B: Compensation levels (“how much”)

- Base Salary (includes salary draw)- Annual Bonus (whether from performance or residual fees)- Carried Interest Distribution - 2012- Carried Interest Distribution - 2011- Carried Interest as % of most recent fund- Carried Interest at Work - Most Recent Fund- Carried Interest at Work - All Active Funds- Long Term Incentive Value Annual ised - 2012- Long Term Incentive Value Annual ised - 2011- Cost / Cash Equivalent Value of Employee Benefits

HomeSection B: "How Much"

Instructions

Section A:

-

Section B:

-

-

The following guidelines will ensure the accuaracy of your data and our ability to anlayze it:

1

2 Salary per employee. Partial year employees should have amounts annualized for this purpose. Also include any 'draw'.

3

4

5

6

This section covers nine topics (one topic per page). If any of the topics is not applicable to your firm (e.g. Firm does not offer a Co-Investment Plan), please click on the "skip this section" at the top of the page to continue.

Participating organizations have an option of one out of two ways to complete the Compensation Data Spread Sheet, as follows:

By individual: List each employee separately. This is preferred the preferred option.

By position: Identify number of incumbents in each position, then show the average compensation for the group of incumbents on that position. (If you have incumbents on a position in more than one location, please list the number and average for each location).

If most employees on a position participate in a plan/program, but the amount is zero, enter “0.” Conversely, if most employees on a position do not participate in a plan/program, enter “NA” This will help us determine the % of employees that participate in the various plans/programs.

Bonus should include any residual management or other fees allocated per employee at this position. Partial year employees should have amounts annualized for this purpose – or use ”target” bonus.

For most firms the total carried interest is 20%. This 20% is allocated to various individuals or other constituencies as “points.” Show the average allocation as a percent of the fund/points per employee for each position. Total for all listed employees should not exceed 20% or your total carried interest if different than 20%.

Show average annualized value of equity (using Black-Scholes or other preferred method) compensation awarded as a long-term incentive. Please enter amount per employee at this position.

Please enter the value or your firm's cost of benefits and all other compensation. If employee does not receive the benefit, please enter "N/A"

Home Section B

Job Descriptions

Descriptions

Inve

stm

ent

PE01

PE02

PE03

PE04

PE05 Senior Associate(s)

PE06 Associate(s)

PE07 Senior Analyst(s)

PE08 Analyst(s)

PE09

Ad

min

/Su

pp

ort

AS01 Chief Operating Officer (COO)

AS02 Administrative/ Office Manager

AS03 Executive Assistant

AS04 Secretary/ Administrator Provides secretarial and administrative for individual investment executives or for the whole investment team

AS05 Receptionist Responsible for reception duties for the firm

Fin

ance

FN01 Chief Financial Officer (CFO)

FN02 Controller

FN03 Assistant Controller This position assists the Controller and/or CFO with their various duties and responsibilities.

FN04 Senior Accountant Performs at least two accounting functions, such as accounts payable, accounts receivable, or book-keeping.

FN05 Junior Accountant Junior member of the finance team, typically would not be qualified, responsible for day-to-day maintenance of accounts records.

FN06 Fund Accountant Responsible for a range of fund specific acounting functions. These may include profit & loss reporting, reconciliation and fund portfolio reporting.

FN07

Mar

keti

ng

MK01 This professional is responsible for fund-raising and other limited partner relations, including quarterly reports and regularly scheduled meetings.

MK02 Marketing Manager

IR01

IR02 Investor Relations Manager Provides support and assistance to the Investor Relations Director in communicating with fund investors, both regular and ad hoc.

Leg

al

LG01 Chief Legal Counsel

LG02 Compliance & Risk Officer

HR

HR01

HR02 Human Resources Manager

HR03 Provides administrative and secretarial support to the HR Director and HR Manager

IT

IT01 Chief Technology Officer This position is responsible for purchasing and operating computer networks and various software and hardware. It also is responsible for communications systems (phones, etc).

IT02 Works with Head of IT or outsourced IT support to manage the firm’s IT applications and infrastructure. In smaller firms may be the most senior IT position.

Job Code

TypicalJob Titles

Managing General Partner(s) / CEO

One or more of the top level partners that provide both strategic and operational leadership to the private equity organization, with responsibility for its overall success, planning and growth.

Senior Partner / Senior Managing Director(s)

Exceptional experience as dealmakers and portfolio managers who oversee investment and exiting decisions for large parts of the portfolio, and who head up execution of organizational goals and strategy set by the managing general partner(s). They normally have at least 15 years of relevant experience.

Partner / Managing Director(s) / Portfolio Manager

Seasoned experience as dealmakers, either with financial or operational expertise, who lead teams that source transactions, negotiate them, and monitor companies once in the portfolio. They typically sit on company boards and determine exit strategies. They normally have at least 10 years of relevant experience.

Principal / Vice President / Director(s)

Supervised by more senior staff, these professionals participate on teams that source transactions, negotiate them, and monitor companies once in the portfolio. Rarely sit on company boards though often serves as an observer. They typically have an MBA or equivalent business experience, and at least five years of post MBA relevant experience.

These professionals, moderately supervised, analyze statistical and other data at an advanced level to support deal sourcing, due diligence of investment opportunities, and the monitoring of portfolio companies. They typically have an MBA or equivalent business experience with at least two years of post MBA relevant experience.

These junior professionals, heavily supervised, analyze statistical and other data at an intermediate level to support deal sourcing, due diligence of investment opportunities, and the monitoring of portfolio companies. They have an MBA or equivalent business experience and less than two years of post MBA relevant experience.

These junior professions, heavily supervised, analyze statistical and other data at a basic to intermediate level to support deal sourcing, due diligence of investment opportunities, and the monitoring of portfolio companies. They have a college degree or equivalent business experience and two to four years of pre-MBA experience.

These junior professionals, heavily supervised, analyze statistical and other data at a basic level to support deal sourcing, due diligence of investment opportunities, and the monitoring of portfolio companies. They have a college degree or equivalent business experience and zero to two years of pre-MBA experience.

Venture Partner/Operations Partner

This professional identifies investment opportunities and advises portfolio companies on operational matters. This partner may occasionally fill in a key management role on a temporary basis.

This position normally exists at the larger private equity firms; the COO is responsible for the non-deal-making aspects of the organization, including internal business operations such as human resources, finance/accounting, compliance, and technology. The position also may oversee fund raising, marketing, and communications.

This position supervises support staff and oversees routine administrative functions of the firm. Reports to the Managing General Partner or COO or CFO, depending on the size of the firm.

This position provides full secretarial and administrative support to the CEO/ Managing Partner and other Senior Partners including setting up of meetings and conference calls; ordering and receiving supplies for the office; putting together numerous reports; sending out mailings; and responding to various other requests.

This senior level professional heads up finance/accounting for the firm and its limited partnerships. The position also may have responsibility for the business operations of the firm, such as human resources, compliance and technology. At larger firms, the CFO may report to the COO.

This professional performs accounting, financial monitoring, reporting and similar services. Reports to the Managing General Partner or COO or CFO, depending on the size of the firm.

Junior Fund Accountant / Fund Administrator

Predominantly an administrative position. Assists in maintaining administrative records and working on reconciliation statements for funds. Assists in preparation of fund portfolio statements and profit & loss reporting on funds.

Chief Marketing Officer / Head of Marketing

Supports the Head of Marketing in fund-raising and other limited partner relations, including quarterly reports and regularly scheduled meetings. In smaller firms may be the only marketing role.

Investor Relations Director / Head of Investor Relations

Lead role in communications with both investors and press, communicating group’s strategy , fund performance and messages as agreed by the CEO/ Managing Partner and senior management team. Role may be taken by a senior partner in the business and may also incorporate the marketing function.

This professional is responsible for coordinating legal work by outside counsel. It also may provide legal advice on fund formation, entering and exiting portfolio companies, and assisting portfolio companies.

Responsible for ensuring that the firm is in compliance with all relevant regulations. Ensures adequate monitoring of investment activities, undertakes audits of investment procedures and advises CEO/ Managing Partner and Legal team on all compliance related issues.

Chief Human Resources / Talent Director

This professional is responsible for various Human Resources functions, such as recruiting, performance management, compensation and employee benefits. Often recruits executives for portfolio companies.

Responsible for day-to-day administration of HR functions, including payroll, staffing and recruitment. Implements and monitors HR programmers and strategy as determined by senior executives.

Human ResourcesAssistant / Officer

Information Technology Manager

Home Section B

Date

Company

Name

[Stress Address]

[City, ST ZIP]

Country

E-mail

Phone:

Fax:

Item # Description of Modules Total

102 Participant - North America Private Equity $1,500 $2,500 -

104 Participant - Europe Private Equity £1,250 £1,750 -

106 Participant - North America Hedge Fund $1,000 $1,500 -

107 Participant - Europe Hedge Fund £1,000 £1,500 -

110 Non Participant - North America Private Equity $2,500 $3,000 -

112 Non Participant - Europe Private Equity £1,750 £2,500 -

114 Non Participant - North America Hedge Fund $1,500 $2,000 -

115 Non Participant - Europe Hedge Fund £1,500 £2,000 -

Total $ -

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2013 Alternative Asset Management Compensation Survey Series

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Holt Private Equity ConsultantsR. Michael Holt (Mike)

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(239) 594-5530

Thomson ReutersDavid Toll

[email protected](646) 223-6784

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