Distribution and Redemptions
Distributions
Net Cash shall be distributed to the Members at such times and in such amounts as shall be determined by the Manager. Net Cash shall be distributed among all of the Members in proportion to their Percentage Interests.
Distributions not made in cash are not anticipated; however, any such distribution will be made in-kind on the basis of a valuation of such distribution by the Member acting in its sole discretion. The Program does not presently contemplate making distributions to their Members except upon redemption by a Member of all or some of its Interests in the certain of the Program’s holdings or the Dissolution of Program.
Net Capital Proceeds shall be distributed to Members at such times and in such amounts as shall be determined by the Manager. Net Capital Proceeds shall be distributed among all of the Members in proportion to their Percentage Interests.
The Company is authorized to withhold from distributions or with respects to allocations and pay over to any federal, state, local or foreign government any amounts required to be withheld with respect to any Member pursuant to any provisions of federal, state, local or foreign law. All amounts so withheld shall be treated as amounts distributed to the Members pursuant to Section 3.01 or 3.02 of the Company’s Operating Agreement, depending upon the source of the income that gives rise to the withholding obligation. To the extent any amount withheld with respect to a Member pursuant to this Section 3.03 for any Year, exceeds the amount distributable to such Member pursuant to Section 3.01 or 3.02 for such Year, such Member shall repay such excess to the Company within ten (10) days after such Member receives written notice from the Company of the amount of such excess.
For Dissolution or Liquidation Events, refer to Articles VII (Termination and Dissolution) of the Company’s Operating Agreement.
Redemptions
Lock-Up Provisions: Unless waived by the Manager in its sole discretion, an investment must remain in the Program for twelve (12) consecutive months before the Investor may redeem all or any portion of such investment.
There is no partial redemption requirement. Partial redemption typically establishes minimum or maximum constraints on the allowable amount a Member may redeem.
Best Effort Redemptions: Due to the illiquid nature of some of the Program’s Holdings, the Manager will make redemptions on a best-effort basis to the extent that it has cash available to satisfy redemption requests. The Manager generally will grant redemption request in the Program to the extent the Member has investment requests from other Members that would provide the necessary liquidity in the Program.
A Member must submit a best-efforts redemption in writing. The Manager may determine, in its sole discretion and without the consent of any Member, to discontinue this best-efforts service for redemptions. If the Manager determines to discontinue the best-efforts service, it will provide Members with 120 day’s notice of the discontinuation.
Holdback: Under normal circumstances, redemptions by Members will not be subject to holdback provisions whereby a certain portion of redemption proceeds are retained by the Program’s Holdings until a certain period of time after the completion of the Holding’s annual audit. The Program’s ability to redeem may be contingent upon one of the Program’s Holding’s ability to freeze up or sell assets.
Redemption Fees: When Interests are redeemed, any redemption charges or fees accrued may be deducted from the redeeming Member’s Interest. The Program itself does not charge redemption fees, but rather the Program’s Holdings may have this provision. The redemption proceeds paid to Members will be reduced by any fees and costs imposed.
Notification Requirement: Members must generally notify the Manager in writing at least 35 days in advance to redeem. The Program’s Holdings may require more than 35 days notice before the Program’s Redemption Date(s) in order to redeem all or a portion of the Holding’s Interest. In these circumstances, Members will be subject to longer notification periods. Any such notice of redemption is irrevocable unless the Manager, in its sole discretion, determines otherwise. The Manager may withdraw all or any portion of its Capital Account at any time in its sole discretion.