4.A
Describe your advisory firm, including how long you have been in business. Identify
your principal owner(s).
Notes: (1) For purposes of this item, your principal owners include the persons you
list as owning 25% or more of your firm on Schedule A of Part 1A of Form ADV
(Ownership Codes C, D or E). (2) If you are a publicly held company without a
25% shareholder, simply disclose that you are publicly held. (3) If an individual or
company owns 25% or more of your firm through subsidiaries, you must identify
the individual or parent company and intermediate subsidiaries. If you are an SEC-
registered adviser, you must identify intermediate subsidiaries that are publicly
held, but not other intermediate subsidiaries. If you are a state-registered adviser,
you must identify all intermediate subsidiaries.
FountainCap Research & Investment (Hong Kong) Co., Limited (“FountainCap” or the
“Adviser”), a Hong Kong limited liability company, is an investment adviser formed on
July 21, 2014. FountainCap was founded and is principally owned by Mr. Xiaofang Ding
(Frank Ding).
FountainCap launched, and acts as the investment manager of, FountainCap Global
China Opportunity Master Fund, FountainCap Global China Opportunity Fund and
FountainCap Global China Opportunity (US) Fund, a Cayman Islands domiciled master-
feeder structure organized as exempt companies with limited liability (each, a “Fund”
and together, the “FountainCap Funds”). Additionally, FountainCap provides
investment management and/or advisory services to clients through the management or
advisory of investment portfolios. Such clients include, but are not limited to, high net worth
individuals, institutions, corporations, government entities, sovereign wealth funds, other third-
party investment advisers and their pooled investment vehicles, special purpose vehicles
established by third party investment advisers and other separately managed accounts
(the “Advisory Funds”). Certain Advisory Fund(s) are collective asset-management
vehicles organized as Undertakings for Collective Investment in Transferable Securities
(UCITS) fund (the “UCITS Funds”). Certain Advisory Fund(s) from time to time may
be deemed to hold “plan assets” within the meaning of the U.S. Employee Retirement
Income Security Act of 1974, as amended (“ERISA”). During any period in which an
Advisory Fund holds such “plan assets,” FountainCap will constitute a “fiduciary” and
an “investment manager” within the meaning of ERISA with respect to such Advisory
Funds. FountainCap in the future may decide to manage additional private investment
funds or separately managed accounts (collectively with the FountainCap Funds and
Advisory Funds, the “Advisory Clients”).
4.B
Describe the types of advisory services you offer. If you hold yourself out as
specializing in a particular type of advisory service, such as financial planning,
quantitative analysis, or market timing, explain the nature of that service in greater
detail. If you provide investment advice only with respect to limited types of
investments, explain the type of investment advice you offer, and disclose that your
advice is limited to those types of investments.
Pursuant to the Advisory
Clients’ offering memoranda, subscription documents,
investment management agreements and/or sub-advisory agreements, or other
equivalent documents, as applicable (collectively, the “Governing Documents”), the
Advisory Clients generally engage in long-only equity strategies focused on global
investment opportunities arising from China’s restructuring and transformation.
Advisory Clients attempt to gain long-term capital appreciation by investing in
companies that have been thoroughly researched and are believed to have growth and/or
value potential. FountainCap provides investment advisory services to the Advisory
Clients in accordance with the respective Governing Documents and adheres to the
objectives, guidelines or restrictions as stated therein.
Additionally, the FountainCap Funds offer interests (“Interests”) to certain qualified
investors as described in the response to Item 7 below.
Item
4.C
Explain whether (and, if so, how) you tailor your advisory services to the individual
needs of clients. Explain whether clients may impose restrictions on investing in
certain securities or types of securities.
The investment program of the FountainCap Funds is described in their confidential
offering memoranda. FountainCap does not tailor its advisory services to the individual
needs of investors in the FountainCap Funds (the “Fund Investors”) and does not accept
Fund Investor imposed investment restrictions.
Otherwise, advisory services may be tailored to achieve the clients’ investment
objectives and the clients may impose certain restrictions on certain securities or types of
securities. Generally, FountainCap has the authority to select which and how many
securities and other instruments to buy or sell when the selected investments are in line
with investment guidelines and restrictions in the investment advisory
mandates/agreements.
Item
4.D
If you participate in wrap fee programs by providing portfolio management
services, (1) describe the differences, if any, between how you manage wrap fee
accounts and how you manage other accounts, and (2) explain that you receive a
portion of the wrap fee for your services.
FountainCap does not participate in wrap fee programs.
4.E
If you manage client assets, disclose the amount of client assets you manage on a
discretionary basis and the amount of client assets you manage on a non-
discretionary basis. Disclose the date “as of” which you calculated the amounts.
Note: Your method for computing the amount of “client assets you manage” can be
different from the method for computing “regulatory assets under management”
required for Item 5.F in Part 1A. However, if you choose to use a different method
to compute “client assets you manage,” you must keep documentation describing
the method you use. The amount you disclose may be rounded to the nearest
$100,000. Your “as of” date must not be more than 90 days before the date you last
updated your brochure in response to this Item 4.E
As of December 31, 2023, FountainCap manages $1,686,083,609 regulatory assets
under management.