Adviser’s Advisory Business
Nucleo Capital Ltda., a Brazilian limited liability company (sociedade limitada) (“Nucleo
Capital” or “Adviser”), is an investment manager providing investment management
services primarily for investment funds and other accredited and qualified clients on a
discretionary basis. Nucleo Capital was established in 2011 and is held by a group of
professionals with meaningful experience in the Brazilian equities market. The Adviser’s
controlling member is Mr. Luis Guilherme Ronchel Soares, who has over 25 years of
experience as a portfolio manager.
Types of Advisory Services Adviser Offers
Nucleo Capital provides its clients with discretionary investment management services
mainly focused on Brazilian listed equities. Notwithstanding, such services may also be
performed with respect to equity securities issued by non-Brazilian companies that are
publicly traded on any exchange worldwide.
Advisory services offered to clients generally relate to the same overall investment
strategy. Subject to specific asset restrictions that may be set out in certain advisory
agreements, purchases or disposals of assets and securities are equitably allocated to all
client accounts on a pro rata basis. From time to time, Nucleo Capital may also offer
advisory services in connection with co-investment opportunities relating each to a single
issuer in the investment portfolio.
Nucleo Capital serves its clients that are private funds (the “Funds”) through investment
management agreements, under which securities portfolios may hold investments directly
or indirectly. The Funds include the following entity:
• Aurora Brazil, LLC (U.S. Private Investment Company)
Interests in the above referenced Fund is not registered securities under the U.S. Securities
Act of 1933, as amended (the “Securities Act”). In addition, this Fund is not registered as
investment company under the U.S.
Investment Company Act of 1940, as amended (the
“Investment Company Act”). Accordingly, interests in this Fund are offered and sold in
the United States and to United States persons exclusively to those investors satisfying the
applicable eligibility and suitability requirements in private transactions pursuant to
available exemptions under the Securities Act, the Investment Company Act and any
applicable U.S. state securities laws.
In addition, Nucleo Capital provides investment management services to various Brazilian
domiciled funds, provides subadvisory services to other private funds, and may serve
separately managed accounts from time to time.
Nucleo Capital provides investment management services to its clients in accordance with
the objectives and guidelines applicable to each client, as set out in the offering document
of each Fund (e.g., the “Prospectus”), provisions in the investment management
agreements, the managed account forms of its managed account clients, or the by-laws of
each Brazilian domiciled fund.
Investment Restrictions
Nucleo Capital develops customized investment strategies based on the stated investment
objectives, risk tolerance and financial circumstances of each client. The investment
objectives, risk tolerance and financial circumstances of the Funds are generally described
in their Prospectuses. Clients may impose reasonable restrictions on the management of
their accounts, including by restricting particular securities or types of investments. Clients
should be aware that performance of restricted accounts may differ from performance of
accounts without such impediments, possibly producing lower overall results.
Wrap Fee Programs
Nucleo Capital does not participate, sponsor, or act as a portfolio manager for any wrap
fee programs.
Assets Under Management
As of December 31, 2023, Nucleo Capital had assets under management of US$
894,162,506.69, of which all was managed on a discretionary basis.