BASA Resources Inc

Item 5 – Fees and Compensation

Fees

The Adviser or its affiliates generally receive Management Fees and Carried Interest allocations
(each as defined below) or similar performance-based remuneration from a Fund. Additionally,
consistent with the Organizational Documents of the Fund, the Fund typically bears certain out- of-
pocket expenses incurred by the Fund and the Adviser in connection with the services provided to
the Fund.

The Fund’s main investment strategy is to acquire, develop and produce mature oil and gas assets.
BĀSA Resources is an oil and gas production and operating company, focused exclusively on the
upstream sector of the energy industry, and will typically be the operator of the majority of the
properties in which the Fund has a net profits interest. As outlined in the Organizational Documents, the Fund

will not be charged for general and administrative costs of their General Partner or BĀSA. BĀSA Resources
and its affiliated and related persons, however, as operator of the oil and gas properties in which the Fund have
an interest, will collect an overhead and other fees and compensation related to such operations pursuant to the
properties’ joint operating agreements that will indirectly burden the Fund’s interests in such properties.

“Management Fees” are set percentages described in the Organizational Documents and are based
upon the amount of called and uncalled capital commitments of the investors in the Fund. The fees
are allocated annually in arrears and payable quarterly to the Fund’s General Partner.

“Carried Interest” is paid to the General Partner of the Fund based upon the profits of the Fund’s
realized investments subject to a clawback by the Fund. The existence of the General Partner’s
Carried Interest allocations creates an incentive for the General Partner to make more speculative
investments on behalf of Fund than it would otherwise make in the absence of such Carried Interest.

Neither the Adviser nor any of its related persons or affiliates receive commission or transaction-
based compensation related to the sale of securities sold to the Fund.

Expenses

Organizational and operational expenses of the Fund are allocated to the Fund and investors as set
forth on the Organizational Documents of the Fund.

Co-Investment Vehicle Expenses

Though the Fund has not used them to date, in certain cases, a co-investment vehicle, or other similar
vehicle established to facilitate the investment by investors to invest alongside the 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 will 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 will generally bear 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 will have been formed.
The full amount of any expenses relating to such proposed, but not consummated transaction (“Dead
Deal Costs”), would therefore be borne by the Fund selected by the Adviser as proposed investors
for such proposed transaction (including reverse termination fees, extraordinary expenses such as
litigation costs and judgments and other expenses), and not by any prospective or expected co-
investors. Similarly, co-investment vehicles are not typically allocated any share of break-up fees
paid or received in connection with such an unconsummated transaction. Furthermore, to the extent
a co-investment vehicle is formed in connection with a proposed but not consummated transaction,
costs and expenses relating to such co-investment vehicle, may, in certain situations, be borne by
another Fund , regardless of whether such proposed transaction is consummated.

Allocation of Expenses

From time to time the Adviser will be required to decide whether certain fees, costs and expenses
should be borne by the Fund on one hand, or the Adviser on the other hand, and/or whether certain
fees, costs and expenses should be allocated between the Fund and/or other parties. Expenses that
relate specifically to the Fund are charged wholly to the Fund. Certain expenses, to the extent they
relate to other entities, will be allocated between the Fund and entities on a pro rata basis.

The appropriate allocation between the Fund and third parties of expenses and fees generated in the
course of evaluating potential investments which are not consummated, such as out-of-pocket fees
associated with due diligence, attorney fees and the fees of other professionals, will be determined
by the Adviser and its affiliates in their good faith discretion, consistent with the Organizational
Documents of the Fund, as applicable. Such expenses are typically not allocated to co-investment
vehicles.

Item 7 – Types of Clients

The Adviser’s client is a pooled investment vehicle that is privately offered to accredited investors
and qualified purchasers. The Fund requires a minimum investment amount by each investor which
amount may be waived by the Adviser in its sole discretion.