Blackgold Capital Management LP

Item 5-Fees and Compensation
For its services, the Adviser is generally entitled to receive a management fee (the
“Management Fee”) at an annual rate of one and a half percent (1.5%) of the capital
account balance of each Client account. The Management Fee is calculated and payable
monthly in advance. In the event of a withdrawal, distribution, transfer, or termination
during a monthly period, the Management Fee would be refunded or adjusted on a
prorated basis, as appropriate. The Adviser may vary, reduce, or eliminate the
Management Fee with respect to any Client in its sole discretion.

The Adviser deducts the applicable fees and compensation from the Funds. Account
holders of separately managed accounts are billed for applicable fees and compensation,
and the account holders remit funds to the Adviser.

In general, Clients bear all costs and expenses directly related to the Adviser’s investment
program, including brokerage and transaction costs. Such expenses generally include, but
are not limited to: expenses related to proxies, underwriting and private placements,
brokerage commissions, interest on debit balances or borrowings, custody fees, and any
withholding or transfer taxes imposed on the Client. A Fund also bears all out-of-pocket
costs of the administration of the Fund, including accounting, audit and legal expenses,
costs of any litigation or investigation involving the Fund’s activities, and costs associated

with reporting and providing information to existing and prospective Fund limited
partners.

Additionally, in accordance with the Adviser’s written policies and procedures, expenses
will be allocated among all relevant Clients eligible, per the terms of applicable legal or
contractual restrictions (i.e. the applicable Client’s private placement memoranda/limited
partnership agreement and/or the investment management agreement), to be charged
such expenses.

For a more complete discussion of fees, compensation, and expenses, please refer to the
Funds’ private placement memoranda or the investment management agreement, in the
case of separately managed accounts. Additional information regarding brokerage and
transaction costs can also be found in this Brochure at Item 12-Brokerage Practices.

Item 7-Types of Clients
The Adviser provides investment management services for ten privately offered pooled
investment vehicles, , , BlackGold Private Energy Partners II LP, , BlackGold SPV II LP, ,
BlackGold SPV IV LP, BlackGold SPV V LP, BlackGold SPV VI LP, BlackGold Opportunity
Fund Private LP, and BlackGold MPE LP in addition to separately managed accounts. The
Adviser’s separate account clients include retail investors, businesses, and foundations.

The minimum amount required to open or maintain an account in a fund ranges from $0
to $5,000,000 depending on the fund.