Chickasaw Capital Management LLC

Item 5 – Fees and Compensation

The amounts and specific manner in which advisory fees are charged are negotiated and
memorialized in CCM’s advisory contract with each client. We generally bill our fees on a
quarterly basis, either in arrears or in advance as determined by contractual agreement. Fees are
deducted from clients’ assets or clients are billed for fees incurred, as mutually agreed by CCM
and the client. Although our fees and payment terms may be subject to negotiation, our standard
advisory fees are set forth below:

                                           Fee Schedule

       Fee Type         Fee                                                When Charged

 Advisory Fee           An annual fee generally based on the average Quarterly, in arrears or in
                        gross assets under management in the account, advance as determined by
                        including any margin debt in the account, contractual agreement
                        according to the following schedule:
                        MLP Accounts – 1.50%
                        Equity and Balanced Accounts – 1.50%
                        Fixed Income Accounts – 0.40%
                        The annual fee is typically based on the average
                        or ending market value of gross assets under
                        management for the period being billed.

 Advisory Fee           MainGate MLP Fund – CCM receives an                Monthly, in arrears
                        annual fee of 1.25% for managing the Mutual
                        Fund.
                        Advisory clients that invest in the Mutual Fund
                        will not pay an advisory fee to CCM in
                        addition to the advisory fee paid by the Mutual
                        Fund.

                            CHICKASAW CAPITAL MANAGEMENT, LLC

                                             Fee Schedule

       Fee Type          Fee                                                 When Charged

 Advisory Fee            Private MLP Fund – CCM receives an annual           Monthly, in arrears
                         fee of 1.25% for managing a pooled investment
                         vehicle utilizing its MLP strategy that is
                         exempt from registration under the Investment
                         Company Act of 1940, as amended, which
                         offers its limited liability company interests on
                         a private placement basis pursuant to an
                         exemption from registration under the
                         Securities Act of 1933, as amended (the
                         “Private MLP Fund”).

Please see Item 6 – Performance-Based Fees and Side-By-Side Management, below, for a
description of fees and compensation earned by CCM in connection with the Private Energy
Infrastructure Fund (as defined in Item 6).

Fee Billing/Termination of Advisory Agreement

Clients generally authorize us to directly debit fees from their accounts. Accounts initiated or
terminated during a calendar quarter will be charged a prorated fee, although advisory fees
typically are not prorated for contributions and withdrawals during the quarter. Generally,
investment advisory contracts may be terminated by clients at any time, subject to any notice
requirements set forth in the client’s advisory agreement, and in certain cases, advance notice may
be required.

Other Fees and Expenses

Our advisory fees are exclusive of brokerage commissions, transaction fees, and other related costs
and expenses which are incurred by the client. Clients may incur certain charges imposed by
custodians, brokers, and other third parties such as fees charged by custodians, front-end or
deferred sales charges, odd-lot differentials, transfer taxes, wire transfer and electronic fund fees,
and other fees and taxes on brokerage accounts and securities transactions. Please see Item 12 –
Brokerage Practices for more information about brokerage commissions and fees. Mutual funds
and exchange-traded funds in which clients invest also charge their own internal management fees
and other expenses, which are disclosed in the applicable fund’s prospectus.

In addition, the Mutual Fund, the Private MLP Fund and the Private Energy Infrastructure Fund
pay organizational, offering and operational expenses, which are disclosed in the Mutual Fund’s
prospectus and the Private MLP Fund’s and Private Energy Infrastructure Fund’s applicable
offering documents. Shareholders in certain classes of the Mutual Fund pay shareholder fees, such
as sales charges and Rule 12b-1 fees, which are disclosed in the Mutual Fund’s prospectus.

                            CHICKASAW CAPITAL MANAGEMENT, LLC

Use of Affiliated Broker

Chickasaw Securities, LLC (“CS”), a registered broker-dealer and member FINRA/SIPC owned
by CCM, introduces brokerage clients on a fully disclosed basis to National Financial Services,
LLC (“NFS”). For advisory clients that use CS to execute trades through NFS, CS receives
commissions paid from clients’ accounts. Certain of CCM’s personnel are registered
representatives of CS and may receive a portion of the transaction fees paid by clients for effecting
securities transactions through CS. If advisory clients purchase shares of a mutual fund that pays
Rule 12b-1 fees to CS, CS receives Rule 12b-1 fees for distribution or shareholder servicing.
Advisory clients who choose to invest in the Mutual Fund will invest in Class I shares that do not
pay Rule 12b-1 fees. Clients have the option to purchase investment products recommended by
CCM through other brokers that are not affiliated with CCM.

Commission Rates

Generally, commissions paid for transactions executed through CS are in the range of $0.04/share
or as negotiated for certain equity transactions, and $20.00 per $1,000 bond or less for transactions
...

Item 7 – Types of Clients

CCM offers investment management for institutions, high net worth individuals, the Mutual Fund,
the Private MLP Fund and the Private Energy Infrastructure Fund. CCM provides investment
advice to the following types of clients:

      Individuals
      Families
      High net worth individuals
      High net worth families
      Pooled investment vehicles
      Pension and profit-sharing plans (other than participants)
      Charitable organizations
      State or municipal government entities
      Insurance companies
      Trusts
      Estates
      Private business owners
      Public company affiliates
      Private foundations
      Retirement plans
      Sovereign

For wrap fee program clients and other clients opening an account through or otherwise utilizing
a financial intermediary for an account utilizing CCM’s MLP investment strategy, the financial
intermediary typically handles most aspects of the client relationship including any minimum net
worth or net assets requirements, while any minimum requirements with respect to assets under
management for those accounts are as may be agreed between CCM and the wrap fee program
sponsor or other financial intermediary. For other clients, CCM generally requires that clients
opening an account utilizing CCM’s MLP investment strategy have a minimum net worth or net
assets of $2,000,000 and/or assets under management of $1,000,000. Clients opening an account
utilizing other investment strategies are generally required to have assets under management of
$10,000,000. CCM may reduce or waive its required minimum amount of assets under
management in its discretion.

In addition, investors in the Private MLP Fund and the Private Energy Infrastructure Fund are
required to be “accredited investors,” as defined in the Securities Act of 1933, as amended;
investors in the Private MLP Fund are required to be “qualified purchasers,” as defined in the
Investment Company Act of 1940, as amended; and investors in the Private Energy Infrastructure
Fund are required to be “qualified clients,” as defined in Rule 205-3 promulgated under the
Investment Advisers Act of 1940, as amended. The Private Energy Infrastructure Fund is not
currently offered to new investors.

                            CHICKASAW CAPITAL MANAGEMENT, LLC