Counter Global LP

Fees and Compensation
The Master Fund pays the Adviser a management fee (the “Management Fee”) calculated on a
quarterly basis. The Management Fee is based on a percentage of the applicable investors’ capital
accounts or share classes, which varies by class or series. Specifically, investors designated as Series
A (or Sub-Class A) are charged a Management Fee at an annual rate of 1.00%, and investors
designated as Series C (or Sub-Class C) are charged a Management Fee at an annual rate of 1.25%.
No Management Fee is charged with respect to Series B (or Sub-Class B) interests.

The Management Fee is generally paid quarterly in advance based on the value of the relevant
capital accounts or shares at the beginning of each quarter and is adjusted to reflect subscriptions,
capital contributions, withdrawals, and redemptions.

Investors in feeder funds bear their proportionate share of the Management Fee charged at the
Master Fund level, and no duplicative management fee is charged at the feeder fund level.

Counter Global may, in its discretion, waive or modify the Management Fee for certain investors,
including affiliates of the Adviser or the General Partner, as well as certain strategic or large
investors. Certain investors, including holders of Series B interests, may instead bear specified
expenses associated with their investment.

The Adviser also receives an incentive allocation at the Master Fund level, which is intended to
reward the Adviser for positive investment performance. Except with respect to profits and losses
attributable to investments in “new issue” securities, the net profits and net losses of the Master
Fund (including realized and unrealized gains and losses) are allocated among investors based on
the relative balances of their capital accounts.

The Adviser is entitled to an incentive allocation (the “Incentive Allocation”) based on the
performance of the Master Fund. The Incentive Allocation is generally calculated and allocated at
the Master Fund level and is borne indirectly by investors in the feeder funds based on their
proportionate interests.

The Incentive Allocation is determined on an annual basis and is equal to a specified percentage of
net profits attributable to each investor’s capital account or interest, subject to certain conditions.
The applicable percentage may vary among investors and is set forth in the relevant offering
documents. The Incentive Allocation is subject to a preferred return (or “hurdle”) and an
underperformance carryforward. The hurdle generally requires that an investor achieve an
annualized return of 6% (prorated for partial periods) before any Incentive Allocation is charged.
The underperformance carryforward operates similarly to a loss carryforward and must be
recovered before additional Incentive Allocation is earned.

In calculating the Incentive Allocation, Counter Global takes into account management fees and all
realized and unrealized income, gains, losses, and expenses of the Master Fund.

The General Partner may, in its discretion, waive or modify the Incentive Allocation for certain
investors, including affiliates of the Adviser or the General Partner, as well as certain strategic or
large investors. In addition, the General Partner may allocate all or a portion of the Incentive
Allocation to one or more affiliated or third-party entities.

In the event a Limited Partner withdraws or redeems capital other than at the end of a fiscal year,
any applicable Incentive Allocation is generally calculated as though such withdrawal or
redemption occurred at the end of the fiscal year. The Master Fund’s fiscal year ends on December
31. To the extent the Incentive Allocation is calculated at the Master Fund level, no duplicative
incentive allocation is charged at the feeder fund level.

Fees and other compensation are negotiable in certain circumstances and arrangements with any
particular Limited Partner may vary.

Fees, Costs and Expenses:

The Fund bears organizational and offering expenses, including legal, accounting, filing, printing,
and other related costs. To the extent such expenses are initially paid by the General Partner or the
Adviser, they are generally reimbursed by the Fund unless waived. Organizational expenses may
be amortized over a period of up to 60 months from commencement of operations, or over a shorter
period as determined by the General Partner in its discretion.

Certain expenses may be allocated between the Fund and Counter Global or its affiliates in a manner
the Adviser considers appropriate, depending on the nature of the expense. These may include, for
example, costs that relate both to the operations of the Fund and to the Adviser’s broader business
activities.

In addition, certain persons or entities, including affiliates or employees of the Adviser, may be
permitted to co-invest alongside the Private Fund. Co-investment opportunities are offered solely
at the Investment Manager’s discretion, and investors in the Fund do not have any right or
entitlement to participate in such opportunities. The Investment Manager may determine, in its sole
judgment, which parties are offered the opportunity to co-invest and on what terms. Co-investors
generally bear their pro rata share of expenses related to their co-investments. Although Counter
Global seeks to treat the Funds fairly over time, the Adviser and its affiliates may face conflicts of
interest in allocating expenses, investment opportunities, and resources among the Funds.

Types of Clients
Counter Global provides discretionary investment management services exclusively to one Private
Fund currently. The Adviser may also sponsor and manage additional private funds with different
investment strategies as the business expands. In addition, the Adviser may manage other private
investment vehicles, as permitted by applicable agreements and fund requirements.

Interests in the Adviser’s Funds are offered in reliance on exemptions from registration under the
Securities Act of 1933, including Regulation D, and are offered and sold only to investors that meet
the applicable eligibility requirements under federal securities laws and the funds’ governing
documents, including accredited investors, qualified purchasers, and certain non-U.S. persons, as
applicable. The Private Fund advised by Counter Global relies on the exemption from registration
as an investment company under Section 3(c)(7) of the Investment Company Act of 1940 and are
generally limited to investors who are qualified purchasers.

The Private Fund advised by the Adviser has its own eligibility requirements, including minimum
investment amounts, which may differ among classes or series of interests. Minimum investment
amounts may be waived or modified for certain investors in Counter Global’s discretion, subject to
the Fund’s governing documents. The specific investor eligibility requirements and minimum
investment amounts applicable to the Fund are described in the relevant offering documents.

Counter Global does not currently provide advisory services to separately managed accounts (as
that term is used in Form ADV).

This firm Brochure is not an offer to invest in our Funds.