Echo Street Capital Management LLC

Item 5. Fees and Compensation

The fees applicable to each Fund Client are set forth in detail in each Fund's offering and governing documents. A
brief summary of such fees is provided below:

Long Only Clients

The investment management fee paid by Long Only Clients ranges from 0.05% to 0.0708333% per month (0.6% to
0.85% per annum) and is calculated and may vary based on the value of each Long Only Investor’s investment.
Management fees are generally charged each month in advance based on the net asset value of the assets in each
Long Only Client at the beginning of that month. Echo Street is paid the investment management fee monthly by
instructing the custodian in coordination with the Administrator to deduct the account of Long Only Clients.

Long Only Clients are generally not subject to a performance-based fee or allocation.

For Long Only Investors, these fees are generally not negotiable, though Echo Street has modified these fees for
certain Long Only Investors that have negotiated a performance fee in their fee structure, and Echo Street may waive
or modify these fees in its discretion in the future.

Long/Short Clients

The investment management fee paid by Long/Short Clients ranges from 0.05% to 0.0708333% per month (0.6% to
0.85% per annum) and is calculated and may vary based on the value of each Long/Short Investor’s investment.
Management fees are generally charged each month in advance based on the net asset value of the assets in each
Long/Short Client at the beginning of that month. Echo Street is paid the investment management fee monthly by
instructing the custodian in coordination with the Administrator to deduct the account of Long/Short Clients.

Echo Street or an affiliate will also be allocated a yearly performance‐based allocation, which is compensation that
is based on a share of capital gains on, income from, or capital appreciation of the assets of a Long/Short Client. This
performance-based allocation is generally equal to (i) 30% of the excess, if any, of (A) the amount of net profits
(including unrealized gains and losses) prior to deducting any investment management fee attributable to a
Long/Short Investor’s investment over (B) a Hurdle Amount (as defined below) for such fiscal year, subject to a loss
carryforward or (ii) 30% of negative outperformance (i.e., the amount by which (A) net losses (including unrealized
gains and losses) prior to deducting the investment management fee that would have been attributable to the
Long/Short Investor’s investment for such fiscal year if the rate of return attributable to the Long/Short Investor’s
investment had been equal to the Hurdle Amount exceeds (B) the amount of net losses (including unrealized gains
and losses) prior to deducting any investment management fee attributable to a Long/Short Investor’s investment),
subject to a loss carryforward.

“Hurdle Amount” means, for any year, the amount of net profits or net losses excluding the investment management
fee that would have been attributable to a Long/Short Investor’s investment if the rate of return attributable to such
Long/Short Investor’s investment had been equal to the year-to-date gross rate of return of the applicable Long Only
Fund described in the relevant Long/Short Client's offering and governing documents (with dividends reinvested and
rounded to the nearest 0.01%) for the year or portion of the year such Long/Short Investor’s investment in such
Long/Short Client were held by such Long/Short Investor, as applicable. For the avoidance of doubt, the gross return
of the relevant Long Only Fund to be used in calculating the Hurdle Amount includes all unrealized gains and losses
and all other items of income and expense other than any applicable investment management fee.

For Long/Short Investors, these fees and allocations generally are not negotiable, though Echo Street may waive or
modify these fees and allocations in its discretion.

Hybrid Clients

Echo Street generally charges each Hybrid Client a monthly investment management fee of 0.0708333% per month
(0.85% per annum) based on the value of each Hybrid Investor’s investment; provided, that, with respect to Special
Situation Investments (as defined below), the investment management fee will be charged on the lesser of (i) the
cost (or, as applicable, the fair market value at the time such Special Situation Investment was so designated) and
(ii) the corresponding net asset value of each Special Situation Investment. “Special Situation Investments” are
investments in securities or other instruments that Echo Street determines to be illiquid or lacking a readily
ascertainable fair value and which Echo Street, in its sole discretion, designates as special situation investments, and
assets and liabilities determined by Echo Street in its sole discretion to be related to the investment. Management
fees are generally charged each month in advance. Echo Street is paid the investment management fee monthly by
instructing the custodian in coordination with the Administrator to deduct the account of Hybrid Clients.

Echo Street or an affiliate will also be allocated a yearly performance‐based allocation, which is compensation that
is based on a share of capital gains on, income from, or capital appreciation of the assets of a Hybrid Client. This
performance-based allocation is generally equal in the aggregate to 20% of the amount, if positive, equal to the
difference between (i) the amount of net profit or loss allocable to a Hybrid Investor’s investment for the fiscal year
subject to a loss carryforward (the “Hybrid Fund Return Amount”) and (ii) the return that would have been received
if the amount of net profit or loss allocable to a Hybrid Investor’s investment had been equal to the change in the
Russell 1000 Growth Index (the “Benchmark”) for the fiscal year (the “Hybrid Fund Hurdle Amount”). Because the
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Item 7. Types of Clients

Echo Street’s clients consist of Fund Clients, Managed Account Clients and Registered Fund Clients, as described in
Item 4.

The Adviser does not impose any minimum account requirements on its Fund Clients. However, its Fund Clients
generally impose minimum account size and/or suitability requirements on their Investors. These restrictions are
disclosed in each Fund Client’s offering documents.

Echo Street generally requires that Managed Account Clients and Registered Fund Clients invest and maintain a
minimum account size of approximately $200,000,000, however this amount has been lower and may be waived in
the future at the discretion of Echo Street. If the account size falls below the minimum requirement due to market
fluctuations, Managed Account Clients and Registered Fund Clients will not be required to invest additional funds
with the Adviser to meet the minimum account size.