Essentia Fund Advisors LLC

Item 5 – Fees and Compensation
Management Fees

Essentia receives a management fee (the “Management Fee”) from each applicable Fund quarterly in
advance generally equal to 2% per annum on each Investor’s capital commitment to the Fund The
Management Fee is normally paid by deduction from an Investor’s capital account. If applicable, the
Management Fee is prorated for interests held for less than a full quarter. Management Fees can vary
amongst Funds, Fund share classes and any other future Fund, as outlined within the applicable Governing
Documents.

It is critical that Investors refer to the relevant Governing Documents for a complete understanding of fees
and expenses they will bear through participation in an Essentia Fund. The information contained herein is
a summary only and is qualified in its entirety by such documents.

Performance-Based Allocation and Fees

The Funds generally pursue a Real Estate investment strategy wherein Essentia is allocated performance-
based compensation (“Carried Interest”) based upon a percentage of the cash, securities and other
property (“Investment Proceeds”) distributed to the members of the Fund. Typically, Investment Proceeds
are first distributed to Investors based upon their aggregate capital contributions. Then, typically, the
remaining Investment Proceeds are distributed subject to a waterfall which provides for distributions to
Essentia as a Carried Interest, as further described in a Fund’s Memorandum and Governing Documents.

Advisory Fee Adjustments

Essentia has the authority to waive some or all of the Management Fee and Carried Interest borne by any
Investor in its sole discretion.

Payment of Advisory Fees

Management Fees payable by the Funds to Essentia are generally charged quarterly in advance and Carried
Interest is allocated to Essentia based upon a distribution waterfall set forth in each Fund’s Memorandum
and Governing Documents. Adjustments, reductions, or prorations of Management Fees are outlined
within the applicable Governing Documents of the Funds. Certain aFiliated persons of Essentia are
generally not subject to such advisory fees.

Essentia believes that its fees are competitive with fees charged by other investment advisers to private
funds. Comparable services may be available, however, from other sources for lower fees.

Other Fees and Expenses

Essentia Funds will generally bear all expenses of its organization and operation which Essentia deems
necessary or appropriate. Expenses generally include: (a) brokerage and execution charges, commissions,
custodial charges, and fees for quotation and other data services; (b) fees related to accounting, trading,
portfolio management and risk management systems; (c) research subscriptions and expenses; (d) travel,
legal and consulting fees related to investment research and due diligence; (e) broken trade and broken
deal fees; (f) expenses to register securities and transfer taxes; (g) costs and expenses incurred for the
purpose of protecting and enhancing the value of the Fund’s assets (including the costs of instituting and
defending litigation); (h) U.S. federal, state and local taxes, filing and registration fees of the Fund, Essentia
and its AFiliates (other than taxes on the income of Essentia and its AFiliates); (i) all costs, fees and
expenses relating to Investor communications, relations, bookkeeping, accounting and the preparation
and mailing of financial, tax and performance information to Investors including an allocable share of
Essentia’s costs, fees and expenses relating to internal accounting and tax preparation functions should
the Fund determine not to use third party providers for such services; (j) fees, costs and expenses incurred
in connection with borrowings; (k) administration fees, costs and expenses; (l) premiums and other costs
of D&O/E&O and other insurance; (m) all regulatory and compliance fees, costs, and expenses incurred in
complying with regulatory requirements that directly result from management of the Fund (including
expenses incurred in complying with FATCA and preparing Form PF), including an allocable share of
Essentia’s costs, fees and expenses relating to internal regulatory and compliance functions should the
Fund determine not to use third party providers for such services; and (n) fees for attorneys, accountants,
consultants and other professionals or experts (including the fees and expenses for counsel to Essentia or
one or more of its respective oFicers or managers) arising in connection with the Fund’s business.

It is critical that Investors refer to the relevant Governing Documents for a complete understanding of fees
and expenses they will bear through participation in an Essentia Fund. The information contained herein is
a summary only and is qualified in its entirety by such documents.

Advance Payment of Fees

See ” Payment of Advisory Fees” above.

Expense Allocation

Essentia Funds bear their own expenses as described in the relevant Governing. Expenses borne by
someFunds may diFer from the expenses borne by other Funds. In certain instances, a Fund may bear
expenses that Essentia has agreed to bear for one or more other Funds.

Common expenses frequently will be incurred on behalf of the Funds. Essentia seeks to allocate those
common expenses among the Funds in a manner that is fair and reasonable over time. However, expense
allocation decisions will involve potential conflicts of interest (e.g., an incentive to favor accounts that
allocate or pay a higher Carried Interest percent, or conflicts relating to diFerent expense arrangements
with certain Funds). Essentia may use various methods to allocate particular expenses among the Funds
depending on the circumstances (e.g., pro rata based on assets under management, relative participation
in the transaction related to the expense, general amount of trading activity etc.). The determination as to
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Item 7 – Types of Clients
Essentia provides investment advisory services to private pooled-investment vehicles intended for
sophisticated investors and institutional investors. Investors admitted into a Fund must also meet certain
eligibility requirements which generally require qualifying as an “accredited investor” as defined in Rule
501 under Regulation D under the Securities Act, as amended, and a “qualified client” as set forth in Rule
205-3 under the Advisers Act. Investors also need to meet additional requirements set forth in the
subscription agreements for a relevant Fund. Initial and additional subscription minimums are outlined
within each Fund’s Governing Documents.