Gagnon Advisors LLC

Item 5: Fees and Compensation

The Private Funds charge an annual management fee based on the net asset value of each
investor’s capital account as of the open of business on the last business day of each calendar
quarter. In addition, the GIA Funds charge performance-based fees. The fees applicable to each
Private Fund are detailed in their respective Fund Documents. Fees are paid quarterly in arrears
and are deducted directly from each investor’s capital account.

Fees are prorated for partial periods. Fee payments are due as of the last business day of each
calendar quarter. Gagnon Advisors reserves the right to waive or reduce fees with respect to any
investor, including, without limitation, its affiliates and/or employees. Different Private Funds
may be subject to different fee arrangements. Gagnon Advisors does not negotiate fees.
Prospective investors are asked to review the relevant Fund Documents for more information.

Gagnon Advisors does not receive an annual management fee or a performance fee from the
Affiliated Private Funds.

Other Fees and Expenses

Gagnon Advisors and any affiliate retained by Gagnon Advisors will be reimbursed for all
reasonable out-of-pocket expenses. Such reimbursable expenses will not include any expenses
of Gagnon Advisors’ provision of office personnel, space, or facilities for the performance of their
services on behalf of Gagnon Advisors. Other expenses of a Private Fund may include, without
limitation, travel expenses, fees and expenses of legal counsel and independent certified public
accountants, interest charges, brokerage fees and commissions and taxes, all legal, accounting
and consulting fees, and certain other expenses, as well as customary operating overhead
expenses which Gagnon Advisors will provide to the Private Funds.

Compensation for the Sale of Securities

Gagnon Advisors engages its affiliated broker dealer, Gagnon Securities LLC (“Gagnon Securities”),
for brokerage services in connection with transactions for the Private Funds. Gagnon Securities
generally executes all transactions in Gagnon Advisors accounts and in doing so, receives both a
commission and transaction fee. Such fees are charged to each Private Fund and are in addition
to the management fee and performances fees paid to Gagnon Advisors from each Fund.

Trading through Gagnon Securities, in its capacity as broker dealer, creates a conflict of
interest. Gagnon Securities may not always be able to achieve the most favorable execution

for transactions in client accounts and clients may pay higher transaction costs or receive less
favorable prices as a result of trading through Gagnon Securities. The prices, commissions,
other execution costs and transaction charges for trades directed through Gagnon Securities,
acting as broker, and executed through other broker dealers, banks or other counterparties
may not be as favorable as those that might be obtained if the trades were placed through
another broker dealer.

This practice creates a conflict of interest in that Gagnon Advisors and the Affiliated Private Funds
are incentivized to recommend investments and brokerage services based on the compensation
that its affiliate would receive, rather than based on a client’s need. We address this conflict by
disclosing this conflict to clients. These disclosures are also made within each of the funds’
documents.

Item 7: Types of Clients

Gagnon Advisors is an investment manager providing investment management services to pooled
investment vehicles, such as the Private Funds. Gagnon Advisors currently manages the GIA Funds
and the GIS Fund. Investors in the Private Funds are high net worth individuals, trusts, retirement
plans, institutions and other entities. Any minimum investment or other qualification
requirements related to an investment in the Private Funds are set forth in the applicable Private
Funds’ Documents.