Ironwood Capital Advisors III LLC

Item 5 – Fees and Compensation

The Funds are charged a management fee as set forth in each Fund’s limited partnership
agreements, which vary based upon the applicable governing document. Additionally, the Funds
pay carried interest. Calculation of carried interest allocations payable by limited partners are
also conducted in accordance with the applicable limited partnership. Management fees are paid
quarterly in advance. The timing of the carried interest allocation can vary based upon factors
such as distributions to investors and realization of investments and is otherwise paid on a
quarterly basis after preferred returns are met.

Each Fund’s management fee will be offset by certain transaction fees, director’s fees, consulting
fees, and other remuneration received from a portfolio company by the General Partner, the
Management Company, any of the Partners, or their respective affiliates as stated within each
Fund’s limited partnership agreement. Any such reduction of a management fee will be
allocated among the limited partners pro rata in proportion to their respective capital
commitments. Fees received by consultants and operating partners who are independent
contractors and not employees of Ironwood will not be used to offset the management fee.

Limited partners in the Funds should review the relevant governing documents for more
complete information on the fees and expenses associated with their investment.

Management fees and carried interest distributions are in addition to certain expenses incurred
by the Funds. Each Fund bears its own operating and other expenses, to the extent not borne or
reimbursed by the General Partner or Management Company, including fees, costs, expenses,
liabilities and obligations relating to such Fund’s activities, investments and business, including,
but not limited to, those attributable to (i) expenses incurred in the actual or proposed
acquisition or disposition of assets; (iii) third party legal, accounting, fund administration,
auditing and insurance expenses; (iv) indemnification expenses; (v) costs related to a funding
facility, if any; and (vii) other expenses set forth in the respective limited partnership agreement.

Item 7 – Types of Clients

ICA is considered to have discretionary authority over the assets it manages on behalf of the
Funds given that the deal teams that source, underwrite and recommend investments to the
Funds and the investment committee members of the General Partners of the Funds are all
related persons of the Adviser. The Funds are private debt pooled investment vehicles that
make or will make direct investments in privately held businesses.