Londinium Asset Management Ltd

Item 5: Fees and Compensation

Our standard annual management fee is 2% of assets under management. The fee is
calculated based on the account value on the last business day of each calendar quarter and
is payable quarterly in arrears. Fees are invoiced to the client and may be deducted by the
custodian upon the client’s written authorization.

Our fees are not currently negotiable. If we begin to manage external client accounts and
agree to negotiate fees in particular circumstances, we will describe those arrangements in
the client’s advisory agreement and update this brochure as appropriate.

In addition to our advisory fee, clients will be responsible for all other fees and expenses
associated with maintaining their accounts and executing transactions. These may include,
but are not limited to:

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       Brokerage commissions, mark-ups, mark-downs, and other transaction-related
        charges;

       Custodian fees;

       Exchange and regulatory fees; and

       Any fees and expenses charged by mutual funds, exchange-traded funds, or other
        pooled investment vehicles in which the account may invest (such as management
        fees, performance-based fees, administrative expenses, and other fund-level costs).

These additional fees and expenses are separate from, and in addition to, our management
fee and will reduce the overall return on any account.

We do not require or solicit prepayment of advisory fees of more than $1,200 per client,
six months or more in advance.

We and our supervised persons do not receive commissions or other compensation for the
sale of securities or investment products. We do not receive any asset-based sales charges
or service fees from mutual funds or other pooled investment vehicles.

Item 7: Types of Clients

We currently provide investment advisory services only to Londinium’s proprietary
account. However, we may in the future provide investment advice to corporations and
other business entities.

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We do not presently impose a minimum dollar value of assets or any other condition for
establishing or maintaining an external client account, as we do not currently maintain such
accounts. If we begin to serve external clients, we may establish minimum account sizes
or other conditions, which will be disclosed in this brochure and in the applicable advisory
agreements.

          Item 8: Method of Analysis, Investment Strategies and Risk of Loss

We use a fundamental, top-down approach to securities analysis, supplemented by charting
and other technical methods. Our analysis relies on a variety of information sources, which
may include:

       Financial statements and other company reports;

       Financial newspapers and magazines;

       Industry and corporate rating services;

       Company press releases and conference calls;

       Third-party research services; and

       Real-time news and data services.

When implementing our investment advice, we may employ the following investment
strategies:

       Long-term purchases of securities (held for more than one year);

       Short-term purchases and trading;

       Short sales;

       Margin transactions; and

       Options writing, including covered options, uncovered options, and option spreads.

We may also invest in non-listed and alternative assets globally, where we believe the
risk-reward profile is attractive.

Investing in securities involves risk of loss that clients and investors should be prepared to
bear. There is no guarantee that any investment strategy will achieve its objectives.

The following summarizes the principal risks associated with the strategies we employ and
the securities in which we invest. This is not a complete list of all possible risks.

Market Risks and International Developments Risk. The increasing interconnectivity
between global economies and financial markets increases the likelihood that events or

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conditions in one region or financial market may adversely impact companies in a different
country, region, or financial market. The companies in which we invest may underperform
due to, among other things, volatility in the banking and financial sectors (including
stresses or failures at banks and non-bank financial institutions), persistent inflation (or
changing expectations for inflation), changes in interest-rate and monetary policy
(including periods of rapidly rising or falling interest rates), changes in global demand for
particular products or resources, supply-chain disruptions, natural disasters, public health
emergencies, terrorism, cyber-attacks, international conflicts, regulatory or policy changes,
and governmental or quasi-governmental actions.

Global events and policy responses in recent years have resulted in periods of heightened
market volatility, reduced liquidity in certain markets, and rapid shifts in asset prices. These
events may have long-lasting effects on both U.S. and global financial markets. It is not
known how long such impacts, or any future impacts of other significant events described
above, will last, but there could be a prolonged period of global economic slowdown or
recession, which may negatively impact the performance and valuations of the companies
in which we invest.

A rise in protectionist trade policies, the possibility of national or global recession, risks
associated with pandemic and epidemic diseases, trade tensions, potential changes to
international trade and investment agreements, political events (including elections and
policy shifts), and continuing political tension and armed conflicts may adversely impact
financial markets and the broader economy. For example, the ongoing armed conflict
between Russia and Ukraine in Europe, the conflict involving Israel, Hamas, and other
groups in the Middle East, and the current war in and involving Iran have caused and may
continue to cause significant market disruptions and volatility in affected regions. The
conflict in and around Iran, in particular, has contributed to increased uncertainty and
volatility in global energy markets, including sharp and unpredictable movements in oil
prices and related commodities. Rising or volatile energy prices can feed through to
broader inflation, affect corporate input costs and profit margins, and influence interest-rate
expectations and currency values worldwide. These and other geopolitical developments,
including sanctions regimes and disruptions in energy and commodity supply routes, can
lead to rapid and sometimes disorderly adjustments in interest rates, currencies, credit
spreads, and equity prices in both U.S. and non-U.S. markets.

Equity Securities. The prices of the securities may decline for a number of reasons. The
price declines of common stocks, in particular, may be steep, sudden and/or prolonged.
Price changes may occur in the market as a whole, or they may occur in only a particular
company, industry, or sector of the market.

Fixed Income Securities. Fixed income investments are subject to certain risks such as
credit, interest rate and liquidity. When interest rates rise, the price of fixed income
securities generally decline. Securities with longer maturities and lower credit ratings are
generally more sensitive to interest rate changes than shorter-term, higher-grade securities.
There is no guarantee that all interest payments will be received as scheduled, if ever and
there is no guarantee that principal investment will be returned in full.

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Options and Warrants. By purchasing a put option, the investor obtains the right (but
not the obligation) to sell the option’s underlying security at a fixed strike price. In return
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