Mountain Pacific Advisors LLC

Item 5 Fees and Compensation

A. Describe how you are compensated for your advisory services. Provide your fee schedule.
Disclose whether the fees are negotiable.

       As an SEC registered investment adviser delivering the brochure only to qualified
       purchasers (as defined in section 2(a)(51)(A) of the Investment Company Act of 1940)
       we need not disclose our fee schedule and whether or not our fees are negotiable.

       Since many of our clients accounts will be separate accounts fees and minimum
       investment amounts may change for certain client strategies based on the modifications
       from the standard strategy to fit the needs of a particular client or because the client has
       hired us for more than one strategy or the client may increase the size of the funds
       allocated to a particular strategy.

Note: If you are an SEC-registered adviser, you do not need to include this information in a
brochure that is delivered only to qualified purchasers as defined in section 2(a)(51)(A) of the
Investment Company Act of 1940.

B. Describe whether you deduct fees from clients’ assets or bill clients for fees incurred. If
clients may select either method, disclose this fact. Explain how often you bill clients or deduct
your fees.

       We invoice clients for fees incurred on a calendar quarterly or monthly basis and in
       arrears.

C. Describe any other types of fees or expenses clients may pay in connection with your
advisory services, such as custodian fees or mutual fund expenses. Disclose that clients will
incur brokerage and other transaction costs, and direct clients to the section(s) of your brochure
that discuss brokerage.

       MPA’s fees are exclusive of custody fees, brokerage commissions, transaction fees and
       other transaction related costs and expenses which are incurred by the client. Such
       charges, fees and commissions are exclusive of and in addition to MPA’s fee and MPA
       does not receive any portion of those commissions, fees and costs.

       See also section 12 herein on brokerage.

D. If your clients either may or must pay your fees in advance, disclose this fact. Explain how a
client may obtain a refund of a pre-paid fee if the advisory contract is terminated before the end
of the billing period. Explain how you will determine the amount of the refund.

       Clients do not pay our investment management fees in advance.

SEC Form ADV Part 2A: Firm Brochure for Mountain Pacific Advisors, LLC

E. If you or any of your supervised persons accepts compensation for the sale of securities or
other investment products, including asset-based sales charges or service fees from the sale of
mutual funds, disclose this fact and respond to Items 5.E.1, 5.E.2, 5.E.3 and 5.E.4.

               Neither our firm, neither any affiliate of our firm nor any supervised persons of
               our firm or its affiliates accepts compensation for the sale of securities or other
               investment products, including asset-based sales charges or service fees from the
               sale of mutual funds.

               See also Section 12 listed in the table of contents which describes Brokerage
               Practices.

1.     Explain that this practice presents a conflict of interest and gives you or your supervised
       persons an incentive to recommend investment products based on the compensation
       received, rather than on a client’s needs. Describe generally how you address conflicts
       that arise, including your procedures for disclosing the conflicts to clients. If you
       primarily recommend mutual funds, disclose whether you will recommend “no-load”
       funds.

               Not applicable

2.     Explain that clients have the option to purchase investment products that you recommend
       through other brokers or agents that are not affiliated with you.

               Not applicable

3.     If more than 50% of your revenue from advisory clients results from commissions and
       other compensation for the sale of investment products you recommend to your clients,
       including asset-based distribution fees from the sale of mutual funds, disclose that
       commissions provide your primary or, if applicable, your exclusive compensation.

               Not applicable

4.     If you charge advisory fees in addition to commissions or markups, disclose whether you
       reduce your advisory fees to offset the commissions or markups.

       Note: If you receive compensation in connection with the purchase or sale of securities,
       you should carefully consider the applicability of the broker-dealer registration
       requirements of the Securities Exchange Act of 1934 and any applicable state securities
       statutes.

               Not applicable

SEC Form ADV Part 2A: Firm Brochure for Mountain Pacific Advisors, LLC

Item 7 Types of Clients

Describe the types of clients to whom you generally provide investment advice, such as
individuals, trusts, investment companies, or pension plans. If you have any requirements for
opening or maintaining an account, such as a minimum account size, disclose the requirements.

       Our clients would typically be large sophisticated institutions. Among these would be
       public and corporate pension plans, foundations, endowments, pooled investment
       vehicles and nonprofit organizations.

       Minimum account sizes vary for particular strategies.

SEC Form ADV Part 2A: Firm Brochure for Mountain Pacific Advisors, LLC