Perini Capital LLC

Fees and Compensation

A.      Advisory Services and Fees

Perini Capital, either directly or indirectly through an affiliate, receives management fees and
incentive compensation in connection with the management of the Perini Capital Clients.

     1. Fund Clients

The fees and compensation applicable to each Fund Client are set forth in detail in the respective
Offering Documents. A brief summary of such fees and compensation is provided below.

     (a) Management Fee

Generally, the Structured Credit Fund pays Perini Capital a fee for investment management
services (the “Management Fee”) of 0.75% per annum of the net asset value attributable to the
capital account of each Structured Credit Fund Investor during the relevant time period. The
Phoenix Fund generally pays Perini Capital a Management Fee of 1% per annum of the net asset
value attributable to the capital account of each Phoenix Fund Investor during the relevant time
period. The Special Opportunity Fund does not pay a management fee, however, Perini Capital is
entitled to an Incentive Allocation as described below.

Perini Capital in its sole discretion, may waive or reduce the Management Fee for any Fund
Investor. Typically, no Management Fee will be paid by any Perini Capital employee.

     (b) Incentive Fee or Allocation

Perini Capital, through an affiliate, is entitled to an incentive allocation (the “Incentive
Allocation”) determined based on the net profit allocated to the capital balance established for
Fund Client Investors. With respect to the Structured Credit Fund, Perini Capital will generally
be entitled to receive an Incentive Allocation in the amount of 20% of realized and unrealized
gains for the year (after payment of applicable Management Fees), subject to the recovery of
underperformance amounts from prior years. With respect to the Phoenix Fund, Perini Capital
will generally be entitled to receive an Incentive Allocation in the amount of 25% of realized and
unrealized gains for the year (after payment of applicable Management Fees), subject to the
recovery of underperformance amounts from prior years. For the Special Opportunity Fund, Perini
Capital will generally be entitled to receive an Incentive Allocation in the amount of 20% of
realized and unrealized gains for the year, subject to the recovery of underperformance amounts
from prior years.

Perini Capital and its affiliates, in their sole discretion, may waive or reduce the Incentive
Allocation for any Fund Investor. Typically, no Management Fee will be paid by any Perini
Capital employee.

In addition, Fund Clients occasionally enter into separate agreements with certain investors, such
as those affiliated with Perini Capital or those deemed to involve a significant or strategic
relationship, to waive certain terms, or allow such investors to invest on different or more
beneficial terms than those specifically described in the Offering Documents, including, without
limitation, with respect to fees, capacity, liquidity, transparency or depth of information provided
to such investors concerning the Fund. As a result, such agreements could create preferences or
priorities for such Investors with respect to other Fund Client Investors.

   2. SMAs

   (a) Management Fee

Perini Capital is generally paid a management fee of 1.50% per annum of the net asset value of
each SMA during the relevant time period. In its sole discretion, Perini Capital has, and in the
future may, waive or reduce the Management Fee for any SMA account holder.

   (a) Incentive Fee

SMA Account holders, at the end of each calendar quarter, pay Perini Capital an amount (the
“Incentive Fee”) that is equal to 20% of the SMA’s Realized Return less any Net Unrealized Losses
for the quarter. “Realized Return” is the change in the value of the account for the quarter not
caused by changes in the market price of the securities. “Net Unrealized Losses” (unrealized losses
greater than unrealized gains) will be deducted from any Realized Return. If there is not a positive
Realized Return net of Net Unrealized Losses for the period, no Incentive Fee will be charged.
Any Realized Return not charged an Incentive Fee due to Net Unrealized Losses in a period are
carried forward to the next billing period. Net unrealized gains (unrealized gains greater than
unrealized losses for the account) are not included in the Incentive Fee calculation.

In its sole discretion, Perini Capital has, and in the future, may waive or reduce the Incentive Fee
for any SMA account holder.

   3. Sub-Advised Funds

Stonecrest Investment Management, LLC, the third-party investment manager of the Private Sub-
Advised Funds, pays Perini Capital a management fee based on the net assets of the Private Sub-
Advised Funds. The management fee is paid quarterly in arrears. In addition, Perini Capital, as a
special member of the Private Sub-Advised Funds, is entitled to receive a portion of the incentive
allocation from the Private Sub-Advised Funds as more fully set forth in the applicable Offering
Documents.

   4. Registered Sub-Advised Funds

Catalyst Capital Advisors LLC, the third-party investment manager of the Registered Sub-Advised
Fund, pays Perini Capital a sub-advisory fee as a portion of the management fee received by

Catalyst Capital Advisors LLC, which is based on the net assets of the Registered Sub-Advised
Fund.

B.     Payment of Fees

The Management Fee for the Fund Clients is paid quarterly in advance. The management fees for
the SMAs are paid in arrears based on the net asset value of the SMA on the last business date of
the previous calendar quarter. The management fee for the Sub-Advised Funds is paid quarterly in
arrears except that the sub-advisory fee for the Sub-Advised Registered Fund is paid monthly in
arrears. Incentive fees or allocations are paid in arrears as set forth in a Client’s Offering
Documents and/or IMA.

C.     Additional Expenses
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Types of Clients

Perini Capital provides investment advisory services to the Fund Clients, the SMAs, and Sub-
Advised Funds, as described above.

Fund Client Investors and separate account holders of the SMAs may include individuals, high net
worth individuals, family offices, fund of funds, endowments, foundations, trusts, charitable
organizations, pension funds, corporate business entities, and other sophisticated investors. The
Fund Clients typically require a minimum initial investment of $1,000,000, subject to the
discretion of Perini Capital to accept a lower amount. Fund Investors generally must be
“Accredited Investors” and “Qualified Clients” (as defined under federal securities laws).

The minimum required for a separately managed account is determined on a case-by-case basis.