Poplar Point Capital Management LLC

Item 5 – Fees and Compensation

      5.A. Adviser Compensation

      Poplar Point is compensated through a combination of fees based on a
      percentage of assets under management and performance-based
      compensation. A brief summary of fees is provided below. Investors should refer to
      the Fund’s offering documents or investment management agreement, as
      applicable. In addition, Poplar Point and the Fund’s general partner, Poplar Point
      Capital GP LLC, have the authority to waive or reduce fees charged to certain
      Investors.

      Asset-Based Compensation

      Poplar Point receives a management fee from the Fund which is paid quarterly in
      advance. The management fee is equal to 1.5% (per year) of each Investor’s
      capital account in the Fund, calculated at the beginning of each quarter.

      Poplar Point receives a management fee from the SMA which is paid quarterly in
      arrears. The management fee is equal to 1% (per year) of the SMA’s assets under
      management. The management fee is adjusted for inflows to or outflows from the
      SMA during the quarter.

      Performance-Based Compensation

      The Fund’s general partner, Poplar Point Capital GP LLC, is entitled to receive an
      annual performance-based allocation equal to 10% of the net capital
      appreciation credited to each Investor in the Fund, subject to a high water mark.
      The performance allocation, if any, is generally calculated and determined as of
      December 31st of each year, but may be calculated on other dates, such as upon
      the termination of the Fund and the final liquidation of its assets. If an Investor
      withdraws on a date other than December 31st, the performance allocation will
      be calculated with respect to the actual change in net capital appreciation
      through and including the date of withdrawal.

      Poplar Point is entitled to receive an annual performance-based fee of 15% of any
      outperformance relative to the SMA’s benchmark index, net of any management
      fees. If the client withdraws on a date other than December 31st, the
      performance-based fee will be calculated through the date of withdrawal.

      Any performance-based compensation complies with Rule 205-3 under the
      Investment Advisers Act of 1940, as amended (the “Advisers Act”).

5.B. Direct Billing of Advisory Fees

Management fees and performance allocation charged for the Fund are
deducted directly from the Fund’s assets. Poplar Point sends an invoice to the
SMA client for applicable fees and does not deduct fees from the SMA account.

5.C. Other Non-Advisory Fees

Management fees and the performance allocations are exclusive of brokerage
commissions, transaction fees, and other related costs and expenses that are
incurred by the client. Item 12 of this Brochure describes the factors Poplar Point
considers in selecting broker-dealers for transactions and determining the
reasonableness of their compensation (e.g., commissions).

The Fund pays its own operating expenses, including but not limited to: investment
expenses such as brokerage commissions, trade execution data and services,
clearing and settlement charges, custodial fees, bank service fees, interest
expense, and extraordinary expenses; legal expenses; professional fees relating to
investments, including consultants and experts; travel expenses related to
investigating investment opportunities; accounting and bookkeeping expenses;
audit and tax preparation expenses; fees and out-of-pocket expenses of any
service company retained to provide accounting, investor, administrative or
custodial services for the Fund; and data and information services expenses. The
Fund will also bear the organizational expenses of the partnership and any
expenses incurred in connection with the offer and sale of limited partnership
interests, including printing costs, marketing and legal fees and expenses of the
partnership and the general partner and other expenses of the offering of such
interests.

5.D. Advance Payment of Fees

As noted in Item 5.A. above, the management fee charged to the Fund is paid
quarterly in advance. Investors who are permitted by the General Partner of the
Fund to contribute capital on a date other than the first day of a fiscal quarter are
charged a prorated management fee for that fiscal quarter with respect to such
contribution on the date such contribution is made. Investors who are permitted
by the General Partner of the Fund to withdraw capital on a date other than the
last day of a fiscal quarter do not receive a refund of the management fee paid
in advance for that fiscal quarter.

       5.E. Compensation for Sale of Securities or Other Investment Products

       Neither Poplar Point nor its supervised persons accept compensation for the sale
       of securities or other investment products, including asset-based sales charges or
       service fees from the sale of mutual funds.

Item 7 – Types of Clients

       Poplar Point provides investment services to the Fund, which is a private pooled
       investment vehicle. The Fund is structured as a domestic limited partnership.
       Investors in the Fund are qualified clients and accredited investors. The minimum
       initial investment in the Fund is $500,000, subject to reduction at the discretion of
       the general partner of the Fund. In addition, Poplar Point provides investment
       services to an endowment.