Recon Capital Partners LLC

Item 5: Fees and Compensation

A. Fund Portfolio Management Fees
The funds pay RCP a fee (“management fee”) in return for providing investment management,
investment advisory, and supervisory services under an all-in fee structure. The funds will pay a
monthly management fee to RCP at an annual rate (stated as a percentage of the average daily
net assets of the funds) as negotiated with each fund client and disclosed in the applicable
fund’s prospectus and statement of additional information.
The advisory agreement is subject to annual approval by (i) the Board or (ii) a vote of a majority
of the outstanding voting securities (as defined in the 1940 Act) of the fund, provided that in
either event such continuance also is approved by a majority of the Board who are not
interested persons (as defined in the 1940 Act) of the fund by a vote cast in person at a meeting
called for the purpose of voting on such approval. The advisory agreement is terminable without
penalty, on 60 days’ notice, by the Board or by a vote of the holders of a majority (as defined in
the 1940 Act) of the fund’s outstanding voting securities. The advisory agreement is also
terminable upon 60 days’ notice by RCP and will terminate automatically in the event of its
assignment (as defined in the 1940 Act).

B. Payment of Fees
Fees are computed on the average daily net balance and distributed by the fund administrator.

C. Other Fees
The funds bear other expenses that are not covered under the management fee, which may vary
and affect the total level of expenses paid by the funds, such as taxes and governmental fees,
brokerage fees, commissions and other transaction expenses, costs of borrowing money,
including interest expenses, and extraordinary expenses (such as litigation and indemnification
expenses). “Other expenses” are based on estimated amounts for the current fiscal year.

D. Prepayment of Fees
RCP does not bill in advance.

E. External Compensation for the Sale of Securities
RCP’s advisory professionals are compensated primarily through a payout on gross fee income.
Administrative staff are compensated primarily through a salary and bonus structure. RCP’s
advisory professionals may be paid sales, service or administrative fees for the sale of mutual
funds or other investment products. RCP’s advisory professionals may receive commission-
based compensation for the sale of securities. Please see Item 10 for detailed information and
conflicts of interest.

                        Part 2A of Form ADV: Recon Capital Partners Brochure

Item 7: Types of Clients
RCP provides services exclusively to closed-end funds.

                       Part 2A of Form ADV: Recon Capital Partners Brochure