Row Asset Management LLC

Item 5.

The fact that ROW’s principals and employees have financial ownership interests in the Funds creates a
potential conflict in that it could cause ROW to make different investment decisions than if such parties did
not have such financial ownership interests. Further, ROW receives management fees and/or incentive-
based fees. The management fees are payable without regard to the overall success or income earned by the
Clients and therefore may create an incentive on the part of ROW to raise or otherwise increase assets under
management to a higher level than would be the case if ROW were receiving no management fee. Incentive
based fees may create an incentive for ROW to make investments that are riskier or more speculative than
in the absence of such incentive-based fees. Such potential conflicts are addressed by the personal securities
transaction pre-clearance and holding requirements described in this Item 11.

ROW addresses these potential conflicts through regular monitoring of the Clients’ portfolios as described
in Item 13 of this Brochure. Further, in their respective offering documents the Funds provide to Investors
and potential Investors extensive disclosure regarding the potential risks relating to an investment in the
Funds, including material conflicts of interest. The Code notes that Access Persons are required to place
the interests of the Clients over their own, and all Access Persons are required to acknowledge their receipt
of, and agreement to abide by, the Code upon hire and on at least annually afterwards.

Complete fee disclosures are provided to Investors in each Fund’s confidential offering memorandum, and
prospective Investors should review such disclosures carefully.

Principal and Cross Trades:
ROW will not, directly or indirectly, while acting as principal for its own account, knowingly sell any
security to, or purchase any security from, a Client (each such sale or purchase, a "principal transaction")
without disclosing to the Client or Investors (if applicable) in writing, prior to the completion of the
transaction, the capacity in which ROW is acting and (ii) obtaining the specific consent to the transaction
from the Client and Investors (as applicable). It is noted that blanket consents (prior consent obtained to
cover a category of transactions) are not sufficient for this purpose.

Although not presently contemplated by ROW, there may be situations where it is advantageous to Client
accounts to effect a securities transaction between two Clients for rebalancing or other purposes (each such
transaction, a "cross trade"). If a cross trade is determined to be in the best interests of both Clients and is
authorized under their respective governing documents, ROW may facilitate the transaction pursuant to its
established guidelines, policies, and procedures.

Item 7 – Types of Clients

ROW provides discretionary investment advisory services to the Clients.

Admission to the Funds is not open to the general public, and each Investor must meet the eligibility
provisions (as detailed in Item 5) and minimum contribution amounts described in each Fund’s private
placement memorandum. Generally, Investors in the Funds are subject to a minimum investment of
$1,000,000 subject to waiver by ROW. ROW reserves the right to accept lower than the standard minimum
investment amount on a case by case basis if allowable under the relevant Governing Documents.

Interests in each Fund (“Interests”) are offered in reliance on exemptions from registration under the
Securities Act of 1933 and the Investment Company Act of 1940. Accordingly, Interests are offered and sold
only to investors who meet applicable eligibility requirements under such laws, including “accredited
investors,” “qualified purchasers,” “knowledgeable employees,” and certain non-U.S. persons.

The Managed Accounts are each subject to a significant account minimum.

This firm Brochure is not an offer to invest in our Funds.