Santiago Capital LLC

Item 5 – Fees and Compensation
 A.      Fee Schedule
The fees and compensation payable to Santiago are negotiable and can vary among the Private
Funds, Investors and SMAs. However, the range of compensation will generally be as follows:

         1.      Management Fee
 Santiago typically receives a quarterly asset-based management fee calculated as a percentage
 of each Investor’s capital account in the Private Funds, payable quarterly in advance. The
 management fee for SMAs is generally between .60% and 1.5%.
         2.      Performance Fee
 Santiago generally receives an incentive allocation equal to a percentage of the net income
 allocated to each Investor for the quarter, but only to the extent net income allocated to that
 Investor exceeds any cumulative losses that were allocated to that Investor for earlier periods
 and that have not been recovered (a “high water mark”). With respect to certain other Private
 Funds, this incentive allocation generally will be between 15% and 25%. Under certain
 circumstances, for separately management accounts the performance fees charged range
 from 10% to 25%. The incentive allocations are typically made at the end of each calendar
 quarter. The incentive allocations will only be charged to accounts of those Investors and/or
 Clients who are “qualified clients” as defined in Rule 205-3 of the Investment Advisers Act of
 1940, as amended (“Advisers Act”)
         3.      Fee Comparison
 The expenses of the Private Funds, including the management fee and incentive allocation will
 constitute a higher percentage of average net assets than would be found in other investment
 vehicles.
         4.      Research Service Fees
 With respect to the Firm’s research services, Santiago charges $399 per year for basic access
 and $2,399 per year for premium services. The Firm’s research reports are also available for
 individual purchase for $249 per report.
 B.      Payment of Fees
 Management fees, incentive allocations, and third-party fees (discussed below) are deducted
 from Private Funds’ assets. Management fees, which are paid in advance, are withdrawn at

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                                                                  Santiago Capital, LLC Brochure

the beginning of the quarter for all accounts. Clients’ fees will be deducted from their managed
accounts unless another manner is specified and mutually agreed upon between the Client
and Santiago. Incentive allocations with respect to some Private Funds are allocated as of the
last business day of the calendar year, but with respect to other Private Funds are allocated as
of the last business day of the calendar quarter, and with respect to all Private Funds as of any
date on which an Investor makes a withdrawal or receives a distribution from such Investor’s
capital account(s).

 Termination and Refunds of Pre-Paid and Un-Earned Advisory Fees:
All contracts with Clients may be terminated at any time by either party (the Client or
Santiago) by delivering written notice to the other. All transactions placed at the Client’s
custodian up to Santiago’s receipt of the termination notice will be completed by the Client’s
broker custodian; no other transactions will be placed by Santiago after receipt of the
termination notice.

As noted above, all un-earned, pre-paid advisory fees will be promptly refunded to the Client
by Santiago upon termination. Termination of the advisory relationship is completed as soon
as practically possible.
C.     Third-Party Fees
The Private Funds shall pay such costs and expenses as Santiago shall reasonably determine
to be necessary, appropriate, and advisable to carry on its business and realize its objective,
including but not limited to: (i) management fees; (ii) all general investment expenses (i.e.,
expenses which Santiago reasonably determines to be directly related to the investment of
the Private Fund’s assets); (iii) all administrative, legal, accounting, auditing, record-keeping,
tax form preparation, compliance and consulting costs and expenses; (iv) fees, costs and
expenses of third-party service providers that provide such services; and (v) any
extraordinary expenses, among other expenses.
Santiago’s fees are exclusive of brokerage commissions, transaction fees, and other related
costs and expenses which shall be incurred by the Private Funds and SMAs. Such charges, fees
and commissions are exclusive of and in addition to Santiago’s management fee, and Santiago
shall not receive any portion of these commissions, fees, and costs.
Please see Item 12 of this Brochure regarding brokerage.
D.      Prepayment of Fees
With respect to certain Private Funds, Santiago will pro rate the management fee for accounts
open for less than a full quarter. With respect to certain other Private Funds, Santiago will not
pro rate the management fee for accounts open for less than a full quarter. Prepaid but
unearned fees are refunded to the Private Funds.
E.     Outside Compensation for the Sale of Securities
Neither Santiago nor its supervised persons accept compensation for the sale of securities or
other investment products.

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                                                                   Santiago Capital, LLC Brochure

Item 7 – Types of Clients
Santiago provides investment advice and management to Private Funds and SMAs. The SMAs
account minimum is $3 million and this can be waived by Santiago.
Santiago intends to restrict the number of Investors and will offer Interests only through non-
public transactions in order to maintain the Private Funds’ exclusions from “investment
company” status under the Investment Company Act of 1940, as amended (the “Investment
Company Act”).
Prospective Investors in the Private Funds must meet eligibility criteria and are subject to
certain withdrawal requirements and limitations. Prospective Investors are encouraged to
thoroughly review the Private Funds’ Offering Documents, which set forth all of the terms in
detail.
With respect to certain Private Funds, each Investor generally must be an “accredited investor”

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                                                                  Santiago Capital, LLC Brochure

(as defined in Regulation D under the Securities Act of 1933), and an Investor who is eligible to
enter into a performance fee arrangement under state and/or federal law, as applicable, and
must meet other criteria as specified in the Offering Documents. The minimum initial
investment is $250,000, and the minimum additional investment is $25,000, subject to waiver
at the discretion of Santiago.
With respect to certain other Private Funds, each Investor generally must be an “accredited
investor” (as defined in Regulation D under the Securities Act of 1933), a “qualified eligible
person” (as defined in Regulation 4.7 of the Commodity Exchange Act of 1936), and an Investor
who is eligible to enter into a performance fee arrangement under state and/or federal law, as
applicable, and must meet other criteria as specified in the Offering Documents. The minimum
initial investment is $250,000, and the minimum additional investment is $25,000, subject to
waiver at the discretion of Santiago.