RIPOSTE CAPITAL LLC

A. Riposte Capital LLC (“Riposte,” the “Adviser,” or the “Firm”), a Delaware limited liability company, is an investment adviser with its principal place of business in New York, NY. Riposte commenced its operations on July 8, 2015. The Adviser is majority owned by Khaled Beydoun. Both Khaled Beydoun and Canepa RC Holdings, LLC owners of the Adviser, Canepa RC Holdings, LLC is 100% owned by Heisenberg Global Partners, LLC, (“HGP”). HGP is wholly owned by Canepa Global Managers SCS (“CGM”). CGM has several partners; but no ultimate beneficiary owns a controlling interest. B. Riposte provides discretionary investment management services to private funds. Currently, its clients are: (i) Riposte Global Opportunity Fund, LP, a Delaware limited partnership (the “Onshore Fund”), Riposte Global Opportunity Fund, Ltd, a Cayman Islands exempted company (the “Offshore Fund”), and Riposte Global Opportunity Master Fund, LP, a Cayman Islands exempted limited partnership (the “Master Fund”) and collectively with the Onshore Fund and the Offshore Fund, the “Funds” and each a “Fund”)1, (ii) a private fund for which the Adviser serves as a sub-adviser (the “Sub-Advised Fund”) and (ii) a subaccount of a UCITs fund for which the Adviser serve as a sub-adviser (the “UCITs Fund”). The Funds, the Sub-Advised Fund and the UCITs Fund are collectively referred to as “Clients” and each a “Client”). Riposte may also provide investment advice to additional private funds or separately managed account clients in the future. There are no limits on the type of advice Riposte may provide, however, each constituent document of its Clients may limit the type of investing in which Riposte may engage. Investors in the Onshore Fund and the Offshore Fund are hereinafter collectively referred to as the “Investors” where appropriate. It should be noted that an affiliate of the Adviser, Riposte GP, LLC (the “General Partner”), serves as the general partner to the Onshore Fund and the Master Fund. Riposte implements a bottom-up investment approach focused on operating and asset-specific data across primarily five core sectors: energy, transportation, industrials, real estate, financials and consumer. The process is defined by a strict risk/reward analysis whereby every assumption is underwritten independently and rigorously to construct a concentrated long/short global equity portfolio. The investment strategies which Riposte employs primarily trade U.S and non-U.S. equity and equity-related securities, swaps, futures and derivatives. Riposte may also invest a portion of net assets, for both investment and hedging purposes, in non-equity securities and related derivatives which may include, but are not limited to, single name and index credit default swaps, bonds and other fixed income securities, interest rate swaps and swaptions. C. Riposte does not tailor its advisory services to any of the Funds, rather, Riposte may implement the trading strategy set forth in the Funds’ constituent documents. Each of the Sub-Advised Fund and the UCITs Fund have investment parameters and restrictions set forth in each of their constituent documents. Generally, only separately managed account clients may tailor the advisory services Riposte provides and/or impose restrictions on the type of investing in which Riposte can engage. D. Riposte does not currently participate in any Wrap Fee Programs. E. Riposte has discretionary regulatory assets under management (“RAUM”) totaling approximately

1 The Onshore Fund and the Offshore Fund are feeder funds that invest through the Master Fund.

$496,646,085 as of December 31, 2025, Riposte does not manage assets on a non-discretionary basis. RAUM is defined by the SEC in the instructions to Form ADV, and RAUM is calculated in accordance with the requirements prescribed by the SEC.

A. The Funds. The Funds are subject to an annual based management fee equal to 1.5% of the net asset value of each capital account of an Investor in a Fund. This management fee is calculated quarterly and paid in advance pursuant to an investment management agreement among the Funds. The General Partner, an affiliate of the Adviser, is also entitled to receive a performance allocation at the Master Fund level equal to the rate applicable to the net profits of the Investors’ capital accounts in the Onshore Fund or the Offshore Fund (as the case may be). The performance allocation is subject to loss carryforward provisions and crystalizes and becomes payable at year-end or, with respect to withdrawing Investors, as of the date of such withdrawal. The current performance allocation rate is 20% per annum, as set forth in the Funds’ offering documentation. The General Partner may waive or reduce the performance allocation with respect to any Investor on a case-by-case basis, in its sole discretion. See Item 6: Performance-Based Fees and Side-By-Side Management, for more details. For the UCITs and Sub-Advised Fund, the Adviser generally charges a management fee and an incentive allocation. The specific terms are set forth in the governing documents of each fund or account. The Adviser’s management fees are negotiable on a case-by-case basis. Some [or all] of the Clients are subject to performance-based compensation obligations as well, See Item 6 Performance-Based Fees and Side-By-Side Management. B. The Adviser deducts management fees from Investors’ capital accounts in the Funds directly. The Adviser is paid management fees from the Sub-Advised Fund and the UCITs Fund by their agents. C. Expenses The Adviser bears all of its own overhead expenses of an ordinary and recurring nature incurred in connection with the investment and other management services that it provides for its Clients, such as rent, supplies, secretarial expenses, stationery, charges for furniture and fixtures, employee insurance, payroll taxes and compensation of employees. The Funds. All operating expenses of the Funds will be paid by the Funds and include: (i) all organizational costs; (ii) all operating expenses of the Funds such as Management Fees, tax preparation fees, governmental fees and taxes, accountant, administrator fees, insurance (including liability insurance and other coverage for the benefit of the Funds, the General Partner, the Adviser and their personnel), communications with Investors, research and related expenses (including research-related travel expenses), expenses associated with regulatory filings that relate to the Funds and ongoing legal, compliance, accounting, auditing, bookkeeping, consulting and other professional fees and expenses, and infrastructure provider fees and expenses; (iii) all Funds’ trading costs and expenses (e.g., brokerage commissions, margin interest, expenses related to short sales, custodial fees and clearing and settlement charges) and expenses associated with market data services and communication systems, brokerage services and order management systems expenses; (iv) all fees in connection with proxy contests or to protect or preserve any investment held by the Funds, as determined in good faith by the General Partner; (v) the Funds' pro rata share of the operating expenses of the applicable master fund (including advisory committee fees and expenses); and (vi) all fees

and other expenses incurred in connection with the investigation, prosecution or defense of any claims by or against the Funds. Expenses that are incurred jointly for Funds are generally allocated among those Funds pro rata based on assets under management or in such other manner that the Adviser considers fair and reasonable. Other than as set forth above, the Adviser and any affiliates retained by it will be reimbursed for out-ofpocket expenses incurred on behalf of the Funds. Such reimbursable expenses shall not include any expense attributable to their provision of office personnel and space required for the performance of their services. Information regarding the expenses associated with the UCITS and Sub-Advised fund, including but not limited to administrative expenses, and other operating costs, is set forth in the applicable governing documents.. The Adviser will bear the portion of an expense attributable to Clients for whom it is not permitted to charge such expense. All Clients will bear brokerage and other transactions costs incurred in connection with the trading of their accounts. See Section 12, Brokerage Practices. D. Management fees for the Sub-Advised Fund and Funds are payable in advance and for the UCITS Fund calculated daily and payable quarterly in arrears and will be prorated based on the number of days in the period and rebated with respect to any partial periods. The Adviser, in its sole discretion, may waive by rebate or otherwise, all or part of the Management Fee for any Client or investor in the Funds. E. Neither the Adviser nor any of its supervised persons accepts compensation for the sale of securities or other investment products.

The following is a summary of the methods of analysis and investment strategies taken by Riposte when providing investment advisory services to its Clients. This section also includes a description of the material risks associated with investing in these strategies. Prospective and existing Investors and Clients are advised to review the applicable offering or other constituent materials for the full details on each strategy and the associated risks. A. Method of Analysis and Investment Strategies The Adviser will make concentrated investments with a focus on core sectors: energy, transportation, industrials, real estate, financials and consumer that it believes are at an inflection point in their cycle. When considering investment opportunities, the Adviser will capitalize on data sourced from its network which will be evaluated in conjunction with industry specific due diligence and in-depth research and analysis. The Adviser intends to construct a diversified portfolio of high conviction long securities that significantly outperform a partly offsetting selection of securities sold short. The Adviser will focus primarily on midcap companies in developed markets (i.e. US$1-$10 billion market capitalization) where the Adviser believes the largest amount of inefficiencies exist. The Adviser’s process will be complimented by real time information flow on trends and data points in the industries mentioned above. B. Material Risks Relating to Investment Strategies Accuracy of Public Information. The Adviser selects investments for Clients, in part, on the basis of information and data filed by issuers with various government regulators or made directly available to the Adviser by the issuers or through sources other than the issuers. Although the Adviser evaluates all such information and data and, when the Adviser considers it is appropriate and when it is reasonably available, seeks independent corroboration, the Adviser is not in a position to confirm the completeness, genuineness or accuracy of such information and data, and in some cases, complete and accurate information is not available. Investments may not perform as expected if information is inaccurate.

Equity Securities. The Adviser will trade in equity securities. The value of equity securities may fluctuate in response to specific situations for each company, industry market conditions and general economic environment. A Client may acquire long and short positions in listed and unlisted common equities, preferred equities and convertible securities of issuers domiciled in developed or in emerging countries. A Client may invest in equity securities regardless of market capitalization, including micro- and small-cap companies. The securities of smaller companies may involve more risk and their prices may be subject to more volatility. A Client may also invest in distressed equity securities, which are generally considered to be riskier, speculative and relatively illiquid. Options. The Adviser may engage from time to time in various types of options transactions. An option gives the purchaser the right, but not the obligation, upon exercise of the option, either (i) to buy or sell a specific amount of the underlying security at a specific price (the “strike” price or “exercise” price), or (ii) in the case of a stock index option, to receive a specified cash settlement. To purchase an option, the purchaser must pay a “premium,” which consists of a single, nonrefundable payment. Unless the price of the securities underlying the option changes and it becomes profitable to exercise or offset the option before it expires, a Client may lose the entire amount of the premium. The purchaser of an option runs the risk of losing the entire investment. Thus, a Client may incur significant losses in a relatively short period of time. The ability to trade in or exercise options also may be restricted in the event that trading in the underlying securities interest becomes restricted. Options trading may also be illiquid in the event that Client assets are invested in contracts with extended expirations. A Client may purchase and write put and call options on specific securities, on stock indexes or on other financial instruments and, to close out its positions in options, may make a closing purchase transaction or closing sale transaction. In theory, the exposure to loss is potentially unlimited in the case of an uncovered call writer (i.e. a call writer who does not have and maintain during the term of the call an equivalent long position in the stock or other security underlying the call), but in practice the loss is limited by the term of existence of the call. The risk for a writer of an uncovered put option (i.e., a put option written by a writer that does not have and maintain an offsetting short position in the underlying stock or other security) is that the price of the underlying security may fall below the exercise price. Hedging Transactions. Adviser may utilize a variety of financial instruments such as derivatives, options, swaps, and forward contracts, both for investment purposes and for risk management purposes. Hedging also involves special risks including the possible default by the other party to the transaction, illiquidity and, to the extent Adviser’s assessment of certain market movements is incorrect, the risk that the use of hedging could result in losses greater than if hedging had not been used. A Client will be subject to the risk of the failure or default of any counterparty to its transactions. If there is a failure or default by the counterparty to such a transaction, a Client will have contractual remedies pursuant to the agreements related to the transaction (which may or may not be meaningful depending on the financial position of the defaulting counterparty). Adviser may seek to minimize counterparty risk through the selection of financial institutions and types of transactions employed. However, a Client’s operational mechanisms may involve counterparty and other risk elements that may create unforeseen exposures. Futures. Adviser may, from time to time, engage in futures transactions for investment and for hedging purposes. Futures are standardized exchange-traded contracts which obligate a purchaser to take delivery and a seller to make delivery of a specific amount of an asset at a specified future date at a specified price. No price will be paid upon initiation of a futures contract. Rather, a Client will be required to deposit margin equal to a percentage of the contract value. A Client will then receive or pay maintenance margin based on the gains or losses experienced on an on-going basis. Futures therefore involve substantial leverage. As a result, a Client can suffer losses that significantly exceed the amount deposited with the prime brokers. Futures positions may be illiquid because, for example, most US commodity exchanges limit fluctuations in certain futures contract prices during a single day by regulations referred to as a “daily price fluctuation limits” or “daily limits”. Once the price of a contract for a particular future has increased

or decreased by an amount equal to the daily limit, positions in the futures can neither be taken nor liquidated unless traders are willing to effect trades at or within the limit. Futures contract prices in various commodities occasionally have moved the daily limit for several days with little or no trading. Similar occurrences could prevent Adviser from promptly liquidating unfavorable positions and subject a Client to substantial losses. In addition, Adviser may not be able to execute futures contract trades at favorable prices if trading volume is low. It is also possible that an exchange or the CFTC may suspend trading in a particular contract, order immediate liquidation and settlement of a particular contract or order trading in a particular contract be conducted for liquidation only. Position Limits. “Position limits” imposed by various regulators may also limit the Adviser’s ability to effect desired trades. Position limits are the maximum amounts of gross, net long or net short positions that any one person or entity may own or control in a particular financial instrument. For example, in the United States, the CFTC, a federal agency, has interpreted Dodd-Frank to require the CFTC to impose limits on the size of positions that can be held by market participants in futures contracts and OTC derivatives on certain physical commodities. The final position limits rules, which the CFTC adopted in October 2020, became effective in March 2021 and are in the process of being phased in. While the ultimate effect of the CFTC’s final position limit rules are not yet known, these limits will likely restrict the ability of many market participants, including the Adviser, to trade in the commodities markets to the same extent as they have in the past, including affecting their ability to enter into or maintain hedge positions in the applicable commodity or futures contracts. These rules and various other legislative and regulatory requirements may, among other things, reduce liquidity, increase market volatility, and increase costs in these markets. All positions owned or controlled by the same person or entity, even if in different accounts, may be aggregated for purposes of determining whether the applicable position limits have been exceeded. Thus, even if a Client does not intend to exceed applicable position limits, it is possible that different accounts managed by the Adviser may be aggregated. To the extent that a Client’s position limits were collapsed with an affiliate’s position limits, the effect on a Client and resulting restriction on its investment activities may be significant. If at any time positions managed by the Adviser were to exceed applicable position limits, the Adviser would be required to liquidate positions, which might include positions of the Client, to the extent necessary to come within those limits. Further, to avoid exceeding the position limits, Client might have to forego or modify certain of its contemplated trades. Forward Trading. An investment program may include forward contracts, including currency forwards. Forward contracts and options thereon, unlike futures contracts, are not traded on exchanges and are not standardized; rather banks and dealers act as principals in these markets, negotiating each transaction on an individual basis. Forward and “cash” trading is substantially unregulated; there is no limitation on daily price movements and speculative position limits are not applicable. The principals who deal in the forward markets are not required to continue to make markets in the currencies or commodities they trade and these markets can experience periods of illiquidity, sometimes of significant duration. There have been periods during which certain participants in these markets have refused to quote prices for certain currencies or commodities or have quoted prices with an unusually wide spread between the price at which they were prepared to buy and that at which they were prepared to sell. Disruptions can occur in any market due to unusually high trading volume, political intervention or other factors. The imposition of controls by governmental authorities might also limit such forward (and futures) trading to less than that which the Adviser would otherwise recommend, to the possible detriment of a Client. In respect of such trading, a Client would be subject to the risk of counterparty failure or the inability or refusal by a counterparty to perform with respect to such contracts. Market illiquidity or disruption could result in substantial losses to a Client. Short Selling and Leverage. As discussed herein, an investment program will include such investment techniques as short selling and leverage which practices can, in certain circumstances, maximize the adverse impact to which a Client’s investments may be subject.

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As noted above, Riposte currently provides investment advice to private investment funds, and a UCITs Fund and in the future, may advise other private investment funds and/or separately managed accounts. The Investors in the Funds may include high net worth individuals, other investment entities, university endowments, family offices, pension and profit- sharing plans, trusts, charitable organizations, other corporations or business entities that qualify as accredited investors (as defined in Rule 501 under the Securities Act of 1933, as amended) and qualified purchasers (as defined under the Investment Company Act of 1940, as amended). The Funds generally have a minimum investment amount of $1,000,000. However, the Adviser may waive or reduce the minimum investment at its sole discretion. There is no minimum allocation amount with respect to any separately managed account Client.

As described in Item 5 (Fees and Expenses) above, the General Partner, an affiliate of the Adviser, receives performance-based compensation from the Funds and the Sub-Advised Fund and the UCITs Fund. As a result, the Adviser faces conflicts of interest in the allocation of investment opportunities (i.e., the Adviser’s supervised persons might have an incentive to allocate favorable opportunities or otherwise favor Clients from which the Adviser (or its affiliate) receives performance-based compensation at a higher rate or Clients with more assets under management with Adviser). Additionally, the General Partner’s right to receive performance-based compensation could create an incentive for the Adviser (or its affiliate) to cause a Client that is subject to performance-based compensation to make investments that are riskier or more speculative than would be the case if the General Partner did not receive such compensation. In order to mitigate these conflicts of interest, the Adviser has an allocation policy that is designed to treat all Clients fairly and equitably and in a manner consistent with the Adviser’s fiduciary obligations. Performance-based compensation is generally accrued monthly and paid annually (or upon a withdrawal by an Investor from a Fund or upon termination of Adviser’s relationship with the applicable Client). Additional potential conflicts of interest present with respect to performance-based compensation in that the Adviser and its related persons (i.e. the General Partner) may have the incentive to make investments that are riskier or more speculative than they would make in the absence of performance-based compensation. However, Riposte understands that as a fiduciary it must act in the best interest of all of its Clients.

The General Partner, in its sole and absolute discretion, may elect to reduce, waive or calculate differently the performance-based compensation with respect to any investor including without limitation, affiliates or employees of the General Partner or the Adviser, members of immediate families of such persons and trusts or other entities for their benefit, among others.

A. Neither Riposte nor any of its management persons are registered, or have an application pending to register, as a broker-dealer or a registered representative of a broker-dealer respectively. are registered as or have pending applications to become either a Futures Commission Merchant, Commodity Pool Operator, or Commodity Trading Advisor or an associated person of the foregoing entities. C. The General Partner, a related person of the Adviser, serves as the Master Fund’s and the Onshore Fund’s general partner. This relationship creates an incentive for Adviser to make investment allocations that are riskier or more speculative than would be the case if the General Partner did not receive performance-based compensation from the Master Fund for serving as the general partner. D. Adviser does not utilize nor select third-party investment advisers. All assets are managed by Adviser management.

A. High ethical standards are essential for the success of Riposte and to maintain the confidence of Clients and investors. Riposte is of the view that its long-term business interests are best served by adherence to the principle that Client interests come first. Riposte has a fiduciary duty to its Clients, which requires individuals associated with Riposte to act solely for the benefit of the Clients. Potential conflicts of interest may arise in connection with the personal trading activities of individuals associated with advisers. In recognition of Riposte’s fiduciary obligations to its Clients, and Riposte’s desire to maintain its high ethical standards, Riposte has adopted this Code of Ethics containing provisions designed to: (i) prevent improper personal trading by Access Persons; (ii) prevent improper use of material, non-public information about securities recommendations made by Riposte or securities holdings of Clients; (iii) identify conflicts of interest; and (iv) provide a means to resolve any actual or potential conflict in favor of Clients. Riposte’s Code of Ethics applies to all employees. B., C. and D. Employees are generally restricted from purchasing or selling reportable securities (as defined as defined in section 202(a)(18) of the Advisers Act). However, Employees are permitted to liquidate any Reportable Security held in their personal accounts that were purchased prior to employment with Riposte subject to the approval of the Chief Compliance Officer (“CCO”). All employees are required to report their personal securities transactions to the CCO. A copy of Riposte’s Code of Ethics is available to current and prospective Clients and Fund Investors upon request.

A. The Adviser is authorized to determine the broker or dealer to be used for each securities transaction for the Funds. In selecting brokers or dealers to execute transactions, the Adviser’s decision is based on the broker’s ability to delivery best execution. Best execution can include multiple factors including, but not limited to, price, execution capabilities, commission rates or transaction costs, value of research reports, corporate access, and responsiveness.

Soft Dollars While the firm's usage of soft dollars complies with 28(e) of the Securities Exchange Act of 1934, as amended, at this time, the Firm does not actively utilize soft dollar benefits. Should it resume usage of soft dollars, it will continue to comply with the below outlined policies and procedures. Section 28(e) of the Securities Exchange Act of 1934, as amended, is a “safe harbor” that permits an investment manager to use commissions or “soft dollars” to obtain research and brokerage services that provide lawful and appropriate assistance in the investment decision-making process. Except for services that would be a Client expense or as otherwise described below, the Adviser will limit the use of “soft dollars” to obtain research and brokerage services to services which constitute research and brokerage within the meaning of Section 28(e). Research services within Section 28(e) may include, but are not limited to, research reports (including market research); certain financial newsletters and trade journals; software providing analysis of securities portfolios; corporate governance research and rating services; attendance at certain seminars and conferences; discussions with research analysts; meetings with corporate executives; consultants’ advice on portfolio strategy; data services (including services providing market data, company financial data and economic data); advice from brokers on order execution; and certain proxy services. Brokerage services within Section 28(e) may include, but are not limited to, services related to the execution, clearing and settlement of securities transactions and functions incidental thereto (i.e., connectivity services between an investment manager and a broker-dealer and other relevant parties such as custodians); trading software operated by a broker-dealer to route orders; software that provides trade analytics and trading strategies; software used to transmit orders; clearance and settlement in connection with a trade; electronic communication of allocation instructions; routing settlement instructions; post trade matching of trade information; and services required by the U.S. Securities and Exchange Commission or a self -regulatory organization such as comparison services, electronic confirms or trade affirmations. The use of Client commissions (or markups or markdowns) to obtain research and brokerage products and services raises conflicts of interest. For example, the Adviser will not have to pay for the products and services itself and thus has incentive to select or recommend a broker-dealer based on its interest in receiving the research or other products or services, rather than for Adviser’s Clients’ interest in receiving most favorable execution. The Adviser may consider its receipt of such research or other products or services, as well as other factors, in determining which broker-dealer to select or recommend and therefore may have an incentive to make such selection or recommendation on factors unrelated to a client’s interest in receiving most favorable execution. When Adviser uses client brokerage commissions to obtain research or other products or services, Adviser receives a benefit because it doesn’t have to produce or pay for the research, product or service. The Adviser may cause a Client to pay commissions (or markups or markdowns) higher than those charged by other broker-dealers in return for soft dollar benefits (known as paying-up), resulting in higher transaction costs for a Client. The Adviser may use soft dollar benefits to services all Client accounts (even those that didn’t pay for the benefit) although the Adviser will seek to allocate soft dollar benefits to Client accounts proportionately to the soft dollar credits the accounts generate. In some instances, the Adviser may receive a product or service that may be used only partially for functions within Section 28(e) (e.g., an order management system, trade analytical software or proxy services). In such instances, the Adviser will make a good faith effort to determine the relative proportion of the product or service used to assist the Adviser in carrying out its investment decision-making responsibilities and the relative proportion used for administrative or other purposes outside Section 28(e). The proportion of the product or service attributable to assisting the Adviser in carrying out its investment decision-making

responsibilities will be paid through brokerage commissions generated by client transactions and the proportion attributable to administrative or other purposes outside Section 28(e) will be paid for by the Adviser from its own resources. Research and brokerage services obtained by the use of commissions arising from a Client’s portfolio transactions may be used by the Adviser in its other investment activities and thus, a Client may not necessarily, in any particular instance, be the direct or indirect beneficiary of the research or brokerage services provided. Although the Adviser will make a good faith determination that the amount of commissions paid is reasonable in light of the products or services provided by a broker, commission rates are generally negotiable and thus, selecting brokers on the basis of considerations that are not limited to the applicable commission rates may result in higher transaction costs than would otherwise be obtainable. The receipt of such products or services and the determination of the appropriate allocation in the case of “mixed use” products or services creates a potential conflict of interest between the Adviser and Clients. In selecting brokers and negotiating commission rates, the Adviser will take into account the financial stability and reputation of brokerage firms, and the research, brokerage or other services provided by such brokers. The Adviser may place transactions with a broker or dealer that (i) provides the Adviser (or an affiliate) with the opportunity to participate in capital introduction events sponsored by the broker-dealer or (ii) refers investors to a Client or other products advised by the Adviser (or an affiliate), if otherwise consistent with seeking best execution; provided the Adviser is not selecting the broker-dealer in recognition of the opportunity to participate in such capital introduction events or the referral of Fund investors. When appropriate, the Adviser may, but is not required to, aggregate orders to achieve more efficient execution or to provide for equitable treatment among accounts. Clients participating in aggregated trades will be allocated securities based on the average price achieved for such trades. A Client will maintain accounts with the prime brokers, through which Adviser may execute trades, borrow securities and maintain custody of its securities. A Client reserves the right, in its sole discretion, to change the brokerage and custodial arrangements described above without further notice to the investors. While not a current practice, it is possible that Riposte or a Client may compensate prime brokers for organizing “capital introduction” events or for any investments ultimately made by prospective investors attending such events. While such events and other services provided by a prime broker may influence Riposte in deciding whether to use such prime broker in connection with brokerage, financing and other activities of a Client, the Adviser will not commit to allocate a particular amount of brokerage to a brokerdealer in any such situation. Adviser does not engage in directed brokerage. B. Trade Aggregation and Allocation As a fiduciary, Riposte must allocate investment opportunities among the Clients in a fair and equitable manner. If Riposte determines that it would be appropriate for more than one Fund to participate in an investment opportunity, Riposte will seek to allocate the investment opportunity to all of the participating Clients on a fair and equitable basis. Generally, investment opportunities will be allocated pro rata based upon each participating Client’s start of the day NAV using an order management system; provided, however, that Riposte, in its sole discretion, may make allocations based upon other considerations. For example, Riposte may perform rebalancing trades that will, by their nature, not be executed for all Clients.

Additionally, from time to time Riposte may participate in initial public offerings (“IPOs”). Riposte will only allocate IPOs to those investors who are eligible to participate and therefore may not allocate IPOs pro rata based on the Clients’ start of the day NAV. The reasons why an allocation was made other than on a pro rata basis will be documented. In certain circumstances, Riposte may not be able to allocate an investment opportunity (or portion thereof) to a Client because of minimum investment restrictions or excessive costs. In these situations, Riposte will determine which Clients will participate. Clients without sufficient investment capital will not participate. Riposte’s CCO reviews the trade allocations to the accounts before the trade is finalized and electronically submitted to the administrator and prime broker. When an account receives subscriptions or redemptions, trades to rebalance the portfolio are done on the first day the subscriptions or redemptions take place.

A. Riposte has engaged a placement agent who will introduce new investors that commit capital to the Funds. B. Compensation under this arrangement will generally be a percentage of the fees attributable to the introduced assets. The compensation is paid by Riposte, not the Funds or Investors. Any conflict of interest that may exist will be fully disclosed to any investor during the inception of the relationship.

Neither Riposte nor any of its officers, directors, employees or other management persons, have been involved in any legal or disciplinary events that would require disclosure in response to this Item. There are

no criminal or civil actions, administrative proceedings, or self-regulatory organization proceedings to report.

A. All investments and Fund accounts are continuously reviewed by Riposte’s Managing Partner / Portfolio Manager The investment team considers, among other things, asset allocation, cash management, and market outlook. Client accounts are also evaluated to ensure they are being managed true to their investment objectives and those investments are suitable for the portfolio. B. Adviser will conduct reviews other than on a periodic basis generally depending on market conditions and other facts and circumstances at that time. C. Investors in a Fund will receive periodic reports documenting the performance of such Funds in which they invest. In addition, the Adviser provides each investor with a copy of the audited financial statements of the Funds within 120 days of each Fund’s fiscal year end.

Rule 206(4)-2 under the Advisers Act (the “Custody Rule”) imposes certain requirements on registered investment advisers that have custody of client funds or securities. The rule defines custody as holding, directly or indirectly, client funds or securities, or having any authority to obtain possession of them. An investment adviser with custody of client funds or securities must implement certain procedures to safeguard those assets. The requirements imposed by the Custody Rule generally apply only to those assets over which Riposte has custody, rather than all of the assets under the adviser’s management. Riposte is deemed to have custody of the Funds’ assets because of the authority that Riposte has and its affiliated entities have over those assets. The Financial Controller is responsible for overseeing the audits of the Funds as well as the distribution of the audited financial statements to all investors within 120 days of the Funds’ fiscal year ends. Riposte does not have custody of the assets of the Sub-Advised Fund or the UCITs Fund.

As a matter of good internal controls, the Financial Controller reconciles the aggregate account balances reported to investors in each Fund, obtained directly from the administrator, against the cash and securities holdings reported by unaffiliated custodians, counterparties, and/or the Depository Trust Company on a monthly basis. For purposes of this reconciliation, security valuations are obtained from broker quotes. The Financial Controller will work with unaffiliated service providers and custodians to resolve any discrepancies, and will immediately notify Riposte’s Managing Partner directly of any material irreconcilable discrepancies.

Riposte has discretionary authority over the investment activities of all of the Clients. Riposte invests the assets of the Clients in accordance with the investment policies and objectives, and the restrictions described in the relevant Client governing documents. Discretionary trading authority is granted to Riposte in each advisory contract.

Riposte has adopted and implemented written policies and procedures governing the voting of securities. In addition, Riposte’s proxy voting policies and procedures include guidelines regarding: (i) the process in place to override a vote recommendation from the proxy voting services firm; (ii) responsibilities of certain parties with regard to the proxy voting process; (iii) how material conflicts of interest are resolved to ensure that all proxies are voted in the best interests of clients; and (iv) maintenance of certain books and records related to the proxy voting process. Riposte utilizes ProxyEdge, a third-party solution from Broadridge, to assist in the proxy voting process. Proxies are assets of Riposte’s Clients that must be voted with diligence, care, and loyalty. Riposte will vote each proxy in accordance with its fiduciary duty to its Clients. Riposte will generally seek to vote proxies in a way that maximizes the value of Clients’ assets. However, Riposte will document and abide by any specific proxy voting instructions conveyed by a Client with respect to that Client’s securities. The CCO coordinates Riposte’s proxy voting process. If Riposte detects a material conflict of interest in connection with a proxy solicitation, the Company will abide by the following procedures:

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The CCO will meet with the Managing Partner and will describe the proxy vote under consideration and identify the perceived conflict of interest. The CCO will also propose the course of action that the CCO believes is in Clients’ best interests. The CCO will tell the Managing Partner why the CCO believes that this course of action is most appropriate.

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The Managing Partner will review any documentation associated with the proxy vote and evaluate the CCO’s proposal. The Managing Partner will consider, among other things:

o A vote’s likely short-term and long-term impact on the issuer;

o Whether the Issuer has responded to the subject of the proxy vote in some other manner;\

o Whether the issues raised by the proxy vote would be better handled by some other action by the issuer;

o Whether implementation of the proxy proposal appears likely to achieve the proposal’s stated objectives; and

o Whether the CCO’s proposal appears consistent with Clients’ best interests.

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The Managing Partner will document his decision on how to vote the proxy.

Riposte will not neglect its proxy voting responsibilities, but the Adviser may abstain from voting if it deems that abstaining is in its Clients’ best interests. For example, Riposte may be unable to vote securities that have been lent by the custodian. Also, proxy voting in certain countries involve “share blocking,” which limits Riposte’s ability to sell the affected security during a blocking period that can last for several weeks. Riposte believes that the potential consequences of being unable to sell a security usually outweigh the benefits of participating in a proxy vote, so Riposte generally abstains from voting when share blocking is required. The CCO will prepare and maintain memoranda describing the rationale for any instance in which Riposte does not vote a Client’s proxy. A copy of Riposte’s written proxy voting policies and procedures, as well as a record of how Riposte has voted in the past, will be maintained and available for review by investors upon written request by contacting Matthew Parkinson at 646-802-6331 or mp@ripostecapital.com.

Riposte is not required to provide a balance sheet as it (i) does not solicit fees more than six months in advance, and (ii) does not have a financial condition that is likely to impair its ability to meet contractual commitments to clients or (iii) has not been subject to any bankruptcy proceeding during the past 10 years.