Lance A. Zinman. Partner West Monroe Street Chicago, IL Practices

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1 Lance A. Zinman Partner West Monroe Street Chicago, IL Practices FOCUS: Financial Services Investment Companies Liquid Alternatives Corporate Governance Mergers and Acquisitions Entrepreneurial Ventures Private Equity Securities Public Funds Corporate Executive Compensation Private Funds and Investment Management Proprietary Trading Firms Distressed Debt and Claims Trading Broker-Dealer Regulation Futures and Derivatives Insurance Products and Regulation Structured Products Lance Zinman serves as global co-chair of Katten's Financial Services practice and sits on the firm's Board of Directors and Executive Committee. Lance is a Registered Foreign Lawyer and a non-practicing partner in Katten Muchin Rosenman UK LLP. He represents hedge funds and commodity pools in all asset classes, private equity funds, investment advisers, commodity trading advisors and other asset managers. He also advises a broad cross section of proprietary trading firms large and small including many of the major firms in the industry. Lance's multidimensional skill set is unique, combining a deep understanding of corporate, regulatory, intellectual property and tax law, along with broad knowledge of the securities and derivatives markets. His extensive experience with these interconnected areas enables him to apply creative solutions to legal challenges, while also providing practical, common sense counsel. Lance provides comprehensive legal services to institutional and emerging asset managers and proprietary trading firms in need of a single advisor who can assist them with all aspects of their business. He counsels them on a wide range of issues, including corporate formation structure, futures, derivatives, securities and other regulatory matters, trading issues, brokerage and derivatives documentation, tax planning, intellectual property matters, labor issues, equity and debt financings, mergers and acquisitions, joint ventures and seed deals. Originally a corporate attorney, Lance later joined the firm's Financial Services group, creating an efficiently integrated transactional and regulatory practice. As a Chicago-based attorney, Lance has significant experience with volatility, algorithmic, low-latency and other trading strategies involving the use of futures, options and other derivatives. In addition, he counsels clients in other sectors of the financial markets, including domestic and foreign exchanges, brokerage firms, swap counterparties and other participants in over-the-counter transactions. Lance also advises clients that are looking to establish a presence internationally or trade directly on foreign exchanges. Separately, he represents clients in the entertainment and sports industries as well, including the Chicago Bulls, Chicago White Sox and Oakland Athletics. Lance is frequently tapped to speak at events on topics relating to hedge funds and proprietary trading, including Managed Funds Association (MFA) conferences and the SkyBridge Alternatives conference (SALT). Crain's Chicago Business selected Lance for its prestigious Under 40 list describing him as a rare lawyer under 40 atop a

2 Financial Services Regulatory and Compliance Employment Law and Litigation Industries Entertainment and Media Financial Institutions Sports and Sports Facilities Private Client Services Recognition Crain's Chicago Business, 40 Under 40, 2012 Chicago Lawyer, Next Generation of Leaders, 2009 Law Bulletin Publishing Company, 40 Under 40 to Watch, 2008 Legal 500, HFM European Hedge Fund Services Award, 2015 Education JD, Northwestern University School of Law, cum laude BA, Honors College at Michigan State University, with highest honors Bar Admissions Illinois big firm practice. Lance was also named one of 40 Under 40 to Watch in 2008 by the Chicago Daily Law Bulletin which noted that his breadth and depth of experience have led his clients to describe him as one of the city's top business lawyers. In 2009, he was one of six attorneys to be named the Next Generation of Leaders by Chicago Lawyer magazine. Lance is also on the global board of directors of Hedge Funds Care, an international charity supported by the hedge fund industry dedicated to the prevention and treatment of child abuse. Memberships American Bar Association Futures Industry Association Hedge Funds Care, Board of Directors Managed Funds Association The Chicago Bar Association Advisories Proposed CFTC Regulation To Impact Algorithmic Trading and Traders (December 15, 2015) Victim of Fraud Sued for Fraud (November 24, 2015) BEA Filing Deadline Looms For US Persons With Foreign Affiliates (May 29, 2015) China Regulator Proposes to Permit Designated Domestic Futures Contracts To Be Traded by Foreigners (January 23, 2015) SEC Focuses on Burgeoning Liquid Alternative Funds Market (July 14, 2014) CFTC Proposes Revised Position Limit Rules (November 12, 2013) CFTC Proposes Revised Aggregation Rules (November 7, 2013) Marketing Investment Management Services to Public Retirement Systems: Complying with Applicable Laws and Regulations (August 5, 2013) SEC Proposes Rule Amendments to Permit General Solicitation in Rule 506 and 144A Offerings, Including Offerings by Hedge Funds and Other Private Funds (September 17, 2012) CFTC and SEC Adopt Final Rules Further Defining "Swap Dealer," "Major Swap Participant" and "Eligible Contract Participant" (May 10, 2012) Managers of Private Investment Vehicles Including Private Equity, Real Estate and Securitization Vehicles That Use Futures or OTC Derivatives Should Consider Claiming CFTC 4.13(a)(4) Exemption by April 23, 2012 (April 20, 2012) CFTC Adopts Significant Changes to CPO and CTA Registration and Compliance Requirements (February 14, 2012)

3 New York MiFID II How It Affects Proprietary Traders and Algorithmic Traders (October 31, Guide to Investment Adviser Registration (September 12, Guidelines from European Regulator Focus on High Frequency and Algorithmic Trading Obligations (August 18, Summary and Analysis of Dodd-Frank Rules for Investment Advisers (July 28, SEC Adopts Rules Implementing Core Provisions of Dodd-Frank That Apply to Investment Advisers (June 23, SEC Expected to Consider Extending Adviser Registration and Deregistration Deadlines (April 14, SEC Issues Proposed Rules Requiring Registration of Municipal Advisors (February 24, Comments Due January 24 on SEC's Proposals to Implement $100 Million Asset Threshold, Other Dodd-Frank Changes for Investment Advisers (January 18, Comments Due January 24 on SEC's Proposed Exemptions from Investment Adviser Registration Mandated by Dodd-Frank (January 18, SEC Extends Compliance Date for Certain Advisers to Provide Clients with Brochure Supplements (January 6, SEC Adopts Amendments That Overhaul Form ADV Part 2 (August 25, 2010) Wall Street Transparency and Accountability Act of 2010 Introduces Extended Period of Regulatory Uncertainty (August 4, 2010) Financial Reform Bill Reshapes Investment Adviser Regulation (July 29, 2010) Senate Passes Financial Regulation Bill Requiring SEC Registration for Hedge Fund Managers with $100 Million or More under Management (May 27, 2010) Financial Services Regulatory Reform Legislation Moves Forward (May 27, 2010) Lehman Brothers Debtors File Joint Plan (March 17, 2010) SEC Adopts Custody Rule Changes for Investment Advisers (January 11, 2010 (updated June 2010)) SEC Reopens Comment Period for Short Sale Price Test and Proposes "Alternative Uptick Rule" (August 18, 2009) SEC Makes Short Selling Rule Permanent and Plans to Increase Short Sale Transparency (July 30, 2009) Administration Bill Would Require Managers of Hedge and Other Private Funds to Register as Investment Advisers (July 16, 2009)

4 SEC's Proposed Amendments to Custody Rule Would Require Surprise Exams and Internal Control Reports (June 24, 2009) SEC Votes to Seek Comment on Five Alternative Short Sale Rule Proposals (April 9, 2009) Electronic Filing of Form D and Amendments Becomes Mandatory on March 16 (February 17, 2009) OFAC Issues Guidance Regarding Scope of OFAC Compliance Programs (November 7, 2008) Articles Co-author, Katten Discusses SEC's Focus on Liquid Alternative Funds Market, The CLS Blue Sky Blog (August 4, 2014) Co-author, Recent Regulatory Initiatives Affecting High Frequency Trading, Automated Trader Magazine (June 2010) Author, The Next Generation of Leaders, Chicago Lawyer (June 2009) Newsletters Corporate & Financial Weekly Digest (Weekly) Speaking Engagements & Presentations Panelist Regulatory and Cross-Border Issues for Proprietary Trading Firms London, United Kingdom (February 4, 2016) Moderator A Review of CFTC Proposed Regulation AT and Its Potential Practical Impact Webinar (December 17, 2015) Panelist Emerging Trends in Securities and Futures Trading Regulation Chicago, Illinois (December 3, 2015) Panelist Emerging Trends in Securities and Futures Trading Regulation New York, New York (November 11, 2015) Panelist Developments in Proprietary Trading: Cross-Border Comparison of US and European Regulatory Initiatives Chicago, Illinois (April 28, 2015) Speaker, The Art and Science of Seeding Hedge Fund Managers Network 2015 Miami, Florida (January 27, 2015) Panelist Recent Publicity Concerning Proprietary Trading: Potential Regulatory Responses New York, New York (May 6, 2014) Moderator Recent Publicity Concerning Proprietary Trading: Potential Regulatory Responses Chicago, Illinois (April 28, 2014) Presenter Pitfalls in a Shifting Landscape: Trade Practice Issues for Futures and Securities Chicago, Illinois (December 3, 2013)

5 Panelist Rising to the Top: Differentiating Funds in a Crowded Marketplace New York, New York (September 12, 2013) Panelist, MFA Mid-Year Briefing on Legislative and Regulatory Developments Managed Funds Association Forum 2013 Chicago, Illinois (June 19 20, 2013) Panelist A CPO's Guide to Managing Change New York, New York (October 25, 2012) Panelist, Determining The Impact Of Dodd-Frank On Prop Trading Firms TradeTech USA New York, New York (March 6 8, 2012) Panelist Regulatory Compliance 2011 New York, New York (November 30, Panelist Dodd-Frank Investment Adviser Registration Update New York, New York (September 20, Speaker, Understanding the Latest Market Structure Developments in the United States The Future of Trading: Technology, Operations, Compliance, and Risk Management Summit Toronto, Canada (November 17 18, 2010) Speaker The Devil in the Details: Implications of Recent Regulatory Reforms and Other Updates for the Financial Services Industry Chicago, Illinois (November 10, 2010) Panelist Trading Strategies, Technology and Regulatory Challenges for the HFT Community Webinar (April 29, 2010) Speaker Proprietary Trading on European Markets Chicago, Illinois (April 14, 2010) Moderator New SEC Initiatives Affecting Equity and Options Trading New York, New York (March 18, 2010) Speaker Proprietary and High Frequency Trading on US & European Markets London, United Kingdom (March 9, 2010) Panelist CPO/CTA Regulatory Seminar Chicago, Illinois (March 2, 2010) Panelist, The Current State of CPO/CTA Regulation Commodity Pool Operator/Commodity Trading Advisor Regulatory Seminar Chicago, Illinois (March 2, 2010) Moderator New SEC Initiatives Affecting Proprietary Trading Chicago, Illinois (February 25, 2010) Speaker Maximize Your Profits - Tax Strategies & Legal Structures Chicago, Illinois (February 18, 2010) Speaker Financial Regulatory Reform: Current Developments Chicago, Illinois (December 3, 2009) Speaker Tax Strategies and Legal Structures Seminar Chicago, Illinois (April 28, 2009)

6 Presenter, Hedge Funds in a Changing Environment Katten Investment Management Seminar Series New York, New York (April 21, 2009) Panelist Proprietary Trading Follow-Up Roundtable Chicago, Illinois (April 16, 2009)