Academic Honors & Achievements

WALTER ZEBROWSKI, CPA, JD 646.415.4680 [email protected]

INDUSTRY PUBLIC ACHIEVEMENTS AND HONORS

Testified before the ESBA of the Department of Labor regarding various issues in the Hedge Fund and Private Equity Industries

Chairman, Regulatory Compliance Association (RCA), and the Juris Doctorate Concentration and Masters of Law (LLM) Degree Program in Asset Management Compliance & Regulation 2005 – Present

The RCA, in affiliation with several top tier law schools, shall offer the first Concentration for JD students and the first Masters of Law Degree program in Asset Management Compliance & Regulation. The curriculum for the JD Concentration and LLM Degree derive from the RCA’s Chief Compliance Officer University (CCO University), started in 2005.

Spearheaded and managed the development of the CCO University’s Masters Program in Asset Management Compliance & Regulation, as well as the JD Concentration and LLM Degree Program.

From personal contacts, recruited and managed the Speaking Faculty which comprise:  senior regulators at the SEC, NFA, DOJ, FRB,  partners from national or international law firms, and CPA Firms, and  COOs, CFOs, CCOs, GCs, and senior executives from notable Hedge Funds, Private Equity Firms

For more information contact the Regulatory Compliance Association.

Symposium Chairman and Featured Speaker at following leading industry events

 Fordham Law School “Recent Developments” in Asset Management Compliance & Regulation  RCA Risk and Regulatory Symposium, 6/2011 – San Francisco  RCA/Ernst & Young Asset Management Thought Leadership Symposium, 4/2011 - NYC  RCA Annual Asset Management Thought Leadership Symposium, 11/2010 – NYC  RCA Risk and Regulatory Symposium, 6/2010 - NYC  RCA/Ernst & Young Asset Management Thought Leadership Symposium, 4/2010 - NYC  RCA Annual Asset Management Thought Leadership Symposium, 11/2009 – NYC  RCA Risk and Regulatory Symposium, 6/2009 – NYC  RCA/ NFA Asset Management Thought Leadership Summit 4/2009 – NYC  RCA/Institutional Investor Hedge Fund Best Practices 12/2008 – Miami  RCA Annual Asset Management Thought Leadership Summit, 11/2008 – Stamford CT  Institutional Investor/RCA 15th Global Hedge Fund Summit, October 2008 - Bermuda  RCA/ Rothstein Kass Thought Leadership Summit, 6/2008 – Greenwich CT  GAIM/RCA Operational Due Diligence & Risk Management – Cayman 2008  Institutional Investor, 3rd Annual COO Forum  RCA/Institutional Investor Hedge Fund Best Practices 2007 - Cayman  GAIM/RCA Operational Due Diligence & Risk Management – Cayman 2007  Institutional Investor, 2nd Annual COO Forum  Institutional Investor/RCA Hedge Fund Best Practices 2006 - Cayman PROFESSIONAL EXPERIENCE

HEDGEMONY PARTNERS 2000 – Present Alternative Investment Industry COO, CIO and General Counsel

 Served as activist Director or member of executive team in over 4 portfolio companies, including Hedge Funds, Asset Management Firms, CTAs, Broker Dealer, and Technology Firms.  Served as COO and CIO of Hedgemony Partners, an alternative investment firm accelerator  Analyze and evaluate strategic, private equity and venture transactions  Review, negotiate and due diligence arrangements, joint ventures, strategic partnerships, private equity/venture transactions  Oversee structuring and operation of private investment management companies and sub-advisory joint ventures, deploying various investment strategies in multiple jurisdictions and platforms  Supervise the operation of funds, collective investment vehicles and exotic SPVs in multiple jurisdictions  Entity selection for the venture stage, seed financings, bridge financing and later stage financings  Supervise outside counsel in all phases of representation  Manage all aspects of due diligence regarding proposed transactions and investments  Supervise outside counsel drafting regulatory filings and documentation  Oversee registrations, examinations and inspections by regulatory authorities  Supervise the design and implementation of comprehensive internal control structures  Oversee regulatory risk assessments to identify, inventory, evaluate and address deficiencies  Oversee all finance and operations, including treasury, risk management, portfolio, fund and collective investment vehicle accounting, investor administration and tax planning  Develop the STP enterprise systems and infrastructure with integrated internal controls to administrate the entire life cycle of fund operations, including order management, portfolio & fund accounting, investor allocations, servicing and reporting as well as investor pre-qualification, AML and on-boarding  Establish and manage relationships with 3rd party service providers, including custodians, administrators, prime brokers, executing brokers, ECNs, lawyers, accountants  Supervise accounting and administrator teams conducting middle and back office activities  Composite of Ventures

SANFORD MANAGEMENT, LTD. 1996 – 1999 Quantitative/Convertible/M & A Arbitrage Firm COO, CO-CIO and General Counsel  Served as member of the Board of Directors, and all committees including Investment, Operations, Valuation, Risk Governance  Supervised all operations and finance activities  Served as member of the Investment Team, and Executive Committee  Oversee the development of all infrastructure and internal controls  Established and managed relationships with 3rd party service providers, including custodians, administrators, prime brokers, executing brokers, ECNs, lawyers, accountants  Negotiated all 3rd party agreements, including trading counterparties and Prime Brokers  Spearheaded all technology development initiatives for Investment Team and firm wide operations, including designing and automating proprietary quantitative models

Walter Zebrowski, JD, CPA Curriculum Vitae Page 2 of 3  Advised on the setup of various management company and fund structures  Supervised outside counsel in formation of management company structure and SPVs as well as drafting of agreements or supporting documents  Supervised outside counsel drafting fund offering documents for multiple jurisdictions (e.g., OM, partnership agreements, and fee deferral agreements)  Planned and managed all compliance, audit and tax projects  Directed the preparation of year end financial statements, investor allocations  Directed day-to-day operations of middle and back office team; coordinated the accurate production of all NAV calculations, daily P&L and pricing

EDUCATION

STETSON UNIVERSITY, COLLEGE OF LAW May 1993 Doctor of Jurisprudence Admitted to Practice: 1993, State of FL Top ½ percent of passing applicants, nationally, of May 1993 Bar Examination (total 69601)

UNIVERSITY OF SOUTH FLORIDA April 1992 Masters of Accountancy Program (CPA requirements) Admitted to Practice: 1994, State of FL Top 100 passing candidates, nationally, of the May 1990 CPA Examination

UNIVERSITY OF SOUTH FLORIDA May 1990 Bachelor of Science, Accountancy Minor English/Technical Writing Salutatorian of Graduating Class

ACADEMIC HONORS & ACHIEVEMENTS

Dean’s list of Top 10 Students in College Pricewaterhouse Coopers Endowment Scholar Grant Thornton Endowment Scholar Kappa Sigma Endowment Scholar Greek System Top Scholar Award Quinn Foundation Endowment Scholar National Becker CPA Review Scholarship Recipient

Walter Zebrowski, JD, CPA Curriculum Vitae Page 3 of 3