Gemcorp was formed in September 2023 as a Delaware limited liability company with its principal place of business in New York, New York. Gemcorp is directly owned by Gemcorp Holdings Limited (‘GHL’’), a Jersey holding company. The ultimate beneficial owner of GHL and the indirect majority owner of Gemcorp is Atanas Bostandjiev, one of the key Founders of the Gemcorp Group Gemcorp is affiliated with the following entities: Gemcorp Capital Management Limited, an investment manager located in London, England that is authorized and regulated by the UK Financial Conduct Authority; Gemcorp Commodities Trading Services (Cayman) Limited, a procurer and transporter of goods and services registered in the Cayman Islands; and also Gemcorp Capital (Services) Limited, a business support services company located in London, England. See additional information in Item 10. Other Financial Industry Activities and Affiliations. At the time of its initial ADV filing, Gemcorp does not have any assets under management. However, the Firm has registered with the SEC in reliance on Rule 203A-2(c) under the Advisers Act because it has a reasonable expectation to be eligible for SEC registration within 120 days from the date its registration becomes effective. This Brochure provides descriptions of the strategies and policies Gemcorp intends to implement upon effectiveness of its registration. Gemcorp anticipates providing discretionary investment services to an unlisted closed-end fund organized as a Delaware statutory trust (the “Fund”). The Fund is a diversified, closed-end management investment company that is registered under the Investment Company Act of 1940 (the “1940 Act”). Unlike most

closed-end funds, the shares of the Fund will not be listed on any securities exchange. Investors may purchase shares of the Fund directly from the Fund. The Fund will provide liquidity through quarterly offers to repurchase a limited amount of the Fund’s shares. There is no expected secondary trading market in the shares. Gemcorp anticipates that the Fund will be the only “Advisory Client” of the Firm, but the Firm may in the future provide services to additional Advisory Clients. Gemcorp will invest on behalf of the Fund primarily in assets in commodity-related and commodity- linked instruments, securities and derivatives, supply chain financings as well as physical commodities. The Fund will allocate its investments primarily in credit and credit adjacent instruments and may in the future make equity investments and invest in physical commodities. See additional information in Item 8. Methods of Analysis, Investment Strategies and Risk of Loss. Gemcorp will manage the Fund in accordance with its investment objectives, strategies, fees, risks and restrictions, which are set forth in more detail in the Fund’s prospectus. Gemcorp does not tailor its advisory services to the individual needs of investors in the Fund and generally does not accept investor- imposed investment restrictions. Gemcorp has also claimed an exemption from registration with the U.S. Commodity Futures Trading Commission (“CFTC”) as Commodity Pool Operator (“CPO”) pursuant to CFTC Rule 4.5(a)(1) and, accordingly, is not subject to certain regulatory requirements with respect to the Fund (which are intended to provide certain regulatory safeguards to investors) that would otherwise be applicable absent such an exemption.