About Research Capital USA Inc.

Research Capital USA Inc. ("RC USA") is a wholly owned subsidiary of Research Capital Corporation. Our Toronto-based professionals provide institutional investors in the USA with quality research coverage, market intelligence, and distribution/placement capabilities.

From technology to natural resources, we offer institutional investors innovative investment ideas and execution capabilities. Our focus is on small to mid-capitalization companies with strong growth potential based upon our research. We are independent and impartial.

Our specialized approach, reputation for quality and integrity, and strong relationships with institutional investors have made Research Capital USA Inc. a leader in identifying winning investment ideas.

For further information please contact:

Terry Sugrue +1 416-860-7747
Jeff Crane +1 416-860-8681

Business Continuity Plan

Research Capital USA has developed a Business Continuity Plan on how we will respond to events that significantly disrupt our business. Since the timing and impact of disasters and disruptions is unpredictable, we will have to be flexible in responding to actual events as they occur. With that in mind, we are providing you with this information on our business continuity plan.

We plan to quickly recover and resume business operations after a significant business disruption and respond by safeguarding our employees and property, making a financial and operational assessment, protecting the firm's books and records, and allowing our customers to transact business. In short, our business continuity plan is designed to permit our firm to resume operations as quickly as possible, given the scope and severity of the significant business disruption.

Our business continuity plan addresses: data backup and recovery; all mission critical systems; financial and operational assessments; alternative communications with customers, employees, and regulators; alternate physical location of employees; critical supplier, contractor, bank and counter-party impact; regulatory reporting; and assuring our customers prompt access to their funds and securities if we are unable to continue our business.

Our clearing firm, Research Capital Corporation ("RCC"), backs up our important records in a geographically separate area. While every emergency situation poses unique problems based on external factors, such as time of day and the severity of the disruption, we have been advised by our clearing firm that its objective is to restore its own operations and be able to complete existing transactions and accept new transactions and payments within 48 hours. Your orders and requests for funds and securities could be delayed during this period.

Significant business disruptions can vary in their scope, such as only our firm, a single building housing our firm, the business district where our firm is located, the city where we are located, or the whole region. Within each of these areas, the severity of the disruption can also vary from minimal to severe. In a disruption to only our firm or a building housing our firm, we will transfer our operations to another branch location and expect to recover and resume business within 24 to 48 hours. In a disruption affecting our business district, city or region, we will transfer our operations to a site outside of the affected area and recover and resume business within 48 hours. In either situation, we plan to continue in business, transfer operations to our clearing firm if necessary, and notify you through our website www.researchcapital.com or 416-860-7600 on how to contact us. If the business disruption is so severe that it prevents us from remaining in business, we will assure our customers' prompt access to their funds and securities.

If you have questions about our business continuity planning, you can contact us at Research Capital USA Inc., 199 Bay Street, Suite 4500, Toronto, Ontario, Canada or email aselbie@researchcapital.com. If you would like to receive a copy of our plan, please send a written request to the address above.

Important Disclosures

FINRA BrokerCheck

FINRA BrokerCheck, formally known as FINRA's Public Disclosure Program, allows investors to learn about the professional background, business practices, and conduct of FINRA member firms or their brokers. The telephone number of the FINRA BrokerCheck is 800-289-9999, the website address http://www.FINRA.org. An investor brochure is also available upon request.

Complaints

Complaints regarding your account may be directed to:
Research Capital USA Inc.
Attn: Compliance Department
199 Bay Street, Suite 4500
Toronto, Ontario, Canada M5L 1G2

You may also contact us at 416-860-7600.

Other Disclosures

FINRA Rule 2261

Disclosure of Financial Condition is available to Customers upon written request. Please send your request to Research Capital USA Inc., Attn: Compliance Department, 199 Bay Street, Suite 4500, Toronto, Ontario, Canada M5L 1G2.

FINRA Rule 2266

You may obtain more information about the Securities Investor Protection Corporation (SIPC) coverage on your brokerage account by contacting the firm or requesting a SIPC brochure. SIPC's website is www.sipc.org and the telephone number is 202-371-8300.

SEC Rule 606 - Order Routing Disclosure

In accordance with SEC Rule 606 (formerly Rule 11Ac1-6) under the Securities Exchange Act of 1934, Research Capital USA Inc. is committed to providing transparency around our order routing practices.

Rule 606(a) requires broker-dealers to publish quarterly reports that present a general overview of how non-directed customer orders in NMS securities (National Market System stocks and options) are routed for execution. These reports include:

• The top execution venues where we route orders.
• Whether we receive payment for order flow, and the material aspects of those arrangements.
• A breakdown of order routing by order type, including market orders, limit orders, and others.

These reports are made publicly available on our website, in a standardized format prescribed by the SEC.

In addition, under Rule 606(b), we will provide upon request, and at no charge, specific details about the routing and execution of your individual orders—including whether those orders were directed to a particular venue, and if so, whether any compensation was received in connection with that routing.

For the purposes of this rule:

• A "customer order" means any order that is not for the account of a broker-dealer.
• A "non-directed order" is one for which the customer has not specified a routing destination.

These disclosures help promote fair execution practices and allow you to better understand how your orders are handled in the marketplace.

To view our most recent Rule 606 report or to request individualized routing data, please contact us at aselbie@researchcapital.com or visit our website at www.researchcapital.com.

Member FINRA

Member SIPC