1. Firm Overview Pacifica Partners Inc. (“PPI”) was incorporated in British Columbia, Canada on May 2008 and Pacifica Partners Capital Management Inc. (“PPCM”) was incorporated in Washington state on February 2012. Both investment advisors (the “Registrants”) are registered with the Securities and Exchange Commission under the Investment Advisers Act of 1940 (“Advisers Act”) and share personnel and office space at their principal place of business, located in Surrey, British Columbia, Canada. Registration as an investment adviser, or any reference to the Firm being "registered", does not imply a certain level of skill or training. PPCM is a wholly owned subsidiary of PPI, which in turn is indirectly owned by the Registrants’ principals, Amandeep Bhangu, Ajbinder Sull and Naveen Gopal, through their ownership in Cipher Pacific Holdings Ltd., Sull Pacific Holdings Ltd., and Arnasi Investments Ltd., respectively. PPI is also registered as a Portfolio Manager with each of the following Canadian Securities Commissions: Alberta, British Columbia, Manitoba, Ontario, Prince Edward Island, New Brunswick, Nova Scotia, Quebec, Saskatchewan, and Newfoundland & Labrador. In addition, PPI is registered as an Investment Fund Manager in British Columbia, Ontario and Quebec. The principal regulator of PPI in Canada is the British Columbia Securities Commission. The Registrants’ activities with respect to non-U.S. clients may differ from those described generally herein and the Registrants may provide additional or different services to non-U.S. clients. Furthermore, any discussion of activities with respect to non-U.S. clients is intended solely to provide recipients a more complete understanding of the Registrants’ business, including potential conflicts of interest. This Brochure is not: a) an offer or agreement to provide advisory services to any person, b) an offer to sell interests (or a solicitation of an offer to purchase interests) in any investment fund, or c) a complete discussion of the features, risks or conflicts associated with any investment fund or any other product or service offered by the Registrants. 2. Investment Advisory Services The Registrants provide investment advisory services to high net worth individuals, other individuals, corporations, businesses, and on a sub-advisory basis. PPI also serves as manager of a Canadian pooled investment vehicle. Assets domiciled in Canada are managed by PPI while U.S. domiciled assets are managed by PPCM. Investment decisions are based on a client’s Investment Policy Statement (“IPS”). PPCM or PPI will first gauge each client’s investment objectives and risk tolerance to determine the suitability and appropriateness of the investments purchased, sold, or held in a client’s portfolio. The assessment of the client’s risk and return-objective is achieved through the completion of a confidential personal questionnaire, which provides information on the client’s personal financial situation, investment objectives, and risk tolerance. The Firm and the client will then finalize a mutually agreed upon IPS. The client’s assets will be invested in accordance with the guidelines defined in the IPS, which will also indicate the eligible investments to be used to achieve the portfolio’s investment mandate. Eligible investments commonly include the following: stocks listed on major stock exchanges in Canada and the United States (equities), fixed income investments (bonds), no load mutual funds, exchange traded funds, preferred shares, income trusts, real estate investment trusts (REITs), and limited partnerships. The Registrants may allocate client assets among other investment opportunities in response to clients’ requests or cases where it is determined that it would be in the interest of the clients. In addition to the IPS, each client will formally agree to engage either PPCM or PPI through an Investment Management Agreement (“IMA”). The IMA includes information on the client’s identity and personal and financial situation. The client has the responsibility to keep the Firm updated on an ongoing basis with respect to any of the information contained in the IMA, including any significant changes to their personal or financial situation that could impact the appropriateness of the client’s IPS. Clients may add restrictions to their portfolios or security selections as recommended by PPCM or PPI. These restrictions may include but are not limited to, ethical considerations, ecological considerations, governance considerations, etc. Clients may also opt to invest in Responsible Investing (RI) portfolios offered by the Registrants. The objective of such portfolios is to prudently invest client portfolios while simultaneously supporting the commitment of corporations that lead their industry with regard to environmental stewardship, social policy and effective governance. Discretionary Investment Management Service In most cases, the Registrants manage clients’ accounts on a discretionary basis, whereby PPCM or PPI will have authority to manage a client’s portfolio and purchase and sell securities without obtaining approval before effecting each trade. (See Item 16 for further discussion concerning the company's discretionary authorization.) Non-Discretionary (Advisory) Investment Management Service On a more limited basis, the Registrants provide a non-discretionary,

or advisory, investment management service where a client’s portfolio is monitored on a day to day basis but buy and sell actions are only executed after receiving authorization by the client for each specific trade. The term "non- discretionary" refers to the fact that investment decisions are NOT made at the discretion of the Firm and instead may be comprised of recommendations that the client or the advisor initiates with respect to the allocation of the client’s investable assets. The client is free to accept or reject any recommendations from the Firm, which will endeavor to execute trade requests on a best efforts basis. Similarly, the client may choose to disregard the suggested parameters established in their IPS when effecting advisory trades. The Registrants’ recommendations are based upon their professional judgement. No guarantee can be made with respect to any of their recommendations. Financial Consulting Services (Canada) As part of providing investment management services, PPI may also provide clients financial planning and/or consulting services (including investment and noninvestment related matters, such as cross border planning, estate planning, succession planning, legacy planning etc.). It remains the client's responsibility to promptly notify PPI if there is ever any change in his/her/its financial situation or investment objectives for the purpose of reviewing/evaluating/revising PPI's previous recommendations and/or services. If requested by the client, PPI may recommend the services of other professionals for implementation purposes. The client is under no obligation to engage the services of any such recommended professional. Moreover, the client retains absolute discretion over all such implementation decisions and is free to accept or reject any recommendation from the Registrant. If the client engages any such recommended professional, and a dispute arises thereafter relative to such engagement, the client agrees to seek recourse exclusively from and against the engaged third party professional. Portfolio Supervisory Services PPI or PPCM may provide portfolio supervisory services for certain clients. In these cases, the firm will periodically review the positions and exposures in a client’s portfolio but not provide investment management services or make specific investment recommendations. Retirement Rollovers A client leaving an employer typically has four options (and may engage in a combination of these options): I. Leave the money in their former employer’s plan, if permitted, II. Roll over the assets to their new employer’s plan, if one is available and rollovers are permitted, III. Rollover to an IRA, or IV. Cash out the account value (which could, depending upon the client’s age, result in adverse tax consequences). PPI or PPCM may recommend an investor roll over retirement plan assets to an Individual Retirement Account (IRA) managed by the firm. As a result, PPI or PPCM may earn an asset-based fee on those assets. When we provide investment advice to you regarding your retirement plan account or individual retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way we make money creates some conflicts with your interests, so we operate under a special rule that requires us to act in your best interest and not put our interest ahead of yours. Specifically, if PPI or PPCM recommends a client roll over its retirement assets to a managed account, such a recommendation creates a conflict of interest if the firm will earn new (or increase its current) compensation as a result of the rollover. Depending on the options available to the individual, rolling over assets to a managed account by PPI or PPCM could incur higher fees than leaving it in a current plan or moving to another employer-sponsored plan. In contrast, a recommendation that a client or prospective client leave their plan assets with their old employer or roll the assets to a plan sponsored by a new employer will generally result in no compensation to PPI or PPCM. We have an economic incentive to encourage an investor to roll plan assets into an IRA that the firm will manage. There are various factors that the Registrants may consider before recommending a rollover, including but not limited to: I. The investment options available in the plan versus the investment options available in an IRA, II. Fees and expenses in the plan versus the fees and expenses in an IRA, III. The services and responsiveness of the plan’s investment professionals versus those of PPI and PPCM, IV. Protection of assets from creditors and legal judgments, V. Required minimum distributions and age considerations, VI. Employer stock tax consequences, if any, VII. Plan’s withdrawal options or limitations, before and/or after retirement No client is under any obligation to rollover retirement plan assets to an account managed by PPI or PPCM. 3. Assets under management As of December 31, 2022, PPI had $196,254,350 USD in discretionary assets under management and $4,774,622 USD in non-discretionary assets under management. As of December 31, 2022, PPCM had $71,876,280 USD in discretionary assets under management and $2,532,764 USD in non-discretionary assets under management.