Artemis Capital Partners Management Co LLC

Item 5 – Fees and Compensation

For our services to the Funds, we charge a management fee as described in the relevant sections of
Management Agreement and the Limited Partnership Agreement. No management fee is payable
to any designated Artemis affiliate or the General Partner. In addition, each Fund's General Partner,
an affiliate of Artemis through common ownership and control, is entitled to receive Carried Interest,
a form of performance-based compensation, as described in relevant sections of the Management
Agreement and the Limited Partnership Agreement.

Management fees are charged quarterly in advance. Generally, management fees are based on a
percentage of the total capital committed to the Fund by investors. For most Funds, after the
investment period of the Fund, the management fees are based on a percentage of actively invested
capital. In some cases, the adjustment to the amount upon which the management fees are based
can occur earlier if certain events happen before the end of the Fund’s investment period. Upon
termination, prepaid management fees are generally refunded on a pro rata basis based on the
relevant period. Carried Interest, based on net fund performance, is allocated upon the sale of any
portfolio company or realization of an investment or dividend.

Clawbacks: Upon liquidation of a Fund, if the General Partner has received, over the term of the
Fund, distributions in excess of the amount of distributions distributable to the General Partner in
respect of a Limited Partner in accordance with the “Distributions” provisions of the respective
PPM applied on an aggregate basis covering all Portfolio Investments, then the General Partner
will be required to return to the Fund for distribution to such Limited Partner the lesser of (i) the
amount of such over-distribution and (ii) the amount of Carried Interest distributions actually
received by the General Partner as to such Limited Partner net of taxes calculated using an assumed
tax rate.

Artemis or the General Partner has entered into side letters or other similar agreements with Limited
Partners to waive or reduce Management Fees, Carried Interest, and/or other fees payable as to a
Limited Partner in accordance with the Governing Fund Documents.

Other Fees, Expenses and Off-Sets

A General Partner, the Principals, their respective affiliates, including their respective members and
employees, as well as members of Artemis’s network of business advisors, receive fees from a
Fund’s portfolio companies or prospective portfolio companies. Such fees include, without
limitation, commitment, break-up, transaction, closing, monitoring, success, board service,
management, advisory and other fees. All such fees will be in addition to the management fee and
will not offset the management fee unless fee offset limits, as defined in each Fund’s Governing
Fund Documents, are achieved.

The Funds will be responsible for, and the General Partner, Management Company and their
affiliates will be entitled to reimbursement for their payment of, all costs, expenses, liabilities and
obligations relating to the Fund’s and/or its subsidiaries’ activities, investments and business (to
the extent not borne or reimbursed by a portfolio company), including (i) all costs, expenses,
liabilities and obligations attributable to identifying, structuring, organizing, negotiating, acquiring,
managing, monitoring, operating, holding, valuing, developing, improving, servicing, winding up,
liquidating, dissolving and disposing of the Fund’s investments, including registration expenses,

brokerage, finders’, custodial and other fees, travel expenses, legal fees and expenses, filing fees
and expenses, accounting fees and expenses, audit fees and expenses, third-party investment
banking, valuation, and consulting fees and expenses, and other fees and expenses (to the extent
not reimbursed), (ii) legal, accounting, reporting, administration, appraisal, custodian, depositary,
auditing, environmental, financing, consulting or insurance fees, including directors and officers
and errors and omissions liability insurance and liability insurance to protect the Fund, the General
Partner, the partners or members of the General Partner, the Management Company, any service
provider, the members of the Advisory Board and any of their respective partners, members,
stockholders, officers, directors, employees, agents or affiliates in connection with the activities of
the Fund, (iii) broken deal expenses, (iv) all out-of-pocket fees and expenses incurred by the Fund,
the General Partner or the Management Company in connection with the annual meetings and other
periodic (if any) meetings of the Limited Partners or the Advisory Board, or any other conference
or meeting with any Limited Partner(s), (v) the Management Fee, (vi) any taxes, including without
limitation any taxes arising under the partnership tax audit rules (and tax reporting and preparation
fees), fees and other governmental charges levied against the Fund (except to the extent that the
Fund is reimbursed therefor by a Partner or such tax, fee or charge is treated as having been
distributed to the Partners pursuant to the Governing Fund Documents), expenses incidental to the
transfer, servicing and accounting for the Fund’s cash and securities, including all charges of
depositories and custodians, all expenses incurred by the partnership representative or a similar role
of the General Partner under applicable state or local tax or non-U.S. law, (vii) placement fees,
(viii) costs and expenses that are classified as extraordinary expenses under GAAP, (ix) all costs
and expenses incurred in connection with the organization, management, operation and dissolution,
liquidation and final winding-up of any alternative investment vehicles or holding vehicles,
including documentation related thereto, (x) all costs and liabilities incurred in connection with
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Item 7 – Types of Clients

We provide investment management services to several private equity funds and associated co-
investors as disclosed at Item 4 of this Brochure.

Each Fund intends to conduct its affairs such that the Fund will not be regulated as an “investment
company” under the Investment Company Act. Investors in the Funds must be “accredited
investors” (as defined in Regulation D under the Securities Act) or “qualified purchasers” (as
defined in Section 2(a)(51) of the Investment Company Act) as required by the Governing Fund
Documents.

The minimum commitment to Artemis Capital Partners II, L.P. is $200,000. The minimum
commitment to Artemis Capital Partners III, L.P. and Artemis Capital Partners IV, L.P. is $500,000.
The General Partner has and may in the future waive the minimum commitment requirement for
various investors.

Prospective investors in any new Fund should refer to the appropriate Governing Fund Documents
for information regarding that Fund's minimum required capital commitment and any additional
qualifications required for investment.