Auxo Investment Partners LLC

ITEM 5 – FEES AND COMPENSATION

Management Fee from the Funds

As further described in the Offering Documents for each Fund, Auxo may be entitled to receive
an annual management fee (the “Management Fee”) from the Funds.

Auxo is permitted at any time and in its sole and absolute discretion, may defer all or any portion
of the aggregate Management Fee (or other fees received) by a Fund, and may defer, waive, reduce
or calculate differently all or a any portion of the Management Fee (or other fees received) with
respect to any Investor.

The Management Fee can be paid from drawdowns of capital commitments, from borrowings
incurred by the Funds, or from proceeds that would otherwise have been distributable by, or
other available assets of, the Funds.

Michigan Opportunity Fund

Auxo will be paid a Management Fee by the Michigan Opportunity Fund. The Management Fee
will be paid quarterly in advance, and calculated as follows: (I) Until the end of the Investment
Period of the Michigan Opportunity Fund (intended to be the fourth anniversary of the final
closing, with the ability of Auxo to extend the period for two successive one-year periods), the
Management Fee will be calculated at a rate equal to 2% per annum of aggregate capital
commitments, and (II) In general, following the Investment Period until the final liquidating
distribution of the Michigan Opportunity Fund, the Management Fee will be calculated at a rate of
2% per annum of the net invested capital of the Michigan Opportunity Fund as of the date of such
quarterly payment. Each quarterly payment of the Management Fee will be reduced by any “Excess
Organizational Expenses” borne by the Michigan Opportunity Fund in accordance with the
Offering Documents. Additionally, each quarterly payment of the Management Fee may be
reduced by any Transaction Fees received by Auxo and its affiliates from Portfolio Companies.

AGH Funds

Auxo will not be paid a Management Fee by the AGH Funds, but expects to receive fees from
each Portfolio Company owned by the AGH Funds.

Single Holding Funds

Auxo will not generally be paid a Management Fee by the Single Holding Funds.

Transaction Fees

Auxo expects to receive fees from each Portfolio Company owned by the Funds (the
“Transaction Fees”). The Transaction Fees generally include 100% of any monitoring fee,
consulting fee, advisory fee, or similar fee paid by a Portfolio Company to Auxo and/or a Managing
Member entity or any other affiliate of Auxo for services provided to such Portfolio Company in
a capacity other than as an employee of such Portfolio Company measured and paid quarterly.
Auxo will also seek from each Portfolio Company upon its acquisition certain Transaction Fees,
subject to certain limitations as described in the Offering Documents for each Fund.

Organizational Expenses of the Funds

Each Fund will bear and/or reimburse Auxo or Auxo Management Partners for all organizational
and startup expenses, including legal, travel, regulatory filing, capital raising and other
organizational expenses. As described in each Fund’s Offering Documents, certain of the Funds
have provisions that limit the amount of organizational expenses that a particular Fund may bear
or reimburse to Auxo or Auxo Management Partners. Organization expenses in excess of such
limits, as specifically described in each Funds Offering Documents, will be borne by Auxo and its
affiliates, either directly or via an offset of the Management Fee.

Auxo Expenses

Auxo will be responsible for all ordinary administrative and overhead expenses incurred in
connection with maintaining and operating its office, including employee’s salaries, rent, utilities
and equipment expenses, except as set forth below under Fund expenses or as otherwise
provided in the Offering Documents for each Fund.

Fund Expenses

Each Fund will bear all other expenses incurred in connection with the operation of each specific
Fund, including all expenses incurred with any investment or potential investment of the Funds,
including all transactions and other costs and expenses related thereto: fees and expenses of and/or
relating to trustees, attorneys, administrators, advisors (including tax advisors and senior
advisors), brokers, consultants, paying agents, depositaries, operating partners and other
professional advisors; borrowing and finance costs; travel expenses incurred in connection with
a particular Fund’s operations; expenses directly attributable to any Portfolio Company
investment or proposed investment that is ultimately not made by a particular Fund; fees and
expenses of attending industry conferences or obtaining third-party research; legal, accounting,
auditing, tax, administrative, consulting fees and expenses; financing fees; the Management Fee;
expenses associated with the preparation, printing and distribution of each Fund’s financial
statements, tax returns, Schedules K-1 and any other tax compliance and reports to the Investors;
expenses relating to the preparation and submission of regulatory filings; fees and expenses related
to legal inquiries and examinations, fees and expenses incurred in connection with obtaining legal,
tax, and accounting advice and the advice of other consultants and experts on behalf of a Fund;

any taxes imposed on a Fund and any interest, penalties or expenses relating to any such taxes,
and any expenses incurred in connection with tax proceedings involving a Fund; premiums and fees
for directors and officers and errors and omissions insurance to benefit, directly or indirectly,
Auxo, the Managing Member Entity of a Fund and other advisors to the Funds and affiliated parties;
and other administrative or operational expenses of the Funds. Additional detail on the
operational expenses borne by each Fund is provided in each Fund’s Offering Documents.

The recipients of this Brochure should refer to the Offering Documents of a particular Fund for
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ITEM 7 – TYPES OF CLIENTS

Auxo shall provide discretionary investment advisory services to the Funds, and not individually
to the Investors in the Funds. The Investors in the Funds will be “accredited investors” in reliance
upon the exemption from registration provided by Section 4(2) of the Securities Act of 1933, as
amended (the “Securities Act”), and Regulation D promulgated thereunder and “qualified
clients” as defined in the Investment Advisers Act of 1940, as amended (the “Advisers Act”),
and the rules and regulations promulgated thereunder.

In addition, Auxo may, in the future, offer investment advisory services to other pooled
investment vehicles or separately managed accounts.