BentallGreenOak Strategic Capital Partners LLC

Item 5. Fees and Compensation

The Adviser and/or its affiliates generally receive management fees and performance-based
allocations (e.g., carried interest or similar profit allocations) from Advisory Clients. Further,
certain Advisory Clients also pay an administration fee to the Adviser or one of its affiliates. The
specific legal and/or organizational documents of Advisory Clients (which may include limited
partnership or other governing agreements, subscription agreements and side letters) or the
investment advisory agreement between the Adviser and such Advisory Client set forth the fee
structure relevant to such Advisory Client. Advisory Clients typically also bear certain out-of-
pocket expenses incurred by the Adviser and its affiliates in connection with the services provided
to such Advisory Clients. Fees and other compensation, as well as other out-of-pocket costs and
expenses of the Funds are ultimately borne by the investors in such Funds.

The following sections discuss the most common fees and expenses in more detail.

Common Types of Fees

Management Fees and Administration Fees

Advisory Clients pay the Adviser an asset management fee (the “Management Fee”), either semi-
annually in advance, quarterly in arrears, or as otherwise agreed to, in accordance with the terms
of such Advisory Client’s governing documents and/or investment advisory agreement.

Although each advisory client relationship is different, the Management Fee is generally
calculated at the annual rate of 1.25% of capital commitments for three years after the final
closing date of the Fund, and thereafter the basis for the Management Fee changes to the sum
of invested capital, unfunded commitments to investments and reserves for investments, minus
return of capital. For certain legacy Funds, the Management Fee is calculated at the annual rate
of 0.5-1% of capital commitments until the weighted average of the end of the investment
periods of all of the Underlying Funds, thereafter on the basis of the Fund’s remaining cost of the
Underlying Funds plus the assessment of capital expected to be called by the Underlying Funds
until the end of the investment periods of all of the Underlying Funds, and thereafter on the basis
of the Fund’s remaining cost of the Underlying Funds. In addition, some Managed Accounts are
charged a Management Fee based on capital commitments or capital contributions allocable to
unrealized investments for the duration of the Managed Account. An Advisory Client’s
borrowings may also be taken into account for purposes of calculating the Management Fee, as
provided in the Advisory Client’s governing documents.

When a new investor is admitted to a Fund following the date on which the Fund first admitted
investors, the new investor will generally be charged a Management Fee retroactive to the initial
closing date. Additionally, Management Fees are generally required to be returned to an Advisory
Client, pro-rata, should the Adviser’s management services to such Advisory Client be terminated
prior to the end of the period in respect of which the fees have been paid (unless otherwise

agreed to by the requisite holders of interest in a Fund or Managed Account as set forth in such
Advisory Client’s governing agreements). In general, the amount of such fees to be returned is
calculated based on the number of days remaining in the applicable period.

Management Fees are generally paid by or on behalf of an Advisory Client by (i) requiring
investors in such Advisory Client to make capital contributions in respect of such fees, or (ii)
withholding the amount of such fees from investment proceeds that would otherwise be
distributable to the investors of such Advisory Client. The Management Fee is typically deducted
from an Advisory Client investor’s capital account. In addition, the Adviser or its affiliates often
has the ability to cause an Advisory Client to borrow money for the payment of such fees.

Certain third-party managed funds for which the Adviser provides sub-advisory services are
charged a flat administration fee, paid on a quarterly basis in advance, or as contracted, to cover
a portion of the Adviser’s internal administration costs. The amounts of any such fees are set
forth in the agreements pursuant to which the Advisor provides services to such third-party
managed fund.

Performance-Based Arrangements

In addition to Management Fees, the Adviser or one of its affiliates (e.g., the general partner of
a Fund) is generally entitled to receive carried interest or similar profit allocations (“Carried
Interest”) from an Advisory Client. Carried Interest is a performance-based profit allocation
based on a share of the income and gains of the assets in each Advisory Client. Carried Interest
allocations typically range between 3% and 5% of distributions after the Advisory Client or a
Fund’s investors have received a return of their contributed capital plus a preferred return of 9%,
or as agreed.

With respect to Advisory Clients that are focused on distressed real estate-related opportunities
primarily in the United States, the Adviser or one of its affiliates (e.g., the general partner of a
Fund) is entitled to Carried Interest equal to 10% of distributions after the Advisory Client’s
investors have received a return of their contributed capital plus a preferred return of 10%, or as
agreed.

With respect to the Adviser’s Advisory Clients that are focused on the acquisition of co-
investments (either directly or through an investment entity sponsored third-party managers)
and/or interests in Underlying Funds acquired on the secondary market, the Adviser or one of its
affiliates (e.g., the general partner of a Fund) is typically entitled to Carried Interest equal to 12%
of distributions after the Advisory Client’s investors have received a return of their contributed
capital plus a preferred return of 8%, or as agreed.
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Item 7. Types of Clients

BGO SCP provides investment advisory services for Funds and Managed Accounts. The Adviser
also provides sub-advisory services to private funds that are managed by affiliates or third parties.
Investors in Funds and Managed Accounts are institutional and other sophisticated investors,
including entities associated with U.S. and non-U.S. governments and their instrumentalities
(e.g., public pension funds), private pension funds, insurance companies and large endowments,
as well as high-net-worth individuals and large family offices. BGO SCP generally structures its
Managed Accounts as a “fund of one” where there is a single third-party investor or a small group
of affiliated third-party investors as the limited partners (or equivalent) in an investment vehicle
organized and managed by BGO SCP or one of its controlled affiliates.

The Adviser typically requires each third-party investor in a Fund or Managed Account to be an
“accredited investor” as defined in Regulation D under the United States Securities Act of 1933,
as amended (the “Securities Act”), and a “qualified purchaser” as defined in the United States
Investment Company Act of 1940, as amended (the “Investment Company Act”). Typically, a
minimum commitment amount is imposed on third parties investing in a Fund. This minimum
typically is set at $500,000 (but may be set at a higher or lower amount as determined by the
Adviser) although the Adviser, in its sole discretion, will often permit commitments that are less
than such minimum (subject to applicable legal requirements). A minimum investment amount
can also be established pursuant to the laws of the jurisdiction in which the investment vehicle
was established.

Interests in Funds and Managed Accounts are offered through private offerings limited to
qualified U.S. investors pursuant to exemptions available under the Securities Act and the
regulations promulgated thereunder and to qualified non-U.S. persons in accordance with
applicable law. Such investment vehicles are not registered with the SEC as “investment
companies” pursuant to specific exclusions from investment company status under the
Investment Company Act, and do not have the benefit of the protections afforded by the
Investment Company Act to investors in registered investment companies or more highly
regulated investment funds. See also, “Item 5 – Fees and Compensation – Common Types of
Fees”.