Brookfield Asset Management PIC BMG LLC

ITEM 5 – FEES AND COMPENSATION

Management Fees. As compensation for the services it provides to a Brookfield Account, Brookfield is
generally entitled to an annual management fee that is typically calculated and paid quarterly in
advance. In addition, Brookfield is generally entitled to performance-based compensation, which
typically is equal to a portion of the distributions of investment proceeds attributable to each Investor
in the Brookfield Account (other than affiliates of BAM PIC BMG). Overall fees may vary by Brookfield
Account. Brookfield reserves the right to apply different fee and expense arrangements to Investors on
an individual basis.

BAM PIC BMG’s clients generally will bear a base management fee and underlying incentive fee (or
equivalent) payable to Brookfield for managing the relevant Underlying Brookfield Account. Those fees

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are generally determined in accordance with each Underlying Brookfield Account’s governing
documents. In addition, Investors in Brookfield Accounts advised by BAM PIC BMG will bear a
management fee payable to Brookfield for managing fund of funds advised by BAM PIC BMG that is
equivalent to a fixed percentage of assets under management, as set out in the offering documents of
the relevant BAM PIC BMG client.

Operating Expenses. In addition to the fees above, each Brookfield Account generally bears all of its
operating expenses, including legal, organizational, offering expenses and other expenses, and each
Investor bears its pro rata portion of these expenses. Therefore, BAM PIC BMG’s clients’ will bear
operating expenses of Brookfield Accounts in which they invest as well as the operating expenses of the
BAM PIC BMG client. Organizational expenses of BAM PIC BMG’s clients that are directly incurred may
include the out‐of‐pocket expenses of Brookfield and its agents incurred in the formation and offering
of the Brookfield Account, certain affiliates that conduct Brookfield’s advisory business, and any legal
and accounting fees and expenses, filing fees and similar fees and expenses related thereto, which are
often subject to a cap. Ongoing operating expenses of BAM PIC BMG’s clients generally include, among
other items:

   •   identifying, sourcing, researching, structuring, negotiating, acquiring, making, holding,
       monitoring, developing, owning, managing, financing, selling or potentially selling, restructuring
       or potentially restructuring, or disposing of or valuing proposed or actual investments, including
       legal, accounting, auditing, consulting, appraisal, and other expenses;
   •   a proposed transaction or investment by that is not consummated;
   •   legal, auditing, consulting, accounting, back-office services, communication, fund and other
       administration, reporting and other professional and administrative fees, costs and expenses
       (including any information technology utilized by the Fund or its subsidiaries);
   •   meetings of a Limited Partner Advisory Committee (“LPAC”) or similar body and meetings of or
       with any Investors;
   •   the purchase of, and/or premiums, fees, costs and expenses with respect to, insurance for the
       benefit of BAM PIC BMG’s clients and parties entitled to indemnification with respect to related
       matters;
   •   indemnification, and any costs and expenses incurred in connection with any litigation,
       arbitration, investigation, settlements or reviews or other extraordinary events, and the amount
       of any judgments or settlements paid in connection therewith;
   •   borrowings, guarantees and letters of credit, including interest thereon;
   •   Investor matters, including defaults, transfers and side letter administration;
   •   depositary, custodian, paying agent, trustee, rating agent, transfer agent and similar services,
       including brokerage commissions, custodial expenses, appraisal fees and other similar costs;
   •   anti-bribery and corruption, anti-money laundering or “know your customer” compliance, tax
       diligence expenses and/or related procedures;
   •   government and regulatory filings (excluding Form ADV);
   •   the general partner;

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   •   the preparation and circulation of drawdown notices and distribution notices, the maintenance
       of Brookfield Accounts’ books of account and the preparation of reports to Investors, financial
       statements, tax returns and K-1s;
   •   liquidating or restructuring a BAM PIC BMG client, general partner or Brookfield Adviser;
   •   hedging transactions;
   •   any taxes, expenses, penalties or liabilities that are not borne by one or more Investors (e.g.,
       taxes, expenses, penalties or liabilities not allocable to or indemnifiable by any Investor),
       including taxes, interest, fees, penalties and other governmental or regulatory charges imposed
       on or payable by a BAM PIC BMG client, including in connection with any tax filing, tax audit,
       investigation, settlement or review of a BAM PIC BMG client;
   •   a general partner or its designee in its capacity as a Brookfield Account’s “partnership
       representative” or any similar role under applicable state, local or non-U.S. tax law; and
   •   subsidiaries of a Brookfield Account or Brookfield, other vehicles and special purpose entities
       through which investments are held or managed.

As an Investor in Underlying Brookfield Accounts, BAM PIC BMG’s clients will incur additional operating
...

ITEM 7 – TYPES OF CLIENTS

Brookfield’s clients include private investment funds structured as limited partnerships (and alternative
investment vehicles and parallel or co‐investment vehicles formed for investments made outside or
alongside the limited partnerships), insurance accounts, and publicly listed vehicles. Investors in
Brookfield Accounts generally include public and corporate pensions, sovereign wealth funds, insurance

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companies, financial institutions, corporations and high net worth individuals. BAM PIC BMG’s clients
include funds of funds that invest in Underlying Brookfield Accounts.