CDH Investment Advisory Private Limited

Item 5 – Fees and Compensation

Adviser Compensation

        The precise amount of, and the manner and calculation of, the Adviser’s
compensation in respect of each Fund is set forth in the applicable Fund Documents.
The following is a summary of the compensation arrangements for certain Funds.
Certain investors, generally persons related to the Adviser and its affiliates (including
their employees), do not bear management fees or performance-based compensation;
and certain investors may negotiate individual discounts or other special arrangements.

       The Primary PE Funds generally pay an annual management fee to the Adviser,
as negotiated collectively with the investors of such Primary PE Fund. This is typically
based on invested or committed capital, payable quarterly in advance, and funded by
drawdowns of unfunded capital commitments of investors or amounts withheld from
proceeds otherwise distributable to investors. Some Co-Investment Funds may not bear
any management fee. Where the Advisor serves as sub-adviser to a PE Fund, it may
receive an advisory fee from an affiliated entity.

       In addition, the Adviser or manager of the PE Fund may receive certain types
of fee income from portfolio companies, such as directors’ fees, transaction fees,
consulting fees, and monitoring fees. The management fee otherwise payable by each
Primary PE Fund is reduced by a specified portion of such fee income, as set forth in
the applicable Fund Documents. Upon termination of a relevant management or
advisory agreement, fees that have been prepaid are generally returned on a prorated
basis.

       Item 6 below discusses the distribution of carried interest, and certain
performance-based compensation paid to the Adviser and related persons.

Expenses

        The Funds (and indirectly their investors) generally bear all costs and expenses
relating to their formation, operations and activities, as specified in the applicable Fund
Documents. By way of example, these may include fees, costs and expenses related to
the formation, organization and sale of interests in the applicable Fund, (including
where applicable, meals, entertainment, lodging and travel expenses (collectively,
“Travel Expenses”)), investments (whether or not ultimately consummated), including
fees and expenses relating to the evaluation, acquisition, holding, monitoring and
disposition thereof (including, legal, consulting and accounting expenses and Travel
Expenses), administrative expenses, insurance premiums, taxes or stamp duties,
brokers’ commissions, fees of auditors and counsel, fees of consultants, expenses of

advisory boards, insurance, litigation expenses, technology costs, telephone charges,
investor reporting, website hosting and maintenance, expenses of managing
communications, costs of reporting to, responding to requests of, and other ongoing
meetings with, investors (including Travel Expenses relating thereto), annual meeting
costs (where attendees may include persons who are not investors, such as employees
of the Adviser, employees of portfolio companies, representatives of persons who
provide services or financing to the Funds, or prospective investors) legal, custodial,
administrative, auditing and accounting, appraisal and valuation expenses, and costs of
reporting to governmental authorities. The foregoing list is not intended to be
exhaustive, and investors should review the applicable Fund Documents for further
details.

         The Adviser allocates such costs and expenses among the Funds in good faith
and in accordance with the Adviser’s expense allocation policies and the fiduciary duty
that it owes to each of its clients.

        Expenses and fees generated in the course of evaluating and making investments
for PE Funds, such as out-of-pocket fees associated with due diligence, attorney fees
and the fees of advisors, consultants or other similar professionals, are allocated to the
PE Fund(s) considering the proposed investment by the Adviser in its good faith
discretion and in accordance with the Adviser’s expense allocation policies. Expenses
are allocated among the applicable Primary PE Funds and Co-Investment Vehicles,
except in certain circumstances where the Adviser, in good faith, deems it appropriate
to allocate such expenses solely among the Primary PE Funds. Expenses relating to
proposed PE Fund investments that are not ultimately consummated are generally
allocated entirely to the Primary PE Fund(s) with an active investment period (and not
to any Co-Investment Vehicles formed specifically to invest in such proposed
investment).

         The Adviser from time to time engages fund administrators and other service
providers to perform certain functions for the Funds, including but not limited to fund
administration, custody, execution, record keeping, investor correspondence,
performance reporting, capital calls and distributions, data collection for various
regulatory reporting, and tax filings. These expenses are borne by Funds (and indirectly
their clients)).

Item 7 – Types of Clients

       As described in Item 4 above, the Adviser’s sole clients are the Funds.

        The underlying investors in the Funds are typically institutional and high net
worth investors who are required to meet certain suitability qualifications. They are
generally required to be (a) (i) “accredited investors,” as defined in Regulation D of the
U.S. Securities Act of 1933, as amended, and (ii) “qualified purchasers” for purposes
of section 3(c)(7) of the Investment Company Act of 1940, as amended, or (b) non-U.S.
persons that meet applicable requirements in their respective jurisdictions. The Funds
generally require a minimum level of investment, although this may be waived from
time to time.