Gallatin Point Capital LLC

Item 5.   Fees and Compensation

Advisory compensation

Each investor in a Fund is charged an investment management fee (the “Management Fee”) that is based
on capital commitments, invested capital or adjusted capital contributions, depending on the stage of a
Fund’s lifecycle. Generally, Management Fees are a percentage of a Fund’s capital commitments,
converting after a designated investment period to a percentage of the cost of the remaining assets and
decreasing in the later years of the Fund. The exact amount of, and the manner and calculation of, the
Management Fee is established through negotiations between Gallatin and each Fund and is set out in each
Fund’s organizational documents and/or other documentation received by or agreed upon with an investor
prior to investment in such Fund (the “Fund Documentation”). Gallatin expects that Management Fees
will be deducted from the capital called from each Fund investor’s committed capital on a quarterly basis
and paid in advance to Gallatin or an affiliated entity. The Management Fee is prorated for any period less
than a calendar quarter for which it is payable.

As is generally the case in private equity funds, the Fund Documentation provide that a Fund’s Management
Fees will be calculated and charged on a basis that generally is not tied to the Fund’s then-current net asset
value. As further specified in the Fund Documentation, from the effective date of the relevant Fund until a
date specified in the Fund Documentation (the “Stepdown Date”), Management Fees generally will be
charged based on a formula tied to the amount of the relevant Fund’s aggregate capital commitments. After
the Stepdown Date, Management Fees generally will be charged and calculated based on a formula tied to
the amount of investment contributions (including, where applicable, a Fund borrowing component
(including interest expense) and the amount of any other capitalized fees or expenses) made by the relevant
Fund relating to the Fund’s investments that have not been realized or are written down (such investments,
“Impaired Value Investments”).

Under the Fund Documentation, where the fair market value of an investment exceeds the total amount of
investment contributions relating to such investment, post-Stepdown Date Management Fees will not be
calculated based upon such appreciated value and will instead continue to be calculated based on the amount
of applicable investment contributions.

As a result, and as is generally the case for private equity funds, the amount of Management Fees generally
will not correspond with fluctuations in the net asset value of individual investments or of a Fund, including
following the relevant investment period, and will not be reduced in connection with any write downs
(whether temporary or permanent), except in the case of Impaired Value Investments.

In many circumstances, the post-Stepdown Date Management Fee base will include capitalized transaction-
specific fees and expenses of unrealized investments, including certain fees and expenses paid to service
providers (including suppliers, vendors, consultants, lenders, law firms (including Fund or transaction
counsel), transaction service providers and their respective affiliates, personnel and related investment
vehicles (together, “Investment Service Providers”)), Gallatin, or its affiliates.

Subject to the Fund Documentation, a portion of cumulative net profits from the investments of such Fund
(customarily referred to as a “Carried Interest”) is generally allocated to one or more affiliates of Gallatin.

The compensation described herein may be modified and may differ from one Fund to another, as well as
among investors in the same Fund. The Management Fee and Carried Interest has been reduced, rebated or

waived for some investors in the Funds, and Gallatin expects that any future strategic partners or significant
investors will typically be charged lower Management Fees and Carried Interest than other investors in
each Fund. Gallatin also expects to reduce or waive Management Fees and/or the Carried Interest for
investors affiliated with Gallatin or Gallatin employees. As described below, the Management Fee is often
reduced in connection with the receipt by Gallatin or its related persons of various fees paid by actual or
prospective Fund portfolio companies or by certain organizational or other expenses borne by such Fund.

Other Expenses Paid by the Funds

In addition to paying Management Fees and Carried Interest, each Fund will generally be subject to the
payment of other fees and expenses, as set out in the Fund Documentation for each Fund, including but not
limited to:

    •   expenses incurred in connection with the organization of a Fund,

    •   fees, costs, and expenses incurred in connection with the dissolution, liquidation and winding up
        of a Fund,

    •   expenses incurred in connection with preparing any amendment, restatement, or other
        modifications to certain Fund Documentation,

    •   legal, administrator, accounting, auditing, and other professional expenses including, but not
        limited to, regulatory, compliance, filings, and reporting expenses (to the extent related to a client
        or its investments),

    •   fees, expenses, and other compensation of any operating partners retained to provide management,
        consulting, or other business services to, or relating to, potential or current portfolio companies,

    •   principal, interest, and expenses relating to, or arising out of, borrowings by such Fund and all
        reasonable brokerage fees, commissions, and discounts,

    •   costs and expenses incurred in connection with the evaluation, research, purchase, retention or sale
        of securities (whether or not consummated), including, without limitation, loan fees, private
        placement fees, sales commissions, brokerage fees, auditing fees, underwriting commissions and
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Item 7.    Types of Clients

Gallatin provides discretionary investment advice to both the Funds and separate investment vehicles and
provides non-discretionary investment advice to one or more institutional clients. Each Fund specifies a
minimum subscription amount, but the terms will depend on the Fund Documentation. The applicable
General Partner (or other affiliate with management discretion) reserves the right to waive the minimum
investment amount for investors.

Any investment advisory relationships with institutional clients will be negotiated on a case-by-case basis.