GEF Management Corporation

ITEM 5: FEES AND COMPENSATION

GEF receives management fees and carried interest in connection with providing investment
advisory services to the Funds. Fees are initially described in each Fund’s PPM, and subsequently
are detailed in each Fund’s Governing Documents. Fees are negotiable at the sole discretion of
GEF prior to entering into such agreements. Sometimes, a percentage of other fees payable to
GEF may reduce the Annual Fee owed by a Fund to GEF. Investors in the Funds also bear certain
Fund expenses as further described below. Employees of GEF and its relying advisors who are
investors in Funds generally do not pay these fees, or the amount of such fees may be substantially
reduced.

With respect to Co-Investment Funds, any fees received by GEF are generally negotiated at the
time of formation of such Co-Investment Fund, but may include commitment-based fees,
management fees, performance-based fees or allocations, expense reimbursements, or other
administrative fees similar to those described below relating to the Funds. In certain cases, fees
charged to Co-Investment Funds may be substantially reduced.

Management Fees

GEF is generally compensated for its advisory services through an annual fee, payable quarterly in
advance until the termination of the respective Fund, based on a percentage of each Fund’s assets
under management that is usually deducted from a Fund’s assets (the “Annual Fee”). Annual Fees
range from 1.0% to 2.0% per annum (“Annual Fee Percentage”). Typically, the Annual Fee is
calculated during the initial period of a Fund’s lifecycle by determining such Fund’s committed
capital and multiplying such amount by the Annual Fee Percentage. Subsequently, such Fund’s
Annual Fee is usually determined by multiplying the capital invested by such Fund by the Annual
Fee Percentage. In some cases, the Annual Fee is a flat negotiated rate. Certain funds that have
completed the disposition of their portfolio investments and are in liquidation or dissolution are
no longer subject to ongoing management fees.

Termination of the management agreement by any Fund with its manager during a fiscal quarter
may result in a refund of the unearned portion of the fee. Either party to the management

agreement may terminate it. All advisory agreements expressly provide that the Advisers Act
governs the relationship between GEF and the respective Fund.

Carried Interest

In addition, GEF is generally compensated with a participation in profits from Funds (the “Carried
Interest Fee”) that is typically 20% after meeting certain thresholds, but in certain cases, such as
for Co-Investment Funds or other unique circumstances, may be higher or lower. The Carried
Interest Fee is typically payable only after a Fund’s investors have been repaid their invested capital
and a priority return on that capital. The Carried Interest Fee is also deducted from a Fund’s assets.
Additionally, certain Funds or investments within Funds may include a profits interest structured
as a waterfall allocation within the Fund as a whole or a participation in profits at the investment
level. This type of allocation operates similarly to a traditional carried interest plan but is calculated
and distributed based on returns of designated investments as specified in a Fund’s governing
documents. The Carried Interest Fee is also deducted from a Fund’s assets.

Other Fees and Expenses

Also initially described in each Fund’s PPM and subsequently detailed in the respective Fund’s
Governing Documents are any expenses that may be charged to the Fund. Each Fund generally
bears the offering and organizational expenses incurred in connection with its organization,
including any related legal, accounting, regulatory, travel, or other expenses, subject to a cap set
forth in the Fund’s Governing Documents.

On an ongoing basis, the Fund will pay all expenses relating to its operation and proposed or actual
investments, to the extent not otherwise paid by portfolio companies. These expenses may include
legal, accounting, administration, investment structuring, investment banking, consulting, research,
brokerage, custody, transfer, registration, insurance, indemnification, litigation, limited partner
advisory committee, interest, taxes, investment-related travel costs (including for prospective,
consummated and unconsummated transactions), interest on fees and expenses arising out of all
borrowings made by such Fund, regulatory, other governmental, extraordinary expense and other
similar fees and expenses. Subject to its Governing Documents, the Fund generally will bear all
sourcing and diligence expenses incurred with respect to the pursuit of particular investments that
are never actually consummated. Examples of such “broken deal” expenses include fees and
expenses of any legal, financial, accounting, consulting, or other advisors, and any travel and
accommodation expenses. All of such expenses generally are borne pro rata by investors in the
applicable Fund. The expenses described do not include every possible expense a Fund may incur.
Investors should review the applicable Governing Documents and PPM for further details. Funds
are not responsible, however, for GEF’s expenses in connection with maintaining and operating
its offices and certain other aspects of GEF’s advisory business (e.g., expenses for employee
compensation, rent, utilities, general office expenses, general publication and research subscriptions
that are not deal-specific, information technology services, and accounting expenses incurred solely
for GEF).

In addition to the Annual Fee and Carried Interest Fee, GEF and its affiliates may receive
monitoring fees, transaction fees, or other similar fees as more fully specified in a Fund’s Governing
Documents. Such fees may or may not offset management fees, depending upon the Fund’s
Governing Documents. GEF may have a conflict of interest to the extent, for example, it is
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ITEM 7: TYPES OF CLIENTS

GEF provides investment advisory services solely to our actively managed Funds, as noted above.
Investors participating in Funds may include individuals, banks or thrift institutions, sovereign
wealth funds, pension and profit-sharing plans, trusts, estates, charitable organizations or other
corporations or business entities and also may include, directly or indirectly, principals or other
employees, shareholders or affiliates of GEF. Each Fund has a minimum commitment amount
for prospective investors, typically $5 million, unless waived by GEF. GEF also offers, from time
to time, investment opportunities to qualified professional investment personnel. Fund interests
are offered and sold generally to investors that are (i) “accredited investors” as defined under
Regulation D of the Securities Act of 1933, as amended and (ii) “qualified clients” as defined under
the Advisers Act or other “knowledgeable employees” of GEF.

Certain funds previously advised by GEF have completed the disposition of their portfolio
investments and are in liquidation or dissolution. GEF does not provide investment advisory
services to such entities, and they are not treated as clients for purposes of this brochure.

Certain investors in the Funds have negotiated additional provisions related to their particular
investment criteria or needs in a side letter agreement (“Side Letter”) or other writing with the
general partner of that Fund, which have the effect of establishing rights under, or altering or
supplementing, the terms of such Fund’s Governing Documents, in respect of the investor to
whom such letter or writing is addressed. For example, such rights could relate to co-investment
opportunities, waiving or reducing fees, the ability to opt-out of certain investments or appointing
a representative to the limited partner advisory committee. Any rights established, or any terms
altered or supplemented, will govern only that GEF Fund investor and not the Fund as a whole.