Highclere International Investors LLP

Item 5. Fees and Compensation

Highclere operates two commingled funds for US investors:
    1. The Highclere International Investors Smaller Companies Fund (“HII SCF”)
    2. The Highclere International Investors SMID Fund (“HII SMID”)

                                           HII SCF                   HII SMID
                                         % Per Annum                % Per Annum
                   First $25m                  1.00                      0.95
                   Next $25m                   1.00                      0.85
                   Next $25m                   0.95                      0.75
                   Next $25m                   0.80                      0.70
                   Thereafter                  0.80                      0.65

Fees are paid by each Unitholder invested in the Funds based upon the market value of the Units held by
the Unitholder rather than the value of the Fund itself. Fees are not negotiable. Some seed investors
received a discount at inception. Fees are normally payable monthly in arrears and are normally paid via
the redemption of part of the Units held by each Unitholder in a Fund on a monthly basis. The
management fee is paid whether or not the Fund is profitable in a given month. If an investment in the
Fund is held for less than a month, the Custodial Trustee will pro rate the management fee to reflect the
number of days in the month the investment was actually held. Unitholders will incur brokerage and
transaction costs as described in Item 12, ‘Brokerage Practices’.

Highclere does not typically accept separate accounts under an IMA. However, Highclere may employ
temporary separate accounts to facilitate investment into or withdrawals out of its Funds.

The Funds pay their own direct trading expenses, clearing fees, and other exchange fees and charges. The
Funds are obligated to pay all income and other taxes related to their underlying investments. In addition,
the Funds may be required to reimburse Highclere or the third-party service providers to the Funds for
legal expenses incurred that Highclere deems to be necessary to protect the Unitholders (e.g., extraordinary
legal expenses such as those incurred in connection with litigation to protect or promote the investment
rights or obligations of the Funds (as applicable) and legal or accounting expenses incurred in connection
with reclaiming foreign withholding taxes).

Highclere pays all routine legal, audit and accounting fees related to the Funds as well as annual audit fees
and tax return expenses (if any). Highclere pays any fees payable to the Custodians, Trustees, Fund
Administrators, Managers, Managing Members, Auditors, Tax Advisors and other similar service providers
of the Funds. The Funds are not required to reimburse Highclere in the event that the investment
management fees are insufficient to cover the expenses borne by Highclere.

Investors invested in separate accounts or transition accounts pay their own direct trading expenses, clearing
fees, and other exchange fees and charges.

HII ADV Part 2A 2606                                                                                      -4-

Item 7. Types of Clients

   Each Fund, and not the underlying Unitholders in each Fund, is considered a Client pursuant to Rule
   203(b)(3)-1 of the Investment Advisers Act of 1940. Highclere makes investments on behalf of the Funds
   for the benefit of the underlying Unitholders in each respective Fund. Units are sold only to Unitholders
   that qualify as “accredited investors” and “qualified purchasers” under applicable securities laws.

   The minimum initial subscription for Units in each of the Funds is US$2m.

   Highclere may use temporary separate accounts and transition accounts to facilitate investment into or
   withdrawals out of its Funds. The term “client” refers to each Fund and to any investor using a temporary
   security account.

   Sideletter Agreements
   It is Highclere’s policy not to agree to any sideletter or other similar agreements that grant any Unitholder
   or group of Unitholders preferential rights with respect to management fees, the payment or timing of
   redemptions, indemnification by Highclere, the law governing Highclere’s and each Unitholder’s
   responsibilities under the governing documents for the Funds, or access to Fund level data. Our sideletter
   agreements tend to deal with operational matters. As a matter of policy, we do not offer investors
   preferential rights to data, redemption rights, or reductions in investment management fees. It is Highclere’s
   intention and expectation, that we will incorporate side letter terms within the offering documents at the
   earliest opportunity. We will provide a copy of a Fund’s sideletter summary to any current or prospective
   investor upon request and will discuss the contents of any sideletters with any current or prospective
   investor.